Terms & Conditions

Introduction

Please read these Terms and Conditions, carefully before registering for a subscription to use the Services.

These terms and conditions, (“Terms and Conditions”) together with the DPA (https://paywithbolt.com/dpa) and the Privacy Policy constitute an agreement (“Agreement”) between you (“you”, “your”, “user”, “Customer”, or “Merchant”) and Pay with Bolt Limited of 34 Westway, Caterham on the Hill, Surrey, CR3 5TP, England, (“Pay with Bolt”, “us”, “we” or “our”) for any chargeable or free services and any related products or services (“Services”) offered on our website https://paywithbolt.com.

By: (i) registering to use the Services, at https://paywithbolt.com, https://payments.withbolt.com or on any of our subdomains or linked third party web pages (collectively referred to as, the “Site”); or (ii) through using your Account and password; or (iii) using the Site; or (iv) using our iOS or Android applications; and clicking on the accept buttons relating to our Terms and Conditions, DPA and Privacy Policy, you agree to be legally bound by these Terms and Conditions, DPA and Privacy Policy as they may be modified and posted on our website from time to time and you authorise us to process debit and credit card payments on your behalf.

This Agreement governs both the Services and any assigned account (“Account”) used in connection with the Services.

In the event of any inconsistency between the content of these Terms and Conditions, DPA and the Privacy Policy, the Terms and Conditions shall prevail followed by the DPA and then the Privacy Policy.

If you do not wish to be bound by these Terms and Conditions, DPA and Privacy Policy then you may not purchase our Services.

Last Modified: 2 May 2018

Term

The term of this Agreement begins on the date we activate the Services for your Account. This Agreement will continue on a monthly automatically renewal basis until terminated by either party pursuant to the terms of this Agreement.

Order Acceptance Policy

Submission of your order on the Site or receipt of an email confirmation signifies acceptance by Pay with Bolt of your order and the provision of your Account. Pay with Bolt may verify orders to prevent fraud. Should Pay with Bolt suspect the placement of a fraudulent order (even after you have received an email confirmation of acceptance of your order and the provision of your Account), Pay with Bolt may contact you by email or telephone regarding such suspected fraudulent order and, in Pay with Bolt’s sole discretion, we may interrupt, restrict, or terminate your Account without notice to you.

Use of Services & Account

Subject to payment of any applicable fees, you are granted a non-exclusive and non-transferable single licence to use one copy (one “instance”) of the materials (the “Materials”) and/or Content found on this Site for use with the Services and/or Accounts during the term of this Agreement for your internal business operations. Such license is subject to the following restrictions. Unless you receive prior written consent from Pay with Bolt and unless you receive any required regulatory approvals, you may not: (i) modify the Materials, Content, Services or Accounts or use them for any commercial purpose or any public display, performance, sale or rental; (ii) decompile, reverse engineer, or disassemble software, Materials, Content, Services or Accounts; (iii) remove any copyright or other proprietary notices from the Materials, Content, Services or Accounts; (iv) unless otherwise expressly stated in this Agreement, transfer or resell the Materials, Content, Services or your Account; (v) download, scrape, post or transmit (in any form or means) any part of our Site or Content. You agree to prevent any unauthorised copying of the Materials, Content, Services and Accounts and you warrant and represent that you shall maintain reasonable security measures (as may change over time) covering, without limitation, confidentiality, authenticity and integrity to ensure that access to the Services granted under this Agreement is limited as set out in this Agreement.

Single copy (instance) license

Subject to payment of any applicable fees, you are granted a non-exclusive and non-transferable single licence to use one copy (one “instance”) of the materials (the “Materials”) and/or Content found on this Site for use with the Services and/or Accounts during the term of this Agreement for your internal business operations. Such license is subject to the following restrictions. Unless you receive prior written consent from Pay with Bolt and unless you receive any required regulatory approvals, you may not: (i) modify the Materials, Content, Services or Accounts or use them for any commercial purpose or any public display, performance, sale or rental; (ii) decompile, reverse engineer, or disassemble software, Materials, Content, Services or Accounts; (iii) remove any copyright or other proprietary notices from the Materials, Content, Services or Accounts; (iv) unless otherwise expressly stated in this Agreement, transfer or resell the Materials, Content, Services or your Account; (v) download, scrape, post or transmit (in any form or means) any part of our Site or Content. You agree to prevent any unauthorised copying of the Materials, Content, Services and Accounts and you warrant and represent that you shall maintain reasonable security measures (as may change over time) covering, without limitation, confidentiality, authenticity and integrity to ensure that access to the Services granted under this Agreement is limited as set out in this Agreement.

Intellectual property ownership

All Materials, Services, Accounts and content, including, but not limited to, policy information, text, software, music, sound, photographs, video, graphics, the arrangement of text and images, commercially produced information and other material contained on the Site or accessed through the Services (“Content”), is provided by Pay with Bolt unless indicated otherwise. All intellectual property rights in the Materials, Content, Services and Accounts, including all copyrights, patents, utility models, trademarks, service marks, registered designs, moral rights, design rights (whether registered or unregistered), technical information, know-how, database rights, semiconductor topography rights, business names and logos, computer data, generic rights, proprietary information rights and all other similar proprietary rights (and all applications and rights to apply for registration or protection of any of the foregoing) as may exist anywhere in the world), (“IPRs”) ) are the property of Pay with Bolt. Pay with Bolt retains all IPRs in the individual pages, their components and collective works available on the Site.

The Materials, Content, Services and Accounts are copyrighted and are protected by worldwide copyright laws and treaty provisions. They may not be copied, reproduced, modified, published, uploaded, posted, transmitted, performed, or distributed in any way without Pay with Bolt’s prior written permission.

Trademarks and copyrights, including the word “Pay with Bolt”, the “nut” symbol and elements and the Pay with Bolt logo, are the property of Pay with Bolt. All other names and trademarks are the property of their respective holders.

You shall retain sole ownership of all rights, title and interest in and to any data that you provide to use when using the Services (“Customer Data”) and you shall have the sole responsibility for the legality, reliability, integrity, accuracy and quality of the Customer Data

Fees, Invoicing and Payment

You shall pay Pay with Bolt the fees set out in invoices issued to you during the term of this Agreement. All fees are payable by credit or debit card at the time of order. The fee is the price in force at the date and time of your order, set out in the confirmation invoice. All Fees are exclusive of VAT. All invoices shall be in pounds Sterling unless an alternative currency option provided, and shall be payable immediately in full by you together with any Value Added Tax (if applicable).

You undertake that all details provided for the purpose of obtaining the Services are correct and that the credit card details used are your own and that there are sufficient funds or credit facilities to cover the fees.

Pay with Bolt reserves the right, at any time, to change its prices and billing methods for the Services, effective within 30 days of (i) posting any changes to the Site; or (ii) giving you notice by email.

Where payment of any fee is not received within 7 days of the due payment date, Pay with Bolt may, without liability to you, disable your password, Account and access to all or part of the Services and Pay with Bolt shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remains unpaid. Pay with Bolt shall be entitled to charge interest on overdue fees at the applicable statutory rate and reserves the right to recover any costs and reasonable legal fees it incurs in recovering overdue payments.

Upgrades / downgrades of subscription plans

You may upgrade or downgrade to any of our subscription plans a maximum of once per calendar month We withhold the right not to refund any excess monies when downgrading from a more expensive plan. We may issue you with credit in certain circumstances at our discretion. When downgrading to a plan with less features you will immediately no longer be entitled to any of the service or product features from the higher paid plan, including number of user licenses and user accounts that are not included or paid for will be terminated without notice.

Security and Compliance

Details of the certificates we have and the security measures that we implement are set out in our DPA.Pay With Bolt is a PCI DSS Level 1 Service Provider, meaning we are regulated and annually audited by a qualified assessor to validate that we maintain the highest level of security protocols. We are responsible for the safety and security of personal and cardholder data once it is entered into the Services. You are still subject to PCI DSS however by using our Services, you are only responsible for cardholder data outside of Bolt, including (but not limited to) your telephony, PC and web browser should your staff be entering card details. In the event that our certification is no longer valid or is revoked we will contact users within 14 days and inform them of the steps being taken to resume compliance and security measures.

Users may only use the Services via a web address containing “https” to ensure a secure connection. We are not responsible for any data transmitted over a non-secure connection.

Service availability

We endeavour to make the Services available 24 hours a day, 7 days a week. However, there will be periods of downtime for maintenance and upgrades and sometimes, for reasons that we did not plan. We will usually provide at least 24 hours prior notice of scheduled maintenance or downtime, but some downtime may be unscheduled and beyond our control. We provide no guarantee as to uptime or availability of the Services. System status can be reviewed on the website http://uptime.paywithbolt.com.

Warranties

The Materials, Content, Services and Accounts are provided ‘as is’. We make no warranties regarding the Materials, Content, Services and Accounts whatsoever and disclaim any and all express or implied warranties of any kind, including any warranties of merchantability, non-infringement of IPRs, fitness for a particular purpose, or warranties arising by a course of dealing or custom or trade to the fullest extent permitted by law. We do not authorise anyone to make a warranty of any kind on our behalf and you should not rely on any such statement. This paragraph shall survive termination of this Agreement. If you rely on the representations or warranties of any third parties with respect to the Services (including, without limitation, by dealers or resellers of the Services) beyond those made by Pay with Bolt, your sole remedy for such reliance is against the third party making such representation or warranty.
Pay with Bolt also makes no representations or warranties that your access to and use of the Site, Materials, Content, Services and Accounts: (i) will be uninterrupted or error free; (ii) is free of viruses, unauthorised code, or other harmful components; (iii) is secure; or (iv) will meet your requirements. You are responsible for taking all precautions you believe necessary or advisable to protect you against any claim, damage, loss or hazard that may arise by virtue of your use of the Site, Materials, Content, Services and Account.

You warrant and represent that you shall ensure that your network and systems comply with the relevant specification provided by Pay with Bolt from time to time and that you are solely responsible for procuring and maintaining your network connections and telecommunications links from your systems to Pay with Bolt’s data centres and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to your network connections or telecommunications links or caused by the Internet.

Confidentiality

Each party may use the confidential information (an information marked as confidential or which a receiving party could reasonably be expected to regard, as confidential) only for the purposes of this Agreement and must keep confidential all confidential information of the other party except to the extent (if any) the recipient of any confidential information is required by law to disclose the confidential information.

Each party may disclose the confidential information of the other party to those of its employees and agents who have a need to know the confidential information for the purposes of this Agreement but only if the employee or agent executes a confidentiality undertaking in a form approved by the other party.

Both parties agree to return or destroy all documents and other materials containing confidential information immediately upon completion of the Services.
The obligations of confidentiality under this Agreement do not extend to information that: (i) was rightfully in the possession of the receiving party before the negotiations leading to this Agreement; (ii) is, or after the day this Agreement is signed, becomes public knowledge (otherwise than as a result of a breach of this Agreement); or (iii) is required by law to be disclosed.

Data Protection

Each party undertakes to comply with its obligations under relevant applicable data protection laws, principles and agreements.

To the extent that personal data is processed when you use the Services or an Account, the parties acknowledge that Pay with Bolt is a data processor and you are a data controller and the parties shall comply with their respective statutory data protection obligations.

You shall ensure that: (i) the personal data, which you supply or disclose to Pay with Bolt, has been obtained fairly and lawfully; (ii) you will obtain all necessary approvals from persons whose data is being processed; and (iii) you have in place all necessary registrations with authorities to permit Pay with Bolt to transfer personal data to third parties pursuant to its obligations under this Agreement.

Pay with Bolt confirms that it: (i) will only process personal data on behalf of, and in your name; (ii) will only process data in accordance with your instructions; and (iii) has taken, as well as its subcontractors, licensors and hosts, sufficient and appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to personal data, having regard to the state of technological development and cost of implementing any measures, to ensure a level of security appropriate to the harm that might result from such unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the personal data to be protected.

In addition to the above obligations, from the 25th of May 2018 the parties shall comply with their respective obligations set out in the DPA. In the event of any conflict between the above clauses of this Agreement and the terms of the DPA, the terms of the DPA shall prevail.

If a third party alleges infringement of its data protection rights, Pay with Bolt shall be entitled to take measures necessary to prevent the infringement of a third party’s rights from continuing.

Where Pay with Bolt collects and processes your personal data, as a data controller, when making the Services available to you, such collection and processing shall be in accordance with the Privacy Policy.

Aggregated Data

You agree that Pay with Bolt may anonymise the data it has about your company from your connected and integrated software (Payment gateways and SaaS systems) and use such aggregated anonymous data for commercial statistical and market research purposes, provided that Pay with Bolt does not share with any third party any data which reveals your identity of the identity of your users of your confidential information.

Limitation of liability

Pay with Bolt does not exclude or limit its liability to you for fraud, death or personal injury caused by any negligent act or omission or willful misconduct of Pay with Bolt in connection with the provision of the Services.

In no event shall Pay with Bolt, its parents, subsidiaries, affiliates and their respective members, managers, directors, officers, employees, stockholders, or agents be liable for any damages, including but not limited to indirect, incidental, consequential, special, exemplary, or punitive damages (including, without limitation, damages for loss of profits (whether categorised as direct or indirect loss), business interruption, loss of business revenue, goodwill or anticipated savings, losses whether or not occurring in the normal course of business and wasted management or staff time,

In no event shall Pay with Bolt, its parents, subsidiaries, affiliates and their respective members, managers, directors, officers, employees, stockholders, or agents be liable for any damages arising out of or relating to: (i) your inability to use the Materials, Content, Services or Accounts; (ii) your misuse of the Materials, Content, Services or Accounts; (iii) Non-performance or a failure of the Services caused by acts or omissions of another service provider, (iv) equipment or software failure or modification; (v) telecommunications or computer equipment failures, or (vi) force majeure, or other causes beyond our reasonable control.
The foregoing limitations shall apply even if Pay with Bolt has been advised of the possibility of such damages.

Subject to the above, the total liability of Pay with Bolt (whether in contract, tort or otherwise) under or in connection with this Agreement or based on any claim for indemnity or contribution shall not exceed one hundred (100) per cent of the total fees (excluding any VAT, duty, sales or similar taxes) paid or payable by you to Pay with Bolt during the preceding twelve (12) month period or, if the duration of the Agreement has been less than twelve (12) months, such shorter period, as applicable.

You and Pay with Bolt agree that this section of the Agreement, “limitation of liability”, is an agreed allocation of risk between you and Pay with Bolt. You acknowledge that without your agreement to this limitation of liability, Pay with Bolt would not provide access to the Site, Materials, Content, Services, or Accounts to you.

In no event shall you raise any claim under this Agreement more than one (1) year after: (i) the discovery of the circumstances giving rise to such claim; or (ii) the effective date of the termination of this Agreement.

Indemnity

You agree to defend, indemnify and hold harmless Pay with Bolt, its parents, subsidiaries, affiliates and their respective members, managers, directors, officers, employees, stockholders, agents and any underlying carrier, harmless from and against any and all claims, expenses or damages (including legal fees), whether known or unknown, arising from, incurred as a result of, or in any manner related to: (i) use of the Services in breach of the terms of this Agreement, (ii) any use of any Account you maintain, regardless of whether such use is authorised by you, or (iii) breach of any of your obligations in this Agreement. Notwithstanding the foregoing, you shall not be liable for claims, expenses or damages arising from the grossly negligent acts of Pay with Bolt or its employees, agents, contractors, or representatives. this indemnification shall apply to the fullest extent permitted by law and shall survive termination of this Agreement.

Pay with Bolt reliance on third-party systems

Pay with Bolt will be sending transaction requests to your desired payment gateway.
We make no guarantees as to the availability of your payment gateway and we are in no way responsible should your payment gateway provider have an outage, downtime, or erroneous operation of their systems. Pay with Bolt maintain a program to monitor the PCI DSS certification of connected payment gateways (where applicable), and may remove support for a gateway if its certification is out of date by more than 3 months (as required by PCI DSS).

Pay with Bolt integrates and is considered an addition to the following but not exhaustive list of cloud based software: Xero, Sage Business Cloud, Sage Accounting, Zoho, Zendesk, Intuit Quickbooks Online, these software vendors have their own terms and conditions and policies, as a user of any of these services you agree to these third party policies and terms and conditions separately.

Pay with Bolt is not a payment processor, merchant account provider, or payment gateway service. We are not responsible for any monies due to you related to transactions that have been processed through your payment gateway, merchant account provider, or any payment processors that you utilise in connection with the Services.

Pay with Bolt does not store any credit card information from your customers; instead, we pass credit card information to the connected payment gateway, such as Authorize.net and they store it in their system. We are not responsible or liable for any problems that arise as a result of credit card information being misused after we have passed it to your payment gateway for storage by them.

Termination

You may terminate this Agreement at any time by ceasing use of the Services or by notifying Pay with Bolt of your wish to cancel this Agreement by email. We may terminate this Agreement, at any time, without notice to you, if we believe, in our sole judgement, that you have breached or may breach any term or condition of this Agreement.

Upon termination of this Agreement Pay with Bolt shall immediately cease providing the Services to you and all licences granted hereunder shall terminate. Termination of this agreement will not relieve you of any obligation to pay any fees. You shall be charged the full amount of the fees for the calendar month in which the Agreement is terminated. No pro-rated refund or discount will apply when an Account is terminated. Upon termination and following receipt of an email request from you to delete or return Customer Data, we will return Customer Data in its then current format, free of charge, provided that such request is made within 30 days of termination or delete Customer Data subject to the terms of the DPA. If you require any Customer Data to be returned in a different format we reserve the right to charge for this additional service.

All terms of this Agreement which by their nature should survive the expiration or termination of the Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.

Links to other Materials

Pay with Bolt is not responsible for the content of any linked site or any link contained in a non-affiliated linked site. Pay with Bolt reserves the right to terminate any link or linking program at any time. Pay with Bolt has selected the links for your convenience. The selection or omission of links is not intended to endorse any particular companies or products. If you decide to access any of the third-party sites linked to this Site, you do so entirely at your own risk. Any links to any portion of the Site shall be the responsibility of the linking party and Pay with Bolt shall not be responsible for notification of any change in name or location of any information on the Site.

Modification

We may change or modify the terms of this Agreement from time to time, after giving you 30 days prior notice of the change by email. You can review the most current version of this Agreement at any time at (https://paywithbolt.com/terms_conditions/). If you do not agree to a change to this Agreement, you must terminate this Agreement by ceasing to use of the Services and/or by requesting that we terminate your Services prior to the expiry of the 30 day notice period, otherwise you will be deemed to have accepted the changes.

Assignment

We may assign all or part of our rights or duties under this Agreement in connection with a sale of all or substantially all the assets of Pay with Bolt to a third party without notice to you; provided any such third party shall be obliged to honour the terms of this Agreement. You may not assign this Agreement without our prior written consent.

Miscellaneous

You and Pay with Bolt are independent contractors and nothing in this Agreement will be construed as creating an employer-employee relationship.

If any part of this Agreement is invalid or become invalid, then the legal effect of the other provisions shall be unaffected. A valid provision is deemed to have been agreed which comes closest to what the parties intended commercially and shall replace the invalid provision. The same shall apply to any omissions.

Except with respect to your obligation to pay the fees, if a party is wholly or partially unable to comply with its obligations under this Agreement due to a force majeure event, then that party’s obligation to perform in accordance with this Agreement will be suspended for the duration of the force majeure. As soon as practicable after an event of force majeure arises, the party affected by force majeure must notify the other party of the extent to which the notifying party is unable to perform its obligations under the Agreement.

You hereby consent to Pay with Bolt publicising the existence (but not the terms) of the relationship contemplated hereunder as a part of promotional and marketing activities from time to time by Pay with Bolt.

This Agreement constitutes the entire agreement between Pay with Bolt and you with respect to your use of the Site, Materials, Content, Services and your Account; it supersedes all prior agreements, representations, negotiations and discussions, whether oral or written, between Pay with Bolt and you with respect thereto.

The failure of Pay with Bolt to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

Nothing contained in this Agreement is intended to be enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999, or any similar legislation in any applicable jurisdiction.

The parties will use their respective reasonable efforts to negotiate in good faith and settle any dispute that may arise out of or in relation to this Agreement and any breach of it. If any such dispute cannot be settled amicably through ordinary negotiations of the sales directors of each party, the dispute shall be escalated in writing to the chief technology officer of Pay with Bolt and your chief financial officer who shall in good faith try and resolve the dispute. If the dispute or difference is not resolved within 14 days of the dispute being escalated the parties shall then be entitled to pursue their claim in the applicable courts.

This Agreement shall be governed by the laws of England and Wales. The courts of England shall have exclusive jurisdiction for the settlement of all disputes arising under this Agreement.