TERMS AND CONDITIONS
FORCE MAJEURE
14.1 Paytia shall have no liability to the Merchant under this agreement if it is prevented from or delayed in performing its obligations under this agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Paytia or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors, provided that the Merchant is notified of such an event and its expected duration.
CONFLICT
15.1 If there is an inconsistency between any of the provisions in the main body of these Terms or any Proposal, the provisions in the Proposal shall, save in the case of manifest error, prevail.
WAIVER
16.1 No failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
RIGHTS AND REMEDIES
17.1 Except as expressly provided in this agreement, the rights and remedies provided under this agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
SEVERANCE
18.1. If any provision (or part of a provision) of this agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.
18.2. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.
ENTIRE AGREEMENT
19.1. This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
19.2. Each party acknowledges that in entering into this agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement.
ASSIGNMENT AND SUBCONTRACTING
20.1. Save to the extent provided for elsewhere in this agreement, this agreement is personal to the Merchant and it shall not assign, transfer, mortgage, charge, subcontract, declare a trust of or deal in any other manner with any or all of its rights and obligations under this agreement without the prior written consent of Paytia (such consent not to be unreasonably withheld or delayed).
20.2. Paytia may assign, transfer, mortgage, charge, subcontract, declare a trust of or deal in any other manner with any or all of its rights and obligations under this agreement without the prior written consent of the Merchant. Paytia shall notify the Merchant in writing prior to any such dealings.
20.3. Each party confirms it is acting on its own behalf and not for the benefit of any other person.
NO PARTNERSHIP OR AGENCY
21.1 Nothing in this agreement is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
THIRD PARTY RIGHTS
22.1This agreement does not confer any rights on any person or party (other than the parties to this agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
NOTICES
23.1. Any notice or other communication given to a party under or in connection with this agreement shall be in writing and shall be delivered by:
23.1.1. hand or by pre-paid first-class post or other next Business Day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
23.1.2. by email to: the addresses expressly provided to Paytia by the Merchant; and support@paytia.com in the case of Paytia.
23.2. Any notice or communication shall be deemed to have been received:
23.2.1. if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
23.2.2. if sent by pre-paid first-class post or other next Business Day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; or
23.2.3. if sent by email at 9:00 am on the second Business Day after transmission.
23.3. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution. For the purposes of this clause, "writing" shall not include fax or e-mail.
DISPUTE RESOLUTION
24.1. It is the intention of the parties to settle amicably by negotiation all disagreements and differences of opinion on matters of performance, procedure and management arising out of this agreement. Accordingly, it is agreed that the procedure set out in this clause 28 shall be followed before the serving of written notice terminating this agreement, or in relation to any matter of dispute between the parties concerning performance, procedure or management.
24.2. If any disagreement or difference of opinion arises out of this agreement, directors for each party shall meet to attempt a resolution. If, within 20 Business Days of the matter first having been referred to the directors, no agreement has been reached as to the matter in dispute, the dispute resolution process set out in this clause 24 shall be deemed to have been exhausted in respect of the matter in dispute, and each party shall be free to pursue the rights granted to it by this agreement in respect of such matter without further reference to the dispute resolution process.
24.3. For the avoidance of doubt, this clause 24 shall not prevent either party from seeking injunctive relief in the case of any breach or threatened breach by the other of any obligation of confidentiality or any infringement by the other of the first-named party's Intellectual Property Rights.
GOVERNING LAW AND JURISDICTION
25.1. This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
25.2. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).
Last updated: Feb 2024 (v3.5)
Next scheduled update: Feb 2025
1. Introduction
This Terms of Service document explains the agreement between Paytia Limited and merchants using our services. It outlines the terms by which merchants access and use Paytia’s secure virtual terminal services, mobile applications, payment processing, and telecommunications features. Please read these terms carefully, as they are legally binding.
2. Definitions and Interpretation
The definitions and rules of interpretation in this clause apply in these Terms.
2.1 Acknowledgement: has the meaning given in clause 2.3.
2.2 Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
2.3 Cards: reference payment cards relating to bank or credit cards used to make a financial payment.
2.4 Confidential Information: information that is proprietary or confidential and is either clearly labelled as such or identified as Confidential Information in clause 13.6 or clause 13.7 or should reasonably be construed as such by the other party in the usual course of business.
2.5 Customer: the Merchant's customer.
2.6 Documentation: the document(s) made available to the Merchant by Paytia online via the Website(s) or otherwise disclosed to the Merchant in writing and which set out a description of Secure Virtual Terminal and the user instructions for Secure Virtual Terminal.
2.7 DP Legislation: means any and all applicable data protection legislation in force from time to time including but not limited to the General Data Protection Regulation (Regulation (EU) 2016/679), the Regulation of Investigatory Powers Act 2000, the Telecommunications (Lawful Business Practice) (Interception of Communications) Regulations 2000 (SI 2000/2699), the Electronic Communications Data Protection Directive (2002/58/EC), the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI 2426/2003) and all applicable laws and regulations relating to the processing of personal data and privacy, including where applicable the guidance and codes of practice issued by the Information Commissioner or any other supervisory authority, and the equivalent of any of the foregoing in any relevant jurisdiction and the terms "data controller", "data processor", "data subject", "personal data", "processing" and "data protection principles" bear the respective meaning given to them in the DP Legislation.
2.8 Effective Date: the date on which this agreement comes into effect as notified by Paytia to the Merchant.
2.9 Functionality: the ability for the Customer to make secure payments to the Merchant and for the Merchant to receive secure payments from its Customer for the goods and/or services supplied.
2.10 Initial Term: as defined on the Order.
2.11 Intellectual Property Rights: patents, utility models, rights to inventions, copyright and neighbouring and related rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
2.12 Loss: means any actions, charges, claims, costs, damages, demands, expenses, fees, liabilities, losses, penalties and proceedings.
2.13 Mandatory Policies: the Merchant's business policies and codes made available via the Website(s), as amended in line with their terms from time to time.
2.14 Merchant: the merchant to which the Proposal is issued and which requires Secure Virtual Terminal.
2.15 Merchant Data: the data inputted by the Merchant, Customers, or Paytia acting on behalf the Merchant or a Customer for the purpose of using Secure Virtual Terminal or facilitating the Merchant's use of Secure Virtual Terminal.
2.16 Normal Business Hours: 09:00 to 17:00 local UK time, each Business Day.
2.17 Order or Order Form: the Paytia-approved form or online subscription process by which the Merchant agrees to subscribe to the Paytia Services.
2.18 Package: means the Secure Virtual Terminal package selected by the Merchant from the options made available to it by Paytia via the Website.
2.19 Service: the subscription service provided by Paytia to the Merchant under this agreement via the Website(s) and the Telephone Number, as more particularly described in the Documentation.
2.20 Paytia: Paytia Limited, a company incorporated and registered in England and Wales with company number 10258829 whose registered office is at 37th Floor, 1 Canada Square, Canary Wharf, London, E14 5AA.
2.21 Proposal: shall mean any proposal issued to the Merchant by Paytia (whether via the Website or otherwise in writing) for the provision of Secure Virtual Terminal on the basis of these Terms.
2.22 Renewal Period: the period described in clause 13.1.
2.23 Setup Fee: the fee payable by the Merchant to Paytia for the initial setup of Secure Virtual Terminal as detailed in the Package or otherwise via the Website falling due on the Effective Date and each anniversary thereafter.
2.24 Software: the online software and telecommunications applications provided by Paytia as part of and which facilitate the use of Secure Virtual Terminal.
2.25 Submission: has the meaning given in clause 2.1.
2.26 Subscription Fees: the annual fee payable by the Merchant to Paytia for the use of Secure Virtual Terminal as detailed in the Package or otherwise via the Website falling due on the Effective Date and each anniversary thereafter.
2.27 Subscription Term: has the meaning given in clause 13.1 (being the Initial Term together with any subsequent Renewal Periods).
2.28 Telephone Number: the new virtual telephone number, which the Merchant can forward to its Customer to make use of the Functionality.
2.29 Terms: means these terms and conditions, which together with the Proposal comprises the agreement between the parties.
2.30 Transaction Fee: the fee payable by the Merchant to Paytia for ongoing transactions and telephone calls as detailed in the Package or otherwise via the Website.
2.31 Website(s): means www.paytia.com, www.pay729.net or such other web address notified by Paytia to the Merchant from time to time.
2.32 Virus: anything or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.
3. Privacy Policy
3.1 Your privacy is important to us. Please review our Privacy Policy to understand how we collect, process, and protect your personal data. By using Paytia services, you consent to these practices.
3.2 You can access our Privacy Policy here: https://www.paytia.com/legal/privacy-policy
4. Use of Services
4.1 You agree to use Paytia’s services only for lawful purposes and in accordance with these Terms.
4.2 Any misuse of services, including fraud, unauthorised data use, or breach of security protocols, will result in termination of access.
5. Service Availability and Changes
5.1 We strive to ensure continuous availability of our services but do not guarantee uninterrupted operation.
5.2 We reserve the right to modify, suspend, or discontinue any aspect of our services at any time.
6. Payment Processing
6.1 Paytia provides secure telephony-based and in-person payment processing services.
6.2 All transactions are subject to PCI DSS compliance and processed through secure infrastructures.
7. Mobile Applications
7.1 Paytia provides mobile applications (the "Mobile Apps") that enable users to securely access payment and telephony services from mobile devices.
7.2 The Mobile Apps include features for in-person and telephone payment processing, secure call recording, and transaction management.
7.3 All data collected via our Mobile Apps is handled in compliance with our Privacy Policy. Sensitive information, including payment card data, is never stored on the device and is transmitted securely.
7.4 Users are responsible for ensuring that they comply with all local laws regarding call recording and data capture.
7.5 By using the Mobile Apps, you agree to these additional terms.
8. Service Credits
8.1 Service credits may be offered to merchants as part of certain packages or promotional campaigns.
8.2 Service credits are non-transferable, non-refundable, and must be used within the validity period as specified in your account or promotional terms.
9. Fair and Acceptable Use
9.1 You must use the Service responsibly and lawfully. Prohibited actions include, but are not limited to:
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Sending spam or unsolicited communications;
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Using the services for illegal activities;
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Attempting to gain unauthorised access to Paytia systems;
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Excessive or abusive use of telephony and payment services beyond standard consumer or business use.
9.2 We may suspend or terminate your account if you violate these terms.
10. Updates and Changes
10.1 We may update the Services or these Terms from time to time.
10.2 Material changes will be communicated through our website or by email.
10.3 Continued use of the Service following such changes indicates acceptance of the updated Terms.
11. Limitation of Liability
11.1 The Service is provided “as is” and without warranty of any kind.
11.2 To the fullest extent permitted by law, Paytia shall not be liable for any indirect, incidental, special, consequential, or punitive damages.
11.3 Our total liability for any claims arising out of or related to these Terms or the use of the Service shall not exceed the total fees paid by you to Paytia during the twelve (12) months preceding the event giving rise to the claim.
12. Termination
12.1 We may suspend or terminate your access to the Service at any time for violation of these Terms or applicable laws.
12.2 You may terminate your use of the Service at any time by ceasing use and closing your account.
12.3 Upon termination, all licenses granted to you will immediately cease, and your data will be handled in accordance with our data retention policy.
13. Force Majeure
13.1 Paytia shall have no liability under these Terms if it is prevented from or delayed in performing its obligations by acts, events, omissions, or accidents beyond its reasonable control, including but not limited to strikes, industrial disputes, utility failures, acts of God, war, terrorism, riot, civil commotion, malicious damage, compliance with legal or governmental authority, fire, flood, storm, or failure of suppliers or subcontractors.
14. Dispute Resolution
14.1 The parties will attempt to resolve disputes amicably through negotiation.
14.2 If unresolved within twenty (20) business days, either party may pursue its legal remedies.
14.3 This clause does not prevent either party from seeking injunctive relief or urgent legal action where necessary.
15. Governing Law and Jurisdiction
15.1 This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
15.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this agreement or its subject matter or formation.
16. Notices
16.1 Any notice or other communication given to a party under or in connection with this agreement shall be in writing and shall be delivered by:
16.1.1 hand or by pre-paid first-class post or other next Business Day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
16.1.2 by email to the addresses expressly provided to Paytia by the Merchant; and support@paytia.com in the case of Paytia.
16.2 Any notice or communication shall be deemed to have been received:
16.2.1 if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
16.2.2 if sent by pre-paid first-class post or other next Business Day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; or
16.2.3 if sent by email, at 9:00 am on the second Business Day after transmission.
16.3 This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
17. Entire Agreement
17.1 This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.
17.2 Each party acknowledges that in entering into this agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in this agreement.
18. Assignment and Subcontracting
18.1 This agreement is personal to the Merchant and it shall not assign, transfer, mortgage, charge, subcontract, declare a trust of, or deal in any other manner with any or all of its rights and obligations under this agreement without the prior written consent of Paytia (such consent not to be unreasonably withheld or delayed).
18.2 Paytia may assign, transfer, mortgage, charge, subcontract, declare a trust of, or deal in any other manner with any or all of its rights and obligations under this agreement without the prior written consent of the Merchant. Paytia shall notify the Merchant in writing prior to any such dealings.
18.3 Each party confirms it is acting on its own behalf and not for the benefit of any other person.
19. No Partnership or Agency
19.1 Nothing in this agreement is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way.
20. Third Party Rights
20.1 This agreement does not confer any rights on any person or party (other than the parties to this agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
21. Severability
21.1 If any provision or part-provision of this agreement is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable.
21.2 If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification or deletion of a provision or part-provision shall not affect the validity and enforceability of the rest of this agreement.
22. Contact Information
22.1 For any questions regarding these Terms, please contact:
Paytia Limited
37th Floor, 1 Canada Square
Canary Wharf
London, E14 5AA
Email: techsupport@paytia.com
These Terms were last updated in March 2025 and are scheduled for review in February 2026.