1. These Supplementary Terms and Conditions

1.1 These supplementary terms and conditions (these “Supplementary Terms and Conditions”) for the Alibaba Payment Service (as defined below) supplement, and must be read together with, the World Account Terms and Conditions (the “Terms and Conditions”) governing the World Account service provided to you by World First UK Limited (“World First”).

1.2 You can obtain a copy of the latest version of these Supplementary Terms and Conditions by contacting us in accordance with clause 13.1 of the Terms and Conditions or by downloading them from https://www.worldfirst.com/uk/legal/alibaba-platform-supplementary-terms-and-conditions/.

1.3 By clicking “I Accept” (or similar), you confirm that you accept and agree to these Supplementary Terms and Conditions in their current form, as published on the World First website, and that that the Terms and Conditions will be supplemented as set out in these Supplementary Terms and Conditions with immediate effect. 

1.4 Capitalised terms used in these Supplementary Terms and Conditions shall have the meaning given to them in the Terms and Conditions unless otherwise defined herein.

1.5 Any breach of these Supplementary Terms and Conditions will constitute a breach of the Terms and Conditions.

1.6 In the event of a conflict between these Supplementary Terms and Conditions and the Terms and Conditions, the provision requiring a higher standard shall apply.

1.7 World First is authorised by the FCA as an Electronic Money Institution under the Electronic Money Regulations 2011. Our FCA firm reference number is 900508. You can check our registration by visiting the FCA’s website at https://register.fca.org.uk/.

2. The Alibaba Payment Service

The Terms and Conditions, as supplemented by these Supplementary Terms and Conditions, govern your use of the service provided by World First to enable you to use your World Account balance to pay any applicable Alibaba Platform Security Deposit (as defined below), Alibaba Platform Fees (as defined below) and/or Supplier Fees (as defined below) (the “Alibaba Payment Service”).

3. Alibaba Platform Security Deposit

3.1 If you are a registered member of the e-commerce platforms provided by Alibaba Group, including www.alitrip.com, http://www.alimama.com, http://www.aliexpress.com, http://www.alibaba.com, http://global.cainiao.com or other platforms operated by Alibaba Group (“Alibaba Platform(s)”), the transaction services in connection with the purchase and sale of products and services between you and buyers on the Alibaba Platform are set out in separate terms and conditions with the respective Alibaba Platform (the “Alibaba Platform Terms”). Upon entering into the Alibaba Platform Terms, you may have authorised the Alibaba Platform to provide instructions to World First to freeze a certain amount of the balance in your World Account as the security deposit to secure your due performance of your obligations under the Alibaba Platform Terms (the “Alibaba Platform Security Deposit”).

3.2 If you have authorised the Alibaba Platform as described in clause 3.1 above, you hereby authorise World First to receive on your behalf, and act on, instructions from the Alibaba Platform regarding the Alibaba Platform Security Deposit (“Deposit Instructions”). You confirm that World First may deem Deposit Instructions as equivalent to Instructions provided by you, and that World First will not be required to verify the authenticity, accuracy and/or validity of Deposit Instructions or whether Deposit Instructions comply with the Alibaba Platform Terms.

3.3 World First shall act in accordance with any Deposit Instructions received, including (if instructed) to deduct from your World Account balance any such amount set out in the Deposit Instructions, and reflecting such Alibaba Platform Security Deposit in your transaction records, as per Clause 3.6 below (which will not be part of your available World Account balance). 

3.4 World First will also, on an ongoing basis, adjust the amount of the Alibaba Platform Security Deposit, as instructed by the Alibaba Platform and authorized by You, strictly in accordance with any respective Deposit Instructions. You hereby authorize World First (if instructed) to (i) deduct any sums from the Alibaba Platform Security Deposit and transfer such amounts to the Alibaba Platform; or (ii) increase the Alibaba Platform Security Deposit amount by deducting additional funds from your World Account balance. 

3.5 World First may also act on Deposit Instructions to freeze your World Account balance in the event that the Alibaba Platform Security Deposit is insufficient to cover your liability under the Alibaba Platform Terms or if any increase of the Alibaba Platform Security Deposit is unsuccessful. Once there are sufficient funds in your World Account to cover any and all liability related to the Alibaba Platform Security Deposit, we may unfreeze your account, in accordance with the Terms and Conditions and based on Alibaba Platform`s instructions.

3.6 You will be able to see all transactions related to your Alibaba Platform Security Deposit as part of your transaction history when you log into the World Account portal.

3.7 You may not use the Alibaba Platform Security Deposit to make any payments without obtaining prior consent from the Alibaba Platform.

3.8 For the avoidance of doubt, the term “Deposit” used in “Alibaba Platform Security Deposit” does not refer to a cash deposit being made. Instead, it refers to an e-money balance blocked for the benefit of the Alibaba Platform.

4. Alibaba Platform Fees

Under the Alibaba Platform Terms, you are required to pay certain fees to the Alibaba Platform (the “Alibaba Platform Fees”). You may choose to use the funds in your World Account to make such payments related to certain obligations agreed directly between the Alibaba Platform and You. By choosing to use the funds in your World Account, you hereby authorise World First to receive on your behalf instructions from the Alibaba Platform regarding the Alibaba Platform Fees (the “Fees Instructions”), and to act in accordance with such Fees Instructions by deducting an amount equal to the relevant Alibaba Platform Fees from your World Account and transferring such amount to the Alibaba Platform. You confirm that World First may deem Fees Instructions as equivalent to Instructions provided by you, and that World First will not be required to verify the authenticity, accuracy and/or validity of Fees Instructions or whether Fees Instructions comply with the Alibaba Platform Terms, and the authorization given by You is deemed as a legitimate and lawful authorization for the purposes of these Supplementary Terms and Conditions.

5. Supplier Fees

If you are transacting with a supplier (a “Supplier”) on the Alibaba Platform, you will be required to pay certain fees to the Supplier for the provision of goods or services pursuant to separate agreements between the Supplier and you (the “Supplier Fees”), and you may choose to use the funds in your World Account to make such payments to the World Account of the Supplier held with World First or its affiliates (the “Supplier’s World Account”). You hereby authorise World First to receive on your behalf instructions from the Supplier regarding the Supplier Fees (the “Supplier Instructions”), and to act in accordance with such Supplier Instructions by deducting an amount equal to the Supplier Fees from your World Account and transferring such amount to the Supplier’s World Account. You confirm that World First may deem Supplier Instructions as equivalent to Instructions provided by you, and World First will not be required to verify the authenticity, accuracy and/or validity of Supplier Instructions, or whether Supplier Instructions comply with any separate agreement between you and a Supplier.

6. Personal Data

6.1 You understand and acknowledge that, in order to provide you with the Alibaba Payment Service, World First may need to provide certain information (together, the “Information”) to the Alibaba Platforms, World First’s affiliates and certain approved suppliers based in China and/or Singapore, from time to time, including but not limited to Alibaba.com Singapore E-Commerce Private Limited, Alipay.com Co., Ltd, Alipay Singapore E-Commerce Private Limited

6.2 The Information may include personal information such as, but not limited to, your corporate name, registered office, registration number, contact details and details of your representatives and beneficial owners (including but not limited to their name, address, date of birth, place of birth, nationality and contact details), your World Account balance and/or transaction details relating to your World Account.

7. Payments

7.1 You can only make a payment using your World Account balance to the extent that you have enough balance to support such payment. You may not make a payment using your World in amount greater than your World Account balance. 

7.2 In the event that any payment made by you using your World Account is not successful and the relevant funds revert back to World First, you authorise World First to credit the funds back to your World Account less any fees which may be charged by a bank or any other relevant third party.

8. Complaints

8.1 If you feel that we have not met your expectations in the delivery of our services or if you think we have made a mistake, please let us know.  

8.2 We will investigate your complaint in accordance with the relevant rules of the FCA and the Complaints Policy, which is available upon request and on our website at https://www.worldfirst.com/uk/complaints.

8.3 In accordance with the Complaints Policy, you may be able to refer your complaint to the Financial Ombudsman Service.  Eligibility criteria and information regarding the procedures involved are available from the Financial Ombudsman Service, Exchange Tower, London, E14 9SR, United Kingdom.

9. Miscellaneous

9.1 Nothing in these Supplementary Terms and Conditions confers or is intended to confer a benefit enforceable by a person who is not you or World First and no term of these Supplementary Terms and Conditions is enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not you or World First unless expressly stated herein.

9.2 The provisions of these Supplementary Terms and Conditions are severable and the invalidity or unenforceability of any provision herein shall not affect the validity or enforceability of any other part of these Supplementary Terms and Conditions.

9.3 You consent to us assigning our rights under these Supplementary Terms and Conditions to an affiliate or successor pursuant to a merger, consolidation or sale of a substantial portion of our business. You may not assign your rights under these Supplementary Terms and Conditions without our prior written consent. In the event that we assign our rights in accordance with this clause, you agree to the transfer of the funds held on your World Account to the assignee. These Supplementary Terms and Conditions inure to the benefit of World First’s and your respective successors and assigns.

9.4 Any failure by World First to exercise any of our rights under these Supplementary Terms and Conditions shall not constitute a waiver of such right or a waiver with respect to a subsequent or similar breach. A waiver shall be effective only if made in writing.

10. Governing Law and Jurisdiction

10.1 These Supplementary Terms and Conditions shall be governed by and construed in accordance with English law. 

10.2 The English courts shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Supplementary Terms and Conditions.