Payment Terms

Welcome to Teya's world of payment services, where we redefine your payment experience. Our platform revolutionises the way you handle payments, making it incredibly convenient for users to both send and receive funds. With this streamlined process, you're liberated to dedicate your precious time and energy to what truly matters: your daily responsibilities, business expansion, or any other vital priorities on your agenda. Say goodbye to payment hassles and hello to newfound efficiency! Whether you're an individual, small business owner, or corporation, Teya is your dependable partner for secure and efficient payment solutions.

The terms and conditions set out here, including referenced policies, guidelines, instructions, and any other documents identified from time to time (“Payment Terms”, also referred to as “Additional Terms”) govern your use of our payment processing services, as well as any other services provided under these Payment Terms as indicated under section 2 at any given time (“Payment Services”).

When you use our Payment Services, you also agree to the Teya General Terms and the Data Processing Addendum, which are incorporated into these Payment Terms by reference, including any amendments made from time to time. If you do not understand any provisions of these Payment Terms, please contact us before using our Payment Services.

Unless otherwise defined herein, capitalised terms have the same meaning as in the Teya General Terms. To the extent that there is a conflict between these Payment Terms and the terms referenced above, these Payment Terms will prevail.

For information about how we treat your information, please see our Privacy Policy.

If any clauses of these Payment Terms seem unclear, you have inquiries about our Payment Services, or you wish to obtain a free copy of these Payment Terms, please feel free to contact Teya Support at any time during the term of these Payment Terms. We are here to assist you at your convenience.

1. Definitions

"Blended Rate" means a fixed fee applied to Card payments, which includes all charges and fees imposed by card issuers, Networks, and Teya, without differentiation based on card category, brand, or country of issuance;

“Business Portal” means the online platform made available by Teya for managing Transactions, monitoring of Merchant ID(s) balance, and accessing reporting and other information related to the Payment Services;

"Card" refers to a payment card, such as a credit or debit card, that is accepted by the relevant Network for processing Transactions through the Payment Services;

“Card Issuer” means an entity, typically a financial institution, that issues credit or debit Cards to cardholders;

“Chargeback” means a dispute raised by a Customer with their credit or debit Card Issuer regarding a payment Transaction;

“Customer Currency” means the currency in which eligible DCC Customers receive Card statements from a Card Issuer; 

"DCC Exchange Rate" means the foreign exchange rate we receive from our designated service provider for the purpose of DCC transactions;

“Domestic Currency” means the currency used to typically quote the prices of goods or services offered to Customers in any given Transaction;

"Dynamic Currency Conversion (DCC)" means a feature that allows a Customer to carry out a Transaction in their Card's currency, rather than the currency of the jurisdiction where you are located;

"Interchange Fee” means a fee charged by a Card Issuer for processing a Transaction that is paid by Teya or a third party on behalf of Teya and is reimbursed by you;

“Mark(s)” means a recognizable symbol, design, or expression that identifies a specific brand, product, or service. This includes logos, service marks, design marks, and stylized scripts;

“Merchant Activity" means the summary of your transactional profile, capturing your Card processing volume, Payment Method variety, and global transaction distribution;

"Merchant ID(s)" means your distinct account number(s) set up by us to access the Payment Services in accordance with these Payment Terms;

“MOTO” means a payment solution, in which Customers share their Card details via mail, phone, or digitally, allowing Transactions to take place without the Customer or their Card being physically present;

“Network Fees” means the fees imposed by the Networks on Card-based transactions which are reasonably determined by Teya on a periodic basis. Details of the prevailing Network Fees shall be made available in case of Unblended Rates via the Business Portal;

“Network Rules” mean the guidelines, bylaws, and regulations set by a Network detailing how a Payment Method can be accepted and utilised;

"Pay By Link" means a payment solution wherein the merchant generates a unique link for a particular Transaction;

“Payment Method Terms” means the additional terms that apply to a specific Payment Method and can be found or accessed on Teya’s website;

“Payout” means the sum owed to you from completed Transactions, after subtracting our Fees and accounting for any Refunds, Chargebacks, Reversals, set-offs, or other amounts owed to us;

"Payout Account" means the bank account designated by you to receive the funds from processed Transactions;

“PCI-DSS” means the Payment Card Industry Data Security Standards;

"Refund" means your initiation of a request for a full or partial return of funds to a Customer for a completed Transaction;

“Reversal” means cancellation of the settlement of funds for a completed Transaction;

“Teya” means Teya Solutions Ltd. (company number: 13886878), registered at Third Floor, 20 Old Bailey, London, United Kingdom, EC4M 7AN. Teya Solutions Ltd. is authorised by the Financial Conduct Authority under the E-Money Regulations 2011 [Reference no. 978181] for the provision of payment services and issuing of electronic money;

"Unblended Rates" means a pricing structure in which the fees and charges applied by Card Issuers, Networks, and Teya vary based on specific factors. These factors may include the Merchant Category Code (MCC) assigned to your business, the type of Card being used (such as credit or debit), the country of issuance of the Card, and the brand of the Card being accepted. In this pricing structure, the fees associated with each transaction may differ and are not bundled together into a single fixed fee;

2. The Payment Services

2.1 Our Payment Services allow you to accept and process payments from your Customers using various methods, such as credit and debit Card Transactions, contactless smartphone Transactions, online Transactions and Pay By Link. Specific terms related to these services are outlined in the 'Supplementary Terms' section. Please note that some services may require activation, which is at our discretion.

2.2 Through the Payment Services, we help you process payment Transactions from your Customers. The funds received from these Transactions will be credited to you after deducting any Fees, Chargebacks, Reversals, Claims, Refund or any other amounts owed to us or another company within the Teya Group. The settled funds will be deposited into your Payout Account.

2.3 You authorise and instruct us to receive, manage, and distribute funds in line with these Payment Terms on your behalf. This authorisation will remain valid until either you or we terminate these Payment Terms.

2.4 By registering for the Payment Services, you give us the authority and direction to conduct credit evaluations, compliance checks, and other necessary verification processes. This may involve providing additional information and documentation to verify your identity and comply with anti-money laundering, counter-terrorism financing, and other regulatory requirements. These procedures are outlined in our Teya General Terms. Further, you acknowledge that the right to decide your eligibility for accessing and using the Payment Services rests solely with us and is subject to our discretion.

3. Information & access

3.1 In addition to the information provision obligations outlined in the Teya General Terms, it's imperative that you promptly notify us in writing of the following situations:

(a) actual or suspected breaches of security relating to your Merchant ID(s);

(b) loss, theft, misappropriation, or actual or suspected unauthorised use of your payment terminal(s) or any other systems, software, or hardware utilised for submitting Transactions to Teya;

(c) significant changes to your operations;

(d) any alterations in your business's authorised signatories;

(e) any changes in the beneficial ownership and/or ownership structure of your business; and

(f) any situations that may hinder your compliance to these Payment Terms.

3.2 Teya may ask for more information from you at any point. For instance, we might request invoices from your suppliers, invoices or receipts issued to your customers, government-issued identification like a passport or driver's license, a business license, bank statements, financial data, or other pertinent details.  If you don't provide this information when asked, your Merchant ID(s) could be suspended or terminated.

3.3 Upon request by Teya, the Network, or any authority with jurisdiction over Teya, you are required to grant access to your Card acceptance equipment and systems to certification authorities and/or investigators. Furthermore, you allow Teya, the Networks, and/or any authority with jurisdiction over Teya to access your premises at any given time. This is applicable without the need for any prior notification, except in cases where prior notice is mandated by Applicable Law, with the intention of auditing your adherence to these Payment Terms.

4. Fees, Payout & Deductions

4.1 For the use of the Payment Services you agree to pay the Fees assessed and calculated by us in accordance with the: (a) fee schedule available on our website; (b) the Fees set out in a Notice (such as in your welcome email, and as amended from time to time); and/or (c) otherwise agreed between you and Teya, all of which are incorporated into these Payment Terms by reference. Where applicable a combination of Fees from the aforementioned sources may be applied.

4.2 Teya offers two Fee structures for accepting Card Transactions through Teya’s Payment Services: Blended Rates and Unblended Rates. Eligibility for these rates is determined by us.

4.3 By agreeing to these Payment Terms, you opt for Blended Rates (unless otherwise agreed). You understand that you are getting one single Fee for Card Transactions, which covers all costs and fees charged by Card Issuers and Networks. This fee doesn't change based on categories, brands, or countries of issuance, even if the Interchange Fees vary. You also acknowledge and request that we don't provide detailed breakdowns of the distinct Network and Card Issuer fees, and we aren't obligated to present these details either under these Payment Terms or in any other context.

4.4 With respect to Blended Rates, you recognise that the underlying Interchange Fee and other card-related fees are determined by Teya, based either on the Merchant Activity data you supply or on business assumptions derived from your feedback. Should the real Merchant Activity substantially deviate from your provided data or feedback, we reserve the right to immediately adjust the Blended Rate accordingly, reflecting the current Merchant Activity attributes. This adjustment is due to, without limitation, specific transaction types, like those made with credit Cards issued outside of Europe for European businesses or business cards, incurring higher fees from the Networks compared to transactions with European-issued Cards.

4.5 If you choose Unblended Rates, subject to availability, you acknowledge and agree that the Network Fees and Interchange Fees can change, as set by Networks and Card Issuers. As a result, we may adjust those Network Fees and/or Interchange Fees without giving you advance notice.

4.6 Subject to any withholdings, Reserves, or any other events under these Payment Terms which allow Teya to delay Payouts, Teya strives to remit funds from processed Card Transactions that occur on a given Business Day to your Payout Account on the following Business Day (unless otherwise agreed, and in any case not a Business Day later than once Teya receives the funds from the relevant Networks). If the Transactions are received on a non-Business Day, the Payout will be initiated by Teya on the next Business Day, subject to the above. Please note that any relevant Fees for our Payment Services, as well as any other outstanding debts you have with us, will be subtracted from the Payout. For clarity, Teya:

(a) will not incur any obligation to pay interest on Transactions from the date they are submitted or on any funds Teya holds; and

(b) is not obliged to remit any Payouts until Teya receives the relevant funds from the Networks.

4.7 Unless we have agreed otherwise, your Payout currency will match the currency of your business's registered location.

4.8 Teya will deduct all Fees linked to your use of the Payment Services from your Payouts, including but not limited to:

(a) all Fees;

(a) any amounts due to a Chargeback and related fees;

(b) any processed Refunds;

(c) any additional charges or deductions that Teya is authorised to make under the Payment Terms, any other Additional Terms, or the Teya General Terms;

(d) any other amounts you owe to Teya under these Payment Terms or due to your violation of these Payment Terms, including those arising from actual or suspected illegitimate Transactions, currency conversion expenses, reimbursement of third-party processor fees, reimbursement of any fines and assessments (like those from the Networks), and indemnity or damages payments;

(f) any tax or governmental charges, including value-added tax, imposed on any amounts Teya has to pay you under these Payments, which Teya will charge to you and remit to the relevant authority; and

(g) adjustments in case of an incorrect Payout.

4.9 Fees tied to the processing of your Transactions become payable as soon as a Transaction is presented to Teya for processing. Any Fees connected to Chargebacks are payable the moment the Chargeback process is started. All other Fees are due when Teya provides the service, when Teya requests payment, or when Teya is otherwise entitled to payment in line with the stipulations of these Payment Terms.

5. Deferred Payouts, Reserve & Protective Measures

5.1 Teya can decide to delay or hold back Payouts at its discretion. Reasons for doing so may include, but are not limited to:

(a) if any Transactions appear suspicious or invalid, Teya can delay Payouts until we are confident about their authenticity;

(b) Payouts can be deferred if Teya, or any other authorised party or institution, has requested information from you in accordance with these Payment Terms. The Payout(s) will be delayed until the necessary information is adequately provided;

(c) if you breach these Payment Terms and/or Network Rules, Teya can delay Payout(s) until the breach is rectified and all ensuing liabilities are resolved by you;

(d) if there are suspicions of fraud or potential infringement of these Payment Terms and/or Network Rules, Teya can withhold payment until the completion of its investigation and when it's convinced of no fraud or infringement occurrence;

(e) in the presence of Chargebacks, Refunds, or any other actions that Teya deems could pose a financial risk, the release of Payout(s) may be held back until an investigation assures no imminent financial risk;

(f) if Teya reasonably anticipates that the Transaction amounts won't adequately cover your future obligations towards it, including any Fees, Chargebacks, or Refunds, it can defer Payout(s) until it's convinced of sufficient future coverage;

(g)  if Teya has reason to believe you will not be able to meet your financial obligations towards Teya, we might pause Payouts until these concerns have been resolved;

(h) if any Network instructs or mandates, Teya can delay Payout(s) for the duration instructed or required by the relevant Network; and

(i) if Teya believes that it's prohibited by Applicable Law to make payment to you, it can delay Payout(s) until it's convinced that the Payout is lawful.

5.2 Teya can change or give more reasons for suspending Payouts if we get new information that makes this necessary.

5.3 You agree that we can use withheld Payouts to create a Reserve when we deem necessary. By agreeing, you give us a security interest in and lien on any funds held in the Reserve. This Reserve acts as a safeguard for our interests, and we can subtract any amounts you owe us under these Payment Terms, including any negative balance in associated with your Merchant ID(s), without having to notify you beforehand.

5.4 In the event that you owe an amount that exceeds the funds held in the Reserve, you agree to promptly, but no later than three (3) Business Days following our demand, remit the outstanding balance to us.

5.5 We may also deduct, recoup, or offset any Fees or other amounts owed by you under the provisions of these Payment Terms or any other agreements that may exist between you and us or any of our Affiliates (including any other Teya Company). This right may be exercised, without limitation, by deducting the relevant amounts from your Merchant ID(s) balance, Reserve, any Payouts that are due to you, or any other funds held by us that are payable to you.

5.6 To supplement the protective measures outlined in these Payment Terms, Teya, where legally permissible, has the authority to deduct from the Payout, Reserve, or any sums otherwise payable to you, against any debt you owe to any Teya Company under any contract. Should the amount you owe to any Teya Company surpass your Payout, Reserve, or any sums otherwise due to you, we retain the right to charge or debit a payment method linked to your Teya Account or any Services. Failing to pay the amounts you owe to Teya immediately upon request constitutes a breach of these Payment Terms. Furthermore, you'll be responsible for all costs we encounter during the debt recovery process, including but not limited to legal fees, collection agency fees, and any applicable interest.

6. Term & Termination

6.1 Unless otherwise agreed, these Payment Terms will continue to apply from the date they become effective until terminated by you or us.

6.2 As outlined in the Teya General Terms, we reserve the discretion to immediately terminate these Payments Terms, unless otherwise required by Applicable Law, and the same right extends to you, unless a different arrangement has been agreed upon by Teya and yourself. If the Applicable Law obligates a minimum notice period, we will comply with these periods. However, if you have the potential to waive such rights, they'll be considered waived upon your acceptance of these Payment Terms.

6.3 Besides Teya's general authority to terminate these Payment Terms without notice, and supplementary to the termination rights articulated in the Teya General Terms, we retain the right to immediately terminate these Payment Terms under the following circumstances (without limitation):

(a) If Teya is legally compelled to terminate these Payment Terms due to Applicable Law, a Network, the Network Rules, or any authority overseeing its operations to end these Payment Terms;

(b) If it becomes illegal for Teya to continue offering the Payment Services to you;

(c) If you have supplied, or we reasonably suspect that you have supplied, misleading, incomplete, or false information to Teya in relation to the application, entry into, and/or operation of these Payment Terms;

(d) If you are, or we reasonably suspect that you are, violating the Network Rules and/or any Applicable Law;

(e) If you have submitted, or we reasonably suspect that you have submitted, illegitimate Transaction(s) to us;

(f) If there is a significant shift in the nature of your business;

(h) If your business merges with another entity and/or there is a change in the control of your business;

(i) If you, through your actions or omission, do something that we reasonably believe harms or could harm our or a Network's brand, image, reputation, or goodwill or could otherwise inflict damage or loss to the goodwill of a Network or Teya;

(j) If any incident or series of events, whether related or not (including, but not limited to): i) irregular Card sales, excessive Chargeback and Refund ratios as reasonably determined by us; ii) signs of fraudulent or illegitimate Transactions; and/or iii) any significant adverse change in your business assets or financial condition occurs that, in Teya's opinion, may impact your ability to fulfil any or all of your obligations under these Payment Terms;

(k) If you fail to pay any amount due to Teya according to these Payment Terms, and such failure has not been remedied within fourteen (14) days of us notifying you;

(m) If you haven't provided, within seven (7) days of receiving our request, information that Teya deems necessary, such as for Teya’s risk assessment and due diligence;

(n) If you haven't provided any collateral within seven (7) days of receiving Teya’s request;

(o) If you reject any provision of these Payment Terms; and

(q) If your operations no longer align with Teya’s risk appetite.

6.4 Teya retains the authority to immediately terminate the Payment Terms related to one or more Payment Methods, while maintaining the Payment Terms for other relevant Payment Methods, without any prior notification. Furthermore, Teya reserves the discretion to suspend or cease any payment solutions or individual service components linked with the Payment Services, such as MOTO or Pay By Link, without giving any notice, unless otherwise required by Applicable Law.

7. Amendments

7.1 As detailed in the Teya General Terms, we can modify these Payment Terms by providing a Notice that we consider reasonable, unless a specific notice period is legally mandated, in which case we'll adhere to the Applicable Law. However, any rights you might have to waive such periods will be seen as waived when you agree to these Payment Terms.

7.2 An Amendment will become effective on the date stated in the Notice, and your continued usage of the Payment Services after the modifications take effect signifies your acceptance of the updated Payment Terms or Fees as relevant, unless you terminate these Payment Terms before the Amendment takes effect. If you disagree with the Amendment, you can terminate these Payment Terms free of charge and with immediate effect any time before the proposed Amendment takes effect.

7.3 Teya reserves the right to modify the exchange rates with immediate effect and without any prior notification.

8. Record of Transactions

8.1 We will provide you with access to your Transaction data through the Business Portal, which includes downloadable reports. The details furnished will encompass the Fees linked to the Transactions you process, reference numbers, and the Transaction amount in the credited currency. By agreeing to these Payment Terms, you are authorising and requesting us to compile this information for all Card Transactions categorised by brand, payment method, and types and rates of Interchange Fees, if applicable. We will make this information available to you through the Business Portal and/or email, on a monthly basis at a minimum.

8.2 Unless otherwise stipulated by Applicable Law, you alone are responsible for: (a) preserving a permanent record of all Transactions and corresponding data connected to your use of the Payment Services, and (b) reconciling all Transactional information related to your use of the Payment Services. If you observe any errors or unauthorized Transactions, it's crucial that you contact us without delay.

9. Prohibitions & Limitations

9.1 You will comply with all Applicable Law and only accept Cards for Transactions that are allowed by Applicable Law. Along with any other obligations, restrictions, and limitations stated in these Payment Terms, you agree to not:

(a) set minimum prices for Card acceptance;

(b) charge extra fees for Card use unless allowed by Applicable Law and Network rules;

(c) use Card credit for cash advance;

(d) use the Payment Services outside of your registered country of business (unless authorised to do so);

(e) discriminate between Cards unless allowed by Applicable Law and/or Network Rules;

(f) process Transactions not from selling your products or services;

(g) process known or suspected fraudulent Transactions;

(h) act as an intermediary or aggregator for the Payment Service;

(i) process Transactions to refinance Customer obligations;

(j) ask Customers to waive dispute rights;

(k) request Customers to reveal PIN numbers;

(l) print PIN or Card numbers on receipts;

(m) process a single purchase as multiple Transactions;

(n) refund Transactions to a Card that was not originally used to make such transactions; or

(o)  override the selection of Card Network for Transactions made with co-branded Cards.

9.2 By accepting these Payment Terms, you agree not to utilise the Payment Services for accepting Transactions related to the businesses that could adversely impact our image or business standing.

9.3 We reserve the right to decline authorisation or withhold a Payout for any Transaction submitted by you if we believe it violates these Payment Terms or any other agreement with Teya, or poses a risk to you, your Customers, other Teya customers, our processors, or a Teya Company. This includes situations such as fraud and illegal activities, including submitting Transaction information that you should have known is against Applicable Law.

9.4 You acknowledge that the proper use of security measures can prevent fraud and accept potential responsibility for fraudulent Transactions that occur due to a failure to use such measures. Further, you agree to implement proper security measures for processing Transactions, such as requiring Customers to use chip and PIN technology and providing a secure location for entering PINs. You must not request signatures or other forms of identification instead of PINs.

10. Network Rules & Payment Methods

10.1 The Payment Services are governed by the Network Rules and may also have additional Payment Method Terms established. The Network Rules and Payment Method Terms will be considered part of your agreement with us. Access to substantial portions of the Network Rules can be obtained by the public through the websites of:

(a) http://www.visa.com;

(b) http://www.mastercard.com; and

(c) http://www.americanexpress.com/merchantopguide.

10.2 The Payment Terms may include a number of specific Payment Method Terms, which can be viewed under the ‘Supplementary Terms’ section, and are considered part of these overall Payment Terms:

10.3 You agree to abide by the Network Rules and the Payment Method Terms, which hold precedence over these Payment Terms with respect to the related Payment Method in the event of any conflicts. In the event of any conflicting provisions between these Payment Terms and the Network Rules/Payment Method Terms, the following priority will be observed: (i) Network Rules, (ii) Payment Method Terms, and (iii) these Payment Terms, unless otherwise stated in specific Payment Method Terms.

10.4 We may modify and/or discontinue the available Payment Methods at any time and Network Rules and Payment Method Terms may also be updated periodically. These changes can be made by us or the Networks, without prior notice (to the extent permissible by Applicable Law), but we will endeavour to inform you beforehand. Your continued use of the relevant Payment Methods confirms your acceptance of these changes.

10.5 We reserve the right to adjust these Payment Terms without notice to the extent permissible by Applicable Law, if required by the Networks, to comply with the Network Rules or address any changes in the Payment Services.

10.6 The Networks retain the right to enforce any aspect of the Network Rules and to prohibit any actions that may cause harm or pose a risk of harm to the Networks, such as harm to their reputation or damage to the integrity of the interchange system, or to confidential information. You agree not to interfere with the exercise of this right by the Networks and to assist Teya in addressing any security breaches related to the protection of confidential data.

10.7 In accordance with the regulations set forth by the Networks, your use of the Marks belonging to the Networks is subject to their respective guidelines. As such, it is your responsibility to thoroughly familiarize yourself with these requirements and to maintain strict compliance at all times. The ownership of these Marks by the Networks is unassailable and exclusively theirs. You covenant not to challenge this ownership in any manner and understand that the Networks may, at their discretion, prohibit your use of the Marks without prior notice and for any reason.

10.8 Furthermore, to ensure compliance with the Network Rules we reserve the right to request modifications to your website or other advertising materials, including the use of the Network Marks.

11. Your Obligations

11.1 You agree to abide by all instructions provided by us in regard to accepting and authorising payment Transactions. You must ensure that all employees and authorised representatives handling payment Transactions on your behalf are familiar with these Payment Terms and have received proper training.

11.2 You further agree not to accept any Transactions made using a payment Card that is missing typical elements, appears tampered with, or has expired.

11.3 You are responsible for reviewing your Transaction history and promptly refunding any mistakenly received payments or overpaid amounts to the respective cardholder.

11.4 You agree to provide accurate and truthful descriptions for all payment Transactions processed through the Payment Service. The descriptions must accurately reflect the products and/or services being purchased. You must also provide a receipt of the payment, if required by Applicable Law or the Network Rules, to the Customer.

11.5 You are responsible for promptly reviewing any statements we provide, such as invoices or Payout statements, as well as Transactions, including Refunds, Chargebacks, or any other payments or charges made to you or the cardholder. If you believe that any statement or Transaction is incorrect or incomplete, you must raise objections without delay. Failure to do so in a timely manner will be considered approval unless the error was made by us. If an error was made by us, you must inform us promptly, and no later than 13 months from the date the payment Transaction was debited.

11.6 In the situation where you've decided to offer acceptance only for specific Cards or other payment tools of a Network, you are required to notify Customers about this in a distinct and unambiguous way, simultaneously as you inform Customers about the acceptance of other Cards and payment instruments of the corresponding Network. During instances of Card present transactions, this information must be noticeably displayed at your business establishment's entrance and the checkout, but concerning Card not present Transactions, or remote sales, on your website or any other relevant electronic or mobile platform. The information has to be given to the Customer well before the Customer engages in a purchase agreement with you.

11.7 Unless stated otherwise and approved by us, you will bear sole responsibility for securing and upkeeping a suitable sales system and/or payment terminal at your own expense. This is to enable the acceptance of Cards as a form of payment and to meet the obligations outlined in these Payment Terms.

11.8 When we supply Teya Hardware for lease, you consent to return such equipment to us immediately, and in any event no later than five (5) days following the termination of these Payment Terms. Should you neglect to do so, we retain the right to bill you for the full cost of the applicable Teya Hardware.

12. Errors & Unauthorised Transactions

12.1 We will rectify any Transactions that have been improperly executed due to our fault. If such an error leads to a reduced amount of funds received than what you should have received, we will offset the difference in your Payout Account. This adjustment will be done no later than the date the funds would have been received had the Transaction been correctly executed. However, if the error leads to an overpayment, we will retract the surplus from either your Payout Account or Payout. We can try to amend Transactions that you processed incorrectly, but you must inform Teya Support about the error. The scope of our correctional ability may be restricted by the Networks and our recovery capability.

12.2 As a payee, when you initiate a payment order via the Payment Services, we are accountable for the timely and correct transmission of the payment order to the Customer’s payment service provider. If we fail to achieve this accurately: (a) we will promptly re-send the faulty payment order to the payer’s payment service provider; and (b) if you request, we will make efforts to track down the incorrect Transaction and update you on the outcome.

12.3 We might be held responsible to you for any charges that you incur and any interest that you need to pay due to our failure to transmit your initiation of a payment order on time or accurately.

12.4 In case of a delayed transmission of a payment order initiated by or through you, the Transaction amount will be reflected in your Account no later than the date the funds would have been reflected had the transaction been correctly executed.

12.5 If you do not promptly inform Teya Support about any unauthorised or incorrectly executed Transaction upon becoming aware of such a Transaction, and definitely no later than 13 months after its appearance in your transaction history, we will not be obliged to correct or remedy that Transaction, unless we have failed to notify you of the Transaction.

12.6 If there is suspicion or occurrence of fraud or security risks, we will inform you through a secure communication channel. If you receive any communication that does not follow this process, please inform us by reaching out to us.

13. Refunds and Returns

13.1 All requests for Refunds or adjustments on returned products or services must be submitted through the Payment Service in accordance with these Payment Terms and the relevant Network Rules. The responsibility for accepting and handling returns of your products or services lies solely with you. Refunds and adjustments for Card Transactions must be made to the Customer's Card. You agree to:

(a) have a fair return, cancellation, or adjustment policy in place;

(b) inform Customers of your return or cancellation policy at the time of purchase;

(c) not provide cash refunds to Customers for Card Transactions unless legally required; and

(d) not accept cash or any other form of compensation for processing a Card Transaction Refund.

13.2 Further, you acknowledge and accept that a Customer may be eligible for a full refund from their payment provider for any authorised Transaction initiated by you under the following conditions:

(a) the authorisation did not specify the exact Transaction amount at the time of authorisation; and

(b) the Transaction amount exceeds what the Customer could reasonably expect based on their past spending habits, the conditions of the authorisation, and the specific circumstances.

13.3 To process a Refund through the Payment Service, the amount must match the exact total of the original Transaction, including taxes and handling charges. Refunds may not surpass the original sale amount, except for reimbursement of any shipping costs incurred by the Customer for product returns.

13.4 If a Refund is processed, we will subtract the Refund amount (including any associated fees) from the funds that are owed to you from previous or subsequent Transactions. If there are insufficient funds, we are not obligated to process the Refund. If the Refund is processed despite this and it leads to a negative balance in your Merchant ID(s), you agree to immediately repay all funds owed to us upon request. Please be aware that Fees related to the refunded Transaction are non-refundable. You are not entitled to any reimbursement of any Fees or other amounts paid or payable to Teya in respect of the original Transaction which is refunded.

13.5 Teya reserves the right to suspend or impose limitations on your ability to issue Refunds through Teya's Payment Services at any time.

14. Chargebacks

14.1 In some instances, a Transaction may be subject to a Chargeback and charged back to your Merchant ID(s). This may occur if:

(a) the Customer is not authorised to use the Card or Payment Method;

(b) the Transaction is disputed by the Customer;

(c) the Transaction is reversed for any reason by the relevant Network, the Customer or any other entity possessing the authority to effect such a Reversal;

(d) Customer Card issuing banks require Reversal or cancellation of the Transaction; or

(e) we have any reason to believe that the Transaction was not authorised, unlawful, suspicious, or in violation of these Payment Terms.

14.2 In the event of a Chargeback, you must comply with the Chargeback process and assume liability for any resulting debt which will become immediately payable to us.

14.3 In the event that a Chargeback arises, we reserve the right to undertake various measures to recoup the associated funds, including but not limited to, holding the Chargeback amount in a Reserve. We may also reclaim the amount of any Chargeback, as well as any fees, fines, or penalties imposed by a Network from your Merchant ID(s), including the Reserve, any Payouts due to you, or any Payout Account or payment instrument associated with your Merchant ID(s). If there are pending Chargebacks, we may defer Payouts to your Payout Account.

14.4 Furthermore, if we have reasonable cause to believe that a Chargeback is probable, we may temporarily withhold the potential Chargeback amount from Payouts that would otherwise be payable to you, until such time as:

(a) a Chargeback is determined due to a Customer complaint and in which case we will retain the funds;

(b) the period for a Customer to dispute the Transaction under Applicable Law or regulation has lapsed; or

(c) we determine that a Chargeback on the Transaction will not occur.

14.5 Should we be unable to recover funds related to a Chargeback for which you are held liable, you agree to promptly pay the full amount of the Chargeback upon demand. Additionally, you agree to cover all costs and expenses, including but not limited to, attorney's fees and legal expenses, incurred by us in the collection of any amounts owed by you.

14.6 Should you incur an excessive amount of Chargebacks, we reserve the right to impose additional conditions on your Merchant ID(s), which may include but are not limited to:

(a) imposing new Fees;

(b) implementing a Reserve to cover expected Chargebacks and related fees;

(c) postponing Payouts; and/or

(d) terminating these Payment Terms or suspending the Payment Services.

14.7 As a condition of using the Payment Services, you agree to extend your full cooperation, at your own expense, in any investigations we may initiate into your Transactions processed through the Payment Services. Should a Chargeback be successfully disputed, we shall release the relevant reserved funds back to your Payout Account. However, in the event that the dispute is not resolved in your favour by the Network or Card Issuer, or if you elect not to contest the Chargeback, we reserve the right to recoup the Chargeback amount and any associated fees from you.

14.8 It is imperative to understand that any delay on your part in assisting us during an investigation, including the provision of necessary documentation, may result in an irreversible Chargeback. You acknowledge that you shall not bill or otherwise collect payment from any Customer for a purchase or payment, unless Chargeback rights have been exercised and you possess the legal right to do so.

14.9 The conversion of Chargeback amounts received in a currency other than the Payout currency for your Merchant ID(s) will take place on the date that Teya receives the Chargeback. You will be responsible for any exchange rate differences, which could either reduce or increase the settlement amount in the relevant settlement currency.

15. Security & PCI Compliance

15.1 Should we identify potential or actual fraudulent activity or security threats, we will securely communicate this to you. If you receive any communications that do not align with this secure procedure, please report them to us via Teya Support immediately.

15.2 Should you be engaged in the storage, processing, or transmission of customer data, you are required to abide by the Payment Card Industry Data Security Standards (PCI-DSS) as well as any additional requirements specified in the Network Rules. In the event of a forensic investigation, you agree to provide cooperation as requested by us.

16. Additional Indemnity, Representations & Warranties

16.1 In addition to the indemnification provisions outlined in the Teya General Terms, you agree to indemnify, defend, and hold harmless ourselves and our processors (as well as their respective employees, directors, agents, affiliates, and representatives) from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including reasonable legal fees) that may arise from any claim, action, audit, investigation, inquiry, or proceeding instituted by a third party and that relate to or result from any Transaction submitted through the Payment Services by you (including but not limited to the accuracy of any content or information provided by you regarding a product, service, or transaction, or any claim or dispute arising from products or services offered or sold by you), including any fines or assessments as a result of non-compliance with the Network Rules or other regulations.

16.2 In addition to the representations and warranties outlined in the Teya General Terms, with every Transaction processed through the Payment Services, you make the following representations, warranties, and covenants to us:

(a) the Transaction constitutes a legitimate sale;

(b) the description of goods and/or services provided to the Customer is accurate;

(c) you shall fulfil all obligations to the Customer and will handle any disputes or complaints directly with them;

(d) your business and the transaction comply with all Applicable Laws;

(e) you are not engaging in Transactions that represent sales to any principal, partner, proprietor, or owner of your entity or business, except in the ordinary course of business; and

(f) you are not processing Transactions involving your own cards.

17. Third-party services

17.1 When our Services are provided in collaboration with a third party through their mobile application, website, or other software, your dealings with that third party will be governed by a separate agreement between you and them. Our sole responsibility lies in the Payment Services we offer as part of the third party's services. We do not bear any responsibility for the operation of the third party's services. If agreed upon between you and the third party, we may also collect fees on their behalf.

18. Dynamic Currency Conversion

18.1 If an eligible Customer chooses DCC for payment in the Customer Currency instead of the Domestic Currency, the following applies to each DCC Transaction:

(a) the cost of the relevant goods or services will be converted to the corresponding Customer Currency of the eligible Customer's Card at the time the Transaction takes place. This is done using the DCC Exchange Rate provided to us by our foreign exchange service provider on the day of the Transaction, in addition to any Conversion Cost as determined by us. We reserve the right to decide if any portion of this Conversion Cost will be shared with you; and

(b) the DCC Exchange Rate applied to each Transaction will be used for any Chargebacks or Refunds related to that Transaction.

18.2 It's important to clarify that Teya holds the right to modify its foreign exchange rate service provider at any given time, without any requirement for advance notice.

18.3 Your responsibilities are to:

(a) ensure that your staff receive adequate training regarding eligible Customers' use of DCC, and keep your staff updated on any changes to DCC;

(b) avoid intentionally misrepresenting any element or feature of DCC; and

(c) abide by the stipulations of the customer operating instructions and Network Rules that relate to the provision of DCC.

19. Complaints, Governing Law & Disputes

19.1 In the event of any dissatisfaction with the Payment Services, kindly direct your complaint to our customer support team. Our complaints procedure will be applied to all complaints received.

19.2 Within fifteen (15) Business Days from the date of receipt of the complaint, a comprehensive response will be provided via email. In exceptional situations where a full response cannot be promptly given, an explanation for the delay and an estimated timeline for a full reply will be communicated, not exceeding eight (8) weeks from the date the complaint was received.

19.3  Should our resolution not meet your expectations, the complaint may be referred to the Financial Ombudsman Service (FOS). Further information on the FOS can be found at www.financial-ombudsman.org.Uk, Further information can also be found on the Teya Help Centre.

19.4 These Payment Terms shall be governed by and construed under and in accordance with English law, without giving effect to conflict of law principles. To the extent that English law is in conflict with laws of your country of residence, English law shall prevail to the maximum extent possible.    

19.5 Without prejudice to the foregoing and to the extent permissible by Applicable Laws, disputes arising out of or in connection with these Payment Terms, or its subject matter or formation, shall be settled by the English Courts. Despite the above, Teya reserves the right to bring any claims (including injunctive relief) against you in the jurisdiction where you are registered, domiciled or otherwise located, or any other appropriate jurisdiction. For the avoidance of doubt, injunctive relief shall include but is not limited to: (i) attachment, (ii) preliminary injunction, or (iii) similar remedies.

20. General

20.1 For the avoidance of doubt, provisions around general terms not covered in these Payment Terms, including but not limited to intellectual property, data, taxes, limitation of liability, warranties, severability and force majeure shall be governed by the Teya General Terms.

Supplementary Terms

21. American Express Terms

21.1 The provisions set out in this section are applicable to you to the extent you have American Express enabled as a Payment Method for your Merchant ID(s).

21.2 You agree:

(a) not to engage in any marketing or promotional activities that are detrimental to American Express’ business or the American Express brand and if these Payment Terms are terminated to remove all American Express identification, logos and decals from your premises and/or website immediately;

(b) to comply with the American Express Data Security Operating Policy which may be amended from time to time;

(c) disclose your refund policy at the time of the purchase and in compliance with Applicable Law;

(d) for Card not present Transactions more than seven (7) days following receipt of the original authorisation code obtain another authorisation code before shipping or delivering an order;

(e) maintain customer service information that is readily available for review by your Customers, which should include at minimum, customer service e-mail and telephone number;

(f) indicate your acceptance of American Express Cards whenever you communicate the Payment Methods you accept to Customers and display American Express marks in accordance with American Express’ guidelines;

(g) not to criticize or mischaracterize the American Express Card or any of American Express’ services or programs;

(h) not to use the American Express Card to verify a Customer’s age; and

(i) for Transactions related to the provision of services, not to process such Transactions on American Express Card until after the services have been rendered.

Promotional Offer Terms

This section provides the unique terms supplementing our standard terms of service. Please note that the terms noted below associated with specific Teya promotions may be varied from time to time as further set out in our Teya General Terms.

The details of these promotions or offers, and their specific terms, will be outlined in the sections below as and when they become available. Please take the time to familiarize yourself with these additional terms, as your participation in any such promotion or offer indicates your acceptance of these terms.

Teya‘s Spring Offer

When you choose to participate in Teya’s Spring Offer, please note the following conditions, which you will be deemed to have accepted upon using your Teya’s Payment Services. Teya’s Spring Offer Terms are incorporated into the Payment Terms and are in addition to any existing terms related to the Services you utilise. 

It's important to understand that the provisions of Teya’s Spring Offer are distinct. In the event of any discrepancies between these terms, the Teya General Terms, or the Payment Terms, the stipulations of Teya’s Spring Offer will take precedence.  

By opting for Teya’s Spring Offer, you are agreeing to the following: 

Teya‘s Spring Offer is exclusively available to Teya customers who, upon accepting these terms, within the specified period of 25 March to 30 April 2024, contingent upon engagement through designated sales agents (as determined by Teya in its sole discretion).

We shall waive any Fees associated with your use of a Teya for the initial thirty (30) days subsequent to your acceptance of these Teya Spring Offer terms.

We will waive Teya’s merchant service charge (“MSC”) of which a standard Blended Rate is comprised of in relation to any Transactions involving Visa and Mastercard Card. Transactions involving the Network American Express (“AMEX”) cards are not encompassed within the Teya Spring Offer. Opting to accept AMEX transactions shall incur the customary Fee of 1.9%.

The premise of Teya Spring Offer is the expectation that a minimum of 90% of Visa and Mastercard Transactions will originate from Cards issued within the UK. Should the proportion of Transactions stemming from international and corporate Cards surpass 10%, we reserve the discretion to impose our standard Fee for Card Transactions of 1.68%.

Twenty-one (21) days following the commencement of Teya Spring Offer, we will provide a custom rate proposition tailored to your projected monthly Transaction volume and Card mix, i.e., “Merchant Activity”, as further set out in the Payment Terms. You will have a seven (7) day period to accept this proposed rate through an affirmative action via email, failing which, the standard rate of 1.68% will automatically be applied.

Fees will be applied either after the lapse of thirty (30) days, on the succeeding working day, or upon achieving a total processing volume of £30,000, whichever occurs first.

Should the total processing volume threshold of £30,000 be met prior to the 21st day following your acceptance of the Teya Spring Offer terms, we will proactively communicate a custom rate offer to you, and you may then choose to either discontinue the use of our Payment Services, accept the proposed bespoke rate, or be subject to the automatic application of the 1.68% rate.

You retain the option to terminate your engagement at any stage, by contacting our Customer Support team within the prescribed hours. Upon cancellation, arrangements will be made for the collection of the Teya Terminal within seven (7) Business Days.

The Fees referred to in the Teya Spring Offer, is a Blended Rate. Teya’s Blended Rates model bundles all the costs associated with each Transaction into one simple Fee. This Blended Rate differs from an Unblended Rates. To further understand the difference between the two models and to see a sample of what an Unblended Rate might look like, please visit our Help Centre. If you wish to opt in for Unblended Rates, please contact signup-support@teya.com.