Cross-border Payment and Settlement Service Agreement
本跨境支付结算服务由支付宝（中国）网络技术有限公司（简称“支付宝”）、及其境外合作机构【Alipay Singapore E-Commerce Private Limited】（简称“合作机构”）共同为您提供，本协议就上述跨境支付结算服务（简称“本服务”）有关事项进行约定。请您仔细阅读本协议（特别是字体加粗部分）。如您对本协议内容及页面提示信息有疑问，请勿进行下一步操作。您可通过支付宝、合作机构客服渠道进行咨询，以便我们为您解释和说明。如您通过网络页面点击确认或以我们认可的其他方式选择接受本协议的，即表示您与支付宝、合作机构已达成本协议并同意接受本协议的全部约定内容。本协议同时以中、英文书写，如内容不一致或有异议的，以中文文本为准。
This cross-border payment and settlement service is jointly provided by Alipay.com Co., Ltd. (hereinafter referred to as "Alipay") and its overseas partners [Alipay Singapore E-Commerce Private Limited] (hereinafter referred to as "Partners") for you, and this Agreement stipulates the matters related to the above cross-border payment and settlement service (hereinafter referred to as this "Service"). Please read this Agreement carefully (especially the words in bold). If you have any question about the content of this Agreement and the page prompt information, please do not proceed to the next step. You can consult us through the customer service channels of Alipay and the Partners so that we can explain and illustrate it for you. Clicking "OK" on the web page or choosing to accept this Agreement in other ways that we recognize signifies that you have reached this Agreement with Alipay and the Partners and agreed to accept the entire content of this Agreement. This Agreement is made both in English and Chinese. In case of any inconsistency or discrepancy between the English and Chinese versions, the Chinese version shall prevail.
"Cross-border Trading Platform/Platform" means the overseas e-commerce trading platform which you apply to join that provides network premises and the services such as transaction matching for the cross-border transactions between you and users.
"Transaction" means the cross-border trade in goods or services between you and platform users that complies with the relevant regulations of the People's Bank of China and the State Administration of Foreign Exchange of China and permits Alipay to provide services.
"Cross-border Payment and Settlement Service" means that you file a service application, and Alipay and the Partners, after examining and verifying such application, provide you with the services, such as overseas settlement, cross-border payment and settlement, and domestic settlement, so as to pay, through cross-border settlement, your funds obtained from the transactions on the Platform to the RMB account within the territory of China (for the purpose of this Agreement only; for the avoidance of doubt, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region, and Taiwan, the same below) that you designate.
Service content and requirements
With respect to the funds obtained from the cross-border transactions between you and platform users, Alipay and the Partners will provide you with the cross-border payment and settlement service within the business scope permitted by the laws and regulations of their respective country or region, in which Alipay provides the services of cross-border settlement and domestic settlement in China or its cooperative banks provide the currency exchange service, and the Partners provide the overseas settlement service.
If you apply for opening a service, you need to provide Alipay and the Partners with basic information, qualification certificate information, and other necessary information, including but not limited to your information such as business license, identity certification (if you are a natural person), legal representative, validity periods of the corresponding certificates, contact details, and bank account, and the photocopies of the certificates. Specific information and materials shall be subject to the requirements of the service that you need to open. If a Partner collects the above information and materials from you first, you agree that the Partner will transfer the collected application information to Alipay. The Partner and Alipay will provide you with this Service after examining and verifying the received information and materials. Alipay will treat you as a special merchant when providing this Service to you.
After the opening of the service, you can issue a payment and settlement instruction to Alipay and the Partners, and provide transaction information or authorize Alipay and the Partners to collect the transaction information (including but not limited to the name and quantity of the goods or service, category of the goods or service, order number, order time, transaction currency, amount, both parties to the transaction, and their respective country) from the third party that you designate, as well as the relevant documents and materials, supporting the transactions, required by Alipay and the Partners. Alipay and the Partners will pay the funds according to your payment and settlement instruction to the RMB account within the territory of China that you designate.
Alipay will handle the cross-border payment and settlement business for you through its cooperative banks.
Exchange rate and declaration of international receipts and payments
Alipay will provide you with this Service, and inform you of the exchange rates provided by its cooperative banks. You acknowledge and understand that you shall bear the losses caused by any change in exchange rate and Alipay shall not bear the corresponding liability for such losses.
Alipay will submit data about the cross-border payment and settlement service that it provides for you to the People's Bank of China or the State Administration of Foreign Exchange in accordance with relevant laws and regulations.
Alipay will not charge any service fee from you for the provision of this Service for the time being, provided that, based on business development, Alipay reserves the right to charge you a reasonable transaction service fee and may adjust the service fee according to the need of business development. If Alipay intends to collect the service fee, it will inform you of the fee standard (including the adjusted standard), and specific standard shall be subject to the charging announcement listed on the service page or the charging standard otherwise listed.
The collection of the service fee that a Partner under this Service collects from you shall be otherwise agreed upon by you and the Partner.
Your rights and obligations
You shall be a natural person, a legal person, or any other organization with corresponding civil capacity as required by the laws and regulations of China, and have gone through the formalities for qualification, registration, examination and approval, or have satisfied the conditions, as required in carrying out cross-border transactions or using this Service in accordance with relevant regulatory provisions. If you fail to go through the formalities or to satisfy the conditions, Alipay and the Partners have the right to unilaterally terminate the service provided to you.
You guarantee that all information and materials that you submit are legal, authentic, accurate, and complete, and do not contain any violation of the laws or regulations or are not involved in any alleged infringement upon the rights of others, and further guarantee that your use of this Service shall comply with relevant laws and regulations and the regulations of the regulatory authorities, otherwise you shall bear the losses caused thereby. If the information that you provide changes, you shall notify Alipay and the Partners in writing within five working days after the change, and provide the changed information and materials.Alipay and the Partners have the right to investigate the legal liability for, adverse impact on or other losses of Alipay and the Partners caused due to your unauthentic, inaccurate, or incomplete information or violation of the laws or regulations.
You guarantee that you will not evade regulation by means of fictitious transaction, splitting, etc., and that the transaction information provided is legal, authentic, valid, complete, and retroactive, and that you will not repeatedly provide such information to other payment institutions or banks for the restoration of the information of each transaction.
You shall guarantee to operate in a lawful and good faith manner and not to engage in any illegal operations (including but not limited to unfair competition, false publicity, illegal advertising, commercial fraud, or activities that harm the legitimate rights and interests of your customers or consumers). When using this Service, you shall abide by the laws and regulations of relevant countries or regions, as well as the relevant administrative regulations of the People's Bank of China, the State Administration of Foreign Exchange, and other relevant state agencies, and shall not use this Service to carry out any activities that violate the laws or regulations, including but not limited to money laundering, exchange arbitrage, and terrorist financing.
You shall not use this Service to sell any product/service that is prohibited by the laws, regulations, and relevant provisions of the country or region where you are located. The scope of some prohibited products/services is shown in the form of the appendix hereto. Alipay has the right to update the content of the form and timely notify you in accordance with the regulatory provisions and risk control requirements.
You undertake not to assign any rights and obligations under this Service to a third party.
You understand and agree that the specific arrival time of settlement funds depends on the business arrangements of the cooperative banks and the payment and clearing system within the territory of China.
The rights and obligations of Alipay and the Partners
After you file a service application or issue a payment and settlement instruction, Alipay and the Partners have the right to examine and verify such application or instruction in accordance with the laws, regulations, and relevant regulatory requirements of their respective country or region. With respect to the abnormal or high-risk business and service applications that fail to pass the examination and verification, Alipay and the Partners have the right to refuse to provide services for you. If you have received the funds to be settled, you shall return them to the original payment account, and shall bear the losses caused by any change in exchange rate and related service costs.
To provide you with this Service, Alipay and the Partners need to fulfill compliance requirements such as foreign exchange control and anti-money laundering in accordance with the laws, regulations, and regulatory provisions of their respective country or region. If the information and/or related materials provided or transactions concluded by you do not meet the aforesaid compliance requirements, Alipay and the Partners have the right to require you to complement and update the corresponding information and/or related materials, and suspend or terminate the provision of the service to you.
To meet relevant laws, regulations, and regulatory requirements, and to provide you with this Service, you agree that Alipay and/or the Partners will provide your identity and transaction information to the cooperative banks and/or relevant regulatory authorities or fill out your basic information on behalf of you for purposes of complying with regulatory requirements, providing this Serivce, or facilitating the provision of this Service, so as to complete information declaration, and regulatory report and provide you with the cross-border payment and settlement service.
A payment and settlement instruction that you submit for an application for this Service will become an irrevocable instruction based on which Alipay and the Partners deal with a transaction for you.Alipay and the Partners have the right to deal with the settlement funds according to the relevant instructions and the provisions of this Agreement, and shall be exempted from the liability for the settlement funds handled according to the instructions, except for your losses caused by Alipay's and the Partners' intentional or gross negligence.
The type and amount of a cross-border transaction corresponding to the funds that you settle through this Service shall conform to the requirements of the laws, regulations, and regulatory provisions of the countries and regions where Alipay and the Partners are located. With respect to the transactions that do not meet the transaction requirements for transaction type or amount, you are requested to acknowledge and understand that Alipay and the Partners cannot provide you with this Service or can only provide you with part of the service. Alipay and the Partners also have the right to set limits for single settlement and cumulative settlement for the funds that you can settle through this Service, and have the right to adjust the settlement limits based on the change in policy or business. Specific adjustment shall be subject to the prompt on the service page.
With respect to the transactions in which you are suspected of money laundering, violation of sanctions compliance requirements, terrorist financing, evasion and arbitrage of foreign exchange, as well as violation of this Agreement, etc., or the products sold or the services provided by you which conflict with relevant laws, regulations, rules, or provisions, Alipay and the Partners have the right to, according to risk prevention requirements, take timely measures such as investigation and verification, delayed settlement, and service termination (suspension), and have the right to rescind this Agreement and report to the relevant regulatory authority or judicial authority, and you shall bear the corresponding losses and liability.
If you settle transaction funds other than those agreed in this Agreement through this Service, or the cross-border payment and settlement service that you request violates the laws, regulations, and policies of China or the corresponding country or region, Alipay and the Partners have the right to refuse and cease the provision of the service to you.
Alipay and the Partners under this Service only provide you with the cross-border payment and settlement service, and do not assume any other obligations. Alipay and the Partners shall not interfere with your cooperative relationship with platform users or transaction objects and any right-obligation relationship in cooperation, and are not obligated to bear the compensation liability and legal liability for the dispute between you and any partner and the losses thereof.
Alipay and the Partners will take strict security measures for your confidential information in accordance with relevant laws and regulations. Confidential information includes but is not limited to your identity information, payment information, and transaction information. Alipay and the Partners shall not use the confidential information other than for the purposes of performing this Agreement and obtaining your authorization. You knowledge and agree that Alipay and the Partners have the right to keep the information that you submit or collect in accordance with the laws and regulations and the regulatory requirements of the countries or regions where they are located.
Alipay and the Partners will not use this Service and your transaction and settlement funds to engage in any illegal, rule-breaking, infringing, or criminal activities.
Intellectual property rights
Without the written permission of Alipay and the Partners, you shall not use the enterprise names, trademarks, logos, and Chinese and English marks of Alipay and the Partners without authorization. You shall not register in your location or other countries any trademark that is related, similar, or close to Alipay and the Partners.
Under this Agreement, the goods sold or the services provided by you shall not infringe the intellectual property rights of any third party. The liability for infringement arising therefrom shall be borne by you and is irrelevant to Alipay and the Partners.
Force majeure and exemption
You acknowledge and understand that Alipay and the Partners shall be exempted from any liability for failure to provide a service normally due to the following reasons:
Alipay's or the Partners' system shutdown for maintenance or upgrade;
Force majeure, such as typhoon, earthquake, flood, lightning, and terrorist attack;
Failure of your computer software or hardware, communication lines, or power supply lines;
Your improper operation or use of this Service in a way that is not authorized or recognized by us; and
Reasons such as viruses, Trojans, malicious program attacks, network congestion, system instability, system or device failure, communication failure, power failure, bank-related reasons, third-party service flaws, and government actions.
Notwithstanding the preceding provisions, Alipay and the Partners will take reasonable actions to actively resume the service to normal.
Alipay and the Partners will keep working to provide better service to you. However, you should understand that Alipay and the Partners might suspend, discontinue, or terminate the provision of the service to you unilaterally in the cases such as changes in laws or regulations, changes in regulatory requirements or policies, risk control, downtime maintenance, network attacks, and telecommunications failures.
Alipay and the Partners may modify this Agreement from time to time according to the changes in national laws and regulations and the needs such as service content upgrade and user's interests protection. Once the relevant content changes, Alipay and the Partners will notify you by website announcement and other means. The above changes will take effect within seven (7) calendar days as of the day when they are announced. If you do not agree to the modified content, you are entitled to stop using the relevant service. The relevant service and corresponding clauses may be changed separately through mutual agreement.
The conclusion, entry into force, performance, and construction of this Agreement shall be governed by the laws of the People's Republic of China (for the purpose of this Agreement only; for the avoidance of doubt, excluding the laws of Hong Kong Special Administrative Region, Macao Special Administrative Region, and Taiwan). If any dispute arises during both parties' performance of this Agreement, the parties shall settle such dispute through negotiation. If no agreement is reached through negotiation, either party may bring a lawsuit to the competent people's court in the place where the defendant is located.
附录I - 禁止的产品清单
|一级分类||二级分类||Proposed ENG version|
|危害国家安全及侮辱性信息||宣扬恐怖组织和极端组织信息||1. Information of endangering national security, including promoting terrorist and extremist organizations, subversion of state power, and disseminating state secret.|
2. Discriminatory or degrading information related to race, gender, religion, region, etc.
|色情、暴力、低俗及催情用品||涉及兽交、性虐、乱伦、强奸及儿童色情相关信息||1. Pornographic and vulgar audio visual products, pictures, channels, and publications|
2. Pornographic and vulgar erotic services (including sex chatting and prostitution)
3. Oral or external aphrodisiac products that can cause others to temporarily lose resistance and conciousness
|赌博工具||Gambling devices and accessories|
|毒品、易制毒化学品及毒品工具||毒品、制毒原料、制毒化学品及致瘾性药物||1. Narcotics and related accessories|
2. Anesthetic, psychotropic
|危险武器、仿真枪及军警用品||武器、真枪、弹药、军用设备及相关器材||Weapons of all types (including daggers, firearms and accessories, replica weapons, ammunitions and explosives)|
|警用、军用制服、标志、设备及制品||Military or police equipment|
|危险化学品、易燃易爆及剧毒农药||危险化学品、剧毒化学品||Poisonous or hazardous chemicals|
|爆炸物及爆炸装置||Explosives and explosive devices|
|易燃易爆化学品||Flammable and explosive chemicals|
|石棉及含有石棉的产品||Asbestos and products containing asbestos|
|消耗臭氧层物质||Ozone depleting materials|
|剧毒农药||Highly toxic pesticides|
|烟花爆竹||Fireworks and firecrackers|
|药品、医疗服务及医疗器械||医疗用毒性药品||Medical toxic drugs, radiopharmaceuticals and special pharmaceutical products|
|口服性药及含违禁成分的减肥药、保健品||Aphrodisiac, Diet pills and health products containing prohibited ingredients|
|胎儿性别鉴定||Fetal gender determination products or services|
|处方药（线上）||Online sale of prescription medicine|
|医疗服务（线上）||Online sale of medical services, including medical consulting, hypnotherapy, plastic surgery|
|新冠病毒检测试剂盒||COVID-19 test kit|
|烟草制品及电子烟||成品烟及烟草制品（线上）||Online sale of tobacco including cigarettes|
|电子烟、电子烟液（线上）||Online sale of electronic cigarette, electronic cigarette liquid|
|制烟材料及烟草专用机械（线上）||Online sale of tobacco-making materials and machineries|
|人体器官、保护动植物及捕杀工具||人体器官、遗体||Human organs and remains|
|收藏类||国家保护的文物、化石||Archaeological and cultural relics|
|货币、金融票证，用于伪造、变造货币、金融票证的主要材料、工具及方法||1. Trading in tax invoices issued within the Peoples’ Republic of China|
2. Counterfeit currency
3. Trading or distribution of currency (both RMB and foreign currencies)
|古董、艺术品、字画||Antiques and artwork|
|金融类||银行||Banking products and services|
|保险||Insurance products and platforms|
|证券||Stocks and securities|
|买卖银行账户和支付账户||Illegal sale of financial information (e.g. bank accounts, bank cards)|
|买卖受理终端||Sale of acceptance terminals|
|虚拟货币交易||Trading or sale of virtual currencies (e.g. Bitcoin, Litecoin)|
|非法套现||Cashback from Alipay account|
|非法集资||Illegal or unregistered fund-raising activities|
|传销、金融互助平台||Pyramid schemes and multi-level marketing|
|消费返利||Rebate or cashback services|
|外汇投资及外汇兑换||Foreign exchange services|
|借贷平台，融资租赁平台||Peer to peer (P2P) lending services|
|多用途储值卡||Multi-purpose stored value card|
|金融中介服务||Financial intermediary services|
|股票咨询、财经资讯等软件或服务||Software or products related to trading of financial products and investment information|
|非法用途产品||用于监听、窃取隐私或机密的软件及设备||1. Espionage equipment and accessories|
2. Services or products that infringe personal privacy (e.g. online activity monitoring)
|非法软件及黑客类产品||Malwares, Hacking services or accessories|
|非法用途工具（如盗窃工具、开锁工具、银行卡复制器）||Illegal tools （e.g. lockpicking tools and accessories)|
|用来获取需授权方可访问的内容的译码机或其他设备（如卫星信号收发装置及软件、电视棒）||Descramblers and other items that can be used to gain unauthorized access to television programming (such as satellite and cable TV)|
|群发设备、软件及服务||Mass distribution equipment, software and services|
|政府机构颁发的文件、证书、公章、勋章，身份证及其他身份证明文件，用于伪造、变造相关文件的工具、主要材料及方法||Illegal publication of certificates or carving of stamps|
|为学术学业提供的违规服务、教育类证书代办等相关服务||Services to facilitate plagiarism and examination fraud|
|个人隐私信息及企业内部数据；提供个人手机定位、电话清单查询、银行账户查询等服务||Personal privacy information and corporate internal data|
|催收服务||Debt collection Service|
|代炒作、代投票、代删除等不当获取流量或人气的商品或服务||Goods or services used to improperly obtain traffic or popularity|
|其他类||不动产买卖及相关服务||Real estate (including intermediaries)|
|有害生物及生物制品||1. Sale of animals, plants or products with contagious and hazardous diseases|
2. Sale of animals, plants or products originating from areas declared with an epidemic outbreak of contagious diseases
|假冒产品、仿冒产品||Counterfeit or replica products|
|涉外婚姻介绍||Cross-border marriage agency|
|未经许可销售赛事活动门票（如世博会、奥运会）||Sale or distribution of event tickets without license (e.g. Olympic Games or World Expo tickets)|
|宗教网站||All religious websites, publication or accessories|
|网上祭拜服务||Online cemeteries and ancestory worshipping|
|移民服务（含中介）||Immigration services (including intermediaries)|
|拍卖||Auction sites and services|
|其他违反中国相关法律法规或影响阿里集团品牌的商品或服务||Other goods or services that violate relevant Chinese laws and regulations or adversely affect the reputation of Alibaba Group|
|类目||Proposed ENG version|
|消费卡/预付卡||Prepaid cards (including gift cards and other stored value cards) and top-up|
|医疗美容服务（线下）||Medical beauty service (offline)|
|珠宝玉石等奢侈品||Luxury goods (such as jewelry and jade)|
|汽车销售||Car sales (including used cars)|
|预付款/定金模式||Prepayment or deposit|
|家具销售||Sale of furnitures|
|风水/算命/塔罗占卜服务||Feng Shui/fortune telling/Tarot divination services|