Terms of Service

These terms form a contract between you (“Merchant”, “you”) and LEGAL ENTITY NAME, registered in JURISDICTION under company number COMPANY NUMBER (“NexliPay”, “we”). By creating an account or routing a transaction through the platform you accept them. If you are agreeing on behalf of a company, you confirm you are authorised to bind it.

NexliPay is an orchestration layer. We receive a payment request from you, decide which of your connected processor accounts should handle it, and pass it on. We provide routing logic, retry and failover, monitoring, reconciliation and reporting.

NexliPay is not the merchant of record for your transactions and, unless separately agreed in writing under a licence held by us, does not take possession of your funds. Settlement is made by your processors into accounts you own and control.

This section is a condition of the contract, not a formality. Breach of it entitles us to suspend or terminate immediately and to report the matter where we are obliged to.

• You may only route transactions belonging to the business that owns and was underwritten for the connected account.
• You may not process another party’s sales through your account, nor allow a third party to process through yours, whether or not there is an agreement between you. This is transaction laundering and it breaches Visa and Mastercard rules and processor terms.
• You may not buy, sell, rent, lease, lend or share access to a merchant account through, or with the assistance of, NexliPay.
• You may not use the platform to disguise the true nature, source or destination of funds, or to evade a processor’s underwriting, category restrictions or reserve requirements.
• You may not route transactions for goods or services in a category prohibited by the receiving processor or card scheme.

Access is subject to review. We verify your identity and your business, screen against sanctions and PEP lists, and assess the history of each account you connect. We may refuse an account, restrict volume, apply velocity limits, or require additional documentation at any time. Approval is not a warranty that a processor will accept your volume.

• Keep your own agreements with each connected processor in good standing, and comply with card scheme rules.
• Give accurate information at onboarding and tell us within NOTICE PERIOD of any material change — ownership, business model, category, jurisdiction or reserve status.
• Maintain published refund, shipping and support policies, and a descriptor that clearly identifies your business.
• Keep dispute and chargeback rates below scheme thresholds, and respond to disputes on time.
• Protect your credentials and API keys, and tell us immediately if they are compromised.

Fees are set out in your order form: PRICING MODEL. Fees are exclusive of VAT and other taxes, which you are responsible for. We may change fees on FEE CHANGE NOTICE PERIOD written notice; if you do not accept a change you may terminate before it takes effect.

Processor fees, interchange, scheme fees, chargeback fees and reserves are charged by your processors under your agreements with them, not by us.

You may terminate on MERCHANT NOTICE PERIOD written notice. We may suspend or terminate immediately where you breach the restrictions above, where a processor or scheme requires it, where we are legally obliged to, or where continued service would expose either party to material regulatory or fraud risk.

On termination we disconnect routing and stop processing. Your processor accounts remain yours and are unaffected. We retain records for the periods set out in the Privacy Policy.

Nothing here limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited. Subject to that, neither party is liable for indirect or consequential loss, or for loss of profit, revenue, goodwill or data, and each party’s total liability in any twelve-month period is capped at LIABILITY CAP.

We are not liable for a processor’s decision to decline, hold, reserve, freeze or terminate, nor for their downtime. Routing improves the odds of approval; it does not guarantee one.

These terms are governed by the laws of GOVERNING LAW, and the courts of COURTS have exclusive jurisdiction, save that either party may seek injunctive relief in any competent court.