AGREEMENT TO OUR LEGAL TERMS

We are Payshild (referred to as ‘Company’, ‘we’, ‘us’, or ‘our’).
We operate the website www.payshild.com (the ‘Site’) and any related products or services that reference or link to these legal terms (the ‘Legal Terms’) (collectively, the ‘Services’).
You can contact us by email at support@payshild.com
These Legal Terms form a binding agreement between you (either personally or on behalf of an entity) and Payshild, governing your access to and use of our Services. By using the Services, you confirm that you have read, understood, and agreed to these terms. If you do not agree, you must stop using the Services immediately.
Supplemental terms and conditions or documents posted on the Services are incorporated by reference into these Legal Terms. We may update these Legal Terms at our discretion, with changes reflected by updating the ‘Last updated’ date. By continuing to use the Services, you accept any changes. It is your responsibility to review these Legal Terms periodically. The Services are intended for users aged 13 and older. Minors (under 18) must have their parent or guardian’s permission and supervision to use the Services. If you are a minor, your parent or guardian must review and agree to these Legal Terms before you use the Services.

We recommend printing a copy of these Legal Terms for your records. If you do not agree with any part of these terms, please do not use our Services. By using our Services, you accept and agree to abide by these terms.

1. OUR SERVICES

The information provided through our Services is not intended for distribution or use by anyone in jurisdictions where such distribution or use would be illegal or subject us to any registration requirements. Users accessing the Services from other locations do so at their own risk and are responsible for complying with local laws, where applicable.

2. INTELLECTUAL PROPERTY RIGHTS

Our Intellectual Property

We own or are licensed to use all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics (collectively, the ‘Content’), as well as the trademarks, service marks, and logos (collectively, the ‘Marks’).

Our Content and Marks are protected by copyright, trademark laws, and various other intellectual property and unfair competition laws in the United States and worldwide. They are provided ‘AS IS’ for your personal, non-commercial use or internal business purposes only.

### Your Use of Our Services

Subject to compliance with these Legal Terms, including the ‘Prohibited Activities’ section, we grant you a non-exclusive, non-transferable, revocable license to:

– Access the Services.
– Download or print any portion of the Content to which you have properly gained access, solely for personal, non-commercial use or internal business purposes.

Except as explicitly provided in these Legal Terms, no part of the Services, Content, or Marks may be copied, reproduced, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for commercial purposes without our express prior written permission.

To request permission for any use beyond what is permitted here, please contact us at support@payshild.com. If permission is granted, you must identify us as the owners or licensors and ensure that any copyright or proprietary notices remain visible on the Content.

We reserve all rights not expressly granted to you regarding the Services, Content, and Marks. Any breach of these intellectual property rights will constitute a material breach of our Legal Terms, terminating your right to use our Services immediately.

### Your Submissions

When you send us questions, comments, suggestions, ideas, feedback, or other information about the Services (collectively, ‘Submissions’), you agree to assign all intellectual property rights in such Submissions to us. We shall own and be entitled to use and disseminate these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.

By submitting content through the Services, you:

– Confirm that you have read and agree with our ‘PROHIBITED ACTIVITIES’ and will not post or upload any content that is illegal, harassing, hateful, harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening, sexually explicit, false, inaccurate, deceitful, or misleading.
– Waive any moral rights to your Submissions to the extent permissible by law.
– Warrant that the Submissions are original to you or that you have the necessary rights and licenses to submit them and that you have full authority to grant us the aforementioned rights.
– Warrant that your Submissions do not contain confidential information.

You are solely responsible for your Submissions and agree to reimburse us for any losses we may incur due to your breach of these terms, third-party intellectual property rights, or applicable laws.

3. USER REPRESENTATIONS

By using the Services, you represent and warrant that:

1. You have the legal capacity to agree to and comply with these Legal Terms.
2. You are at least 13 years old.
3. If you are a minor in your jurisdiction, you have obtained parental permission to use the Services.
4. You will not access the Services using automated or non-human means, such as bots or scripts.
5. You will not use the Services for any illegal or unauthorized purposes.
6. Your use of the Services will comply with all applicable laws and regulations.

If you provide information that is false, inaccurate, outdated, or incomplete, we reserve the right to suspend or terminate your account and deny any current or future use of the Services (or any part thereof).

4. PROHIBITED ACTIVITIES

You may only access and use the Services for their intended purpose. Commercial use is restricted to endeavors specifically endorsed or approved by us.

As a user of the Services, you agree not to:

– Systematically retrieve data or content from the Services to create a collection, database, or directory without our written permission.
– Trick, defraud, or mislead us or other users, especially to obtain sensitive information like passwords.
– Circumvent, disable, or interfere with security features of the Services, including those that prevent or restrict content use.
– Disparage or harm us or the Services in any way.
– Use information from the Services to harass, abuse, or harm others.
– Misuse our support services or file false abuse or misconduct reports.
– Use the Services in violation of applicable laws or regulations.
– Engage in unauthorized framing or linking to the Services.
– Upload or transmit viruses, malware, or excessive spam that disrupts or interferes with the Services.
– Use automated systems, such as scripts or data mining tools, to access or interact with the Services.
– Remove copyright or proprietary notices from any Content.
– Impersonate another user or use another user’s username.
– Upload or transmit any material designed to collect or transmit information, such as spyware or tracking mechanisms.
– Disrupt or create an undue burden on the Services or associated networks.
– Harass or intimidate our employees or agents.
– Attempt to bypass any access restrictions or security measures.
– Copy or adapt the Services’ software or code, including Flash, PHP, HTML, JavaScript, or similar.
– Reverse engineer or decompile any software part of the Services, except as permitted by law.
– Use automated systems to access the Services, including spiders, robots, or similar tools.
– Use buying agents or automated systems for transactions on the Services.
– Collect usernames or email addresses for unsolicited communication or create accounts under false pretenses.
– Use the Services to compete with us or for any revenue-generating or commercial purpose not authorized by us.

5. USER GENERATED CONTRIBUTIONS

The Services do not currently allow users to submit or post content. However, if we provide the opportunity for you to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Services (collectively, ‘Contributions’), including text, videos, audio, photographs, graphics, comments, suggestions, or other material, you represent and warrant that:

– Your Contributions do not infringe on any third party’s proprietary rights, including copyright, patent, trademark, trade secret, or moral rights.
– You own or have the necessary licenses, rights, consents, releases, and permissions to use and authorize us, the Services, and other users to use your Contributions as intended by these Legal Terms.
– You have obtained written consent, release, and/or permission from every identifiable individual in your Contributions to use their name or likeness as required.
– Your Contributions are not false, inaccurate, or misleading.
– Your Contributions do not include unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
– Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable.
– Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
– Your Contributions do not harass or threaten others or promote violence against individuals or groups.
– Your Contributions comply with all applicable laws, regulations, and rules.
– Your Contributions do not infringe on the privacy or publicity rights of any third party.
– Your Contributions do not involve child pornography or violate laws intended to protect minors.
– Your Contributions do not contain offensive comments related to race, national origin, gender, sexual preference, or physical handicap.
– Your Contributions do not violate, or link to material that violates, any provision of these Legal Terms or applicable laws and regulations.

Violation of these conditions may result in termination or suspension of your rights to use the Services.

6. CONTRIBUTION LICENCE

You and the Services agree that we may access, store, process, and use any information and personal data you provide, as well as your choices and settings.

By submitting suggestions or feedback regarding the Services, you consent to our use and sharing of such feedback for any purpose without compensation to you.

We do not claim ownership of your Contributions. You retain full ownership and all intellectual property rights associated with your Contributions. We are not liable for any statements or representations made in your Contributions on the Services. You are solely responsible for your Contributions and agree to release us from any responsibility and refrain from any legal action related to your Contributions.

7. SERVICES MANAGEMENT

We reserve the right, but are not obligated, to:

1. Monitor the Services for violations of these Legal Terms.
2. Take appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms, including reporting such users to law enforcement authorities.
3. Refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof.
4. Remove or disable any files and content that are excessively large or burdensome to our systems, without notice or liability.
5. Manage the Services in a manner designed to protect our rights and property and to ensure the proper functioning of the Services.

8. PRIVACY POLICY

We are committed to data privacy and security. By using the Services, you agree to our Privacy Policy, which is incorporated into these Legal Terms. Please note that the Services are hosted in the United Kingdom or the EU, depending on the service. If you access the Services from a region with data privacy laws that differ from those in the United Kingdom, you consent to the transfer of your data to and processing in the United Kingdom by continuing to use the Services.

9. TERM AND TERMINATION

These Legal Terms remain in effect while you use the Services. We reserve the right, at our sole discretion and without notice or liability, to deny access to the Services (including blocking specific IP addresses) to anyone for any reason or no reason, including for breaches of these Legal Terms or applicable laws. We may terminate your use or participation in the Services, or delete any content you have posted, at any time without warning.

If we terminate or suspend your account, you are prohibited from registering or creating a new account under your name, a false name, or the name of any third party. We also reserve the right to pursue appropriate legal action, including civil, criminal, and injunctive remedies.

10. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion, without notice. We are not obligated to update any information on the Services and will not be liable for any modifications, price changes, suspensions, or discontinuances of the Services.

The availability of the Services is not guaranteed. We may encounter hardware, software, or other issues, or need to perform maintenance, which may cause interruptions, delays, or errors. We reserve the right to alter, revise, update, suspend, or discontinue the Services at any time, with or without notice. You agree that we are not liable for any loss, damage, or inconvenience resulting from your inability to access or use the Services during any downtime or discontinuance. Nothing in these Legal Terms obligates us to maintain or support the Services or provide any updates or corrections.

11. GOVERNING LAW

These Legal Terms are governed by and interpreted in accordance with the laws of the United Kingdom, with the exclusion of the United Nations Convention on Contracts for the International Sale of Goods. If you reside in the EU and are a consumer, you also benefit from the protection afforded by mandatory provisions of the law in your country of residence.

12. DISPUTE RESOLUTION

Informal Negotiations

To expedite the resolution and manage the cost of any dispute, controversy, or claim related to these Legal Terms (each a ‘Dispute’ and collectively, the ‘Disputes’), brought by either you or us (individually, a ‘Party’ and collectively, the ‘Parties’), the Parties agree to first engage in informal negotiations for at least 30 days before initiating arbitration. These informal negotiations begin upon written notice from one Party to the other Party.

Binding Arbitration

Any dispute arising from the relationships between the Parties to these Legal Terms shall be determined by one arbitrator who will be chosen in accordance with the Arbitration and Internal Rules of the European Court of Arbitration being part of the European Centre of Arbitration having its seat in Strasbourg, and which are in force at the time the application for arbitration is filed, and of which adoption of this clause constitutes acceptance. The seat of arbitration shall be the United Kingdom

The language of the proceedings shall be english.  Applicable rules of substantive law shall be the law of the United Kingdom

Restrictions

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to  utilise class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

Exceptions to Informal Negotiations and Arbitration

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorised use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

13. CORRECTIONS

The Services may contain typographical errors, inaccuracies, or omissions, including in descriptions, pricing, availability, and other information. We reserve the right to correct any errors, inaccuracies, or omissions and to update or change the information on the Services at any time, without prior notice.

14. DISCLAIMER

The services are provided on an as-is and as-available basis. You agree that your use of the services will be at your sole risk. To the fullest extent permitted by law, we disclaim all warranties, express or implied, in connection with the services and your use thereof, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We make no warranties or representations about the accuracy or completeness of the services’ content or the content of any websites or mobile applications linked to the services and we will assume no liability or responsibility for any (1) errors, mistakes, or inaccuracies of content and materials, (2) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the services, (3) any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (4) any interruption or cessation of transmission to or from the services, (5) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the services by any third party, and/or (6) any errors or omissions in any content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the services. We do not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the services, any hyperlinked website, or any website or mobile application featured in any banner or other advertising, and we will not be a party to or in any way be responsible for monitoring any transaction between you and any third-party providers of products or services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgement and exercise caution where appropriate.

15. LIMITATIONS OF LIABILITY

In no event will we, or our directors, employees, or agents, be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profits, lost revenue, loss of data, or other damages arising from your use of the Services, even if we have been advised of the possibility of such damages.

16. INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, officers, agents, partners, and employees, from any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party arising from:

1. Your use of the Services;
2. A breach of these Legal Terms;
3. Any breach of your representations and warranties in these Legal Terms;
4. Your violation of third-party rights, including intellectual property rights;
5. Any harmful act towards another user of the Services.

We reserve the right to assume exclusive defense and control of any matter for which you are required to indemnify us, at your expense. You agree to cooperate with our defense of such claims at your expense. We will make reasonable efforts to notify you of any claim, action, or proceeding subject to this indemnification upon becoming aware of it.

17. USER DATA

We will maintain certain data that you transmit to the Services for managing performance and tracking your use of the Services. While we conduct regular backups, you are solely responsible for all data you transmit or that relates to your activities using the Services. We will not be liable for any loss or corruption of this data, and you waive any right of action against us for such loss or corruption.

18. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

By visiting the Services, sending us emails, and completing online forms, you engage in electronic communications. You consent to receive electronic communications and agree that all agreements, notices, disclosures, and other communications we provide electronically, via email, or through the Services, satisfy any legal requirement for written communication. You agree to the use of electronic signatures, contracts, orders, and other records, as well as the electronic delivery of notices, policies, and transaction records initiated or completed through the Services. You waive any rights or requirements under any laws that mandate original signatures, non-electronic records, or payments and credits by means other than electronic.

19. MISCELLANEOUS

These Legal Terms, along with any policies or operating rules posted by us on the Services, constitute the entire agreement between you and us. Failure to enforce any right or provision does not waive that right or provision. These Legal Terms are enforceable to the fullest extent allowed by law. We may assign our rights and obligations to others at any time. We are not liable for any loss, damage, delay, or failure to act due to causes beyond our reasonable control. If any provision is found to be unlawful, void, or unenforceable, it will be severed from these Legal Terms, with the remaining provisions remaining valid and enforceable. No joint venture, partnership, employment, or agency relationship is created by these Legal Terms or your use of the Services. These Legal Terms will not be construed against us merely because we drafted them, and you waive any defenses based on their electronic form or lack of signatures.

20. CONTACT US

To resolve a complaint regarding the Services or to obtain further information about their use, please contact us at:

support@payshild.com