Bizaldo Terms & Conditions

1. Definitions

"Acquirer" means a card acquirer or regulated payment institution providing acquiring, settlement or related payment services for you in connection with the Services. "Affiliate" means an entity that directly or indirectly controls, is controlled by, or is under common control with a party. "Force Majeure Event" means an event beyond a party's reasonable control (including acts of God, natural disasters, war, terrorism, civil disorder, labour disputes, acts of government, sanctions, failures of telecommunications or hosting providers, or denial‑of‑service attacks). "Order Form" means any ordering document, online checkout or in‑product plan selection specifying the Services, term and pricing. "Services" means Bizaldo's software, websites, dashboards, APIs, mobile apps and related services, including integrations and support, as described in the Order Form or dashboard. "Taxes" means all sales, use, VAT, GST, withholding or similar taxes, duties or levies (excluding taxes based on our net income).

2. Scope

These Terms govern access to and use of the Services. Additional product‑specific terms, policies (including the Privacy Statement and Cookie Policy) and Acquirer terms may also apply. If there is a conflict, an executed Order Form controls, then these Terms, then policies.

3. Your account

You must provide accurate information, keep your credentials confidential and maintain up‑to‑date contact and company details. You are responsible for all activity under your account. Notify us promptly of any unauthorised use or change of control. We may suspend accounts for suspected fraud, security risks or legal non‑compliance.

4. Fees, Billing & Taxes

• •Fees: You agree to pay (a) subscription fees, (b) usage/add‑on fees, and (c) any disclosed third‑party pass‑through charges (e.g., KYC checks, device or Acquirer costs) as shown in the dashboard or Order Form.
• •Taxes: Fees are exclusive of Taxes. Where required, we will charge applicable Taxes on our invoices and you agree to pay them. You are responsible for Taxes on your sales to your customers.
• •Invoicing & Late payment: Unless otherwise stated, amounts are due upon invoice. Overdue balances may be suspended after 7 days and accrue interest at 1.5% per month (or the maximum lawful rate), plus reasonable collection costs.
• •Offsets & netting: We may net or offset amounts you owe (including chargebacks, refunds, fines) against amounts we owe you.
• •Currency: Unless otherwise stated in the Order Form, charges are in GBP.

5. Merchant payments; Acquirers

Payment acceptance, acquiring and settlement are provided by one or more Acquirers. You authorise us to share data with Acquirers to underwrite, process transactions, manage chargebacks, and handle settlement. Acquirer terms apply in addition to these Terms.

6. Acceptable Use

• •(a) breach applicable law (including PSD2/PSR, AML, sanctions, export controls, consumer law);
• •(b) process Prohibited Activities (see Merchant Agreement Schedule 2);
• •(c) interfere with, misuse or reverse engineer the Services; or
• •(d) misuse personal data. We may update Prohibited Activities from time to time.

7. Third‑party services

Integrations (e.g., accounting, ecommerce, analytics, support) are provided by third parties. Your use is subject to their terms. We are not responsible for third‑party acts or omissions.

8. Security, PCI DSS & MPoC

• •(i) use only supported devices and OS versions;
• •(ii) implement role‑based access and promptly revoke leavers;
• •(iii) comply with PCI DSS and applicable mobile acceptance/MPoC requirements;
• •(iv) promptly notify us of any suspected compromise, fraud or unauthorised access and cooperate in remediation; and
• •(v) follow Acquirer security policies we communicate. We may suspend the Services immediately for security or compliance risks.

9. Intellectual property

We and our licensors own all IP in the Services. You own your content and grant us a limited licence to host, process and display it to provide the Services.

10. Confidentiality

Each party will protect the other's non‑public information using at least reasonable care and use it only for the purposes of the relationship.

11. Data protection

We process personal data in accordance with our Privacy Statement. For end‑customer data processed on your behalf, we act as processor and you as controller. The Data Processing Schedule (Merchant Agreement Schedule 1) applies, including sub‑processor terms and international transfer safeguards.

12. Trial‑and‑Buy model

We may offer a time‑limited Trial (e.g., 14 or 30 days) with stated feature limits. During the Trial, the Services are provided as‑is and may be withdrawn. If you (a) add valid billing details and (b) do not cancel before the Trial ends, the Trial converts to a paid subscription at the then‑current plan price.

If you do not add billing details or choose not to buy, access ends at Trial expiry; data may be deleted after a grace period per our retention policy.

13. Warranties & disclaimers

Except as expressly stated, the Services are provided as‑is and as‑available. We do not warrant uninterrupted or error‑free operation. Statutory rights that cannot be excluded remain unaffected.

14. Indemnities

• •By you: You will defend, indemnify and hold us, our Affiliates, processors and Acquirers harmless from losses, fines, claims and expenses arising from: (1) your breach of these Terms or law (including sanctions, AML, consumer law); (2) Prohibited Activities; (3) Taxes relating to your sales; or (4) misuse of the Services or third‑party rights.
• •By us: We will defend you against third‑party claims alleging that the Services infringe IP rights, and pay final damages awarded, provided you promptly notify us and allow us sole control of the defence. We have no liability where a claim arises from your content, combinations we did not provide, or non‑current versions. This section states each party's entire indemnity obligations.

15. License transfer between users; non‑cancellable term

Named‑user licences may be reassigned within your organisation (or group entity listed on the Order Form) without extending the subscription term. Once a licence is activated within a billing term it cannot be cancelled for the remainder of that term; reductions take effect at the next renewal.

16. Liability

To the maximum extent permitted by law, each party's aggregate liability for all claims in any 12‑month period is capped at the greater of (i) amounts paid by you for the Services in that period or (ii) £50,000. Neither party excludes liability for death/personal injury caused by negligence, fraud or wilful misconduct, or where otherwise unlawful to exclude. Neither party is liable for indirect or consequential losses, loss of profits, goodwill or data (except as required by data export obligations below).

17. Term, suspension & termination

Either party may terminate for convenience with 30 days' notice, or immediately for material breach (after 10 business days to cure, if curable). We may suspend immediately if: (i) we detect fraud or abnormal dispute/chargeback activity; (ii) undisputed amounts are overdue; (iii) you breach security, PCI or MPoC obligations; or (iv) required by an Acquirer, regulator or court. Upon termination, you must cease use of the Services and pay any amounts due.

18. Data export; deletion

After termination, we provide self‑service export tools for 30 days. Thereafter we may delete or archive your data subject to legal/AML retention requirements. You are responsible for timely export.

19. Changes; electronic notices

We may update these Terms by posting a revised version in the dashboard and/or sending notice to your account email. Material changes take effect 30 days after notice (or sooner if required by law or for security). We may provide disclosures and notices electronically (website, in‑product, email), which you agree have the same effect as paper notices.

20. Assignment; affiliates

You may not assign these Terms without our prior written consent, except to a successor by merger or sale of substantially all assets, with notice. We may assign to an Affiliate or in connection with a reorganisation or sale. We may perform obligations through our Affiliates and sub‑processors.

21. Force Majeure

Neither party is liable for delay or failure caused by a Force Majeure Event (excluding payment obligations). If such an event continues for more than 30 days, either party may terminate the affected Services upon notice.

22. Anti‑bribery; export controls & sanctions

Each party will comply with applicable anti‑bribery and anti‑corruption laws (including the UK Bribery Act) and export/sanctions rules (UK, EU and US). We may suspend or terminate immediately upon a credible concern of breach.

23. Sub‑processors

We use vetted sub‑processors to provide the Services. An up‑to‑date list will be published at bizaldo.com/legal/subprocessors. You may subscribe to change notifications where available. Objections will be handled per the Data Processing Schedule.

24. Governing law & venue; disputes

These Terms are governed by the laws of England & Wales and the courts of England have exclusive jurisdiction. Before litigation, the parties will attempt to resolve disputes through good‑faith executive‑level discussion within 15 days of notice. Nothing prevents a party seeking urgent injunctive or equitable relief.

25. Survival

The following survive termination: fees & taxes, confidentiality, data protection, indemnities, liability limits, data export & deletion, governing law & venue, survival and any other terms that by their nature should survive.

26. Entire agreement; order of precedence; severability

These Terms (together with the Order Form and policies referenced here) are the entire agreement for the Services and supersede prior proposals or understandings on the same subject. If any provision is held invalid, the remainder remains in effect. Headings are for convenience only.