Terms & Conditions

Last updated on March 20th, 2020

Pay Set Limited ("us" or "we" or "our" or "Payset") is an authorized electronic money institution with FCA reference number 900920, incorporated under the laws of England and Wales, with registered offices at 2nd floor, Hygeia House, 66 College Road, Harrow, Middlesex, United Kingdom, HA1 1BE.

PLEASE READ THE TERMS & CONDITIONS SET OUT HEREIN (THIS "AGREEMENT") CAREFULLY BEFORE ACCEPTING THEM AND USING THE SERVICES PROVIDED BY US. YOU AGREE THAT ANY USE OF OUR SERVICES BY YOU SHALL CONSTITUTE YOUR ACCEPTANCE OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OUTLINED IN THIS AGREEMENT, DO NOT ACCESS OR USE PAY SET SERVICES.

The activity of Payset is regulated by the Payment Services Regulation 2017 and the Electronic Money Regulation 2011 (SI 2011/99). This Agreement is an electronic agreement between you and Payset. This Agreement emphasizes certain risks associated with the use of our services. This Agreement is made in English and the English version of the Agreement prevails over any other version translated into any other language, which may be provided by us to you for convenience purposes.

1. Application Scope

This Agreement and our products and services are not directed at residents of the Afghanistan, Albania, Bahamas, Barbados, Botswana, Cambodia, Democratic Republic of Korea (North Korea), Ghana, Iran, Iraq, Jamaica, Mauritius, Mongolia, Myanmar, Nicaragua, Pakistan, Panama, Syria, Trinidad & Tobago, Uganda, Vanuatu, Yemen, Zimbabwe (hereinafter: "Restricted Countries"), and is not intended for distribution to, or use by, any person in any country or jurisdiction where such distribution or use would be contrary to local law or regulation. It is the responsibility of users of our Services to ascertain the terms of, and comply with, any local law or regulation to which they are subject. Certain partial restrictions may apply to additional geographic areas, as shall be notified by us from time to time. The Restricted Countries list may change from time to time for reasons which include but are not limited to licensing requirements and any other legal and regulatory changes.

2. Definitions

2.1 "Account" shall mean a record created and maintained by the Software that accumulates and stores all information about the Customer, including without limitation Transactional history, e-Money balance, and the Customer personal information.

2.2 "Commission" shall mean a percentage of the Transaction Price, which is payable by you to Payset as a fee for the Services.

2.3 "Customer" shall mean a person using the Services, including you (hereinafter: "you" or "your").

2.4 "e-money" shall have the meaning prescribed to it by the Electronic Money Regulation 2011 (SI 2011/99).

2.5 "Force Majeure" shall mean any act or event beyond Payset's reasonable control, including without limitation non-delivery or defective delivery of third party services necessary to provide the Services (including but not limited to those of our partners, vendors and suppliers), strike, lock-out or other industrial action by third parties, civil commotion, riot, invasion, terrorist activity or threat thereof, war (whether declared or not) or threat or preparation for war, fire, explosion, lightning storm, flood, earthquake, subsidence, epidemic or other natural disaster, failure of public or private telecommunications networks, power failure, and acts of government or other competent authorities.

2.6 "Funding Source" shall mean your bank card or a bank account, or an account open with a payment services provider integrated with Payset. The list of such providers is available at www.payset.io

2.7 "Website" shall mean the website www.payset.io and/or the Payset mobile application, including their data and content.

2.8 "Services" shall have the meaning given in Clause 3 of this Agreement.

2.9 "Software" shall mean a software owned or licensed by Payset and enabling Transactions’ processing.

2.10 "Transaction" shall mean any of the following: (i) purchase of our e-Money by the Customer; (ii) redemption of our e-Money by the Customer; (iii) foreign exchange.

2.11 "Transaction Price" shall mean the total amount paid by the Customer for any Transaction performed through the Services denominated in any currency.

3. Services

Payset provides you with an access to a web-platform owned or licensed and managed by Payset for buying Payset e-Money, transferring e-Money to other Customers or to a bank account, using e-money to pay merchants for goods and services, and convert between various currencies.

Your currency used or generated in course of the Transactions will be stored on a segregated bank account open and maintained by Payset with a credit institution, Sparkasse Bank.

Your Account is not a bank account and it does not generate interest.

4. Eligibility

4.1 To use the Services, you:

4.1.1 must be at least 18 years old (and at least the legal age in your jurisdiction), be of sound mind and capable of taking responsibility for your own actions;

4.1.2 must establish the Account in accordance with the instructions given in the Website, including indicating your consent to be bound by this Agreement;

4.1.3 must not be in violation of any of the provisions of this Agreement or otherwise have a limited access to your Account, or have your Account closed by Pay Set;

4.1.4 must not be a resident of any of the Restricted Countries, specified in Clause 1 above;

4.1.5 confirm that all details provided by you to us, either during the registration process or at any time afterwards (including as part of any use of the Services), are true, current, accurate, complete and not misleading and, as appropriate, match the name(s) on the credit/debit card(s) or other payment accounts to be used to transfer or receive currency. Any attempt to use other means of payment shall be considered fraudulent;

4.1.6 confirm that your Account with Pay Set is solely for your benefit and that your use of the Services and the Website is at your option, discretion and risk;

4.1.7 confirm that you are responsible for the security of your private key, username and password on your own PC or Internet access location. If this username password combination is "hacked" from your computer due to any viruses or malware that is present on the computer that you access your account with, this is your sole responsibility. You should report immediately to Pay Set any possible hacking attempts or security breaches from your computer terminal;

4.1.8. confirm that you are solely responsible for recording, paying and accounting to any relevant governmental, taxation or other authority for any tax or other levy that may be payable on any amounts transferred to you or which you receive with respect to your use of the Services;

4.1.9 confirm that you are responsible for obtaining access for your device to telecommunications networks and the Internet and for acquiring any other consents and permissions required for your device to connect with the Website and receive the Services; and

4.1.10 confirm that you may not use the Website or the Services for any unlawful, criminal or fraudulent activity or any prohibited transaction (including money laundering) under the laws of any applicable jurisdiction.

4.2 Handling of Complaints

4.2.1 If you wish to make a complaint about the Services, you can email us at cs@payset.io, with brief details of your complaint and the phone number and email address associated with your Account.

4.2.2 If the complaint is not resolved by the end of 3 (three) business days after received, we will initiate a formal complaint handling procedure. We will acknowledge your complaint by email within 5 (five) business days. The email will contain details of the complaints handling procedure and your right to refer the complaint to the Financial Ombudsman Service ("FOS") if you are dissatisfied with our assessment and ruling.

4.2.3 We will send you a final response to your complaint within 15 (fifteen) days from receipt of complaints about rights and obligations arising under Parts 6 and 7 of the Payment Services Regulations 2017 or within 8 (eight) weeks from receipt of complaints not related to rights and obligations arising under Parts 6 and 7 of the Payment Services Regulations 2017.

4.2.4 A complaint about any regulated aspect of the Services that we cannot resolve within the terms specified in Clause 4.2.3, such complaint may be referred to the FOS at The Financial Ombudsman Service, South Quay Plaza, 183 Marsh Wall, London E14 9SR, United Kingdom (further details can be found at www.financial-ombudsman.org.uk).

5. Account establishment

To use the Services, you must apply for an Account and provide the information requested on the registration page of the Website. You must not provide any false, inaccurate, incomplete or misleading information. You must notify Pay Set immediately upon any change of the information provided for the Account registration by sending an email at support@payset.io.

By applying for an Account and using the Services, you:

5.1 agree and accept without any reservation the terms and conditions of this Agreement (as may be amended from time to time), the Pay Set privacy policy and any other applicable documents, requirements, instructions or procedures prescribed by the Website; and

5.2 You declare and confirm, that you are eligible to use the Services in accordance with Clause 4 above and you are authorized to accept this Agreement and be bound by its terms.

It remains in our sole discretion whether we open an Account to you. If your application is approved, we will advise you as soon as possible.

You may only have one Account. Any attempt to create more than one Account will be considered as a fraudulent behaviour and will entail consequences described in Clause 20 of this Agreement.

6. Use of the Services

You will be able to use our Services immediately upon your Account activation.

UNLESS OTHERWISE PROVIDED BY THIS AGREEMENT, ALL TRANSACTIONS ARE NON-REFUNDABLE, IRREVOCABLE AND CANNOT BE CHANGED ONCE COMPLETED. You have to ensure to provide Pay Set with the precise and correct instructions related to a Transaction initiated by you. Pay Set is not liable for an outcome of any Transaction performed under incorrect or misleading information provided by you.

6.1 Types of Transactions

You may buy e-Money issued by Payset by transferring the relevant amount of funds from your Funding Source to your Account. The e-Money balance will be available to you immediately upon completion of the Transaction. You will be able to use our e-Money to pay for goods and services of various merchants, complete foreign exchange operations, perform peer-to-peer transfers, and receive debit/credit card payments for the sale of goods and services online.

Unless otherwise provided by this Clause 6, you may perform Transactions anytime by sending the relevant instructions through the Website and by funding the Transactions using your e-Money balance or your Funding Source. Use of a third-party Funding Source for funding your Transaction is prohibited.

Unless otherwise provided by this Clause 6, you may exchange any currency to our e-Money or another currency by requesting the relevant service via the Website. The funds will be deposited to your Account or to your Funding Source respectively. Payset reserves the right to retain any funds if Payset reasonably suspects that such Funding Source does not belong to you.

For security purposes, Payset will have to verify that the Funding Source linked to your Account belongs to you. You will not be able to perform any Transaction within the first three business days following the day when your Funding Source has been linked to your Account. This rule will apply to each new Funding Source that you link to your Account.

6.2 Transactional Thresholds

Upon registration of an Account, you will be able to perform Transactions within certain amounts according to the limits established by Payset and the applicable law and available at www.payset.io/about. You will be able to provide some additional information as instructed by Pay Set in order to increase or eliminate these limits.

6.3 Acceptable Use

When accessing or using the Services, you agree that you will not violate any law, contract, intellectual property or other third-party right or commit a tort, and that you are solely responsible for your conduct while using the Services. Without limiting the generality of the foregoing, you agree that you will not:

6.3.1 use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services, or that could damage, disable, overburden or impair the functioning of our Services in any manner;

6.3.2 use the Services to pay for, support or otherwise engage in any illegal gambling activities, fraud, money-laundering, terrorist activities, or other illegal activities;

6.3.3 use any robot, spider, crawler, scraper or other automated means or interface not provided by Payset to access the Services or to extract data;

6.3.4 use or attempt to use another Customer's Account without authorization;

6.3.5 attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of our Services that you are not authorized to access;

6.3.6 develop any third-party applications that interact with the Services without our prior written consent; and

6.3.7 provide false, inaccurate, or misleading information.

6.4 Declining the Transaction

Payset may refuse to process a Transaction, if:

6.4.1 Your Funding Source does not have sufficient funds at the time of a Transaction;

6.4.2 You fail to pay any outstanding amounts due to Payset;

6.4.3 We have reasonable grounds to believe that you are acting in breach of this Agreement;

6.4.4 We believe that a Transaction is suspicious or potentially illegal (for example, if we believe that a Transaction is being made fraudulently or by using the Software flaws), or otherwise violates this Agreement; or

6.4.5 There are errors or failures, whether mechanical or otherwise.

If we refuse to process a Transaction because we think it is suspicious or potentially illegal, we will contact you by phone, if we are permitted to do so under applicable law. If we refuse to process a Transaction for any other reason, we will inform you by email without undue delay and in any event by the end of the next business day, giving our reasons and explaining how you can correct those reasons, unless informing you would compromise security measures or be unlawful.

6.5 Rewards Program

6.5.1 You have a right to participate in our rewards program, as shall be applicable from time to time, on the terms and conditions set out in this Clause 6.5. You will find a referral link in the interface of your Account that will lead to the registration page. Any person completing registration via such link will be considered a new customer referred by you (hereinafter: "New Customer"). You can allow unlimited number of persons to register with Payset using the above referral link in the interface of your Account.

6.5.2 Rewards will be accrued on your Account. A reward simply represents currency granted by Payset to you for promoting our services to third parties. You can use such reward without limitation as any other currency on your Account.

6.5.3 You are solely responsible for your tax liability which may arise from your participation in our rewards program. We are not your tax agent and we will not deduct or pay any taxes due to be paid by you from the rewards amount received by you in any tax reporting period.

7. Commission

Commissions applicable to your Account are set out in the Fees section of the Website. Payset reserves the right to change the Commissions anytime in its sole discretion without providing a prior notification to you.

The Commission amounts will be deducted from your Funding Source and settled immediately after the corresponding Transaction is completed.

8. Customer Verification/Due Diligence

You will not be able to use some of the Services until you have passed our identity and security validation and verification checks, and provided information and documents requested in accordance with the applicable anti-money laundering regulations. We may check all personal and identity verification information you provide Pay Set with credit reference or fraud prevention agencies and other organizations. These agencies may keep a record of your information and the searches made. However, we do not perform a credit check and any search is for identity purposes only and will be recorded as such. We shall keep records of the information and documents we obtain to verify your identity in accordance with all applicable legal and regulatory requirements.

For the purposes of anti-money laundering prevention and combatting terrorist activities, Payset reserves the right to request any additional information and documents from you about you and/or your Transactions, and suspend your access to your Account anytime in case the documents or information provided by you are unsatisfactory or insufficient, as Payset decides in its sole discretion.

Should the documents fail our internal identity or security checks – for example, if we suspect that they have been tampered with, or are in any way proven to be misleading or misrepresenting – we shall be under no obligation to accept such documents as valid, and under no obligation to provide feedback on the exact nature of our findings with regards to these documents. In addition, we may request that you attend a video call to verify your identity.

9. Account Security

It is your responsibility to keep your identification, security information, password, security questions and answers and other information specific to your Account confidential and never disclose them to anyone. Should another person gain access to your Account by passing all security validation and verification checks, Payset may be entitled to treat any Transaction conducted by that person as valid and authorised by you and will not be responsible for any loss or damage you may incur as a result.

Your Account access will be protected by one of the verification mechanisms allowed by Payset and chosen by you in course of the Account application. You will be able to activate an additional verification mechanism to ensure your Account is protected from an unauthorized access and use. For instance, if you chose to use a password or a social network account log in as an authorization mechanism, you may activate an SMS verification that will request you to enter an SMS-code sent by Pay Set every time before accessing the Account. Activating an additional verification instrument is advisable to strengthen your Account’s security.

If you have any indication or suspicion that your Account, password, or other security details are lost, stolen, misappropriated, used without authorisation or otherwise compromised, you should change your password and contact Payset immediately by sending an email at antifraud@payset.io. Any delay in notifying Payset will result in you being liable for any and all losses.

10. Unauthorized Transactions

If you think a processed Transaction is unauthorised or has been incorrectly executed, you must notify Payset immediately via email at antifraud@payset.io. We will investigate the circumstances, and, if you ask Pay Set to, will make efforts to trace the Transaction immediately and will notify you of the outcome.

If you believe that you did not authorise a particular Transaction, or that a Transaction or deduction was incorrectly executed:

10.1 You must contact us without undue delay (i.e. as soon as you become aware of the problem). We will not be held liable for any Transaction that was unauthorised or incorrectly executed if you have failed to contact us without undue delay – in these circumstances you may be held liable for the entire loss of the Transaction. You should also describe the disputed Transaction in writing, setting out full details of the Transaction and your reason for disputing it.

10.2 You must provide us with all receipts and information that are relevant to your claim.

Subject to you notifying us without undue delay, we shall refund to you the amount of any Transaction not authorised by you immediately.

If we subsequently establish that the Transaction was authorised by you, or you have acted fraudulently or have with intent or gross negligence failed to keep your Account’s security details safe, we may deduct the amount of the Transaction from your Account balance. If you do not have sufficient Account balance for the deduction, you must repay us the amount immediately on demand.

If you have acted fraudulently or have with intent or gross negligence failed to keep your Account security details safe, you will also be liable for all losses we suffer in connection with the unauthorised Transaction, including but not limited to the cost of any investigation we carry out in relation to the Transaction.

11. Fraud Liability

If our investigation shows that a Transaction reported by you as unauthorised or incorrectly executed was in fact authorised by you or correct, or you have acted fraudulently or with gross negligence (for example, by failing to keep your security information secure), or you performed a Transaction by using the Software flaws, Payset may, in its sole discretion, cancel the Transaction and restore your Account to the state it would have been if the Transaction had not taken place, and/or terminate this Agreement, close your Account, and deny you from using the Services in the future. Depending on the particular circumstances, Payset may decide to submit information about the Transaction and your related activities to the relevant state authorities for further investigation.

12. Privacy

You agree that Payset can use your personal information in accordance with our privacy policy. This consent is not related to, and does not affect, any rights or obligations we or you have in accordance with data protection laws and regulations. You can withdraw your consent to us providing the Services to you at any time by closing your account with us. However, we may retain and continue to process your personal information for other purposes.

Our privacy policy is available on the Website and provides details of your personal information that we collect, how such personal information is used, and who we share it with.

13. Risk disclosure

For the avoidance of doubt, you acknowledge and agree that Payset does not act as a financial advisor, does not provide any investment advice in connection with the Services contemplated by this Agreement, and any communication between you and Payset cannot be considered as an investment advice. Without prejudice to our foregoing obligations, in asking us to enter into any Transaction, you represent that you have been solely responsible for making your own independent appraisal and investigations into the risks of the Transaction. You represent that you have sufficient knowledge, market sophistication and experience to make your own evaluation of the merits and risks of any Transaction and that you received professional advice thereon. We give you no warranty as to the suitability of the Services and assume no fiduciary duty in our relations with you.

14. Taxation

Payset makes no representations concerning the tax implications of the Transactions or the possession or use of the Account. The Customer bears the sole responsibility to determine if any currency or potential appreciation or depreciation in the value of such currency over time has tax implications for the Customer in the Customer’s home jurisdiction. By using the Services, and to the extent permitted by law, the Customer agrees not to hold Pay Set liable for any tax liability associated with or arising from the Customer’s use of the Services.

15. Disclaimer of Warranties

You expressly agree that you are using the services at your sole risk and that the services are provided on an "as is" basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose (except only to the extent prohibited under the applicable law), completeness and/or accuracy of the website and/or the services and/or infringement of applicable laws and regulations. The entire risk as to the use, quality and performance of the services and/or website lies with you.

16. Limitation of Liability; Waivers

To the maximum extent permitted by applicable law, pay set makes no warranty that the website and/or services will meet your requirements, will be uninterrupted or error-free, timely or secure, that defects will be corrected, and/or that website and the server that makes it available are free of viruses and bugs and/or represents the full functionality, accuracy, reliability of the materials and/or as to results or the accuracy of any information obtained by you through the services and/or website.

Payset has no obligation to maintain your account name or password. If you misplace, forget or lose your account name or password because of anything other than pat set's gross negligence or wilful misconduct, pay set shall not be liable.

To the maximum extent permitted by applicable law, in no event will pay set, its affiliates and/or their respective service providers, and/or any of their respective officers, directors, agents, joint venturers, employees and their representatives, be liable to you or anyone on your behalf, for any direct, consequential, indirect, incidental or special damage or loss of any kind whatsoever; and/or any loss of business, profits, revenues, contracts or anticipated savings; and/or loss or any damage arising from your use of the website or services, all whether based in contract, tort, negligence, strict liability or otherwise, arising out of or in connection with authorized or unauthorized use of the website and/or services.

You agree that any claim or cause of action which you may have arising out of or related to the use of the website, services, or to this agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

We shall not be liable to you in anyway whatsoever for the transfer of any and all currency if you provide us with any incorrect and/or incomplete payment details.

Notwithstanding the foregoing, nothing in this agreement shall affect your statutory rights or exclude injury arising from any wilful misconduct or fraud of pay set.

17. Intellectual Property and Third-Party Content

You may only install and use the software connected to the Website (the "Platform") and all content derived from the Platform, including without limitation the patents, copyrights, design rights, trademarks and any other intellectual property rights in the Platform, in connection with the Services, for your personal and non-commercial use and in accordance with this Agreement. The Platform's code, structure and organization are protected by intellectual property rights. You must not: (i) copy, interfere with, tamper with, redistribute, publish, reverse engineer, decompile, disassemble, amend, modify, translate or make any attempt to access the source code to create derivative works of the source code, or otherwise; (ii) sell, assign, sublicense, transfer, distribute or lease the Platform; (iii) make the Platform available to any third party through a computer network or otherwise; (iv) export the Platform to any country (whether by physical or electronic means); or (v) use the Platform in a manner prohibited by any laws or regulations which apply to the use of the Platform (collectively the "Forbidden Practices").

You will be liable to us for any damage, cost or expense we suffer or incur that arise out of or in connection with your committing any of the Forbidden Practices. You shall notify us as soon as reasonably possible after becoming aware of the commission by any person of any of the Forbidden Practices and shall provide us with reasonable assistance with any investigation we may conduct in light of the information provided by you in this respect.

The brand names relating to the Website and any other trademarks, service marks and/or trade names used by us either on our own behalf from time to time (the "Trademarks") are owned by us or our licensors. In addition to the rights in the Trademarks, we and/or our licensors own the rights in all other content of the Website (the "Content"). By using the Services, you shall not obtain any rights in the Trademarks or the Website Content and you may use the Trademarks and Content only in accordance with the provisions of this Agreement.

Payset makes no representations whatsoever about any other interface which you may access through the Website. Notwithstanding anything to the contrary herein, the Website may provide links or other forms of reference to other interfaces, resources or data, over which Payset has no control ("External Content"). Therefore, you acknowledge that any link to an External Content is provided in the Website for convenience purposes only. Payset is not responsible for the availability or a content of the External Content, including opinions, advice, statements, prices, activities and advertisements, and you use such content at your own risk. You have to review the policies posted on the External Content regarding privacy and other topics before using it.

18. License

The Software and the Website are subject to provisions of the English Copyright, Designs and Patents Act 1988, as amended, and Payset owns all intellectual property rights for them.

We provide license to you on a non-exclusive non-transferable basis to use the Software and Website during the term of this Agreement. The remuneration for license is included in the Commission. You are not allowed to grant license to any third party. The scope of license is territorially unlimited.

We are authorized to change the Software or the Website, or any of its parts, however deemed necessary during the term of the Agreement. Any such change does not constitute a change in license and the license is granted to the changed Software and Website immediately after such change is adopted.

Except where necessary in order to view the information on the Website, or as permitted under the English law or this Agreement, no information or content on the Website may be reproduced, adapted, uploaded to a third party, linked to, framed, performed in public, distributed or transmitted in any form by any process without a specific written consent of Payset.

19. Dormant Accounts

If the Account has not been active for consecutive 12 (twelve) months, it shall be classified as dormant. This type of Account will be charged dormancy fees of GBP [__] per month starting from the 13th (thirteenth) month of inactivity. The dormancy fee will be deducted from the Account balance until the Account becomes active, or until the balance reaches zero. The Account becomes active as soon as the Customer logs in onto the Website either for transactional or information purposes.

20. Suspension, Closure and Termination

Your Account does not expire and will remain valid until cancelled by either you or Payset.

Within 14 (fourteen) days of the date of opening your Account, you have the right to close your Account at no cost by contacting Pay Set and requesting that in writing; provided, however, that you will be liable for all Transactions made by you during such period. After the initial 14-day period, you may close your Account at any time by giving one month’s notice to Payset in writing via email at support@payset.io.

When your Account is closed, it cannot be used. You will remain liable for all obligations relating to your Account even after your Account has been closed. Closing your Account does not mean that we delete the personal data that we hold on you and we will continue to store such data, including the history of your Transactions for a minimum period of 5 (five) years as required by law.

We may terminate this Agreement and close your Account by giving you a one month’s notice via email with or without reason.

We may suspend or terminate this Agreement and your Account, or refuse to reactivate your Account, immediately upon a notice given to you via email:

20.1 if you violate any provision of this Agreement and fail to resolve the matter in a timely manner;

20.2 if you act in a manner that is threatening or abusive to our staff or any of our representatives;

20.3 if you fail to pay Commission or any part of the Transaction Price;

20.4 if your Account is dormant and its balance has reached zero;

20.5 if you attempt to gain unauthorized access to the Software or another Customer's Account or provide assistance to others attempting to do so;

20.6 if you overcome our Software security features;

20.7 in case of some unexpected operational difficulties on our side;

20.8 if we are concerned about the security of your Account;

20.9 if we suspect your Account is being used in an unauthorised manner, including without limitation, by a person other than you, or that the Services are being used for the benefit of someone other than you, or used to commit fraud or for other illegal purposes;

20.10 if we need to do so to comply with the law or with a request of law enforcement or other government agencies;

20.11 we are so required by a subpoena, court order, order or request of a government authority or regulatory authority;

20.12 you take any action that we deem as circumventing our controls, including without limitation opening multiple Accounts;

20.13 use of your Account is subject to any pending litigation, investigation, or government proceeding or we perceive a heightened risk of legal or regulatory non-compliance associated with your Account activity;

20.14 our service partners are unable to support your use of the Services;

20.15 we believe that you adversely affect our reputation;

20.16 we reasonably believe that your Account is associated with any account that has been suspended or terminated for breach of this Agreement or suspended for any other reason;

20.17 if you do not provide information upon the request of Payset or the information provided does not meet Pay Set's requirements;

20.18 due to a Force Majeure event; or

20.19 for any other reasonable ground we deem fit.

We will notify you on the above circumstances as soon as we can before we do this, if possible, or otherwise immediately afterwards, giving our reasons, unless letting you know would compromise reasonable security measures or be otherwise unlawful.

The right to terminate this Agreement and to close your Account shall not stop you or us from exercising any other right or remedy in respect of the breach concerned (if any) or any other breach.

21. Governing Law and Jurisdiction

This Agreement and the relationship between you and us will be governed by and construed in accordance with the English law without reference to conflict of law or choice of law provisions, and you irrevocably submit to the exclusive jurisdiction of the courts in London, England, for determination of any dispute concerning this Agreement (provided that this shall not prevent Pay Set from bringing an action in the courts of any other jurisdiction). You further irrevocably waive any objection which you may have at any time to the laying of venue of any proceeding brought in any such court and agrees not to claim that such proceedings have been brought in an inconvenient forum or that such court does not have jurisdiction over it.

22. Miscellaneous

22.1 Entire Agreement. This Agreement contains the entire agreement and supersedes all prior and contemporaneous understandings between the parties regarding the Services. In the event of any conflict between this Agreement and any other agreement you may have with Payset, the terms of this Agreement shall prevail.

22.2 Amendment. We reserve the right to make changes or modifications to this Agreement from time to time, in our sole discretion. We will provide you with a notice of at least 60 (sixty) calendar days of any material changes by sending an email, providing notice on the Website and updating the "Last Updated" date at the bottom of this Agreement. The amended Agreement will be deemed effective immediately upon posting for new Customers. In all other cases, the amended Agreement will become effective upon the earlier of either: (i) the date a Customer clicks a button to accept such changes, or (ii) continued use of the Services 15 (fifteen) days after Payset provides notice of such changes. The amended Agreement will apply prospectively to use of the Services after such changes become effective. If you do not agree to any amended Agreement, you must discontinue using the Services and contact Payset to close your Account.

22.3 Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, all of which shall remain in full force and effect.

22.4 Force Majeure Events. Neither party shall be liable for any inaccuracy, error, delay in, or omission of the transmission or delivery of information; or any loss or damage arising from any Force Majeure.

22.5 Assignment. You may not assign or transfer any of your rights or obligations under this Agreement without prior written consent from Payset, including by operation of law or in connection with any change of control. Payset may assign or transfer any or all of its rights or obligations under this Agreement, in whole or in part, without obtaining your consent or approval.

22.6 Outsourcing. Subject to applicable laws and regulations, Payset may outsource any or all of the Services it provides under this Agreement to third parties.

22.7 Survival. Clauses "Eligibility", "Services Use", "Risk Disclosure", "Commission", "Dormant Accounts", "License", "Intellectual Property and Third-Party Content", "Disclaimer of Warranties", "Limitation of Liability"; "Waivers"; "Suspension, Closure and Termination", "Applicable Law and Jurisdiction" and this Clause "Miscellaneous" shall survive any termination of this Agreement

PLEASE PRINT OFF AND RETAIN A HARD COPY OF THE TERMS & CONDITIONS FOR YOUR RECORDS.