Terms of Service - Payminty
These Terms are binding on any use of the Service and apply to you from the time that Payminty provides you with access to the Service.
By using the Service you acknowledge that you have read and understood these Terms and have the authority to act on behalf of any person for whom you are using the Service. You are deemed to have agreed to these terms on behalf of any entity for whom you use the Service.
These Terms were last updated March 2020.
"Application" - means the Payminty application or system that enables mobile payments to be made via scanning a QR Code or NFC tag.
"Transaction Fee" – in the instance when a Merchant passes on the cost of a transaction this means the fee (excluding any taxes and duties) payable by you in accordance with the fee shown at the time of making a payment via the Payminty application (which Payminty may change from time to time on notice to you).
"Confidential Information" - includes all information exchanged between the parties to this agreement, whether in writing, electronically or orally, including the service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
"Data" - means any data inputted by you or with your authority into the application.
"Intellectual Property Right" - means any patent, trademark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
"Service" - means the mobile payment services made available (as may be changed or updated from time to time by Payminty via the Application.)
"Website" - means the Internet site at the domain or any other site operated by Payminty.
"Payminty" - means business trading name.
"Payminty Limited" - means legally registered business name.
"Paymark" - means the company Paymark, a fully PCI compliant payment provider that Payminty integrates with for providing payment services.
"Invited User" - means any person or entity, other than the User, that may be invited to use the Service from time to time.
"User" - means the person who uses the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
"You" - means the user, and where the context permits, an invited user. "your" has a corresponding meaning.
2. Use of Software
Payminty grants you the right to access and use the service via the application with the particular access available to you. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement.
3. Your Obligations
1. General obligations:
You must only use the Service and Application for your own lawful purposes, in accordance with these terms and any notice sent by Payminty or condition posted on the application. You may not use the service and application on behalf of others or in order to provide services to others.
2. Access conditions:
1. You must ensure that any usernames and passwords required to access the service are kept secure and confidential. You must immediately notify Payminty of any unauthorised use of your passwords or any other breach of security and Payminty will reset your password and you must take all other actions that Payminty reasonably deems necessary to maintain or enhance the security of Payminty's computing systems and networks and your access to the services.
2. As a condition of these terms, when accessing and using the services, You must:
i. not attempt to undermine the security or integrity of Payminty's computing systems or networks or, where the services are hosted by a third party, that third party's computing systems and networks;
ii. not use, or misuse, the services in any way which may impair the functionality of the services or application, or other systems used to deliver the services or impair the ability of any other user to use the services or application;
iii. not attempt to gain unauthorised access to any materials other than those to which you have been given express permission to access or to the computer system on which the services are hosted;
iv. not transmit, or input into the application, any: files that may damage any other person's computing devices or software, content that may be offensive, or material or data in violation of any law (including data or other material protected by copyright or trade secrets which you do not have the right to use); and
v. not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the services or to operate the application except as is strictly necessary to use either of them for normal operation.
3. Usage Limitations:
Use of the Service may be subject to limitations, including but not limited to monthly transaction volumes and the number of calls you are permitted to make against Payminty's application programming interface. Any such limitations will be advised.
4. Communication Conditions:
As a condition of these terms, if you use any communication tools available through the application (such as any forum, chat room or message centre), You agree only to use such communication tools for lawful and legitimate purposes. You must not use any such communication tool for posting or disseminating any material unrelated to the use of the services, including (but not limited to): offers of goods or services for sale, unsolicited commercial e-mail, files that may damage any other person's computing devices or software, content that may be offensive to any other users of the services or the application, or material in violation of any law (including material that is protected by copyright or trade secrets which you do not have the right to use).
When you make any communication on the application, you represent that you are permitted to make such communication. Payminty is under no obligation to ensure that the communications on the application are legitimate or that they are related only to the use of the services. As with any other web-based forum, you must exercise caution when using the communication tools available on the application. However, Payminty does reserve the right to remove any communication at any time in its sole discretion.
You indemnify Payminty against: all claims, costs, damage and loss arising from your breach of any of these Terms or any obligation You may have to pay Payminty, including (but not limited to) any costs relating to the recovery of any fees that are due but have not been paid by you.
4. Confidentiality and Privacy
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
1. Each party will preserve the confidentiality of all confidential information of the other obtained in connection with these terms. Neither party will, without the prior written consent of the other, disclose or make any confidential information available to any person, or use the same for its own benefit, other than as contemplated by these terms.
2. Each party's obligations under this clause will survive termination of these terms.
3. The provisions of clauses 4.1.1 and 4.1.2 shall not apply to any information which:
i. is or becomes public knowledge other than by a breach of this clause;
ii. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
iii. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
iv. is independently developed without access to the Confidential Information.
5. Intellectual Property
Title to, and all intellectual property rights in the services, the application and any documentation relating to the services remain the property of Payminty (or its licensors).
2. Ownership of Data:
Title to, and all intellectual property rights in, the data remain your property. You grant Payminty a licence to use, copy, transmit, store, and back-up your information and data for the purposes of enabling you to access and use the services and for any other purpose related to provision of services to you.
3. Backup of Data:
You must maintain copies of all data inputted into the service. Payminty adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of data. Payminty expressly excludes liability for any loss of data no matter how caused.
4. Third-party applications and your data.
If you enable third-party applications for use in conjunction with the services, you acknowledge that Payminty may allow the providers of those third-party applications to access your data as required for the interoperation of such third-party applications with the services. Payminty shall not be responsible for any disclosure, modification or deletion of your data resulting from any such access by third-party application providers.
6. Warranties and Acknowledgements
You warrant that where you have registered to use the service on behalf of another person, you have the authority to agree to these terms on behalf of that person and agree that by registering to use the service you bind the person on whose behalf you act to the performance of any and all obligations that you become subject to by virtue of these terms, without limiting your own personal obligations under these terms.
You acknowledge that:
1. You are authorised to use the services and the application and to access the information and data that you input into the application. You are also authorised to access the processed information and data that is made available to you through your use of the application and the services (whether that information and data is your own or that of anyone else).
2. Payminty has no responsibility to any person other than you and nothing in this agreement confers, or purports to confer, a benefit on any person other than you. If you use the services or access the application on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
i. You are responsible for ensuring that you have the right to do so;
ii. You are responsible for authorising any person who is given access to information or data, and you agree that Payminty has no obligation to provide any person access to such information or data without your authorisation and may refer any requests for information to you to address; and
iii. You will indemnify Payminty against any claims or loss relating to:
i. Payminty's refusal to provide any person access to your information or data in accordance with these terms,
ii. Payminty’s making available information or data to any person with your authorisation.
3. The provision of, access to, and use of, the services is on an "as is " basis and at your own risk.
4. Payminty does not warrant that the use of the service will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the service, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the services. Payminty is not in any way responsible for any such interference or prevention of your access or use of the Services.
5. Payminty is not a legal binding service and use of the services does not constitute the receipt of legal advice. If you have any legal questions, please contact a Lawyer.
6. You remain solely responsible for complying with all applicable laws. It is Your responsibility to check that storage of and access to your data via the software and the application will comply with laws applicable to you (including any laws requiring you to retain records).
3. No warranties:
Payminty gives no warranty about the services. Without limiting the foregoing, Payminty does not warrant that the services will meet your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
4. Consumer guarantees:
You warrant and represent that you are acquiring the right to access and use the services for the purposes of an individual and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect consumers in any jurisdiction applies to the supply of the services, the application or these terms.
7. Limitation of Liability
1. To the maximum extent permitted by law, Payminty excludes all liability and responsibility to you (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the service or application.
2. If you suffer loss or damage as a result of Payminty's negligence or failure to comply with these terms, any claim by you against Payminty arising from Payminty's negligence or failure will be limited in respect of any one incident, or series of connected incidents, to any fees paid by you in the previous 12 months.
3. If you are not satisfied with the service, Your sole and exclusive remedy is to terminate these terms in accordance with Clause 8.
Payminty will not provide any refund for any payment made via the Paymark Payment network or any other payment network we may integrate with. Payminty is a payments facilitation application and therefore does not actually handle the physical transfer of financial transactions. It is the Merchants responsibility to provide any refunds due via their own Merchant Services module.
1. breach any of these terms (including, without limitation, by non-payment of any fees) and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied.
2. breach any of these terms and the breach is not capable of being remedied (which includes (without limitation) any breach of clause 3.4 or any payment of fees that are more than 30 days overdue); or
3. You or your business become insolvent or goes into liquidation or has a receiver or manager appointed of any of its assets or if you become insolvent, or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction,
Payminty may take any or all of the following actions, at its sole discretion:
4. Terminate this agreement and your use of the services and the application.
5. Suspend for any definite or indefinite period of time, Your use of the services and the application.
6. Suspend or terminate access to all or any data.
7. Take either of the actions in sub-clauses (d), (e) and (f) of this clause 8(4) in respect of any or all other persons whom You have authorised to have access to your information or data.
For the avoidance of doubt, if payment of any invoice for fees due in relation to any of your organisations (as defined at clause 3) is not made in full by the relevant due date, Payminty may: suspend or terminate your use of the Service, the authority for all or any of your organisations to use the service, or your rights of access to all or any data.
3. Accrued Rights:
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this agreement You will:
1. remain liable for any accrued charges and amounts which become due for payment before or after termination; and
2. immediately cease to use the services and the application.
4. Expiry or termination:
Clauses 3.1, 3.7, 4, 5, 6, 7, 8 and 10 survive the expiry or termination of these Terms.
9. Help Desk
1. Technical Problems:
In the case of technical problems, You must make all reasonable efforts to investigate and diagnose problems before contacting Payminty. If you still need technical help, please check the support provided online by Payminty on the application or failing that email us at email@example.com
2. Service availability:
Whilst Payminty intends that the services should be available 24 hours a day, seven days a week, it is possible that on occasions the services or application may be unavailable to permit maintenance or other development activity to take place.
If for any reason Payminty must interrupt the services for longer periods than Payminty would normally expect, Payminty will use reasonable endeavors to publish in advance details of such activity on the application.
3. Account and Billing inquiries:
In the case of account or billing issues or problems, You must make all reasonable efforts to investigate and diagnose the issue or problems before contacting Payminty. If you still need help, please check our FAQ's section provided online by Payminty or failing that email us at firstname.lastname@example.org
1. Entire agreement:
If either party waives any breach of these terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
Neither party will be liable for any delay or failure in performance of its obligations under these terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.
4. No Assignment:
You may not assign or transfer any rights to any other person without Payminty's prior written consent.
5. Governing law and jurisdiction:
If the information or data you are accessing using the services and the application is solely that of a person who is a tax resident in New Zealand at the time that you accept these terms then New Zealand law governs this agreement and you submit to the exclusive jurisdiction of the courts of New Zealand for all disputes arising out of or in connection with this agreement.
If any part or provision of these terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this agreement will be binding on the parties.
Any notice given under these terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to Payminty must be sent to or to any other email address notified by email to you by Payminty. Notices to you will be sent to the email address which you provided when setting up your access to the Service.
8. Rights of Third Parties:
A person who is not a party to these terms has no right to benefit under or to enforce any term of these terms.