“Institution” means a school or education service provider that provides education and learning services to students.
“Governing Law” means the laws of the Dubai International Financial Centre.
"we" "us" or "our" shall mean nexopay.
"Users", "you", "your" shall mean and include any entity or individual that accesses the Platform to avail the Services in order to make payment(s) to an Institution. Visitors, viewers, subscribers, members, affiliates, or customers are also considered "Users". If a User is accessing and/or using the Platform on behalf of a User’s employer or as a consultant or agent of a third party they are parties to this Agreement.
“Platform”, "nexopay Platform", “nexopay” means and includes the nexopay Mobile Application nexopay website and any other linked pages products, software(s), API keys, features, content or application services (including but without limitation to any mobile application services) in connection therewith, offered from time to time by nexopay to enable the Users to avail the Services through the Platform.
Where other services or products, including those of related or third parties, are offered as part of nexopay, then such products and services to the extent they are offered on the nexopay Platform shall also be included in the definition of Platform.
“PSP” refers to the payment services provider or financial institution that is duly licensed and authorized under respective regulations, and provides the online and POS based payment gateway solution and the related acquiring & settlement services, subject to the PSP’s internal approvals, policies and applicable terms and conditions.
"Services" shall mean Services offered through the Platform, to the Users, which shall include: (1) Enabling you to collect payments from the Parents, Users (2) Providing Users, Parents with details relating to payments like Invoices, Transaction outcomes, Receipts, Statements and Dues (3) Enabling easy invoice management, invoice generation, payment collections, reconciliation of payments and management of dues and over-dues, for You, Users (4) Enabling easy communication and engagement between the Institution, Parents and Users.
Except where the context otherwise requires words denoting the singular shall include the plural and vice versa, words denoting a gender shall include every gender and reference to persons shall include bodies corporate and unincorporated.Headings are for convenience of reference only and shall not affect the interpretation of this Agreement.Recitals and schedules shall form integral part of this Agreement
Parties to this Agreement
The usage of the Platform or receipt of Services shall in each case constitute compliance with and an acceptance of these Terms. Where the User is acting on behalf of another, User represents and warrant that User has the authority to act on behalf of and bind the other to this Agreement and the Terms.
Acceptance of Terms
nexopay wants to continually improve the Platform experience for the Users. Therefore, nexopay’s Terms may change from time to time. nexopay reserves the right to modify any provision hereof from time to time, and such modification shall be effective immediately upon its posting on the Platform. User agrees to and shall be bound by any changes to the Terms, if User continues to use this Platform after any such modification is posted. Users and Institutions of the Platform have an affirmative duty to keep themselves informed of changes.
Users and Institutions, as approved by nexopay, shall have the right to use the Services provided on the Platform.The Services are available only to those Users and Institutions who can form legally binding contracts under the applicable law. nexopay advises its Users that while accessing the Platform, they must follow and abide by the Governing Laws. nexopay reserves the right to deny Services to any User(s).
Payment Gateway Services
nexopay is not a payment gateway and as such will collaborate/coordinate with a PSP for the provision of the payment gateway services that are accessed by Users via the Platform. The PSP shall solely provide services relating to online payments, payment authorization, processing, acquiring, settlement and related services. Each Institution will sign an independent agreement with the PSP for the payment gateway, payment acceptance, acquiring, settlement and related services, which will be solely bound by the PSP’s internal approvals & policies and You and the Users will be subject to the PSP’s terms and conditions of offer and usage, with no obligation whatsover on nexopay.All sensitive payment information that requires compliance with local regulations or international standards, like the PCI DSS, will be entirely handled by the PSP. nexopay will not hold or store such sensitive payment information and as such does not assume (and hereby excludes) any obligation with respective to such sensitive information handled by the PSP.
It is hereby clarified that the Institutions and the Users of the Platform may be required to commercially transact through the Platform for various purposes such as payment of school fees by the Users to the Institution. Such commercial transactions shall be conducted by the Users based on the commercial understanding they have with the Institution and vice versa (collectively all “Payment Transactions”) between the Users of the Platform, without any liability to nexopay. The Users hereby agree and acknowledge that they are aware that any and all Payment Transactions which they enter as per the commercial understanding with the other Users of the Platform shall be directed to the system of the PSP and such systems of PSP shall have complete control for facilitating such Payment Transactions in a safe and secure manner and nexopay and its Platform shall no have no control over such Payment Transactions.All commercial and contractual terms for the Payment Transactions are offered by and agreed to between the Users alone. The commercial and contractual terms include without limitation price, fees, admission fees, administrative fees, payment methods, payment terms, date, warranties etc. related to the services. nexopay does not have any control or does not determine or advise or in any way involve itself in the offering or acceptance of such commercial and contractual terms pertaining to the Payment Transactions between the Users of Platform. Further, nexopay shall not be liable to the Users or any third-party for any indirect, special, incidental, consequential, punitive or exemplary damages or loss of any kind including but not limited to loss of profit, loss of revenues, business interruption, loss of business information, increased costs of operation or other commercial or economic loss, litigation costs and the like) howsoever caused, in connection with the Payment transactions between the Users and the PSP or between the Users through the PSP.It is hereby understood, accepted and agreed by the Users and the Institutions that the payment facility provided through the PSP’s systems, provided in the Platform is neither a banking nor financial service but is merely a facilitator providing an electronic, automated online electronic payment, receiving payment on delivery, collection and remittance facility for the transactions on the Platform using existing authorized and duly licensed banking infrastructure and credit card payment gateway networks.Further, by providing a payment facility through the PSP, nexopay is neither acting as trustee nor acting in any fiduciary capacity with respect to the transaction or the transaction price. Each Institution and User of the Platform hereby agree, acknowledge that upon transacting through the PSP, they are bound under the terms and conditions of PSP without any recourse or liability to nexopay.By using the Services, the User may receive e-mails or text messages on their mobile device, which may cause the User to incur usage charges or other fees or costs in accordance with their wireless or data service plan. Any and all such charges, fees, or costs are User’s sole responsibility. The User shall consult with his wireless carrier to determine what rates, charges, fees, or costs may apply to User’s use of the Services. nexopay is not liable for such charges in any manner whatsoever.
Payment Authorization, Settlement and Transaction Disputes
For any queries, technical support and operational actions directly relating to Payment Transactions of Users handled by the PSP, the Institution shall directly engage with the PSP. These shall include, among other things, the following: (a) settlement of User’s Payment Transactions to the Institution; (b) all risks associated with the receipt of monies from the PSP will be solely that of the Institution and not nexopay; You will bear and be responsible and liable for the payment of all relevant taxes in relation to the Payment Transactions made under this Agreement.In the event of rejection/suspension of Payments Transactions, chargebacks, refunds and/or any other dispute by the User or the Institution relating to such Payment Transactions ("Disputed Transaction"), on any grounds whatsoever: (1) the Institution shall directly contact and liaise with the PSP as per the PSP’s policies, contractual terms and conditions of its independent agreement with the PSP; and (2) the User shall directly contact and liaise with the Institution, andnexopay shall not be liable and/or a party to the abovementioned disputes between the Institution and the PSP and/or the Institution and the User.Further, all disputes between the Users and the Institution regarding non-satisfactory performance or in relation to delivery of your Institution’s services, will be directly between the Institution and the User without involving or having recourse to nexopay.
Use of Services by You
Linked Accounts/Social Network Platforms
The Platform may incorporate certain functions that allow you to access and/or use the Services through Your accounts on certain supported third-party services, such as social network platforms (“Linked Accounts"). If you choose to use such features, you understand and agree that Platform may be required to access or use your Linked Account and you grant nexopay the necessary rights as may be required. Your use of Linked Accounts shall always be subject to the rules and regulations or terms of services applicable to such social network platform.
The User represents, warrants, and agrees that no content/details shared by the User on the Platform ("User Content"), violates or infringes upon the rights of any third party, including copyright, trademark, privacy, publicity, or other personal or proprietary rights, breaches or conflicts with any obligation, such as a confidentiality obligation, or contains libelous, defamatory, or otherwise unlawful material.nexopay reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all User Content from any Service. You understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.You agree that you are solely responsible for (and that nexopay has no responsibility to you or to any third party for) any User Content that Users create, transmit or display while using the Services and for the consequences of Users actions (including any loss or damage which nexopay may suffer) by doing so.
Fees In order to access and avail the Services and the Platform, the payment of a certain fee, separate from the Institution’s fees, may be required. Further, in order to avail certain Services, a higher fee may be payable. The User has the option of using the Platform to make fee payments and other Payments Transactions to the Institution in which case they may be required to pay a fee to nexopay for using such Service (the “Handling Fee”). The User also has the option to make such payments through alternative offline and online payment channels, that does not attract a Handling Fee, directly to the Institution. The User is under no obligation to use the Platform or avail the Services.The Handling Fee shall be entirely exclusive and independent of any fees due to the Institution(s).Any applicable Handling Fee (including any applicable Taxes) will be displayed to Users. User will have the choice of not using the Service (and not incurring the Service Fees for that Service). nexopay reserves the right to alter any and all fees from time to time, without notice. The User shall be liable to pay all applicable charges, fees, duties, taxes, levies and assessments for availing the Services.Except as otherwise provided on the Platform, Handling Fees are non-refundable.
You acknowledge and agree that nexopay owns all legal right, title and interest in and to the Services and the Platform, including any intellectual property rights which subsist in the Services and the Platform (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by nexopay and that you shall not disclose such information without nexopay’s prior written consent.Unless you have agreed otherwise in writing with nexopay, nothing in the Terms gives you the right to use any of nexopay’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
Exclusion of Warranties
You expressly understand and agree that your use of the services is at your sole risk and that the services are provided "as is" and "as available". In particular, nexopay, its subsidiaries and affiliates, and its licensors do not represent or warrant to you that: (1) Your use of the Services will meet your requirements; (2) your use of the services will be uninterrupted, timely, secure or free from error; (3) any information obtained by you as a result of your use of the services will be accurate or reliable; (4) and that defects in the operation or functionality of any software provided to you as part of the services will be corrected. Any material downloaded or otherwise obtained through the use of the services is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.No advice or information, whether oral or written, obtained by you from nexopay or through or from the services shall create any warranty not expressly stated in the Terms.nexopay further expressly disclaims all warranties and conditions of any kind, whether express or implied, including, but not limited to the implied warranties and conditions of merchantability, fitness for a particular purpose and non-infringement.
The Institution and Users agree to indemnify and keep nexopay, its affiliates and licensors indemnified against all costs, expenses, damages, losses and liabilities incurred or suffered by nexopay or its affiliated companies related to any Institution and/or User content posted or transmitted by the Institution and/or User(s) during the use of the Platform or Services or any unauthorized use of the Platform or Services in contravention of these Terms.
Limitation of Liability
User agrees to hold harmless and indemnify nexopay, and its subsidiaries, affiliates, officers, agents, and employees, advertisers or partners, without limitation, against all costs, expenses, damages, losses and liabilities incurred or suffered by nexopay or its affiliated companies related to any Institution and/or User content posted or transmitted by the Institution and/or User(s) during the use of the Platform or Services or any unauthorized use of the Platform or Services in contravention of these Terms.You expressly understand and agree that nexopay, its subsidiaries and affiliates, and its licensors shall not be liable to you for: (1) Any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but not be limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss; (2) Your failure to provide nexopay with accurate account information; (3) Your failure to keep your password or Platform details secure and confidential; (4) Any loss or damage which may be incurred by you, including but not limited to loss or damage as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, or as a result of any relationship or transaction between you and any advertiser or sponsor whose advertising appears on the services; and/or (5) The deletion of, corruption of, or failure to store, any content and other communications data maintained or transmitted by or through your use of the Services.
Some of the Services may be supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information. The manner, mode and extent of advertising by nexopay on the Services are subject to change without specific notice to you. If the Services chosen by You are supported by advertising revenue, then in consideration for nexopay granting You access to and use of such Services, it is agreed that nexopay may place such advertising on the Services.
Technical Issues & Delivery Policy
In case of any technical issues, please raise a support ticket by emailing firstname.lastname@example.org.
nexopay may suspend or terminate a User’s access to the Services, Platform or User’s account at any time, for any reason (without cause or for User’s violation of any term of this Agreement), and without warning or notice, which may result in the forfeiture and destruction of all information associated with User’s membership. Upon termination of User’s account, User’s right to use the Services, access the Platform, and any Content will immediately cease. All provisions of this Agreement which, by their nature, should survive termination, will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Pertaining to the contents of this platform, nexopay makes no representation or warranty, either express or implied, as to its accuracy, adequacy, sufficiency, or freedom from defect of any kind. Users assume all the risk of viewing, reading, using, or relying upon this information. Unless the Users have otherwise formed an express contract to the contrary with nexopay, the User shall not rely on any information contained herein as accurate. nexopay makes no such warranty. User downloads information from this site at their own risk. nexopay makes no warranty that downloads are free of corrupting computer codes, including, but not limited to, viruses and worms. Any material uploaded or otherwise demonstrated through the platform is done at User’s own discretion and risk and that User will be solely responsible for any claims arising out of uploading any such material. nexopay has no special relationship with or fiduciary duty to the User. User acknowledges that nexopay has no control over, and no duty to take any action regarding which Users gains access to the services; what content User accesses via the services; what effects the content may have on the User; how User may interpret or use the content; or what actions User may take as a result of having been exposed to the content. User release nexopay from all liability for User having acquired or not acquired content through the services. nexopay reserves the right, and shall have no obligation, to inspect, investigate, or examine, User’s use of the services in order to determine whether a violation of Agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.User agrees and understands that, in the event of dispute with one or more Users, nexopay shall not be held liable for any claims, damages, demands (actual and consequential) arising out of or in any way connected with such disputes, including damages for loss of profits goodwill, privacy or data.No advice or information, whether oral or written, obtained by the User from the platform shall create any warranty not expressly stated in the Terms. Nothing in the Terms use should be construed to confer any rights to third party beneficiaries. nexopay shall not be held responsible for any results, failures due to any communication among Users on the platform.No guarantee can be provided for the completeness and accuracy of third-party information depicted herein. nexopay will not assume responsibility for the third-party content or content of third-party websites that are depicted or linked herein, if any.
Communication and Notice
Any notice required under this Agreement shall be sent through: (1) in writing; or (2) delivered by hand or sent by fax or emailto Your registered address or email. In case of nexopay notice should be sent to email@example.com or to POBox 501751, Dubai, UAE. In an event of change of any of the contact details either Party shall update the other. If the Party whose contact details has changed fails to update the other of the change, then the contact details as per earlier record shall be considered as address of notice or service of process and the Party accepts that delivery of notice or service of process at the contact details as per earlier record shall be deemed to be valid delivery.
Waiver and Severability of Terms
The Terms will be binding upon the Parties and their respective successors and permitted assigns. The User(s) may not assign any of User’s rights in these Terms, and any such attempt is void, but nexopay may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.
Without limiting the foregoing, under no circumstances shall nexopay be held liable for any damage or loss, penalty due to delay or deficiency in performance of the Platform resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication failures, major electricity failures, internet outage, downtime, floods, storms, accident, civil disturbances, riots, strikes, shortages of labour, fluctuations in heat, light, fire or air.
No agency relationship
The User agrees that no joint venture, partnership, employment, or agency relationship exists between User and nexopay as a result of these Terms or User’s use of the Platform and the Services.
nexopay, the Institution and the Users agree that these Terms shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre. In case of any dispute, controversy or claim arising out of or relating to these Terms, or the breach, termination or invalidity thereof, the dispute shall be subject to the exclusive jurisdiction of the courts of the Dubai International Financial Centre.