Welcome to noqoodyPAY. We developed noqoodyPAY to make it easy for you to accept mobile, credit and debit card payments online from your customers so you can focus on your own product or service. noqoodyPAY incorporates the payment service which enables you to offer your goods and services and accept card payments in Qatari riyal. We draft these merchant terms of service in a clear and simple manner. Unfortunately, the realities of the legal world make it a very difficult task. So, should you have any questions or concerns or would simply like to better understand how noqoodyPAY operates, please do not hesitate to contact noqoodyPAY directly at firstname.lastname@example.org.
Below is a quick description of the sections in this agreement, but there are important details in the whole document, so you should read it carefully.
noqoodyPAY provides you with software and a service to process your online credit and debit card payments; noqoodyPAY will respect and protect your privacy, data and any personal information collected by noqoodyPAY in the course of providing this service. You run your business, service your customers, protect your customers’ data, report & pay taxes, and observe all laws, rules, and regulations.
You provide noqoodyPAY with basic information about your company; noqoodyPAY will seek to verify your information noqoodyPAY may work with third parties to do so) and approve your service account unless deemed risky (by noqoodyPAY or noqoodyPAY’s payment processors). You give noqoodyPAY a permission to do all this, and to periodically update the information or noqoodyPAY otherwise must decline to offer you the service.
noqoodyPAY pays you for your transactions (minus any fees), at a schedule communicated to you once your use of a payment service is approved. (Payouts for your card transactions are typically sent to your bank within 30 days). A certain amount of your funds may be subject to an additional hold period (e.g. Reserve account) with terms determined by your perceived risk and transaction history. You are responsible for refunds, returns, and liable for customer disputes (chargebacks).
The acquiring bank (“acquirer”) or noqoodyPAY may suspend or terminate this agreement at any time (especially if you are in breach of this agreement or are breaking the law). You can also terminate anytime. Termination is effective if all the termination terms and conditions mentioned in the agreement has been followed. Termination does not alter your liability for processed payments or related chargebacks. This section also includes all the extra-legal stuff they make us add (e.g. Indemnification, warranties, assignment).
The terms and conditions described here constitute a legal agreement between the entity listed as the “merchant” on the service registration page (sometimes referred to as “you,” “your”, or “user”), noqoodyPAY (“noqoodyPAY”) and the acquirer. noqoodyPAY and the acquirer are collectively also referred to as “we”, “our” or “us”).
Unless they are defined differently in context, the following words have these meanings in this agreement:
The payment service helps you accept and process mobile, credit card, debit card and other types of card payments (collectively “cards”) from your customers who want to pay you for your products or services or give you a donation. noqoodyPAY is not a bank or a money transfer or remittance business and noqoodyPAY does not offer banking services under any relevant law. In addition, noqoodyPAY and the acquirer do not assume any liability for the products or services purchased using the payment service. You will be required to register with noqoodyPAY to use the payment service (see registering for the payment service).
The acquirer has agreed to provide the acquirer services to you in connection with the provision by noqoodyPAY to you of the payment services. You acknowledge and agree that: (1) you may benefit from the acquirer services provided to noqoodyPAY; (2) nothing in this agreement is to be taken to be an offer by the acquirer to provide, or to be an obligation to provide, the acquirer services or any other service; (3) the acquirer is not liable to you in respect of any amount payable to you in connection with your use of the payment services; (4) the amount of any transaction processed as a card payment using the acquirer services will be paid to noqoodyPAY by the acquirer and will be credited to your nominated account by us under the terms of this agreement; (5) noqoodyPAY is responsible for dealing with complaints or disputes relating to the payment services and you will refer any such complaints or disputes (“dispute”) immediately noqoodyPAY for resolution in accordance with noqoodyPAY dispute resolution procedures; (6) you will provide all assistance reasonably required by noqoodyPAY to resolve a dispute; and (7) the acquirer is not liable (including liability for negligence) for any loss or damage caused directly or indirectly to you by the acquirer’s provision, or failure to provide, the acquirer services to noqoodyPAY.
noqoodyPAY provides the noqoodyPAY API and other software to enable you to use the payment service noqoodyPAY reserves the right to require you install or update any and all software updates to continue using the payment service. The payment service also includes software to help you manage recurring and subscription billing charges for your products and services. It is your responsibility to obtain your customers’ consent to be billed on a recurring basis in accordance with section c.6, in compliance with applicable legal requirements and card scheme payment rules.
You: (a) must immediately notify noqoodyPAY of any change to your financial position which may affect your ability to perform your obligations under this agreement; and (b) must only use the payment service for a sales transaction where you are the supplier of the goods and/or services; and (c) must not submit payment service transactions on behalf of a third party. For the avoidance of doubt, this includes submitting transactions for goods or services sold on another person’s website; and (d) must allow the employees, contractors or agents of noqoodyPAY, the acquirer or any card scheme reasonable access to your premises during normal business hours to check your compliance with this agreement, the data security standards or for the purposes of the relevant card scheme rules; and (e) must provide noqoodyPAY and the acquirer with all information and assistance noqoodyPAY or the acquirer reasonably require to perform noqoodyPAY or the acquirer’s obligations under this agreement or in relation to the acquirer services and to deal with any queries in relation to the payment service; and (f) must comply with all applicable card scheme rules and relevant laws and contractual requirements in accepting card payments and performing your obligations under this agreement; and (g) will observe and implement the fraud prevention procedures set out in the manuals, guides or directions provided to you, unless otherwise mutually agreed to by the parties.
By accepting this agreement, you authorize noqoodyPAY to hold, receive, and disburse funds on your behalf when such funds from your card transactions are settled by the acquirer. You further authorize noqoodyPAY to instruct the acquirer in the manner of how your card transaction settlement funds should be disbursed to you (such as by direct credit or sending you a paper cheque payable to you) and the timing of such disbursements. By accepting this agreement, you also authorize noqoodyPAY to hold settlement funds in a deposit account pending disbursement of the funds to you in accordance with the terms of this agreement. You agree that you are not entitled to any interest or other compensation associated with the settlement funds held in the deposit account pending settlement to your designated bank settlement account, that you have no right to direct that deposit account, and that you may not assign any interest in the deposit account. noqoodyPAY may periodically make available to you information in the noqoodyPAY management dashboard regarding anticipated amounts that are in the process of being received from the acquirer. This information does not constitute an obligation of noqoodyPAY or the acquirer to you. This information reflected in the noqoodyPAY management dashboard is for reporting and informational purposes only, and you are not entitled to, and have no ownership or other rights to these amounts, until such funds are credited to your designated bank settlement account. Your authorizations provided in this agreement will remain in full force and effect until your noqoodyPAY account is closed or terminated.
The payment service supports any Qatari-issued card and most non-Qatari issued cards with a visa, MasterCard, inluding credit, debit. noqoodyPAY will only process card transactions that have been authorized by the applicable card scheme or card issuer. You are solely responsible for verifying the identity of your users. noqoodyPAY and the acquirer do not guarantee or assume any liability for transactions authorized and completed which may later be reversed or chargedback (see sections c.11-13) relating to chargebacks below). You are solely responsible for all reversed or chargedback transactions, regardless of the reason for, or timing of, the reversal or chargeback. noqoodyPAY may add or remove one or more types of cards as supported payment card any time. If noqoodyPAY does so, noqoodyPAY will use reasonable efforts to give you prior notice of the removal.
noqoodyPAY will provide you with customer service to resolve any issues relating to your noqoodyPAY account, your card payment processing and use of noqoodyPAY software, and the distribution of funds to your designated bank settlement account. You, and you alone, are responsible for providing service to your customers for any and all issues related to your products and services, including but not limited to issues arising from the processing of customers’ cards through the payment service.
It is your responsibility to determine what, if any, taxes apply to the sale of your goods and services and/or the payments you receive in connection with your use of the payment service (“taxes”). It is solely your responsibility to assess, collect, report, or remit the correct tax to the proper tax authority. noqoodyPAY is not obligated to, nor will it determine whether taxes apply, or calculate, collect, report, or remit any taxes to any tax authority arising from any transaction. You acknowledge that noqoodyPAY and the acquirer may make certain reports to tax authorities regarding transactions that either of them process and merchants to which either of them provide the payment services.
You are fully responsible for the security of data on your website or otherwise in your possession. You agree to comply with all relevant laws and in particular privacy laws in connection with your collection, security and dissemination of any data on your website. You agree that at all times you shall be compliant with the data security standards that apply to you. The steps you will need to take to comply with the data security standards when using the noqoodyPAY payment service will vary based on your implementation. For more information about implementing the payment service, please refer to noqoodyPAY’s documentation. If noqoodyPAY or the acquirer believe it is necessary based on your implementation and request it of you, you will promptly provide us with documentation evidencing your compliance with the data security standards if requested by us. You also agree that you will use only data security standards compliant service providers in connection with the storage, or transmission of card data defined as a cardholder’s account number, expiration date, and card verification value 2 (“cvv2”). You must not store cvv2 data at any time. You acknowledge and agree that if you fail to comply with the security protocols and standards set out in this section:
(a noqoodyPAY or the acquirer may terminate this agreement and the payment services; (b) you are liable for any fine imposed on noqoodyPAY or the acquirer by any of the card schemes as a result of your failure to comply; and (c) you are liable for any fines which the card schemes levy in the event that you suffer a data compromise incident and have not complied with the pci-dss protocols. Information on the data security standards can be found on the payment card industry council’s website. It is your responsibility to comply with these standards.
If noqoodyPAY or the acquirer believe that a data breach has occurred, noqoodyPAY or the acquirer may require you to grant access to your relevant systems and databases to noqoodyPAY or the acquirer or a third party auditor that is approved by noqoodyPAY or the acquirer or any of noqoodyPAY’s or the acquirer’s agents to conduct a security audit or forensic analysis of your systems and facilities, at your expense, and issue a report to us. You authorize us to provide this report to other banking institutions, and the card schemes to the extent necessary to comply with our obligations. If we believe that a data breach has occurred, in order to continue processing card transactions, we may require you to undergo a full pci-dss accreditation. The costs of this accreditation exercise must be paid by you. You acknowledge that the acquirer may be obliged to report all data breach events to card schemes, law enforcement agencies and/or Qatari regulators. You grant irrevocable and enduring consent for the acquirer to release details of any such data breach to the aforementioned bodies.
You represent to noqoodyPAY that you are in compliance with all applicable privacy laws and you have obtained all necessary rights and consents under applicable law to disclose to noqoodyPAY, or allow noqoodyPAY to collect, use, retain and disclose any cardholder data that you provide to noqoodyPAY or authorize it to collect. You are solely responsible for disclosing to your customers that noqoodyPAY and the acquirer are processing credit card transactions for you and obtaining data from you about such customers. You will indemnify and hold both noqoodyPAY and the acquirer harmless from your failure to do so. If you receive information about others, including cardholders, through the use of the payment service, you must keep such information confidential and only use it in connection with the payment service. You may not disclose or distribute any such information to a third party or use any such information for marketing purposes unless you receive the express consent of the user to do so. You may not disclose card numbers to any third party, other than in connection with processing a card transaction requested by your customer under the payment service.
You are required to obey all relevant laws applicable to your use of the payment service (for example, those governing financial services, consumer protections, unfair competition, anti-money laundering, anti-discrimination or false advertising). In addition to any other requirements or restrictions set forth in this agreement, you shall not: (a) utilize the credit available on any card to provide cash advances to cardholders; (b) submit any card transaction for processing that does not arise from your sale of goods or service to a buyer customer, or acceptance of a bona fide charitable donation; (c) act as a payment intermediary or aggregator or otherwise resell noqoodyPAY’s services on behalf of any third party; (d) send what you believe to be potentially fraudulent authorizations or fraudulent card transaction; or (e) use the noqoodyPAY payment service in a manner that Visa, MasterCard reasonably believes to be an abuse of the card scheme or a violation of card scheme rules. You further agree not to, nor to permit any third party to, do any of the following: (f) access or attempt to access noqoodyPAY systems, programs or data that are not made available for public use; (g) copy, reproduce, republish, upload, post, transmit, resell or distribute in any way material from noqoodyPAY; (h) permit any third party to use and benefit from the payment service via a rental, lease, timesharing, service bureau or other arrangement; (i) transfer any rights granted to you under this agreement; (j) work around any of the technical limitations of the payment service, use any tool to enable features or functionalities that are otherwise disabled in the payment service, or decompile, disassemble or otherwise reverse engineer the payment service, except to the extent that such restriction is expressly prohibited by law; (k) perform or attempt to perform any actions that would interfere with the proper working of the payment service, prevent access to or use of the payment service by noqoodyPAY’s other users, or impose an unreasonable or disproportionately large load on noqoodyPAY’s infrastructure; or (l) otherwise use the payment service except as expressly allowed under this section.
noqoodyPAY and the acquirer reserve the right to not authorize or settle any transaction you submit which noqoodyPAY or the acquirer believes is in violation of this agreement, any other noqoodyPAY agreement, relevant law or exposes you, other noqoodyPAY users, the acquirer or noqoodyPAY to harm, including but not limited to fraud, money laundering and other criminal acts. You hereby grant noqoodyPAY and the acquirer authorization to share information with law enforcement about you, your transactions, or your use of the payment service if noqoodyPAY or the acquirer reasonably suspect that your noqoodyPAY account has been used for an unauthorized, illegal, or criminal purpose.
The card schemes have established guidelines, bylaws, rules, and regulations (“card scheme rules”). You are required to comply with all applicable card scheme rules that are applicable to merchants. You can review portions of the card scheme rules at Visa and MasterCard. The card schemes reserve the right to amend the card scheme rules. noqoodyPAY reserves the right to amend the agreement at any time with notice to you as necessary to comply with card scheme rules or otherwise address changes in the payment service.
You acknowledge that the acquirer or noqoodyPAY may deliver notices to you in any of the ways listed below in this section 18. A notice is considered to be received: (a) if delivered personally, at the time of delivery; (b) if sent by pre-paid post, on the third day after the posting; (c) if sent by facsimile transmission, on the date the transmitting machine records transmission of the complete document; (d) when the party sending the notice is the acquirer or noqoodyPAY, if sent by email, at the time when the email enters your information system; (e) when the party sending the notice is noqoodyPAY, if posted to noqoodyPAY’s website, after 24 hours of the time it is successfully posted to the website. The address, facsimile number or email address to be used for notices is the last address, facsimile number or email address advised by a party. You must inform noqoodyPAY immediately of any change of your address, facsimile number or email address.
You agree that, from the time you begin processing payment with noqoodyPAY until you terminate your account with noqoodyPAY, noqoodyPAY may identify you as a customer of noqoodyPAY. You acknowledge and agree that neither you nor noqoodyPAY will imply any untrue sponsorship, endorsement or affiliation between you and noqoodyPAY.
The payment service is only made available under this agreement to persons in the Qatar that operate a business selling goods or services, or to accept donations for a bona fide charitable organization, and the payment service is not made available to persons to accept card payments for personal, family or household purposes. To use the payment service for your business, you will first have to register with noqoodyPAY to apply for the relevant payment service. When you register with noqoodyPAY, noqoodyPAY will collect basic information including your name, company name, location, email address, tax identification number and phone number. If you have not already done so, you will also be required to provide an email address and password for your noqoodyPAY account. You may choose to register as an individual (sole proprietor) or as a business organization. If you register as a business organization, you must also provide information about an owner or principal of the business and you must be authorized to act on behalf of the business and have the authority to bind the business to this agreement. To sign up a business to use the payment service, you must agree to this agreement on behalf of the business. If you have so agreed, the term “you” will mean you the natural person, as well as the business organization that you represent.
You acknowledge that: (a) the operation of this agreement is conditional on the acquirer and noqoodyPAY approving an application for noqoodyPAY to provide the relevant payment services to you and this agreement is not binding until that occurs; and (b) in relation to information provided by you to noqoodyPAY in connection with your application: (i) noqoodyPAY may provide that information to the acquirer; (ii) we may rely on such information as being complete, accurate and not misleading or deceptive; and (iii) the acquirer is not obliged to verify the completeness or accuracy of the information it receives from noqoodyPAY; (c) subject to compliance with privacy law, noqoodyPAY and the acquirer may obtain from any card scheme, a person who is involved in any card scheme, any credit reporting agency or any other person, information about your merchant history or personal information about you, a related body corporate, your officers, employees or agents for any purpose relating to the operation of the card schemes and we can use any such information to assess your application; (d) subject to compliance with privacy law, noqoodyPAY and the acquirer can disclose information about your merchant history, a data breach and relevant personal information in the following circumstances: (i) to any card scheme or to any person who is involved in any card scheme, information about you for any purpose related to the operation of those schemes, card fraud detection agencies (including information about termination of merchant solutions and reason(s) for termination of the acquirer merchant solutions); (ii) where the law requires or permits us to do so; and (iii) where we have reasonable grounds to believe that either you are involved in dishonest or criminal activity, are a victim of such activity, may have information relevant to an inquiry into such activity or have experienced a data breach, to any law enforcement or regulatory agency whether or not we have been requested by that agency to provide such information; and (e) noqoodyPAY and the acquirer can disclose your information to any related entities of ours and to any outsourced service providers engaged by us (for example, mail houses, debt collection agencies (where necessary) or data analytics providers); (f) the decision whether to approve your application is at the acquirer’s sole discretion and the reason for any decision which is made may not be given to you; (g) an approval by the acquirer is specific to the payment services being provided to you and does not in any way constitute a representation by the acquirer that you will able to use the services of another payment service provider or of the acquirer directly should you cease using the payment services for any reason; and (h) any information obtained by the acquirer during its assessment of an application under section 2(a) is and remains confidential to the acquirer and will not be shared with you. The acquirer is bound by card scheme rules and all correspondence and discussions between card schemes and the acquirer are confidential as between the acquirer and the card schemes. You represent and warrant that: (i) any information you provide to noqoodyPAY in connection with an application for noqoodyPAY to provide the services is complete, accurate and not misleading or deceptive; and (j) if you have disclosed personal information to noqoodyPAY in connection with the application under section 2 (a), where required, you have obtained the relevant individual’s prior consent to the disclosure and otherwise complied with your obligations under privacy law; and (k) you are able to satisfy your obligations and responsibilities under this agreement. You acknowledge and agree that: (l noqoodyPAY and the acquirer are authorized to obtain from third parties financial and credit information relating to you in connection with our decision to approve your application and in respect of noqoodyPAY and the acquirer’s continuing evaluation of your financial and credit worthiness; and (m) any information collected by noqoodyPAY may be disclosed to the acquirer.
To verify your identity, noqoodyPAY may require additional information including your Qatari company number, Qatari business number, tax file number, residential address and date of birth. noqoodyPAY may also ask for additional information to help verify your identity and assess your business risk including business invoices, a driver’s license or other government issued identification, or business registration certification. noqoodyPAY may ask you for financial statements and may request your permission to do a physical inspection at your place of business and to examine books and records that pertain to your compliance with this agreement. Your failure to comply with a request for any of this identification information or documentation within five (5) days may result in suspension or termination of your noqoodyPAY account. You authorize noqoodyPAY to retrieve additional information about you from third parties and other identification services. noqoodyPAY may use your information to apply for card merchant acquiring accounts on your behalf with certain card schemes.
You acknowledge that we may only provide services to you under this agreement where you: (a) have a permanent establishment in the state of Qatar through which transactions are completed; (b) are registered to do business in Qatar; (c) have a local address in the State of Qatar for correspondence and acceptance of judicial process; (d) pay taxes in the State of Qatar (where required) in relation to the sales activity; and (e) satisfy any other domesticity requirements imposed by card schemes from time to time. In addition to any other right to terminate or suspend the payment service, we may immediately cease to accept transactions under this agreement where you fail to satisfy the above requirements.
There are certain categories of businesses and business practices for which the payment service cannot be used (“prohibited businesses”). Most, although not all, of these prohibited business categories are imposed by card scheme rules or the requirements of our banking providers or processor. You can request the list of restricted business by contacting directly noqoodyPAY representatives. By registering for noqoodyPAY, you confirm that you will not use the payment service to accept payments in connection with any of the prohibited business. If you are uncertain as to whether your business is a prohibited business, or have questions about how these requirements apply to you, please contact noqoodyPAY. By accepting this agreement you confirm that you will satisfy these requirements.
You agree that you will honor all valid and acceptable cards presented for payment by your customers for your goods and services in accordance with the card scheme rules, this agreement and any operating guides that noqoodyPAY may provide you from time to time. You agree that you will obtain an authorization from the card scheme(s) for each card transaction, as required under the card schemes’ rules, and will not submit a card transaction for settlement where there is a negative authorization or the card is otherwise expired. You acknowledge that the existence of an affirmative authorization from noqoodyPAY or the acquirer or the card schemes does not mean that a particular card transaction will not be subject to chargeback, reversal or claim at a later date. Subject to the other provisions of this agreement, you: (a) must only send noqoodyPAY a sales transaction when you have committed to provide the goods and services to the customer; and (b) must not accept a card in a credit card transaction for the purpose of giving a cardholder cash; and (c) must perform all obligations (including supplying all goods and/or services) to the cardholder in connection with the sale; and (d) must not sell, purchase, provide or exchange any information or document relating to a cardholder’s account number, or card number, or a transaction, to any person other than noqoodyPAY, the acquirer or the card issuer, or as otherwise required by law; (e) must, if you do provide or exchange any such information referred to in (d), do so in compliance with all relevant laws including privacy law; (f) must destroy any document that is no longer required to be retained, by applicable law or card scheme rules, in a manner which makes the information unreadable; (g) must take reasonable steps to ensure that the information and documents mentioned in (d) are protected from misuse and loss and from unauthorized access, modification or disclosure; (h) must not make any representation in connection with any goods or services which may bind noqoodyPAY, the acquirer or any card scheme; (i) must not indicate or imply that noqoodyPAY, the acquirer or any card scheme endorse any goods or services or refer to a nominated card in stating eligibility for goods, services, or any membership; (j) must not accept a card or a transaction which is of a type you have been previously advised is not acceptable; (k) must provide sufficient training to your employees to ensure you meet your obligations under this agreement; and must prominently and unequivocally inform the cardholder of your identity at all points of cardholder interaction (including on any relevant web site, promotional material and invoice) so that the cardholder can readily distinguish you from noqoodyPAY, any supplier of goods or services to you, or any other third party; (l) must provide notice to any cardholder with whom you enter into a transaction that you are responsible for that transaction, including for any goods or services provided, any payment transaction, related service enquiries, dispute resolution, and performance of the terms and conditions of the transaction; (m) must not unfairly distinguish between issuers of a card when accepting a transaction; (n) must not refuse to complete a transaction solely because a cardholder refuses to provide additional identification information in circumstances where we do not require you to obtain it; (o) if you collect or store cardholder information, you must comply with any data security standards notified to you; and (p) you may must not transfer or attempt to transfer financial liability under this agreement by asking or requiring a cardholder to waive his or her dispute rights. You will submit all card transactions for processing no later than three (3) days from the date of authorization. You will maintain appropriate records of all card transactions for a period of at least two (2) years from the date of the transaction. You will display all card scheme marks in accordance with the rules and procedures of the card schemes, and will use such marks only to indicate that you accept their cards for payment.
Unless noqoodyPAY has agreed in writing that we will provide the transaction receipt to the cardholder, you must give the cardholder a copy of the transaction receipt for each transaction at the conclusion of the purchase transaction that includes all information required under card scheme rules and applicable law, but you must not charge a fee for doing so. If you are notified that you must prepare the transaction receipt, you must ensure the information contained in the transaction receipt: (a) is identical with the information on any other copy; and (b) legibly includes the information notified to you. You must provide noqoodyPAY with the transaction receipt and any other required evidence of the transaction within seven days if you are asked by noqoodyPAY to provide it. If you wish to change your internet or email address, or telephone number appearing on the transaction receipt, you must notify noqoodyPAY in writing at least 15 banking days prior to the change taking effect.
A transaction is not valid or is unacceptable if any of the following apply: (a) the transaction is illegal as per applicable laws; (b) if applicable, the signature on the voucher, transaction receipt or authority is forged or unauthorized; (c) the transaction is before or after any validity period indicated on the relevant card; (d) you have been told not to accept the card; (e) the transaction is not authorized by the cardholder; (f) the particulars on the copy of the voucher or transaction receipt given to the cardholder are not identical with the particulars on any other copy; (g) the price charged for the goods or services is inflated to include an undisclosed surcharge for card payments; (h) another person has provided or is to provide the goods or services the subject of the transaction to a cardholder; (i) you did not actually supply the goods or services to a genuine cardholder as required by the terms of the transaction, or have indicated your intention not to do so; (j) the transaction did not relate to the actual sale of goods or services to a genuine cardholder; (k) the transaction is offered, recorded or billed in a currency we have not authorized you to accept; (l) this agreement was terminated before the date of the transaction; (m) you have not complied with your obligations in section c.1; (n) if applicable, the details are keyed into equipment and you did not legibly record on a transaction receipt the information required by 2; (o) it is a remote transaction and you did not record reasonable identification details for the cardholder and the commencement and expiry dates for the card; or it is a credit transaction in which: (i) the amount of the transaction or transactions on the same occasion is more than any applicable limit notified to you; (ii) you collected or refinanced an existing debt including, without limitation, the collection of a dishonored cheque or payment for previous card charges; or (iii) you provide a cardholder with cash; (p) it occurs during a period in which your rights under this agreement were suspended under or after this agreement was terminated; (q) you cannot give a transaction receipt as required under these terms of service; or (r) for any other reason, the cardholder is entitled under the card scheme rules to a chargeback of the transaction. A transaction for a sale or refund is not acceptable if: (s) the cardholder disputes liability for the transaction for any reason or makes a claim for set-off or a counterclaim; or (t) it is of a class which the acquirer or noqoodyPAY decide, in their discretion, is not acceptable. You acknowledge and agree that the acquirer or noqoodyPAY may: (u) refuse to accept a transaction if it is invalid or unacceptable, or may charge it back to you if it has already been processed, even if noqoodyPAY or the acquirer have given you an authorization; and (v) reverse a sales transaction as a chargeback, and debit your account for the amount of the chargeback, for any of the reasons in section 3(a) through (t) or any other reason we notify you of from time to time; and (w) without limiting the above, delay, block, freeze or refuse to accept any transaction where the acquirer or noqoodyPAY have reasonable grounds to believe that the transaction breaches Qatari law or sanctions or the laws or sanctions of any other country. You cannot infer from the fact that a cardholder has been issued with a nominated card, or that a transaction has been processed or an authorization has been given, that we have guaranteed: (x) the cardholder’s creditworthiness; or (y) the correct identity of the cardholder; or (z) that the transaction is valid and acceptable and will not be subsequently charged back or reversed; or (aa) that you have complied with your obligations under this agreement and you waive any right to claim that we do.
You must: (a) use reasonable care to detect forged or unauthorized signatures or the unauthorized use or forgery of a card; and (b) notify noqoodyPAY if you become aware of or suspect fraud on the part of a cardholder; and (c) not deliberately reduce the value of any one transaction by: (i) splitting a transaction into two or more transactions; or (ii) allowing a cardholder to purchase items separately; and (d) establish a fair policy for dealing with refunds and disputes about transactions and include information about that policy on transaction receipts as required by noqoodyPAY; and (e) only submit a transaction as a refund to a cardholder if it is a genuine refund of a previous sale transaction. The refund must be processed to the same card that was used in the original sales transaction and be for the original sale amount or, if the cardholder has agreed to a partial refund, the amount of that partial refund; and (f) give refunds for transactions by means of credit and not in cash or cheque; and (g) not process a refund transaction as a way of transferring funds between your accounts; and (h) if a transaction for a sale does not cover the full amount of the sale: (i) in the situation in which the card is used to make a deposit or pay an installment you may accept the card in payment of all or part of the outstanding balance; and (ii) in any other circumstance you must obtain the balance due at the time the sale is completed in cash; and (i) not state or set a minimum or maximum amount for a card transaction without our prior written consent; and (j) not ask a cardholder to reveal their pin or any other secret identifier; and (k) contact noqoodyPAY for instructions if the identification of a cardholder or the validity of the card is uncertain; and (l) must not knowingly submit for processing any transaction that is illegal or that you should have known is illegal. For remote transactions, you must: (m) take reasonable steps to verify the identity of the person you are dealing with, in order to confirm that they are the genuine cardholder, including by observing and implementing the recommendations in any fraud prevention material provided to you; and (n) record reasonable identification details of the person you are dealing with, as well as the commencement and expiry dates of the card.
For the purpose of this section c.5, the following words or phrases have the following meanings: “surcharge” means any fee charged by a merchant to a cardholder that is added to a transaction for the acceptance of a card; and “reasonable costs of card acceptance” are costs that will be determined having regard to the central bank of the Qatar’s guidance note: interpretation of surcharging standards, as amended or replaced from time to time.
(a) Where you elect to charge a cardholder a surcharge in respect of a transaction, you must not impose a surcharge in excess of the reasonable cost of card acceptance. (b) Upon request by noqoodyPAY or any card schemes, you must produce supporting information to substantiate your costs of card acceptance. Where the card scheme dictates the format of the required substantiation, e.g. through use of a “reasonable cost of acceptance calculator”, you must provide details of your costs in the required format, (c) where required by a card scheme, you must submit, at your cost, to an audit of your costs of card acceptance by an independent auditor approved by the card scheme requiring the audit. The audit must be completed and results reported back to the relevant card scheme within the timeframe specified by the card scheme. (d) where, following an investigation into your surcharging and cost of card acceptance, we or a card scheme determine that the amount that you are surcharging exceeds the reasonable costs of card acceptance, we may, by 30 days’ notice to you, require you to reduce your surcharge level to an amount that does not exceed the reasonable costs of card acceptance, (e) without limiting any other rights that we may have under this agreement, we may, by notice to you, terminate this agreement if, following receipt of notice under this section, you fail to reduce your surcharge level to an amount that does not exceed the reasonable costs of card acceptance, (f) you acknowledge that excessive surcharging by you could expose the acquirer to fines from card schemes. You agree to indemnify the acquirer against any fines imposed by card schemes in relation to your surcharging practices. (g) you acknowledge that card issuers may from time to time change the classification of a credit card (i.e. Standard or premium) and, as a result, when applying a surcharge rate to a cardholder, it cannot be guaranteed that the classification of the card (i.e. Standard or premium) on which you have based the surcharge will be same as the classification on which you are charged your merchant service fee in relation to the same transaction.
You must clearly disclose to the cardholder before the transaction is completed any surcharge that you will charge for completing the transaction, and do it in such a way that allows the transaction to be cancelled without the cardholder occurring any cost, (i) you must display on the payment page on your website a notice stating: (1) that you charge a surcharge; and (2) the exact amount or percentage of the surcharge. (j) You must not represent or otherwise imply that the surcharge is levied by a card scheme, by noqoodyPAY or the acquirer or any other financial institution.
The acquirer will settle, on each business day, the gross amount of all funds received from the card schemes in respect of transactions processed under this agreement, less any chargebacks or refunds. You authorize and direct the acquirer to pay all amounts due to you under this agreement to noqoodyPAY, who you appoint as your agent for the purpose of receiving all settlement funds payable by the acquirer to you under this agreement. noqoodyPAY will pay out funds settling from the acquirer to your designated bank settlement account in the amounts actually received (less noqoodyPAY’s fees as defined below) for card transactions submitted to the payment service. The payouts will be made to the bank account (“bank account”) you specify in your noqoodyPAY account. The bank account must be located at a bank in the State of Qatar and held in the name of your business as you have identified it to noqoodyPAY. You are responsible for the accuracy and correctness of information regarding your bank account. Funds for any given transaction will not be transferred to your bank account until the transaction is considered complete. Transactions will be considered complete when noqoodyPAY has received funds in settlement from the acquirer. The actual timing of the transfers to your bank account of the settling funds will be subject to the payout schedule as defined below. After each payout of card settlement funds to your bank account, noqoodyPAY will update information in your noqoodyPAY management dashboard to reflect settlement. Information regarding your card transactions processed and settled with the payment services (“transaction history”) will be available to you when you login to noqoodyPAY’s website. noqoodyPAY provide a minimum of one year of transaction history on noqoodyPAY’s website. Except as required by law, you are solely responsible for compiling and retaining permanent records of all transactions and other data associated with your use of noqoodyPAY, your transaction history and your use of the payment service. You acknowledge and agree that: (a) payment of the settlement funds by the acquirer to noqoodyPAY in accordance with your direction under this section 6 will satisfy the acquirer’s obligation to you in respect of settlement of those funds; (b) noqoodyPAY is responsible for disbursing any amounts received from the acquirer to you, in accordance with your payout arrangements with noqoodyPAY; and (c) the acquirer will not be liable for any failure by noqoodyPAY to account to you for any funds received from the acquirer.
Payout schedule refers to the time it takes for noqoodyPAY to initiate a transfer to your bank account of settlement funds arising from card transactions processed through the payment service (“payout schedule”). noqoodyPAY’s general payout schedule will be identified on the successor website, and will typically be a rolling schedule (e.g., and for example only, 7 days) from the date of charge. noqoodyPAY may change the payout schedule periodically as permitted under this agreement. Once your bank account information has been reviewed, noqoodyPAY will initiate transfer of settlement funds (less any fees, chargebacks, and other funds owed to noqoodyPAY for any reason) in accordance with the payout schedule, the terms of which will be made available to you when you login to your noqoodyPAY management dashboard. The settlement funds should normally be credited to your bank account within 1-2 days of noqoodyPAY initiating the payout noqoodyPAY is not responsible for any action taken by the institution holding your bank account that may result in some or all of the funds not being credited to your bank account or not being made available to you in your bank account. You can contact noqoodyPAY to inquire about changing the timing of your payout schedule. Upon submitting a request, you will be informed of the process and requirements for noqoodyPAY to review your payout schedule. noqoodyPAY and the acquirer reserve the right to change the payout schedule or suspend payouts to your bank account should we determine it is necessary due to pending disputes, excessive or anticipated excessive chargebacks or refunds, or other suspicious activity associated with your use of the payment service or if required by law or court order.
You may only process a transaction as a recurring transaction if: (a) you have obtained cardholder permission (either electronically or in hardcopy) to periodically charge for a recurring service and have provided notice (e.g. Via email) prior to each successive charge; and (b) you retain this permission for the duration of the recurring services and make it available to us on request; and (c) you provide a simple and accessible online cancellation procedure, if the cardholder request for the goods or services was initially accepted online.
Your transaction history will be available to you when you login to the noqoodyPAY management dashboard. Except as required by law, you are solely responsible for reconciling your transaction history with your actual card payment transactions. You agree to notify noqoodyPAY of any discrepancies arising from such reconciliation and verification. noqoodyPAY will investigate any reported discrepancies and attempt to rectify any errors that you or we discover. In the event you are owed money as a result of the discrepancy, noqoodyPAY will transfer funds to your bank account in the next scheduled payout. Your failure to notify noqoodyPAY of an error or discrepancy in your transaction history within sixty (60) days of when it first appears on your transaction history will be deemed a waiver of any right to amounts owed to you in connection with any such error or discrepancy in processing your card payments. If you submit or cause noqoodyPAY to process transactions erroneously, you agree to contact noqoodyPAY immediately to report this error. noqoodyPAY will investigate any reported errors and attempt to rectify any errors that you or noqoodyPAY discovers by crediting or debiting your bank account as appropriate. Your failure to notify noqoodyPAY of a processing error within thirty (30) days of when it first appears on your electronic transaction history will be deemed a waiver of any right to amounts owed to you by noqoodyPAY or the acquirer.
By accepting this agreement, you agree to submit any and all refunds and adjustments for returns of your products and services through the payment service to the cardholder’s card in accordance with the terms of this agreement and card scheme rules. Card scheme rules require that you will: (a) maintain a fair return, cancellation or adjustment policy; (b) disclose your return or cancellation policy to customers at the time of purchase; (c) not give cash refunds to a customer in connection with a card sale, unless required by law; and (d) not accept cash or any other item of value for preparing a card sale refund. You must only submit a transaction as a refund to a cardholder if it is a genuine refund of a previous sale transaction. The refund must be processed to the same card that was used in the original sales transaction and be for the exact amount of the original transaction including tax, handling charges, and any other fees or charges or, if the cardholder has agreed to a partial refund, the amount of that partial refund. The refund amount may not exceed the original sale amount except by an amount equal to any reimbursements to customer for postage costs incurred for product returns. You will use best efforts to process all refunds within sixty (60) days after the original transaction date, and you acknowledge that refunds processed after that time may not be capable of being processed for processed refunds, noqoodyPAY will deduct the refund amount (including any applicable fees) from: (e) settlement funds owed to you from processing of other card transactions; or (f) funds in any reserve account. If these funds are not sufficient, you authorize noqoodyPAY to initiate a direct debit to your bank account in the amount necessary to complete the refund transaction to the cardholder’s card. In the event noqoodyPAY cannot access your bank account by means of direct debit, you agree to pay all funds owed to noqoodyPAY upon demand. You are solely responsible for accepting and processing returns of your products and services; noqoodyPAY has no responsibility or obligation for processing such returns.
A chargeback is typically caused when a customer disputes a charge that appears on their bill. A chargeback may result in the reversal of a transaction, with the amount charged back to you. You can be assessed chargebacks for: (a) customer disputes; or (b) unauthorized or improperly authorized transactions; or (c) transactions that do not comply with card scheme rules or the terms of this agreement or are allegedly unlawful or suspicious; or (d) any reversals for any reason by the card scheme, the acquirer, or the cardholder bank. When a chargeback is issued, you are immediately liable for the full amount of payment of the chargeback plus any associated fees, fines, expenses or penalties (including those assessed by the card schemes or the acquirer). You agree that noqoodyPAY may recover these amounts by debiting by means of direct debit of your bank account associated with your noqoodyPAY account, debiting your reserve account, or setting off any amounts owed to you by noqoodyPAY. If we are unable to recover funds related to a chargeback for which you are liable, you will pay to noqoodyPAY the full amount of the chargeback immediately upon demand. You agree to pay noqoodyPAY for all costs and expenses, including without limitation attorneys’ fees and other legal expenses, incurred by or on behalf of noqoodyPAY in connection with the collection of any unpaid chargebacks unpaid by you. Further, if noqoodyPAY or the acquirer reasonably believes that a chargeback is likely with respect to any transaction, noqoodyPAY or the acquirer may withhold the amount of the potential chargeback from payments otherwise due to you under this agreement until such time that: (e) a chargeback is assessed due to a customer’s complaint, in which case noqoodyPAY will retain the funds; (f) the period of time under applicable law or regulation by which the customer may dispute that the transaction has expired; or (g) noqoody pay or the acquirer determines that a chargeback on the transaction will not occur.
You, noqoody pay or the acquirer may elect to contest chargebacks assessed to your account. Noqoody pay may provide you with assistance including notifications and software to help contest your chargebacks. Noqoody pay does not assume any liability for its role or assistance in contesting chargebacks. You agree to provide noqoody pay or the acquirer with the necessary information, in a timely manner and at your expense, to investigate or help resolve any chargeback. You also grant noqoody pay permission to share records or other information required with the cardholder, the cardholder’s financial institution, and your financial institution to help resolve any disputes. You acknowledge that your failure to provide noqoody pay with complete and accurate information in a timely manner may result in an irreversible chargeback being assessed. If the cardholder’s issuing bank or the card scheme does not resolve a dispute in your favor, noqoody pay may recover the chargeback amount and any associated fees from you as described in this agreement. Noqoody pay reserves the right, upon notice to you, to charge a fee for processing, mediating or investigating chargeback disputes.
At any point, noqoodyPAY, the acquirer, or the card schemes may determine that you are incurring excessive chargebacks. Excessive chargebacks may result in additional fees, penalties, or fines that are payable by you. Excessive chargebacks may also result in additional controls and restrictions to your use of the payment service, including without limitation: (a) changes to the terms of your reserve account; (b) increases to your applicable fees; (c) delays in your payout schedule; or (d) suspension or termination of your noqoodyPAY account and the payment service. The card schemes may also place additional controls or restrictions as part of their own monitoring programs for merchants with excessive chargebacks.
You agree to pay the fees (“fees”) assessed by noqoodyPAY to you for providing the payment services described in this agreement. These fees will be calculated pursuant to the fee schedule linked to here and incorporated into this agreement by reference. noqoodyPAY reserves the right to revise its fees at any time, subject to a thirty (30) day notice period to you. You acknowledge that you are also responsible for any penalties or fines imposed on noqoodyPAY or directly to you by the acquirer or any card schemes or financial institution as a result of your activities.
To the extent permitted by law, noqoodyPAY may collect any obligations you owe noqoodyPAY or the acquirer under this agreement by deducting the corresponding amounts from the reserve account or from funds payable to you arising from the settlement of card transactions. Fees will be assessed at the time a transaction is processed and will be first deducted from the funds received for such transactions. If the settlement amounts or reserve account are not sufficient to meet your obligations to noqoodyPAY or the acquirer, noqoodyPAY may charge or debit the bank account or credit card registered in your noqoodyPAY account for any amounts owed to us. Your failure to fully pay amounts that you owe noqoodyPAY or the acquirer under this agreement on demand is a breach of this agreement. You will be liable for noqoodyPAY’s costs associated with collection in addition to the amount owed, including without limitation attorneys’ fees and expenses, costs of any arbitration or court proceeding, collection agency fees, and any applicable interest. Additionally, noqoodyPAY may require a personal guarantee from a partner, proprietor, or owner of your entity for funds owed under this agreement. If noqoodyPAY requires a personal guarantee noqoodyPAY will specifically inform you in advance.
Funds held in reserves are amounts of money set aside to cover chargebacks, refunds, or other payment obligations under this agreement (a “reserve account”). noqoodyPAY, in its sole discretion, will set the terms of your reserve account and notify you of such terms, which may require that a certain amount (including the full amount) of the funds received for your transaction is held for a period of time or that additional amounts are held in reserve account. noqoodyPAY, in its sole discretion, may elect to change the terms of the reserve account at any time for any reason based on your payment processing history or as requested by the acquirer. noqoodyPAY may fund the reserve account by means of: (a) any funds payouts made or due to you for card transactions submitted to the payment service; (b) amounts available in your bank account by means of direct debit to that bank account; (c) other sources of funds associated with your noqoodyPAY account; or (d) requesting that you provide funds to noqoodyPAY for deposit to the reserve account.
You grant noqoodyPAY a lien and security interest in the reserve account, all card transactions (including future card transactions), any rights to receive credits or payments under this agreement, and all deposits and other property of yours possessed or maintained by noqoodyPAY on your behalf to secure the performance by you of the obligations under this agreement. You will execute, deliver, and pay the fees for any documents noqoodyPAY requests to create, perfect, maintain and enforce this security interest.
The agreement is effective upon the date the acquirer approves your application to receive the payment services and continues so long as you use the payment service or until terminated by noqoodyPAY or the acquirer.
You may terminate this agreement by closing your noqoodyPAY account at any time by following the instructions on noqoodyPAY website in your account profile. noqoodyPAY may suspend or terminate this agreement or any part of it and close your noqoodyPAY account at any time for any reason effective upon providing you notice in accordance with section a .18 above. The acquirer or noqoodyPAY may suspend or terminate this agreement or suspend then terminate this agreement or any part of it at any time if: (a) you are in breach of your obligations under or arising out of this agreement; or (b) if in the acquirer or noqoodyPAY’s reasonable opinion, the processing of your transactions exposes noqoody pay or the acquirer to an unacceptable level of risk; or (c) you are or have engaged in conduct which exposes noqoodyPAY or the acquirer to potential fines or penalties imposed under relevant law; or (d) your rights under this agreement are the subject of a direction made under relevant law that the payment service be suspended or terminated; or (e) noqoodyPAY determines in its sole discretion that you are ineligible for the payment service because of the risk associated with your noqoodyPAY account, including without limitation significant credit or fraud risk, that your business or equipment is or has been targeted by a person engaged in fraudulent or dishonest activity whether with or without your knowledge or for any other reason; or (f) a direction is made under relevant law that the payment service be suspended or terminated; or (g) you have experienced an adverse change in financial circumstances; or (h) noqoodyPAY has concerns about your solvency or if you come insolvent or are subject to any form of insolvency administration or a resolution is passed or an order is made for winding up; or (i) you have a significant adverse credit event recorded against you; or (j) we are directed to by an Qatari government regulator, a card scheme or a card issuer, for any reason. This agreement will terminate automatically and immediately if: (k) noqoodyPAY’s registration as a member service provider or independent sales organization with any card scheme is cancelled; (l) noqoodyPAY’s agreement with the acquirer for the provision of merchant services is terminated for any reason; or (m) any other agreement that you have with noqoodyPAY in respect of noqoodyPAY’s payment processing services is terminated for any reason. You authorize the acquirer to disclose to any card scheme advice of termination of this agreement and the reasons for the termination. You acknowledge that the information concerning termination of this agreement then becomes available to any member of the card schemes. This information, available to any member of the card schemes, may be used in assessing subsequent applications for merchant facilities. This section d.2 survives termination of this agreement.
Upon termination and closing of your noqoodyPAY account, noqoodyPAY will immediately discontinue your access to the payment service. You agree to complete all pending transactions, immediately remove all logos for cards, and stop accepting new transactions through the payment service. You will not be refunded the remainder of any fees that you have paid for the payment service if your access to or use of the payment service is terminated or suspended. Any funds in noqoodyPAY’s custody will be paid out to you subject to the terms of your payout schedule. Termination does not relieve you of your obligations as defined in this agreement and noqoodyPAY may elect to continue to hold any funds deemed necessary pending resolution of any other terms or obligations defined in this agreement, including but not limited to chargebacks, fees, refunds, or other investigations or proceedings. Upon termination you agree: (a) to immediately cease your use of the payment service; (b) to discontinue use of any noqoodyPAY trademarks; and (c) to immediately remove any noqoodyPAY references, logos and trademarks from your site; (d) that the license granted under this agreement shall end; (e) that noqoodyPAY reserves the right (but have no obligation) to delete all of your information and account data stored on its servers; and (f) noqoodyPAY will not be liable to you for compensation, reimbursement, or damages in connection with your use of the payment service, or any termination or suspension of the payment service or deletion of your information or account data. At any time within thirty (30) days after terminating your noqoodyPAY account you may request in writing that noqoodyPAY transfer card data associated with your transaction history to an alternative pci-dss level 1 certified payment processor that you notify to noqoodyPAY. noqoodyPAY will use commercially reasonable efforts to complete such transfer within ten (10) business days from receipt of your written request.
noqoodyPAY grants you a personal, limited, non-exclusive, revocable, non-transferable license, without the right to sublicense, to electronically access and use the payment service solely to accept and receive payments and to manage the funds you so receive. The payment service includes noqoodyPAY’s website, any software, programs, documentation, tools, internet-based services, components, and any updates (including software maintenance, service information, help content, bug fixes or maintenance releases) provided to you by noqoodyPAY. You will be entitled to download updates to the payment service, subject to any additional terms made known to you at that time, when noqoodyPAY makes these updates available. noqoodyPAY may also periodically make available certain noqoodyPAY logos, trademarks or other identifiers for your use. If noqoodyPAY does so, you will use them subject to and in accordance with noqoodyPAY then current trademark usage guidelines.
The payment service is licensed and not sold. noqoodyPAY reserves all rights not expressly granted to you in this agreement. The payment service is protected by copyright, trade secret and other intellectual property laws. noqoodyPAY owns the title, copyright and other worldwide intellectual property rights (as defined below) in the payment service and all copies of the payment service. This agreement does not grant you any rights to noqoodyPAY’s trademarks or service marks. You acknowledge and agree that: (a) the card scheme logos, names and holograms (‘the marks’) are owned solely and exclusively by the relevant card scheme; and (b) you will not contest the ownership of the marks for any reason; and (c) the card scheme may at any time, immediately and without notice, prohibit you from using any of the marks for any reason; and (d) you may only use advertising and promotional material for the cards or which show a card scheme mark in the manner the acquirer approves, unless you have received authorization from the card schemes through other means. For the purposes of this agreement, “intellectual property rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction. You may choose to or noqoodyPAY may invite you to submit comments or ideas about the payment service, including without limitation about how to improve the payment service or noqoodyPAY’s products (“ideas”). By submitting any idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place noqoodyPAY under any fiduciary or other obligation, and that noqoodyPAY is free to use the idea without any additional compensation to you, and/or to disclose the idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, noqoodyPAY does not waive any rights to use similar or related ideas previously known to noqoodyPAY, or developed by its employees, or obtained from sources other than you.
You are responsible for all reversals, chargebacks, claims, fines, fees, penalties and other liability arising out of or relating to your breach of this agreement, and/or your use of the payment service. You agree to reimburse your customer, noqoodyPAY, the acquirer and any third party designated by noqoodyPAY or the acquirer for any and all such liability. You agree to indemnify and hold both noqoodyPAY and the acquirer harmless from and against any fines imposed on noqoody pay or the acquirer by a card scheme because of your conduct in relation to the payment services, including any fines imposed as a result of an unacceptable rate of chargebacks. For the purposes of this section, the following words have the following meanings: “claim” means a challenge to a payment that you or a buyer customer files directly with noqoodyPAY. “reversal” means noqoodyPAY reverses the settlement of funds from a processed card transaction that you received because: (a) the card transaction is invalidated by the card issuer; (b) the settlement funds were sent to you in error by: (i) noqoodyPAY or the acquirer; (ii) the processors, suppliers or licensors of noqoodyPAY or the acquirer; or (iii) any of the respective affiliates, agents, directors and employees of any of the entities listed in (i) or (ii) above; (c) the sender of the payment did not have authorization to send the payment (for example: the buyer used a card that did not belong to the buyer); (d) you received the payment for activities that violated this agreement or any other noqoodyPAY agreement; or (e) noqoodyPAY decided a claim against you. noqoodyPAY will have the final decision-making authority with respect to claims, including without limitation claims for refunds for purchased items that are filed with noqoodyPAY by you or your customers. You will be required to reimburse noqoodyPAY for your liability. Your liability will include the full purchase price of the item plus the original shipping cost (and in some cases you may not receive the item back). You will not receive a refund of any fees paid to noqoodyPAY. Without limiting the foregoing, you agree to defend, indemnify, and hold harmless noqoodyPAY, the acquirer and their respective employees and agents (collectively “disclaiming entities”) from and against any claim, suit, demand, loss, liability, damage, action or proceeding arising out of or relating to: (f) your breach of any provision of this agreement; and/or (g) your use of the payment service, including without limitation any reversals, chargebacks, claims, fines, fees, penalties and attorneys’ fees; (h) your, or your employee’s or agent’s, negligence or willful misconduct; or (i) third party indemnity obligations noqoodyPAY or the acquirer incurs as a direct or indirect result of your acts or omissions (including indemnification of any organization or issuer). If you are liable for any amounts owed to noqoodyPAY, noqoodyPAY may immediately remove such amounts from your reserve account and deduct the amounts owed to noqoodyPAY from such reserve account funds. If you do not have sufficient funds in the reserve account to cover your liability, you will be required to immediately add funds additional funds to your reserve account to cover funds owed to noqoodyPAY. If you do not do so, noqoodyPAY may engage in collections efforts to recover such amounts from you at your cost and expense.
You represent and warrant to us that: (a) you are eligible to register and use the services provided under this agreement; (b) by entering into this agreement you are not currently and will not be in breach of any relevant law or any obligation owed to any person; and (c) you have the right, power, and ability to enter into and perform the obligations under this agreement, and: (i) if you are a natural person, you are at least eighteen (18) years of age or, if you are under eighteen (18) years of age, you’ve obtained the consent of your parent or legal guardian to your execution of this agreement and use of the payment services in the manner prescribed by noqoodyPAY; (ii) if you are an incorporated body, you validly exist under the laws of your place of incorporation and have the power and authority to carry on your business as that business is now being conducted and using any name under which that business is being conducted; and (iii) if you, a related body corporate or any officer, employee or agent of you or a related body corporate has at any time been listed on a database of terminated merchants maintained by any card scheme or have otherwise had merchant services terminated by another acquiring bank, you have disclosed that fact to noqoodyPAY; (d) the name identified by you when you registered is your name or business name under which you sell goods and services; (e) any sales transaction submitted by you will represent a bona fide sale by you; (f) any sales transactions submitted by you will accurately describe the goods and/or services sold and delivered to a purchaser; (g) you will fulfill all of your obligations to each customer for which you submit a transaction and will resolve any consumer dispute or complaint directly with the purchaser; (h) you and all transactions initiated by you will comply with all relevant laws applicable to your business, including any applicable tax laws and regulations; (i) except in the ordinary course of business, no sales transaction submitted by you through the payment service will represent a sale to any principal, partner, proprietor, or owner of your entity; and (j) you will not use the payment service, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the use of the payment service. The representations and warranties set out in this section are ongoing throughout the term of this agreement.
The payment service is developed for use by merchants in the State of Qatar. Neither noqoodyPAY nor the acquirer make any representations that the payment service is appropriate or available for use in other locations. Those who access or use the payment service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all relevant laws, foreign and local laws and regulations, including but not limited to export and import regulations. You may not use the payment service if you are a resident of a country embargoed by the United Nations or the state of Qatar, or are a foreign person or entity blocked or denied by the Qatari government. Unless otherwise explicitly stated, all materials found on the payment service are solely directed to individuals, companies, or other entities located in the state of Qatar. To the extent that you acquire goods or services from noqoodyPAY or the acquirer as a consumer within the meaning of the Qatari consumer law, you have certain rights and remedies (including consumer guarantee rights) that cannot be excluded, restricted or modified by agreement. Nothing in this agreement operates to exclude, restrict or modify the application of any implied condition or warranty, provision, the exercise of any right or remedy, or the imposition of any liability under the Qatari consumer law or any other statute where to do so would: (a) contravene that statute; or (b) cause any term of this agreement to be void. The payment service and all accompanying documentation are provided on an “as is” and “as available” basis, without any warranties, either express, implied, or statutory, including without limitation any implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement. Use of the payment service is at your own risk. No advice or information, whether oral or written, obtained by you from or through the payment service or from (i) noqoodyPAY start or the acquirer; (ii) the processors, suppliers or licensors of noqoodyPAY start or the acquirer; or (iii) any of the respective affiliates, agents, directors and employees of any of the entities listed in (i) or (ii) above (collectively, the “disclaiming entities” and individually a “disclaiming entity”) will create any warranty. You specifically acknowledge that neither noqoodyPAY nor the acquirer have any control over the products or services that are paid for with the services, and neither noqoodyPAY start nor the acquirer can ensure that your customers will complete a transaction or is authorized to do so. Without limiting the foregoing, the disclaiming entities do not warrant that the information they provide or that is provided through the payment service is accurate, reliable or correct; that the payment service will meet your requirements; that the payment service will be available at any particular time or location, that the payment service will function in an uninterrupted manner or be secure; that any defects or errors will be corrected; or that the payment service is free of viruses or other harmful components. Any subject matter downloaded or otherwise obtained through the use of the payment service is downloaded at your own risk and you will be solely responsible for any damage to your property or loss of data that results from such download. The disclaiming entities make no representations or warranties about how long will be needed to complete the processing of a transaction. The disclaiming entities do not warrant, endorse, guarantee, or assume responsibility for any product or payment service advertised or offered by a third party through the payment service or any hyperlinked website or service, or featured in any banner or other advertising, and noqoodyPAY start will not be a party to or in any way monitor any transaction between you and third-party providers of products or services. To the extent permitted by law, all conditions, warranties, guarantees, rights, remedies, liabilities and other terms implied or conferred by statute, custom or the general law that impose any liability or obligation on noqoodyPAY are excluded under this agreement. If a supply under this agreement is a supply of goods or services to a consumer within the meaning of the Qatari consumer law, nothing contained in agreement excludes, restricts or modifies the application of any provision, the exercise of any right or remedy, or the imposition of any liability under the Qatari consumer law, provided that, to the extent that the Qatari consumer law permits noqoodyPAY to limit its liability, then noqoodyPAY’s liability shall be limited to: (c) in the case of services, supplying the services again or payment of the cost of having the services supplied again; and (d) in the case of goods, replacing the goods, supplying equivalent goods or repairing the goods, or payment of the cost of replacing the goods, supplying equivalent goods or having the goods repaired.
To the maximum extent permitted by applicable law. In no event shall a disclaiming entity (as defined in section 8 above) be liable for any act or omission (including negligence) that results in any direct or indirect lost profits, loss of data, or any indirect, punitive, incidental, special, consequential or exemplary damages arising out of, in connection with or relating to this agreement or the services, including without limitation the use of, inability to use, or unavailability of the payment service. Under no circumstances will any of the disclaiming entities (as defined in section 8 above) be responsible for any damage, loss, or injury resulting from hacking, tampering or other unauthorized access or use of the payment service or your noqoodyPAY account or the information contained therein. Under no circumstances will noqoodyPAY or the acquirer be liable to you for any lost sales, revenue or profit or loss of custom due to any service failure which results in you being unable to promptly accept payments from your customers. The disclaiming entities assume no liability or responsibility for any (a) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the service; (b) any unauthorized access to or use of servers used in connection with the services and/or any and all personal information stored therein; (c) any interruption or cessation of transmission to or from the payment service; (d) any software bugs, viruses, Trojan horses, or other harmful code that may be transmitted to or through the payment service; (e) any errors, inaccuracies or omissions in any content or information, for any loss or damage incurred as a result of the use of any content or information, in each case posted, emailed, stored, transmitted, or otherwise made available through the payment service; and/or (f) user content or the defamatory, offensive, or illegal conduct of any third party. Without limiting the foregoing provisions of this section 9, the disclaiming entities’ cumulative liability to you shall be limited to direct damages and in all events shall not exceed in the aggregate the amount of fees paid by you to noqoody pay during the three (3) month period immediately preceding the event giving rise to the claim for liability. This limitation of liability section applies regardless of the legal basis on which the claim is based, including without limitation contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if noqoodyPAY or the acquirer have been advised of the possibility of such damage. The provisions of this section 9 shall apply to the fullest extent permitted by law in the applicable jurisdiction.
You agree that any disputes arising out of or relating to this agreement or the payment service shall be resolved in accordance with this section 10. This agreement is governed by the Qatari laws. Each party submits to the jurisdiction of the courts of that Qatar and any courts of appeal from them. Headings are included for convenience only, and shall not be considered in interpreting this agreement. The agreement does not limit any rights that we may have under trade secret, copyright, patent or other laws. noqoodyPAY’s failure to assert any right or provision under this agreement shall not constitute a waiver of such right or provision. No waiver of any term of this agreement shall be deemed a further or continuing waiver of such term or any other term.
noqoodyPAY has the right to change or add to the terms of this agreement at any time, and to change, delete, discontinue, or impose conditions on any feature or aspect of the payment service or software with notice that noqoodyPAY in its sole discretion deems to be reasonable in the circumstances, including such notice on noqoodyPAY’s website or any other website maintained or owned by noqoodyPAY for the purposes of providing services in terms of this agreement. Any use of the payment service or software after noqoodyPAY’s publication of any such changes shall constitute your acceptance of this agreement as modified.
This agreement, and any rights and licenses granted hereunder, may not be transferred, charged or assigned by you without our prior written consent, but noqoodyPAY’s rights and obligations under this agreement may be assigned by noqoodyPAY without consent or other restriction.
noqoodyPAY and the acquirer may at any time without notice to you set off any liability owed by noqoody pay or the acquirer (as the case may be), to you on any account against any liability owed by you to noqoody pay or the acquirer (as the case may be) under or in connection with this agreement. For the purpose of this section, “liability” means any debt or monetary liability, irrespective of whether the debt or monetary liability is future or present, actual or contingent.
You agree to give noqoodyPAY at least 30 days prior notification of your intent to change your current product or services types, your trade name or the manner in which you accept payment. You agree to provide noqoodyPAY with prompt notification if any step is taken to appoint a receiver, a receiver and manager, a trustee in bankruptcy, a liquidator, a provisional liquidator, an administrator or other like person of the whole or any part of your assets or business. You also agree to promptly notify noqoodyPAY if you cease to carry on business, you cease to be able to pay its debts as they become due, any step is taken by a mortgagee to take possession or dispose of the whole or any part of its assets, operations or business, any step is taken to enter into any arrangement between you and your creditors or of any adverse change in your financial condition, any planned or anticipated liquidation or substantial change in the basic nature of your business, any transfer or sale of 25% or more of your total assets or any change in the control or ownership of you or your parent entity. You will also notify noqoodyPAY of any judgment, writ, warrant of attachment, execution or levy against 25% or more of your total assets not later than three days after you obtain knowledge of it. You also agree to promptly notify noqoodyPAY where, if you are a partnership, any step is taken to dissolve that partnership or a partner dies.
This agreement binds you and your respective heirs, representatives, and permitted and approved successors (including those by merger and acquisition) or any permitted assigns.
No party will be liable for delays in processing or other non-performance caused by such events as fires, telecommunications failures, utility failures, power failures, equipment failures, labor strife, riots, war, terrorist attack, non-performance of noqoodyPAY’s vendors or suppliers, acts of god, or other causes over which the respective party has no reasonable control, except that nothing in this section will affect or excuse your liabilities and obligations under section d (section 6), including without limitation for reversals, chargebacks, claims, fines, fees, refunds or unfulfilled products and services.
These terms and conditions and all policies and procedures that are incorporated herein by reference constitute the entire agreement between you and noqoodyPAY with respect to the provision of the payment service. In the event of a conflict between this agreement and any other noqoodyPAY agreement or policy, this agreement shall prevail on the subject matter of this agreement. Except as expressly provided in this agreement, these terms describe the entire liability of noqoodyPAY, the acquirer and noqoodyPAY’s vendors and suppliers and sets forth your exclusive remedies with respect to the payment service and your access and use of the payment service. If any provision of this agreement (or portion thereof) is held to be invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.
In addition to any provision that is expressly stated to survive termination or is reasonably necessary to accomplish or enforce the purpose of this agreement, the following sections of this agreement survive and remain in effect in accordance with their terms upon the termination of this agreement: sections a(4), a(14) c(9), c(10),c(11),c(14), c(15),c(16), c(17), d(3), d(5), d(6), d(8), d(9), d(10), d(18) and d(19).
The acquirer discloses that: (a) it is the only entity approved to extend acceptance of visa and MasterCard products directly to you; (b) it must be a principal to this agreement; (c) it is responsible for educating you on pertinent visa and MasterCard rules with which you must comply, but this information may be provided to you by noqoodyPAY; (d) it is responsible for and must provide settlement funds to noqoodyPAY; and (e) it is responsible for all funds held in reserve that are derived from foreign currency settlement.
In the event that the net activity in your account on a day is negative or noqoodyPAY needs you to fund your account for any other reason relating to these terms, you authorize and request noqoodyPAY to debit your bank account by using the Qatari direct debit system (QRDDS). Transfers to your bank account will come from noqoodyPAY and the timing of the transfers will be according to your payout schedule.
If you’d like details in advance of transfers (both debits and credits), noqoodyPAY offers this as a service that you can subscribe to.
It’s your responsibility to:
If transfers are returned to noqoodyPAY by your bank, we may charge you a fee according to your fee schedule, in addition to any fees your bank may charge. If a debit transfer is returned to noqoodyPAY because your bank account has insufficient funds, it is your responsibility to fund the bank account so that we can re-process the debit transfer.Inquiries, errors, and disputes
If you believe there has been an error in debiting your account, you should notify us. You can also notify your own bank.
If there has been an error, we’ll arrange with your bank to adjust your account and we’ll notify you of the amount of the adjustment.
If we don’t find an error, we’ll respond to your query with evidence of the correctness of the transfer.
Changes to this direct debit request and service agreement
noqoodyPAY will provide you with notice at least 14 days before any changes to this direct debit request service agreement. If you’d like to amend this direct debit request service agreement or to request that a transfer be deferred or altered, you can do so providing noqoodyPAY notice at least 7 days beforehand or by emailing us. You can also request that a transfer be stopped, cancelled, or deferred through your bank.