1. Definitions

1.1. Definitions. In these Terms, unless the context requires otherwise, the capitalised words and expressions shall have the meaning given to them in the body of these Terms or in Schedule No. 1 – Definitions to these Terms.

1.2. Headings. The headings and structure of these Terms, as well as any examples provided under certain clauses, if any, shall not affect their interpretation.

2. Services

2.1. Services. The services offered by Bizzon under these Terms include mobile applications, websites, software, cloud-based solutions, hardware and other products and services that enable you to sell goods and services to your customers, whether in person or online (the "Services" ). Detail of the Services that Bizzon provides to a specific Merchant is in the Agreement.

2.2. Acquirer. Bizzon is not a bank and does not offer banking services. To provide you with the Services, we have entered into an agreement with the Acquirer. Under this Agreement we will transmit the transaction data (the "Transaction Data") through our Software, in accordance with the authorization request, to the Acquirer to initiate a payment transaction. You agree with the forwarding of the Transaction Data, along with any other relevant account information, to the Acquirer to initiate and process a payment transaction. We reserve the right to change the Acquirer at any time. You agree that at any time we may forward any relevant information about you to the new Acquirer to ensure the continuity of payment services.

2.3. Acquirer Agreement. These Terms also sets out the Acquirer's (as defined below) rights as required under the card scheme rules. You need to enter into a separate agreement with the Acquirer (an "Acquirer Agreement") to accept payment cards. If a provision of any Acquirer Agreement conflicts with these Terms, the Acquirer Agreement shall prevail to the extent necessary to resolve the conflict.

2.4. Availability. The Services shall be made available by Bizzon subject to any unavailability caused by circumstances beyond Bizzon's reasonable control, including any force majeure events, any computer, communications, internet service, or hosting facility failures, delays involving hardware, software, power, or other systems not within Bizzon's possession or reasonable control, or denial of service attacks. The Services may be temporarily limited or interrupted due to maintenance, repair, modifications, upgrades, or relocation.

2.5. Territory. The Services may be used only in the Territory. It is strictly forbidden to use the Services in the areas for which you have not obtained our permission.

2.6. Account. To use the Services, you must register for the Services and set up an account with Bizzon (the "Account"). The registration process is available through Bizzon's website or mobile application. During the registration process, you must provide certain information, including but not limited to, your name, address, email address, telephone number, bank account number, and company name and legal form of organization, trade name, type of business, full business address, and ownership information, if necessary. You warrant that the information you provide during the registration process or otherwise is accurate, complete, and up to date, and that you will immediately notify us of any changes in any information provided by you to us during the registration process or at any other time during the term of the Agreement. If any information becomes inaccurate or incomplete, the Services may be temporarily or permanently suspended.

2.7. Unauthorised access to account. You are obliged to keep these access details confidential and secure. Bizzon will not be liable for any damage caused by misuse, unauthorised disclosure of access details, or unauthorised access to the Account by any third party.

2.8. Subcontractors. Bizzon may use subcontractors to provide certain parts of the Services. Bizzon is liable for the acts and omissions of its subcontractors to the same extent Bizzon is liable when performing the Services of each subcontractor directly under the terms of the Agreement.

2.9. Changes to the services. Without limiting any other terms herein, as a part of on-going development of the Services, Bizzon reserves the right in its sole discretion to add, change, discontinue, or otherwise modify any elements or features of the Services. If any change materially degrades the provided Services, Bizzon will notify the Merchant and Clause 14.1. below will apply.

3. Fees and payment terms

3.1. Fees. The Merchant shall pay to Bizzon all fees specified in the Agreement (the "Fees"). Changes to the scope of the Services may affect the amount of Fees. Payment obligations are non-cancellable and non-transferrable and paid Fees are non-refundable.

3.2. Payment terms. All amounts under the Agreement are payable in currency stipulated in the Agreement. The Merchant agrees that Bizzon may issue invoices electronically or otherwise. Unless otherwise agreed, all invoices issued on the basis hereof are due on receipt. Payments shall be deemed to be made on the day when such payments are credited to the bank account of Bizzon. Any amounts not paid when due shall accrue default interest at the rate of 0.1% per day. If such amount would exceed maximum default interest possible under applicable law, then the Merchant shall be obliged to pay only such maximum default interest. Both Bizzon and the Merchant declare that the consideration pursuant hereto is made upon the mutual consent of both Parties.

3.3. Taxes. Unless otherwise stated, the Fees do not include any Taxes. The Merchant is responsible for paying all Taxes associated with the Agreement. If Bizzon has a legal obligation to pay or collect the Taxes for which the Merchant is responsible under this paragraph, the appropriate amount shall be invoiced to and paid by the Merchant unless the Merchant provides Bizzon with a valid tax exemption certificate authorised by the appropriate taxing authority. The Merchant is responsible to provide Bizzon with a valid VAT number and a correct bank account to enable correct billing.

3.4.  Changes to the fees. Bizzon may introduce changes to the applicable Fees and notify the Merchant. Any such notified changes will be effective towards the Merchant upon later of (i) thirty (30) calendar days as of Bizzon's notification of such changes to the Merchant, and (ii) the starting date of the Merchant's next billing cycle. If the Merchant disagrees with any such changes, the Merchant may object to them in accordance with Clause 14.2. below.

3.5. Submerchant account. The Merchant agrees payment of any Fees may be taken from the Sub-Merchant Account and Bizzon (or the Acquirer, if applicable) shall be authorised to withdraw the respective funds from a payment instrument saved and pre-authorized in the Account.

4. Merchant verification

4.1. Verification. Upon the completion of the registration process, we or the Acquirer will verify your identity in accordance with applicable anti-money laundering and anti-terrorism laws.

4.2. Additional information. In addition to the information required during the registration process, we reserve the right to request additional information, if deemed necessary by us or the Acquirer, to provide the Services, comply with legal and regulatory requirements, or assess the operational and financial risks of using the Services. If you do not provide such additional information, we have the right to suspend or cancel your Account.

4.3. Right to suspend. The decision on whether your identity has been properly verified will be made entirely at the discretion of Bizzon and the Acquirer. Until you have successfully completed the registration and verification process, we reserve the right to suspend or not to start providing the Services.

4.4. Categorisation. Once your information has been verified, we will assign a category to you according to your business activity. This classification can be used to determine certain limits, such as the maximum transaction amount and the frequency of transactions that may be considered typical for that type of business or activity. Should there be any significant change in your business activity, you must immediately inform us thereof for us to adjust the existing limits to the new activity.

5. Use of the services

5.1. Purpose. The Merchant or any of its Affiliates (if and to the extent specifically agreed by the Parties in the Agreement) is entitled to use the Services only for its internal business processes. The Merchant is not entitled to allow any third party to use or access the Services, inter alia, by any technical means or by processing any requests for the third parties. If the Merchant violates this Clause either by using the Services for any third party, by allowing the use of or access to the Services by a third party, or by using the Services for other purpose, Bizzon has the right to withdraw from all its contractual obligations to the Merchant and terminate the Agreement without notice period; Bizzon's claim for damages remains unaffected.

5.2. Scope. The Merchant may use only the Services as specified in the Agreement, the Documentation, and the Acceptable Use Policy.

5.3. Merchant use. The Merchant is obliged to use the Services in accordance with the purpose for which the Services are provided and in compliance with these Terms and all applicable laws. The Merchant shall not use the Services (i) in any way that causes, or is likely to cause, any part of the Services, or any access to it, to be interrupted, damaged, or impaired in any way, or (ii) for fraudulent purposes, or in connection with a criminal offence or other unlawful activity.

5.4. Access. The Merchant may grant access to the Services only to its employees, agents, or representatives which require their access for the purposes of this Agreement. In such cases, the Merchant shall oblige these persons to maintain at least the same level of confidentiality obligation and protection of Bizzon's intellectual property rights as stipulated herein.

5.5. Conduct. The Merchant shall keep the working environment (including but not limited to the functioning of the network) in compliance with the Documentation, terms and conditions governing the Services, and in line with standard business working environment practices for similar systems. You must notify us immediately of any interruption, defect or damage relating to the Card Reader, the Software, or our Services. Bizzon is not liable for any limited or non-functioning Services arising out of non-compliance with these requirements. Bizzon is neither liable for any damage arising thereof.

5.6. Cooperation. The Merchant shall provide all reasonable assistance and cooperation to Bizzon. All appropriate cooperation shall be provided by the Merchant free of charge by qualified personnel in scope and resources necessary to enable Bizzon to provide all the Services in an efficient and timely manner, such as by providing technical resources, by providing specifications and undertaking tests, by taking over the work duly provided by Bizzon. You are also obliged to fully cooperate with us at your own expense if your cooperation is required for the purposes of an audit imposed by the Acquirer or the card scheme, or to comply with an order or investigation of a competent authority, law enforcement agency or court. The Merchant acknowledges that any delay on its part in the performance of its obligations may have an impact on Bizzon's performance of its activities under the Agreement, and Bizzon shall not be liable for any delay resulting therefrom.

5.7. Changes. The Merchant shall not be entitled to make any changes to the Services except for standard administration settings in line with the Documentation.

5.8. Hosting. The Merchant acknowledges and agrees that the Services are hosted on the Hosting Platform and that the Merchant is aware of any technical or other limitations for use of the Services arising out of it.

6. Use of the card reader

6.1. Installation. You must install the Card Reader and the Software according to the instructions available on our website.

6.2. Conditional Purchase. We will enable you to acquire the appropriate Card Reader. If we allow you to purchase the Card Reader at a reduced price or that we give you the reader for free, we reserve the right to condition your ownership of the Card Reader on achieving a minimum volume of card transactions.

6.3. No further sale. You are not allowed to sell, rent, license, or transfer the Card Reader to a third party or allow the use of the Card Reader by a third party. You are also not allowed to modify the software or the hardware of the Card Reader in any way. You must not use the Card Reader for any purpose other than effecting payment transactions through the Bizzon mobile application.

6.4. Returns. At our request, you must return the Card Reader to us, either upon termination or expiry of this Agreement, or to replace an existing Card Reader. If you terminate the Agreement, you must return the Card Reader to us at your own expense and transfer the ownership of the Card Reader back to us.

6.5. Refunds. We will refund the purchase price of the Card Reader if we are required to do so by law or if we agreed to a refund. We may charge a fee for processing returns of Card Readers. If the Card Reader is returned in used condition, we may refuse to refund the purchase price.

7. Delivery and warranty

7.1. Delivery. Bizzon shall provide the Services by creating or authorising an already existing Account.

7.2. No warranty. Unless stipulated otherwise in the Agreement, TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, THE DOCUMENTATION AND ANY BIZZON CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, BIZZON EXPLICITLY DISCLAIMS CONDITIONS, REPRESENTATIONS, AND WARRANTIES WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Bizzon makes no warranty that the Services, the Documentation, or any Bizzon content will meet the Merchant's requirements or be available on an uninterrupted, secure, virus-free, or error-free basis . Bizzon makes no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, or reliability of the Services, or to service levels with respect to the Services (if any), the Documentation, or any Bizzon content. The Merchant acknowledges and agrees that if the Merchant relies on the Services, any service levels with respect to the Services (if any), the Documentation, or any Bizzon content, the Merchant does so solely at its own risk.

8. Liability

8.1. Third party hosting. Bizzon shall not be liable for any damage caused by the malfunctions of the Hosting Platform that are not under the control of Bizzon but may affect the proper functioning of the Services.

8.2. Information duty. The Merchant shall without any undue delay inform Bizzon about the occurrence of any event that may affect the due fulfilment of any obligation set out in the Agreement and shall undertake its best endeavours to cooperate with Bizzon to overcome such events.

8.3. Force Majeure. Neither Party will be in violation of the Agreement or shall not be liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control including, and without limitation to, failure of a power grid, failure of the internet, natural disaster, weather event, war, riot, insurrection, epidemic, strikes, floods, acts of terror, labour action, terrorism, denial of service attacks or other malware or virus attacks, or other events beyond Party's reasonable control.

8.4. Relief events. Where Bizzon's provision of any of the Services, or performance of any obligation set out in the Agreement is prevented as a direct or indirect result of any act or omission by the Merchant (each a "Relief Event"), then Bizzon shall be granted an extension to all affected deadlines equal to the length of delay caused by the relevant Relief Event.

8.5. Liability limitation. NEITHER BIZZON, ITS AFFILIATES, CONTRACTORS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES, WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR INDIRECT COSTS, OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LITIGATION COSTS, LOSS OF DATA, GOODWILL, PRODUCTION, BUSINESS OPPORTUNITIES, OR REPUTATION, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE, OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF, OR IN CONNECTION WITH, THE AGREEMENT, OR FROM THE USE OF, OR INABILITY TO USE, THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT BIZZON HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED IN ITS ESSENTIAL PURPOSE. In no event shall Bizzon be liable to the Merchant for more than the amount of any actual direct damages up to the amount corresponding to the Fees payable by the Merchant for the last calendar month preceding the first incident from which the liability arose. The Parties agree that this Clause represents a reasonable allocation of risks. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO THE MERCHANT. HOWEVER, IN THESE JURISDICTIONS, THE FOREGOING EXCLUSIONS AND LIMITATIONS WILL BE ENFORCED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

8.6. Your liability. You shall be liable to us, the Acquirer, and the card schemes for any of the following:

  • 8.6.1. any losses incurred as a result of your actions or the actions of your employees, directors, officers, representatives or other third parties controlled by you;
  • 8.6.2. breaching this Agreement;
  • 8.6.3. failing to adhere to the prescribed security policies or manual;
  • 8.6.4. failing to adhere to any reasonable instructions given to you by us or the Acquirer in relation to the use of our Services;
  • 8.6.5. breaching applicable card scheme rules;
  • 8.6.6. acting in a manner that has resulted or is likely to result in damage to our reputation, the reputation of the Acquirer or the card schemes;
  • 8.6.7. acting with fraudulent intent; or
  • 8.6.8. breaching applicable laws and regulations;

 

8.7. Merchant indemnity. You shall indemnify and hold us and the Acquirer or any of our or the Acquirer’s employees, directors, officers, and representatives harmless against any third party claims brought against us or the Acquirer as a result of any of the events listed in the previous paragraph.

9. Confidentiality

Neither Party will use any Confidential Information of the disclosing Party except as necessary to exercise its rights or perform its obligations pursuant to the Agreement or as expressly authorised in writing by the other Party. Each Party shall use the same degree of care to protect the disclosing Party’s Confidential Information as it uses to protect its own Confidential Information of like nature, but in no circumstances shall each Party use less than reasonable care. Neither Party shall disclose the other Party’s Confidential Information to any person or entity other than its officers, employees, consultants, contractors, legal advisors, and Affiliates who need access to such Confidential Information to fulfil the intent of the Agreement and who have entered into confidentiality agreements at least as restrictive as the requirements in this Clause.

10. Intellectual property rights and data protection

10.1. Intellectual property rights. Bizzon, its Affiliates, suppliers, or licensors, if applicable, shall own and retain all rights, title, and interest (including, but not limited to, all patent rights, trademark rights, copyright, trade secrets, and any other intellectual property rights) in and to (a) the Services, the Documentation, and all improvements, enhancements, or modifications to them; (b) any software, applications, inventions, or other technology developed in connection with the implementation of the Services or provision of support by Bizzon; (c) information derived from aggregated or anonymised data; and (d) all intellectual property rights related to any of the foregoing. The Merchant agrees that only Bizzon (or its Affiliates) shall have the right to enhance, alter, edit, adapt, or otherwise modify the Services. In case of any modification by the Merchant, or in case of interconnection with another system, Bizzon shall not be liable for any errors and does not warrant the proper functioning of the Services. Any changes, implementations, or modifications of the Services may be performed only by Bizzon or with the previous written consent of Bizzon under the terms of such consent.

10.2. License. Subject to the terms and conditions of this Agreement, Bizzon hereby grants to the Merchant during the Term a non-exclusive, non-transferable, non-sublicensable license in the Territory, solely to use the Software as provided by Bizzon.

10.3. Restrictions. The Merchant shall not (and shall not authorise or support any third party to): (a) modify, translate, reverse engineer, decompile, disassemble, or create any derivative works based on the Services, except to the extent that enforcement of the foregoing restrictions is prohibited by applicable Legislation; (b) circumvent any user limits or other timing, use, or functionality restrictions built into the Services; (c) remove any proprietary notices, labels, or marks from the Services; (d) frame, embed, or mirror any content forming part of the Services; (e) access the Services in order to (i) build a competitive product or service, or (ii) copy any ideas, modules, functions, or graphics of the Services; (f) register, directly or indirectly trademarks, business names, or other designations of Bizzon (or related or similar business names or other designations); (g) use Bizzon's intellectual property rights (or any related or similar logos or trademarks of Bizzon) for its benefit, e.g., by combination of Bizzon logos or trademarks with its own business name and/or company name or its own products or services; (h) use the Services in a way that is prohibited by the Acceptable Use Policy.

10.4. Reports and modifications. If the Merchant provides Bizzon with any reports of defects or suggests modifications (each a "Report"), Bizzon shall have the right to use such Report, including incorporating such a Report into the Services or other software products, without any obligation to the Merchant. Unless specifically agreed otherwise in writing, Bizzon reserves all rights and grants the Merchant no licences of any kind, whether by implication or otherwise.

10.5. Data protection. Parties agree that the Data Protection is governed by a specific Data Processing Addendum which forms an integral part of the Agreement and is available at Data Processing Addendum.

10.6. Artificial intelligence services. Notwithstanding anything to the contrary in the Agreement, Bizzon shall have the right to collect, track, and analyse data and other information relating to the provision, use, and performance of various aspects of the Services, and related systems and technologies (i.e., analytical information derived from the customer or the Merchant), and Bizzon will be free (during and after the Term hereof) to (i) use such information and data to improve and enhance the Services, and all capabilities of artificial intelligence that will increase the performance and effectiveness of the services for Merchants or for other development, diagnostic, and corrective purposes, in connection with the Services and other Bizzon offerings (or offerings of its Affiliates), (ii) to use such information and data to promote the Services and other Bizzon offerings (or offerings of its Affiliates), and (iii) make such data available in an aggregated and anonymized form (i.e., via so-called anonymized industry standard trends.

11. Communication and references

11.1. Address. All communication addressed to the Merchant (including legal notices and invoices) may be sent by electronic means (i) to the email address specified by the Merchant in the Agreement or any other email address provided by the Merchant or (ii) through the Account.

11.2. References. Bizzon shall be entitled to publicly refer to the Merchant as a user of the Services and use Merchant's trademark and logo for this purpose.

12. Term, termination and changes

12.1. Term. Unless otherwise specified in the Agreement, the Agreement is concluded for either a one (1) month or twelve (12) months (each a "Term"). You can, at any time, upgrade or downgrade your Agreement to other types of the Agreement based on Bizzon's current offering. Any planned downgrade will take effect when your next billing cycle begins. In the case of an upgrade, you will be charged for the difference in the cost of the two Agreements over the remainder of the current Term. At the end of the current Term, the Agreement will automatically renew indefinitely until explicitly cancelled.

12.2. Effectiveness. This Agreement shall become effective as soon as you have given your consent to it. The Agreement will remain effective until terminated by either party, in accordance with the following provisions.

12.3. Termination of the agreement. The Agreement may, in addition to the reasons stipulated in this Clause 12.., be terminated as follows: (a) if either Party breaches any material term or condition of the Agreement and fails to cure such breach within thirty (30) days after receiving notice of the breach; (b) a Party may terminate this Agreement with immediate effect, without prejudice to any rights or remedies available to, or obligations or liabilities of, the Parties at the date of termination, if: (i) the other Party shall pass a resolution for winding up or a court shall make an order to that effect; (ii) the other Party shall cease to carry on its business or substantially the whole of its business; or (iii) the other Party is declared bankrupt, has been granted suspension of payments or has entered into voluntary liquidation, insolvent, or makes or proposes to make any arrangement or composition with its creditors; or (c) by the end of the Term by giving a written notice no later than (i) three (3) days prior to the end of the Term in case of a monthly billing or (ii) thirty (30) days prior to the end of the Term in case of an annual billing. If the Merchant breaches the Acceptable Use Policy, Bizzon may terminate the Agreement immediately upon notice; Bizzon shall notify the Merchant of the breach of the Acceptable Use Policy prior to termination provided such notification is reasonable considering the nature of the Merchant's breach and potential damages that may be caused by such breach. Upon expiration or termination of the Agreement, the Merchant shall cease all use of the Services.

12.4. Termination by Bizzon. We reserve the right to immediately suspend or terminate the provision of part or all the Services if:

  • 12.4.1. we are instructed to do so by a government authority, the Acquirer, or a card scheme;
  • 12.4.2. we in our reasonable discretion consider your products or services to be in breach of this Agreement, the card scheme rules, or applicable laws;
  • 12.4.3. we in our reasonable discretion consider the further provision of the Services to you a threat to our or the Acquirer’s reputation with the card schemes, the regulatory authorities, or the general public; or
  • 12.4.4. we find there are clear indications that you are or are likely to become insolvent or unable to ensure the delivery of your products or services;
  • 12.4.5. you have provided us with false, inaccurate, incomplete, or misleading information;
  • 12.4.6. you have breached the terms of this Agreement;
  • 12.4.7. you have not used the Services for more than 180 days;
  • 12.4.8. your account has been compromised;
  • 12.4.9. you represent an unacceptable fraud or financial risk to us;
  • 12.4.10. we give you no less than two months' termination notice;
  • 12.4.11. you are using the Services in a manner inconsistent with any applicable laws, rules, or regulations; or
  • 12.4.12. you are engaged in fraud or illegal conduct.

12.5. Consequences of termination. Once your account has been terminated, you will not be able to access your account details, use the Services, nor the license granted to you for the use of any logos, trademarks, or other intellectual property under this Agreement. You must remove all Bizzon and card schemes’ identification, logos and labels including but not limited to the ones displayed on your points of sale and websites.

12.6. Survival. The termination of this Agreement will not affect any rights or obligations which may have incurred prior to termination or expiry. The obligations of either party in this Agreement which are intended to survive termination shall continue in full force and effect notwithstanding the termination.

13. Special provisions for Bizzon payments

13.1. Google Pay. Upon completion of sign up for the Services, if you have been enrolled in Bizzon Payments, Bizzon will also create a Google Payment account on your behalf. If you do not wish to keep your Google Payment account active, it is your responsibility to deactivate it. By using Google Payment, you are agreeing to be bound by the Google Payment API Terms of Service, as they may be amended by Google from time to time. If Google amends the Google Payment API Terms of Service, the amended and restated version will be posted here: https://payments.developers.google .com/terms/sellertos. Such amendments to the Google Payment API Terms of Service are effective as of the date of posting. Your continued use of Google Payment after the amended Google Payment API Terms of Service are posted constitutes your agreement to, and acceptance of, the amended Google Payment API Terms of Service. If you do not agree to any changes to the Google Payment API Terms of Service, de-activate your Google Payment account and do not continue to use Google Payment.

13.2. Apple pay. Upon completion of sign up for the Service, Bizzon will create an Apple Pay for Safari account on your behalf, using the details associated with your Account. Depending on your location, Bizzon may activate your Apple Pay account on your behalf, otherwise you will be required to activate your Apple Pay account within your Account. If you do not wish to keep your Apple Pay account active, it is your responsibility to deactivate it. By using Apple Pay, you are agreeing to be bound by the Apple Pay Platform Web Merchant Terms and Conditions, as they may be amended by Apple from time to time. If Apple amends the Apple Pay Platform Web Merchant Terms and Conditions, the amended and restated version will be posted here: https://www.bizzon.com/legal/apple-pay. Such amendments to the Apple Pay Platform Web Merchant Terms are effective as of the date of posting. Your continued use of Apple Pay on your Store after the amended Apple Pay Platform Web Merchant Terms are posted constitutes your agreement to, and acceptance of, the amended Apple Pay Platform Web Merchant Terms. If you do not agree to any changes to the Apple Pay Platform Web Merchant Terms of Service, de-activate your Apple Pay account and do not continue to use Apple Pay.

13.3. Payment methods. We reserve the right to amend the list of accepted payment methods and supported payment cards at any time.

14. Final provisions

14.1. Change of terms. These Terms may be changed from time to time by Bizzon. If Bizzon makes a change to Master Terms, Bizzon will inform the Merchant at least thirty (30) calendar days before the effectiveness of the revised Terms, unless change to the Terms is required by applicable law, in which case shorter notice may apply. Bizzon may, but shall not be obliged, to notify the Merchant of the changes made exclusively into the non-legally binding summary situated on the left side hereof.

14.2. Objection. If the Merchant does not agree with the changes to these Terms made in accordance with Clause 14.1. above, changes to the Services resulting in material degradation of the Services in accordance with Clause 2.9. above, or changes to Fees made in accordance to Clause 3.4. above (each a "Change"), the Merchant shall notify Bizzon in writing and may terminate the Agreement (i) as of the day of effectiveness of respective Change, or (ii) within 30 days as of receipt of the notification of the respective Change, depending on which occurs later. If no termination notice of the Merchant is delivered to Bizzon prior to such date, the Merchant is no longer entitled to terminate the Agreement for reasons listed in this Clause.

14.3. Severability. If any provision in this Agreement is shown to be (or later becomes) illegal, unenforceable, invalid, inefficient, or inapplicable, it will not affect other provisions hereof that will remain valid and effective.

14.4. Set-off. The Merchant is not authorised to offset any of its claims against any of Bizzon's claims, nor is it authorised to retain payments, in any manner, intended for Bizzon regardless of the nature or purpose of such payments. Bizzon is authorised to offset its claims against the claims of the Merchant.

14.5. Assignment. The Merchant hereby grants its consent to the assignment of the rights and the assumption of the obligations of Bizzon that arise from the Agreement to any Bizzon's Affiliate or any third party. For avoidance of any doubt, the Merchant may assign the Agreement or any of its rights, interests, or obligations under the Agreement to any third party exclusively with the prior written approval of Bizzon.

14.6. Waiver. Neither Party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under the Agreement.

14.7. Third party rights. The provisions of the Agreement will be binding upon and inure to the sole benefit of the Parties, their respective successors and permitted assigns, and it will not be construed as conferring any rights to any third party.

14.8. Entire agreement.This Agreement constitutes the entire agreement between you and us and supersedes and replaces all previous drafts, agreements, arrangements and understandings between you and us, whether written or oral, relating to its subject matter. Any circumstances giving rise to liability in the past 3 years will be resolved according to these Terms.

14.9. Governing law and jurisdiction. This Agreement and any dispute or claim arising from or in connection with it or its subject matter are governed by the law stipulated in the Agreement. Any dispute arising from or in connection with the Agreement, including a dispute regarding the existence, validity, or termination of the Agreement, or the consequences of its nullity, shall be finally decided by competent courts of a country stipulated in the Agreement.

Schedule No. 1 – Definitions

"Acceptable Use Policy"

means a set of guidelines regarding the use of the Services, available at Acceptable Use Policy;

"Account"

has the meaning given to it in Clause 2.6. above;

"Acquirer"

means a bank with which Bizzon entered into an agreement to provide the Services;

"Acquirer Agreement"

has the meaning given to it in Clause 2.3. above;

"Affiliate"

means, with respect to a Party, any other entity directly or indirectly controlling, controlled by, or under direct or indirect common control by that Party. For the purposes of the definition, the term "control" means either (i) owning 20% or more of the shares having ordinary voting rights for the election of directors of such entity; or (ii) the power to direct or cause the direction of management or policies of the other entity, whether through the ownership of voting securities, by contract, or otherwise;

"Agreement"

means an agreement concluded between Bizzon or its Affiliate and the Merchant based on which the Services are provided;

"Bizzon"

means BIZZON LTD, a private limited company registered in England and Wales under company registration number 09283111, with its registered seat at Mews Systems Ltd, 91 Waterloo Road, London SE1 8RT, United Kingdom or its Affiliate, as specified in the Agreement;

"Card Reader"

means a card reader used for the Services;

"Change"

has the meaning given to it in Clause 14.2. above;

"Confidential Information"

means technical or non-technical information including patents, copyright, trade secrets, proprietary information, techniques, sketches, drawings, models, inventions, know-how, processes, apparatus, equipment, algorithms, software programs, software, source documents, and information about current, future and proposed products and services, research, experimental work, development, design details and specifications, engineering, and any other information marked "confidential" or "proprietary" or which the receiving Party knows or has reason to know that the information shall be deemed confidential; for the avoidance of doubt, this term does not include any information that the receiving Party may demonstrate by its written records: (a) was known to it prior to its disclosure by the disclosing Party; (b) is or has come into the public domain through no violation of confidentiality obligations; (c) has been rightfully received from a third party authorised to make such disclosure; (d) has been independently developed by the receiving Party; (e) has been approved for release with the written authorisation of the disclosing party; or (f) has been disclosed by court order or as otherwise required by law, provided that the party required to disclose the information provides prompt notice to enable the other party to seek a protective order or otherwise prevent such disclosure;

"Documentation"

means user manuals, guides, technical documentation, technical requirements, and FAQs designed for all or part of the Services that may be made available to the Merchant by Bizzon;

"Fees"

mean all fees payable by the Merchant to Bizzon for the Services as specified in the Agreement or agreed on a later date;

"Hosting Platform"

means the Amazon Web Services or other hosting platform as notified to the Merchant by Bizzon;

"Legislation"

means all generally binding legal regulations in the country of registration of Bizzon, provided that such regulations apply to the Parties' relationship or the Services;

"Merchant"

third-party to which Bizzon provides any of the Services;

"Party"

means either the Merchant or Bizzon, the term "Parties" means both the Merchant and the Bizzon together;

"Relief Event"

has the meaning given to it in Clause 8.4. above;

"Report"

has the meaning given to it in Clause 10.4. above;

"Services"

have the meaning given to it in Clause 2.1. above;

"Software"

means all software connecting, and the mobile application connected, to a payment processing gateway that enables the Merchant to conduct sales, manage inventory, transact payments, and generate various sales reports and as otherwise may be from time to time provided by Bizzon to the Merchant;

"Submerchant Account"

means the Merchant's account on the Acquirer's platform;

"Taxes"

mean all taxes, levies, duties, or similar governmental assessments of any nature, including but not limited to value-added, goods and services, harmonised, sales, use or withholding taxes, assessable by any local, state, provincial, federal, or foreign jurisdiction;

"Term"

has the meaning given to it in Clause 12.1. above;

"Terms"

mean the current version of these Terms of Use including all schedules and other documents appended thereto by reference, which are also available on the relevant Bizzon's website and may be amended from time to time by Bizzon;

"Territory"

means the territory where the Services may be used by the Merchant, which is the country of incorporation of the Merchant, unless specified otherwise in the Agreement; and

"Transaction Data"

has the meaning given to it in Clause 2.2. above.