Terms and Conditions

  1. Our Financial Institution
  1. Phoenix Payments Ltd, doing business as Paytah, is a Financial Institution duly licensed by the Malta Financial Services Authority (MFSA) to provide payment services in terms of the Second Schedule of the Financial Institutions Act. The authorisation granted by the MFSA allows Paytah to provide its Clients with payment Accounts and to make and receive payments on their Accounts. For the sake of clarity, neither deposit nor investment services are provided by Paytah to its Clients and the Clients shall not be eligible for interests on their Accounts
  2. The Clients’ funds are segregated from Paytah’s funds. Paytah will safeguard funds received from the Clients for the execution of payment Transactions in accordance with the Maltese Financial Institution Rules.

 

  1. The onboarding procedure
  1. Paytah (or “We”) provides its Services to the Client (or “You”) at the end of the onboarding procedure, provided that the Client accepts the Agreement, the Privacy Notice and these Terms and Conditions.
  2. We shall not be obliged to accept you as a Client.
  3. You understand that, during the onboarding procedure, Paytah shall collect information and documents in accordance with all applicable laws, including but not limited to any applicable anti-money laundering regulations. We shall also retain such information and documentation in our file for at least five years. Upon satisfaction of any applicable record keeping obligations, we shall destroy all records, correspondence and other documents related to you.
  4. Paytah shall be entitled to request additional documentation or information from time to time so as to comply with our legal obligation to maintain up-to-date information on its Clients at all times. You shall cooperate with us on all compliance and operational related matters as well as provide us with required information and/or documentation as soon as possible from the receipt of the request.
  5. You shall also notify us immediately in case of any change related to any information provided during the onboarding procedure. Should you become a no longer acceptable Client to Paytah further to such changes, we may terminate the Agreement with you by giving you written notice.

 

  1. Your Representations and Warranties
  1. You hereby represent and warrant that:
  2. You have the right, authority and capacity to enter into and execute the Agreement and these Terms and Conditions as well as to perform your obligations thereunder
  3. You are neither under any legal disability nor subject to any law or regulation that prevents your performance under the Agreement and these Terms and Conditions
  4. You shall always provide us with complete, accurate and not misleading information
  5. When you use the Services, carry out any Transactions or perform your obligations, you shall comply at any time with the Agreement, these Terms and Conditions, all applicable laws or regulations or Card Scheme rules, orders of any government or other official authority, body or agency or any judgment, or order or decree of any court having jurisdiction over it
  6. You shall use our Platform in accordance with the Agreement and with these Terms and Conditions and not in a manner which is unlawful or that could result in a breach of any applicable laws, including but not limited to any anti-money laundering or terrorist financing regulations
  7. You shall promptly cooperate with us on all compliance and operational related matters as well as provide us with required information and/or documentation as soon as possible from the receipt of our requests
  8. Where applicable, you have and maintain at all times all consents, authority, permits, licenses, recognitions, authorisations and whatsoever to carry out your business; and that you shall comply at all times with all applicable laws to which you are subject, including but not limited to data protection and consumer protection regulations

 

  1. Our Communication
  1. Unless otherwise agreed, the English language shall be used to conclude agreements and communicate during our business relationship.
  2. To the extent permitted by current laws and regulations, we may submit all information to you in electronic form and record telephone conversations to be able to establish the content of such conversations.
  3. You must submit your Orders to Paytah via the Platform or by other agreed electronic means.

 

  1. Your Account
  1. Paytah may provide you with one or more Accounts. You shall use the Account(s) and the Services only in accordance with the Agreement, the Privacy Notice and these Terms and Conditions. The right to use the Account, the Platform and the Services is personal. You shall not – and not attempt to – tamper, hack, modify or otherwise corrupt the security or functionality of the Platforms.
  2. We may provide you with training or material “as is” and without any warranty of such training and material whatsoever. We shall not be liable for any damages or losses, including but not limited to direct, indirect or consequential damages connected to such training and material.
  3. You shall inform us in writing of who you wish to appoint as “Authorised Person(s)” to instruct Paytah on your behalf. You shall also notify us in writing if you wish to grant a power of attorney to additional person(s) or to revoke, or change the extent of, the power of attorney already granted to Authorised Person(s).
  4. You shall remain fully liable for any act of an Authorised Person acting on your behalf.
  5. Security is of the essence. You shall therefore take all adequate and necessary measures to protect the personalised security features of the Accounts. In particular, you shall keep your password to the Platform secret and not allow third parties to use your password. If you suspect that your password has been misappropriated by a third party, or if you have become aware of irregularities, hacking, misuse or unauthorised use of the Platforms or Services, you must notify us immediately through our Web portal. We will block your Accounts and you will be entitled to request a new password.
  6. Our settlement currency is EUR. For the conversion in relation to other currencies, our current rate shall apply. Where we do not state the currency rate, the rate published by ECB (European Central Bank) shall apply. We shall not be liable for exchange rate differences between different currencies.

 

  1. Term and termination of the Agreement
  1. The Agreement is of indefinite duration and may be terminated in accordance with the below paragraphs.
  2. You may terminate the Agreement at any time by giving us at least 1 months’ notice.
  3. We may terminate the Agreement at any time by giving us at least 2 months’ notice. However, we may immediately terminate the Agreement and/or close your Account(s) without notice if:
  4. We reasonably believe that you are no longer eligible for an Account
  5. We discover that you have provided us with false information
  6. We suspect that there has been fraud involving any of your Account(s) or payment(s)
  7. We reasonably believe that you have committed or are about to commit a crime in connection with your Account(s)
  8. You have not satisfied any Know Your Customer or Money Laundering requirements
  9. You have failed to repay any amounts due to us by you following our request
  10. You have significantly breached the Agreement or any of these Terms and Conditions
  11. You have conducted your Account(s) in an unsatisfactory manner
  12. There are events or circumstances that, in our sole discretion, are likely to affect your ability to perform your contractual obligations
  13. Termination shall be free of charge, unless the Agreement has been in force for less than 6 months: in this case, charges will be appropriate and in line with our costs.
  14. Following termination, you shall inform us to what payment account – held in your own name – the residual balance shall be transferred, provided that the total cost of such transfer does not exceed your residual balance.
  15. Termination shall in no case affect any rights, obligations, liability claims, etc that accrued before the termination or that shall survive the termination due to their nature.

 

  1. Amendments to the Agreement
  1. Paytah may amend the Agreement at any time by giving you at least 2 months’ notice.
  2. If you object to the proposed changes, you may notify us in writing that you wish to terminate the Agreement before the changes come into effect. In this event, the termination of the Agreement shall be free of charge.
  3. If you do not object to the proposed changes, your behaviour shall be viewed as “silent consent”.

 

  1. Charges and fees
  1. Services are provided against payment of fees as set out in the Agreement.
  2. You shall usually pay charges for payments to us and the beneficiary shall pay charges to his receiving bank. However, additional fees may be charged if the payment is to be handled by several banks in the payment chain.
  3. Cross-border payments are for the account and risk of the ordering Client.
  4. Charges and fees may be amended from time to time and we should notify you by giving you at least 2 months’ notice, unless the change is to your advantage or is due to external circumstances beyond our control, including but not limited to changes in the relationship with Paytah’s counterparties that affect our cost structure.
  5. You shall refund us of any expenses or amounts paid by us on your behalf, such as taxes, duties, communication expense or other expenses that we incurred if you fail to perform your contractual obligations.
  6. We shall have the right to offset any claims and amounts due – or not yet due – by you for Services against any amounts that you owe us and without notice. We shall have the right to use funds in any of your Accounts, irrespective of whether these claims arise in connection with the management of the account or otherwise. Our right to set off our claims takes precedence over the performance of any order relating to your Account.

 

  1. Transactions’ execution, rectification and refusal
  2. Transactions will be carried out either when we receive an Order duly signed or accepted by an Authorised Person; or if you have authorised us to do so in accordance with the Agreement, these Terms and Conditions or any other written agreement between us.
  3. Paytah shall initiate the Orders in accordance with the time periods specified by you, or otherwise as stipulated in the Agreement, upon condition that such time periods are within our cut-off times. Cut-off time are set out in the Agreement or informed to you in any other way.
  4. An Order is deemed received on the Business Day on which we receive it. Any Order received after the cut-off time shall be considered to be received on the following Business Day.
  5. A Transaction is concluded when you place an Order with Paytah and Paytah executes such Order pursuant to the Agreement and to these Terms and Conditions.
  6. Paytah may treat all seemingly valid Orders purportedly given by, or on behalf of, the Client, as Orders properly authorised by the Client. Unless otherwise provided by law, we shall not be obliged to check the authenticity of, or the authority of the person(s) giving, any Orders.
  7. It is your obligation to make sure that all Orders are complete and correct. If you request us to cancel or modify an Order, we will make all reasonable efforts to comply with your request; however, we shall not be liable for any failure related to your request.
  8. Without any liability and in our mere discretion, we may refuse to execute or delay executing an Order where:
    1. the Order is inaccurate or incomplete, it has not been properly authorised, it would grant an informal overdraft facility, it would exceed a limit imposed by us to your Account, it is not within our acceptable risk scope (or of our correspondent banks), or it may be linked to fraud, money laundering, terrorist financing or other criminal activities;
    2. you do not cooperate with us on all compliance, KYC and operational related matters;
    3. we are enforced to do so to comply with an order of courts, tax authorities or other competent bodies.

In case of refusal or delay, we shall inform you as soon as reasonably practicable.

Unless prohibited by law, we shall inform you of the refusal or delay as soon as reasonable practicable. However, and for the sake of clarity, in the above circumstances Paytah shall not be liable in any way to you for any loss.

 

  1. Making and Receiving Payments
  1. Your Account shall be used exclusively to make and receive payments.
  2. Provided that there are sufficient funds on your Account, we will carry out a payment to your own bank account or to a third-party recipient, in accordance with your Order and with the Agreement.
  3. Paytah does not have control of the goods or services that are object of the payment. Paytah shall therefore under no circumstances be liable for the legality of such goods or services.
  4. We will process payments from your Account on the basis of the Payee’s Account Number. Where the Payee’s Payment Service Provider is established outside the EEA, the Payee’s full name and address shall also be included in the Order provided to us.
  5. Once a payment has been made, we shall provide you with the below information:
  6. date of receipt of the order
  7. a Transaction reference number
  8. information relating to the Payee, where appropriate
  9. the amount of the Transaction, the currency and the exchange rate
  10. any charges
  11. additional information, upon your request, only if available (and it may be subject to additional charges)
  12. Once a payment has been received, we shall provide you with the below information:
  13. credit value date
  14. a Transaction reference number
  15. information transferred with the transaction
  16. the amount of the Transaction, the currency and the exchange rate
  17. any charges
  18. additional information, upon your request, only if available (and it may be subject to additional charges)
  19. If incorrect payment details have been provided to us, we shall not be liable for non-execution or defective execution of the Transaction. However, we shall make reasonable efforts to recover the funds involved in the erroneous Transaction. Should the recovery of funds not be possible, we shall provide to you, upon written request, all information available to us and relevant to you so that you can file a legal claim to recover the funds. We may charge you reasonable fees for recovery.
  20. A cross-border payment may be returned if the Client has cancelled the payment or if the foreign bank(s) involved has been unable to process it due to the information provided. In this event, Paytah will process a returned payment as a cross-border payment and charge fees accordingly.
  21. When you request currency to be converted, the exchange rate may be different from the time you have verified the rate and the time the payment is processed. Paytah shall not be liable for any such change.
  22. We may block the access to your Platform and/or Account if we discover or suspect irregularities or misuse. We will inform you of the blocking and of the related reasons before blocking such systems or, should this be not possible, as soon as possible thereafter, unless we believe that the provision of such information may compromise the security. We shall not be liable for any losses resulting from unauthorised use of the Services.
  23. You shall be liable to us for Orders made by use of your password even if such use might be wrongful.
  24. Paytah shall credit a payment to your Account(s) on the same Business Day that we receive the payment or, where it is received after the applicable cut-off time, on the following Business Day.
  25. We may defer crediting your Account any sum that would otherwise be due in order to protect our position with respect to any actual or anticipated liability that you owe us.
  26. Amounts transferred into your Account may be reversed where Paytah makes a clear mistake (e.g. we transfer the same amount twice) or is under obligation to do so in order to comply with any agreement with our correspondent banks.
  27. When you log on the Platform you should carefully review your payments and other information. You shall notify us immediately if you find incorrect information, errors or unauthorised or incorrectly executed Transactions.

 

  1. Our Liability
  1. We shall be liable for direct damages to you if we do not fulfil our obligations in accordance with the Agreement.
  2. In case of unauthorised or incorrectly executed payment Transaction, we shall immediately refund the amount provided that you notify us without undue delay on becoming aware of any such Transaction giving rise to a claim, and no later than 13 months after the debit date. We will normally consider that there has been undue delay if you fail to notify us within 1 Business Day of the relevant information being made available to you. Upon our request, you shall also provide us with any evidence and information to prove that the payment Transaction was unauthorised
  3. You may be obliged to bear all losses relating to any unauthorised payment Transactions, where you act fraudulently or with intent or gross negligence.
  4. Under no circumstances we shall be liable for:
  5. any loss of information, profit, goodwill, business or anticipated savings or any indirect losses;
  6. losses resulting from breakdown or lack of access to IT systems that may be attributed to a failure in our power supply or telecommunications, to the non-availability of our website (e.g. due to maintenance downtime, legal measures or administrative decrees) or to any other Force Majeure events which are beyond our control;
  7. errors, delays or other inconveniences caused by any correspondent bank chosen by the Client
  8. any tax consequences of payment Transactions
  9. losses that are the result of a payment which is not carried out due to our knowledge or suspicion that it is related money laundering, terrorism financing or any other crime
  10. Where we believe, at our sole discretion, that the Agreement, Transaction, request and/or payment is a result of your misuse of the Platform or abnormal behaviour, we may cancel the Agreement or a Transaction, reject to carry out a Transaction or an Agreement and/or reverse amounts transferred into your Account without notice. In these circumstances, you may not forward any claims against us and you shall compensate us for all losses, taxes, expenses, costs and liabilities that we suffer as a result of your behaviour. In particular, we shall have the right to offset the amount that you owe to us against any funds on your Account.

 

  1. Your liability
  1. You shall compensate us for all losses, taxes, expenses, costs and liabilities whatsoever that may be suffered or incurred by us as a result of, or in connection with, a breach of your obligations (including representations and warranties). For the sake of clarity, where you or an Authorised Person act fraudulently or fail to comply with the Agreement or with these Terms and Conditions, you shall be liable without any limit for all losses relating to payments
  2. You shall indemnify and keep us indemnified against all actions, proceedings, costs, losses or damages of any kind that we may suffer as a result of handling your Orders or of your failure to comply with your obligations (including representations and warranties).

 

  1. Confidentiality and disclosure of information
  1. When you use our Services and submit any information, including Orders, you shall be responsible for the security of such information.
  2. Each Party shall use all reasonable measures to not disclose any information which shall reasonably deemed to be of a confidential nature regarding the other Party. This obligation shall not apply where a Party is obliged to disclose such information due to applicable legislation or due to a supervisory or legislative authority or to enable that Party to fulfil its obligations in accordance with these Terms and Conditions.

 

  1. Assignments
  1. We may assign the Agreement to other companies associated with us or in connection with the sale of our business.
  2. You may not assign or transfer any of your rights or obligations under the Agreement or these Terms and Conditions without our prior written consent.

 

  1. Miscellaneous
  1. Each of the provisions of these Terms and Conditions is severable and distinct from the others and, if at any time one or more of such provisions is or becomes illegal, invalid or unenforceable in any respect under the laws of any jurisdiction, the legality, validity or enforceability of the remaining provisions shall not be affected in any way.
  2. Any right, title and interest in and to Paytah’s website and any content thereon is our exclusive property. You shall not copy, imitate, alter, modify, amend or use the names without our prior written consent. You may use our trademarks without prior written consent for the purpose of directing web traffic to the Services.
  3. You shall neither alter, modify or change the Platform, Services or intellectual properties in any way nor use them in a manner that implies our sponsorship, endorsement, affiliation or otherwise.
  4. You shall not reverse engineer, decompile or disassemble any of the software used for the Platform or the Services. You shall also not copy, modify, rent, sell, distribute or transfer any parts of the software used for the Platform or the Services.

 

  1. Governing law and jurisdiction
  1. The Terms and Conditions and the Agreement and any matter arising from or in connection with them shall be governed and construed according to the laws of Malta, excluding private international choice of law rules.
  2. Any claims relating to these Terms and Conditions and to the Agreement shall be subject to the exclusive jurisdiction of the Maltese Courts.
  3. Any dispute may be referred to arbitration in accordance with the Arbitration Act. The appointing authority and administrator shall be the Malta Arbitration Centre, and only one arbitrator shall be appointed in such disputes.

 

  1. Complaints procedures
  1. If you are not satisfied with our standard of service, or if you believe that we have made a mistake, please notify us through our Web portal. We will investigate the situation and, where appropriate and necessary, adopt all the required measures to rectify the situation. You will be informed accordingly of the outcome of our investigation.

 

DEFINITIONS

  1. “Account” shall mean your payment account with Paytah to make and receive payment transactions
  2. “Agreement” shall mean the Payment Account Agreement as defined in the Payment Account Agreement entered into between the Client and Paytah with respect to the Services
  3. “Authorised Person” shall mean a person who has been granted certain roles and privileges by the Client and acts on behalf of the client during our business relationship
  4. “Business Day” shall mean any day on which banks are open for business in Malta
  5. “Client” or “you” shall mean the legal or natural person seeking to establish a business relationship with Paytah
  6. “Consumer” shall mean any natural person who acts for purposes which fall outside the trade, business or profession of such person
  7. “EEA” shall mean the European Economic Area which includes EU Member States and also Iceland, Liechtenstein and Norway
  8. “Force Majeure” shall mean any event outside our reasonable control and that makes it practically impossible for us to comply with our obligations. Examples include but are not limited to the act of God, any act by a Government or other competent authority, civil commotion, an act of terrorism, rebellion, flood, storm, tempest, fire, the failure, malfunction or unavailability of utilities, telecommunications, data communications and computer systems and services, war, civil unrest, strikes, lock-outs or other industrial action or trade disputes or other cause whether similar or not.
  9. “Malta Financial Services Authority” or “MFSA” shall mean the single regulator for financial services in Malta, with address Notabile Road, Attard, BKR 3000, Malta – Telephone +356 21441155 and website https://www.mfsa.com.mt/
  10. “Order” shall mean a payment order whereby the Client instructs us to perform a Transaction with the funds available in the Account
  11. “Party” shall refer to the Client and Paytah separately
  12. “Payee” shall mean the beneficiary of the payment
  13. “Paytah” or “we” shall mean the trade name of Phoenix Payments Ltd, Company No. C77764 with registered address at 5th Floor, Valletta Buildings, South Street, Valletta, VLT1103, Malta
  14. “Platform” shall mean the platform and any other system made available to the Client by Paytah as part of the Services
  15. “Privacy Notice” shall mean the terms and conditions that govern our treatment of your personal data whenever you use our Services
  16. “Services” shall mean the payment services provided to the Client by Paytah and that allow the Client to make and receive payments
  17. “Transaction” shall mean the transfer of funds or any other action or disposal related to the Services carried out by Paytah on your behalf.

Phoenix Payments Ltd | licensed by the MFSA as a Payment Institution | Company No. C77764 | 5th Floor, Valletta Buildings, South Street, Valletta, VLT1103, Malta