General terms and conditions for accepting Smartum payment instruments

Valid from 1.8.2024 until further notice

General terms and conditions

1) With this agreement, Partner and Smartum Oy have agreed that
Partner undertakes to accept Smartum Oy's payment instruments for
the products and services offered by Partner in accordance with the
terms of the agreement.

2) Partner agrees to accept at least one of Smartum Oy's digital payment
instruments (SmartumPay, Smartum online payment, Smartum app
payment and Smartum SMS payment).

3) A Partner in the exercise and culture network agrees to accept
Smartum Oy's exercise and exercise and culture vouchers.

4) Partner undertakes to comply with the applicable Smartum Oy's
processing instructions when accepting Smartum payment
instruments, such as:

• Accepting SmartumPay payments
• Accepting Smartum voucher payments
• Accepting Smartum online payments
• Accepting Smartum SMS payments

All processing instructions are available at:
https://www.smartum.fi/knowledge/palveluntarjoajille. Smartum Oy
reserves the right to unilaterally update the instructions.

5) Some Smartum payment instruments are so-called targeted and/or tax-
supported payment instruments, which means that the service and the
person acquiring the service are subject to specific requirements,
which may be imposed by legislation, for example. Before accepting a
Smartum payment instrument, Partner must check the nature of the
payment instrument used. In the case of a targeted payment
instrument, Partner must check that the service paid for by the
customer using the Smartum payment instrument is covered by the
targeted payment instrument. In the case of a tax-supported payment
instrument, Partner must verify that the customer only pays for his/her
own service with the Smartum payment instrument and the identity of
the customer.

6) Smartum Oy is not liable for the Partner's wrongful entry to and
membership in the Smartum network.

7) The Partner undertakes to demonstrate the eligibility of the Smartum
payment instrument as a means of payment at its premises, online
shop or other transaction location by means of Smartum identifiers.
Examples of Smartum identifiers are stickers and desk stands in
physical locations and payment buttons or Smartum logos in electronic
payment channels.

8) Partner shall endeavor to use the official logos and other materials
published by Smartum on Smartum payment instruments and their
use. Materials are available on Smartum's website in the Partner
materials section and Smartum grants its Partner network members
the right to use the published materials to indicate that Partner accepts
Smartum payment instruments as means of payment. The right to use
the published materials and other Smartum intellectual property is
limited to the above purpose and only for as long as Partner accepts
Smartum payment methods.

9) Payments made with Smartum payment instruments may not be
exchanged for cash, and no change may be given back when paying
with them.

10) Partner must not charge customers any additional fee when paying
with Smartum payment instruments compared to other payment
methods. Smartum payment instruments must be treated equally with
other payment instruments (e.g. cash, debit card, credit card).

11) Partner undertakes to keep confidential the personal data of the
customer obtained in connection with the payment transaction and to
comply with the applicable data protection legislation in force.

12) A customer can use Smartum payment instruments for single, serial
and seasonal payments, as well as for paying for services at
promotional prices in instalments or in full. If the Smartum payment
instrument is a targeted and tax-supported payment instrument, serial
tickets must be named to their recipient or otherwise identified to a
specific user. If Smartum payment instruments are used to pay for
admission tickets to events, the user may pay the delivery costs of the
ticket with a targeted and tax-supported payment instrument in
accordance with the instructions of the tax authorities.

13) Partner may not limit payment with Smartum payment instruments
to a specific time of day.

14) Smartum Oy has the right to use and publish the Partners'
marketing information when marketing services related to Smartum
payment instruments to third parties.

15) Smartum Oy shall not be liable to Partner or any third party if
Partner cancels the service offered by Partner. Partner shall be liable for
the product or service offered by it even in the event of cancellation.

16) Smartum Oy is not liable for any direct or indirect damage caused
by the service paid for with Smartum payment instruments to the
Partner or a third party.

17) Smartum Oy has the right to change these general terms and
conditions and its annexes (including price list, payment methods) by
notifying the Partners of the change at least one (1) month before the
change via the Smartum web service or in writing (by e-mail or post).
However, Smartum is under no obligation to verify whether Partner has
received the notice, and the entry into force and applicability of the
changes shall not depend on whether Partner has actually received
notice of the changes.

18) If Partner has not terminated the agreement in writing before the
amendment takes effect, the amendment is deemed accepted, and
Partner is bound by the agreement and its annexes as amended.

19) Smartum Oy has the right to develop its business and thus, if
necessary, to change the way payment instruments are implemented
or to introduce completely new payment instruments. Smartum Oy also
has the right to change the service if the change is caused by a law,
regulation, order or decision of a public authority.

20) Partner shall notify any changes to this Agreement, such as changes
in its ownership, banking or other contact details, immediately in
writing or via Smartum Oy's online service. Smartum shall not be liable
for errors resulting from failure to notify.

21) Smartum Oy has the right to assign this agreement to a third party
with all its rights and obligations. Partner shall not be entitled to
transfer this agreement without the written consent of Smartum Oy.

22) This agreement is valid until further notice. An agreement of
indefinite duration shall be subject to a mutual notice period for
termination of one (1) month.

23) Smartum Oy and Partner have the right to terminate the agreement
immediately if the other party acts in violation of the terms of the
agreement or the processing instructions.

24) Any disputes that may arise will always be attempted to be resolved
through negotiation, but if this is not possible, the dispute will be
settled by the Helsinki District Court. The contract is governed by
Finnish law.

Special terms for accepting Smartum vouchers

25) Smartum vouchers always indicate the validity period of the
payment instrument. Partner cannot accept expired vouchers as a
means of payment for services.

26) After the expiration date of the vouchers, Partner has one (1) month
to deliver the expired vouchers to Smartum Oy. After this period,
Smartum Oy will no longer process any payments for expired vouchers.

27) Smartum Oy will pay the face value of the vouchers delivered by
Partner minus the service fee according to the contract or price list.
Smartum Oy shall issue the payment to the bank account indicated by
Partner no later than 60 working days after receipt of the vouchers by
Smartum Oy.

28) Smartum Oy will only issue payments for genuine vouchers
delivered to it and is not responsible for vouchers lost or stolen before
their arrival at Smartum Oy.

29) Partner undertakes to verify without delay that the amount paid by
Smartum Oy corresponds to the amount of vouchers delivered by
Partner. Partner must submit a complaint about any incorrectly
executed payment within 14 days of the date of the payment.

Special terms for accepting Smartum digital payments

30) A customer can use Smartum balance as a digital payment,
whereby the payment is made via a mobile app, web browser or SMS.

31) The maximum amount that can be charged to the customer's
account is the amount corresponding to the service, and the maximum
amount that the customer has left on the balance targeted to the
service.

32) Smartum Oy is not responsible for the service if Partner does not
have network access to the service and thus no assurance of
successful performance.

33) Smartum Oy does not guarantee uninterrupted use of the payment
system. Smartum Oy has the right to interrupt the provision of the
service if it is necessary for maintenance, repair or development of the
service or for any other justified reason. Prior notice will be endeavored
in the event of interruptions in service.

34) It is the Partner's responsibility to check the accuracy of the
payment details and the necessary security features. Smartum Oy shall
not be liable for any errors resulting from failure to perform these
operations.

35) Smartum Oy will issue payment for mobile and network payments
on the next clearing day, provided that the minimum billing limit is
met.

Service fee

36) Smartum Oy charges a service fee for the services paid with the
Smartum balance and other possible costs according to the contract or
price list in connection with the settlement.

Special terms for contracted massage parlors

37) Under Section 69 of the Income Tax Act, employers can subsidize
their employees' visits to massage parlors free of income tax when the
massage service is provided by the employer. In order to ease the
employer's organizational burden, Smartum Oy acts as an intermediary
between the Partner (the massage parlor) and the person requiring the
service (the employer).

38) Partner authorizes Smartum Oy to enter into a contract on behalf of
Partner with the employer organization that chooses Partner as its
contracted massage parlor. A contract between Partner and the
employer will be concluded under these general terms and conditions
when the employer has chosen Partner as its contracted location. The
contract is valid for a period determined by the employer.
If the employer wants special contract conditions, such as lower prices
for its staff, Smartum Oy does not automatically conclude the contract
on behalf of Partner but offers Partner the possibility to conclude the
contract.

Value added tax in ancillary fees

39) The service fee for Smartum payment instruments is subject to VAT
at the applicable VAT rate in force from time to time.
Administration costs

40) Any administration costs will be subject to VAT in accordance with
the VAT Act.

41) This English translation of these terms and conditions for accepting
Smartum payment instruments is provided solely for Partners’
convenience and in case of any discrepancies between the language
versions, the original (Finnish) version shall prevail.