Terms of service

‍Effective Date: 1 June 2023

Please read these Terms carefully before using Precium’s Service(s).

Welcome to Precium! These Terms of Service ("Terms") govern your use of Precium’s services, including any associated websites, application programming interfaces, software, technical infrastructure, external system plugins, mobile applications, and other services provided by Precium (collectively referred to as the "Service" or “Services”). By accessing or using the Service, you agree to these Terms.

Acceptance of terms

These Terms govern your use of the Services and constitute a legally binding agreement between you and Precium. By accessing or using the Services, you accept these Terms as set out herein, and as amended from time to time. If you are using the Service on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms, and in such case, "you" and "your" refers to both you, the organisation, and authorised users of the Service (selected employees and representatives).

Scope of these terms

These Terms are in addition to and supplement any other agreements you may have with Precium or any of our subsidiaries (now or in the future) concerning your user account, including but not limited to the Merchant Service Agreement. If there is a conflict between these Terms and any of the other agreements you have with Precium, these Terms will prevail in so far as it relates to your use of Services as set out below, and the other agreements shall prevail in respect to all other matters.

Changes to these terms

Precium reserves the right to modify or update these Terms at any time. We will notify you of any material changes to these Terms by posting the updated version on our website or through other means. Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the revised Terms. Should you object to the Terms, as revised, you should stop using your Precium account and notify us immediately.

Description of service

Precium provides a secure online payments platform that enables users to access localised payment methods to accept and make payments, intelligently route and retry transactions, and automate payment operations workflows. The Service encompasses a suite of products and services that include but are not limited to payments processing, merchant services, money transfers, customer communication, and account management tools. The Service is subject to ongoing development and as such enhancements, additional features, and functionality may be introduced over time to better serve the User’s needs.

Fees and charges

By using the Service, you authorise Precium to deduct all Service fees and charges that may apply to your use of the Services in accordance with the Merchant Service Agreement between you and Precium and any addendums as agreed in writing by you and Precium.

User responsibilities

a. Account Creation: In order to use the Service, you must create a merchant and user account with Precium. You agree to provide and maintain accurate, complete, and up-to-date information during registration, verification, and ongoing operational processes. Where required by law, you should be in possession and evidence of the validity of applicable licences. You are responsible for maintaining the confidentiality of your user and merchant account credentials and for all activities that occur under your user and merchant account. You agree to take all reasonable precautions to maintain the secrecy of your credentials and the security of your connection to Precium.

b. Regulatory Compliance: You agree to comply with all applicable laws, regulations, and rules while using the Service. You are solely responsible for ensuring that your use of the Service is not prohibited or restricted by any applicable laws. You agree to act in good faith towards your customers and to treat your customers fairly in all matters relating to payments while using the Service.

c. Prohibited Activities: You shall not use the Service for any illegal, unauthorised or fraudulent activities. Money laundering and terrorist financing activities are strictly prohibited and politically exposed persons may be subject to additional account verification. All activities related to gambling, pornography, firearms, drugs, alcohol, marijuana, tobacco, and cryptocurrency related products and services are not permissible unless with express written permission from Precium. You agree not to engage in any activity that may interfere with or disrupt the operation of the Service, or that may harm Precium, its users, or their customers.

d. Restrictions on Use: You shall not use or offer the Service on a bureau or sublicensed basis to any third party, nor allow a third party to operate the Service as part of outsource or other arrangement not approved by Precium in writing. You shall not modify or reverse engineer the Service; copy or create derivative works of the Service; or remove any copyright or other notices generated by the Service.

e. Deemed Instructions: You agree that any instruction or communication from you, or appearing to have been from you, through our platforms or the Services, shall be deemed to be your valid instruction and you acknowledge that Precium is entitled to rely and act upon such instruction without further investigation or verification. You are therefore responsible for ensuring that any instruction regarding your account received is true, accurate, and complete.

Security

Precium understands that payments are sensitive and that the security of payment data is paramount in maintaining your trust and the trust of your customers. We are committed to maintaining the highest possible industry standards and codes of good practice. By using the Service, you consent to the collection, use, destruction, and disclosure of payment data as may be necessary to provide the Service to you and comply with regulatory requirements.

Privacy

Precium values your privacy and that of your customers. We are committed to protecting your and your customer's personal information. Our Privacy Policy explains how we collect, use, destroy, and disclose information when you use our Service. By using the Service, you consent to the collection, use, destruction, and disclosure of your information as described in the Privacy Policy. You can find the latest version of our Privacy Policy on our website.

Intellectual property

All intellectual property rights in the Service, including but not limited to trademarks, logos, copyrights, and patents, are the property of Precium or its licensors and are fully reserved. You agree not to use, reproduce, modify, distribute, or create derivative works based on the Service without the prior written consent of Precium. Any unauthorised use is prohibited and may lead to legal action. Should you wish to include any of our intellectual property or reference any component of the Service in a public forum, you should contact [email protected] in order to receive our written approval. If you are granted written permission to do so, you agree to ensure that any use of our intellectual property is not damaging to Precium.

Limitation of liability

The Service is provided as is and Precium makes no warranty or representation that the Service or Documentation will be available, fault or error free. Precium undertakes that it shall keep the Service substantially in compliance with any Documentation in all material aspects and if the Service does not, Precium's only liability shall be to remedy such non-compliance reported by you as soon as Precium is able to do so.

To the maximum extent permitted by law, you indemnify and hold harmless Precium for any claims that may arise from your use of Precium and any related Services offered directly by your organisation. Your use of Precium is entirely at your own risk and Precium shall not be liable for any adverse consequences arising from it, including (without limitation) any consequential, indirect, or punitive damages. Merchants will be responsible for their authorised users’ actions and hold harmless for Precium for any adverse consequences resulting from the use or connection to the Service, except for those arising directly from the gross negligence of Precium.

Precium expressly does not represent or warrant that:

a. the use of the Service will not infringe the intellectual property or other rights of any third party other than as provided by general operating rules and regulations, and we will not be liable to you or to anyone else for any damages (whether direct, indirect or consequential) relating to the use of the Service by you or anyone else (including, without limitation, loss of use, loss of business, loss of data, loss of profit and third-party claims). Without limiting the above, Precium will not be liable to you or to anyone else for any damages suffered as a result of our failure, error, malfunction, or delay in accepting or processing a transaction or communication, or as a result of any failure attributable to any third party; or

b. the use of the Service will be free of viruses, faults, bugs, defects or any other destructive or disruptive components. However, Precium will make reasonable efforts to maintain a secure Service; or

c. the Service will always be available. However, we will make reasonable efforts to maintain a 99.9% uptime and provide a reliable and resilient Service. In no event will Precium be liable to you or to anyone else for any losses suffered as a result of the operational failure, malfunction, interruption, change, amendment, or withdrawal of the Service.

Indemnification

You agree to indemnify, defend, and hold harmless Precium and its affiliates, officers, directors, employees, and agents from any and all claims, liabilities, damages, losses, costs, or expenses, including reasonable attorneys' fees, arising out of or in connection with your use of the Service, violation of these Terms, or any violation of applicable laws or rights of third parties.

Termination

Precium reserves the right to suspend or terminate access to the Service, in whole or in part, at any time and for any reason as provided for in the Merchant Services Agreement. Individual user access may be terminated without notice if deemed necessary by Precium for security or compliance purposes. Upon termination, your right to access and use the Service will cease immediately. Typical suspension and termination reasons include non-payment, failing to maintain accurate and valid account information, violating any laws, conducting activities in contravention of these Terms, and poor performance with respect to relevant industry standards and codes of good practice.

Communications from Precium

By accessing or using the Service, you agree to receive email, SMS, and WhatsApp alerts or notifications relating to important updates, Service announcements, or account-related communication. These messages are mandatory for your and our protection and you may not opt out of receiving them.

You can, however, manage your preferences for marketing communications, promotions, newsletters, and or additional Service uptime and incident management notices. If you are unsure of your communication preferences or need help opting out of these communications, please reach out to [email protected].

Governing law and jurisdiction

These Terms shall be governed by and construed in accordance with the relevant laws of the jurisdictions in which Precium operates. By default, this will be the state of Delaware, unless expressly agreed otherwise.

Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect to the maximum extent permitted by law.

Getting in touch

Precium is a corporation duly incorporated in good standing in accordance with the laws of the State of Delaware, United States of America, under registration number SR 20223298535 and with address 3500 South DuPont Hwy, Dover DE 19901. Our operating entities include Precium (Pty) Limited, a corporation duly incorporated in good standing in accordance with the laws of South Africa under registration number 2013/185768/07, and address The Refinery, Longkloof Studios, Darter Close, Gardens, Cape Town, 8001.

If you have any questions or concerns about these Terms or our Service please contact us at [email protected]. If you need any general business information or would like to share information with us, please direct your communications to [email protected].