1. Provision of Services
SQID Payments will provide you with marketing services to send SMS messages with customized payment links to make direct payment through your Virtual POS Portal as directed on your submission form. Only this service mentioned will be provided by SQID Payment and any amendments, add ons or schedule changes must be agreed to in writing. This and the following clauses are the General terms and conditions on which this service is supplied and together with the Merchant Agreement form the total agreement between us.
2. Costs and Payments
2.1 You must pay all charges as set out in the Fee Schedule. As prices quoted on SQID Payment flyer promoting this offer but may change at any time and you will be advised if this occurs.
2.2 You will be invoiced and direct debited as agreed in your Merchant Agreement SMS Fee Schedule. The delivery of the marketing service by SQID Payments is free of charge.
2.3 You must pay the SQID Payment SMS charges without any set off, counter claim or deduction unless same is agreed in writing between us.
3. Limitation of Liability
3.1 All terms conditions, warranties, undertakings inducements and representations, whether express or implied, statutory or otherwise relating to the provision of services by SQID Payments not contained in the Agreement are excluded and SQID Payments will not accept liability for any loss or damage (including consequential loss or damage) however caused (whether by negligence or otherwise) which may be suffered or incurred or which may arise directly or indirectly with respect to the service.
3.2 Where any applicable legislation implies any term, condition or warranty into the Agreement or in respect of SQID Payment‘s relationship with you, or otherwise gives you a particular remedy against SQID Payment the legislation or any other legislation renders void or prohibits provisions excluding or modifying the application of, exercise of, or liability under such implied term, condition, warranty or remedy will be deemed to be included in the Agreement or as the case may require apply to the relationship between SQID Payment and you. However, SQID Payment‘s liability for any such breach of such implied term, condition or warranty or under such remedy, will be limited, at SQID Payment‘s option, in any one or more of the ways permitted in that legislation, including, where so permitted if the breach relates to Services the supplying of those services again or the payment of the cost of having those Services supplied again.
4. Suspension of Services
4.1 SQID Payment reserves the right to suspend services in any case where you fail to perform your obligations under this agreement. If payment for services is not received within the terms of payment stipulated by us services will cease until payment is confirmed.
4.2 SQID Payment may from time to time and without notice or liability to you suspend any of the services if the reason for doing same is an event beyond the reasonable control of SQID Payment.
5.1 SQID Payment may discontinue services if an amount payable to SQID Payment is overdue. In any such event, you remain liable for the total cost incurred by services already rendered on your behalf including all disbursements; unless otherwise agreed between the parties.
6. Marketing Content and Undertakings
6.1 If you provide SQID Payments with goods, material, photographs, film, data or information to be used in any form, you hereby warrant that these do not infringe the rights of third parties and indemnify SQID Payment against any action taken against SQID Payment by any such third party.
6.2 Without limiting the generality of the foregoing, you agree not to infringe the copyright trademark, privacy or personal or proprietary rights of third parties, supply libellous, abusive, obscene material or disparage the products or services of any third party.
6.3 SQID Payments for its part hereby undertakes not to knowingly infringe the rights of third parties in activities conducted on your behalf.
6.4 You are solely responsible for dealing with persons who access your data and warrant that you will not refer complaints or inquiries in relation to such data to us.
7. Dispute Resolution
7.1 The parties agree that if any dispute should arise under this agreement, attempts in good faith by both parties will be made to resolve the matter fairly before resorting to court procedures. In doing so, each party agrees to use its best endeavours to:
• Clearly communicate in writing the background facts leading to or causing the dispute
• Set out clearly what action is required to settle the dispute
• Select a way of resolving the dispute and explain why that way of resolving the dispute can be said to be a fair resolution
• Discuss specific means of avoiding such disputes in the future
7.2 Attempts to resolve the dispute must follow the following procedure:
1. The person complaining shall set out in writing the background, the issues and the outcome desired.
2. The person to whom the complaint is addressed will reply in writing within 10 business days to each issue in dispute setting out its perspective on the issue and the outcome desired.
3. If the dispute is not resolved in accordance with this exchange of written issues and outcomes, then the complainant will raise the matter with a neutral professional adviser within 10 business days.
4. If the dispute is not resolved in accordance with such reference, the matter shall be referred to a single agreed arbitrator within 10 business days; whose decision shall be final.
5. In the case of disagreement on the appointment of a single arbitrator, then the parties shall be entitled to nominate one independent arbitrator with 10 days of disagreement and a coin will be tossed by an independent person to decide which will act as arbitrator of the dispute.
6. Action taken to settle the dispute at each stage must be undertaken promptly and the parties shall equally share the costs associated with the dispute settlement procedure.
8. Intellectual Property
8.1 All creation files remain the property of SQID Payment.
8.2 SQID Payment observes Privacy Laws and Guidelines relating to personal data. SQID Payments provides the tools for you to send messages (or on your behalf) to your customers and you warrant that you have permission to send these messages, including all content.
9.1 If any of these terms and conditions (or part of them) is void or unenforceable, it is taken to be removed and no longer forms part of the Agreement between us. The remaining terms and conditions remain in full force and effect.
9.2 Written communications between us may take the form of letters, formal documents, or emails.
9.3 SQID Payment reserves the right to amend these terms at any time without notice. The most up to date version will be available on the SQID Payment website at all times.