- Definitions:-
“Anti-Money Laundering Policy” means the policy which sets out Our compliance with the regulations, legislation and codes which govern anti money laundering and terrorist financing.
“Biller” or “You” or “Your” means a party who wishes to use the Transaction Service to facilitate Payers discharging invoice(s), and includes where the context so permits, Your Users and authorized agents.
“Business Day” means any day We are open for business for the purposes of executing transactions, and excludes Saturday and Sunday, and any other day which is a National holiday.
“Confidential Information” means all information in whatever form or method of disclosure that is disclosed by one party to the other party, whether or not marked as confidential, to the extent a reasonable person would consider such information as confidential, and includes these Receivables Terms and Conditions.
“Contract” means the agreement formed between You and Us regarding a Payment Transaction which is subject to these Receivables Terms and Conditions.
“Invoice Reference” means the reference number specific to Your invoice, which We will give You, which will enable You, Us and the Payer to identify Your request for payment.
“IPR” means all intellectual property rights, including patents, supplementary protection certificates, petty patents, utility models, trademarks, database rights, rights in designs, copyrights (including rights in computer software) and topography rights (whether or not any of these rights are registered, and including applications and the right to apply for registration of any such rights) and all rights and forms of protection of a similar nature or having equivalent or similar effect to any of these which may subsist anywhere in the world, in each case for their full term, and together with any renewals or extensions.
“Payer” means a person, business or organization that is a commercial counterpart of Yours, which You confirm is contractually obliged to make a payment to You, and from which You ask TransferMate to collect funds in the Payment Transaction.
“Payment Transaction” means the process by which You receive funds from a Payer in accordance with instructions entered by You on the Portal.
“Portal” means the website on which the Transaction Service is delivered to You and on which You must register to avail of the Transaction Service.
“Receivables Account” means the bank account held in Your name which You nominate on the Portal for the receipt of the Final Transfer.
“Transaction Service” means the services provided by TransferMate to You under the Agreement.
“TransferMate”, “We”, “Us” or “Our” mean TransferMate Limited trading as TransferMate, TransferMate Global Payments and such other names under which We may from time to time do business as, whether such name is registered or unregistered, and any present or future entity that controls or is controlled by, or is under common control with TransferMate.
”Users” mean the individual(s) (or company) which You have notified to VersaPay, are permitted by You to operate the Portal.
“VersaPay” means VersaPay Corporation.
- Introduction & Basic Description of Service
- These Receivables Terms and Conditions:
- Modification
- We may modify these Receivables Terms and Conditions at any time and You shall be provided with at least 30 days notice prior to the changes taking effect to the Transactions Service.
- Description of the Transaction Service and the Enrollment Process
- We provide money remittance services with a foreign exchange element which allows a Biller to direct Transfermate to receive payments from a Payer in order for that Payer to discharge an invoice bill or other contractual debt by way of a Receivables Transaction.
- Other than the formal notices provided for at Clause 18.15, all communications in relation to the operation of the Transaction Service shall be by the VersaPay engagement channels available to You on the Portal.
- You must provide all required documentation and information to VersaPay and agree to VersaPay releasing the required documentation to Us, and You shall confirm compliance with Our Anti-Money Laundering Policy (as may be modified from time to time). Until You have completed this process (the “Enrollment Process”) You will be unable to avail of the Transaction Service.
- You confirm that You understand that in order for Us to collect funds on Your behalf pursuant to a Payment Transaction:
- You hereby appoint Us for the sole purpose of collecting funds from the Payer acting under Your express authority (known for convenience hereafter as the “Power of Attorney” but mutually understood as being an effective agency appointment which is not required to meet the execution formalities required in some countries to create a formal power of attorney);
- You understand that We have the power to issue a funds receipt confirmation on Your behalf to the Payer; and
- You understand that in the event that any actions of the Payer cause a loss to us (as specified below in Clause 6), You are legally obliged to make good that loss on demand from us.
- There is no legal relationship between the Payer and Us, and at all times We are engaging with the Payer as Your authorised representative, under the Power of Attorney.
- VersaPay shall notify Transfermate of the Users You wish to have access to the Transaction Service. All Users must be approved and registered by Transfermate before using the Transaction Service, and access to the Transaction Service shall be strictly restricted to approved Users. Transfermate is under no obligation to approve a User.
- You are obliged to immediately notify Us through the Portal of any change to the list of Users.
- It is Your obligation to ensure that each User understands the Transaction Service and has the legal authority to access the Transaction Service. We are under no obligation to conduct checks on Users or oversee a User’s activity.
- Upon logging onto the Portal and selecting to use the Transaction Service (i.e., by entering the username and the corresponding password), access will be granted to each User, and We will not be required to take any further steps to verify User authorisation.
- You are required to notify Us immediately if there are any changes to the list of Users. You shall ensure each User has the legal authority to access the Transaction Services. The selection of a User is at Your own risk and We are under no obligation to conduct checks on Your Users or oversee a User’s use of the Transaction Service.
- Upon completion of Our Enrollment Process You will be provided with a method for opening the Portal. Until You take the steps set out at Clause 6 to proceed to conclude a Payment Transaction, neither party shall have any financial obligations towards the other party, nor are the parties under any legal obligation to conclude Payment Transactions.
- Creation of the Portal
- To enable Us to conclude Payment Transactions on Your behalf You must first set up Your Portal with VersaPay by:
- complying with the Enrollment Process, including updating documents provided;
- logging into the Transaction Service with details provided during the Enrollment Process;
- complying with such VersaPay’s requirements as may be highlighted to You by VersaPay; and
- providing Us with such additional information that We may reasonably deem necessary during this process.
- VersaPay shall notify You that the above steps at Clause 5.1 have been completed, confirm the Receivables Account details, and confirm the means by which You can access the Portal. You shall also be provided with administrative log in details to enable You to host, develop, design and maintain the Portal.
- Uploading Invoices and Concluding a Payment Transaction
- In respect of each Invoice, You shall upload some or all of the following to the Portal in the form specified by Us at the time:
- the correct Invoice Reference;
- the currency in which You wish the Payer to pay Us the funds (please refer to Clauses 9.1 and 9.2 for details of how You may be required to assume risk for the Payer concluding the Payment Transaction in this currency);
- Payer details (this should be done once and We shall retain these on file for future Payment Transactions);
- outstanding amount to be paid and Invoice due date;
- confirmation on the applicable Receivables Account to be credited by Us following receipt of funds from the Payer; and
- such other information as may be required from You to enable Us process the Receivable Transaction.
- Your uploading of the information at Clause 6.1 constitutes a request from You to Us to negotiate a Payment Transaction with You in respect of the Invoice(s). The response to Your request may provide applicable exchange rates for each currency entered and shall confirm (to the best of Our knowledge but subject always to Clause 8) Our ability to process the Payment Transactions. This response represents Our legal offer to You to contract with Us to enter Payment Transactions subject to certain conditions and restrictions set out herein. This offer must be accepted by You, by approving the Payment Transaction, following which a legal contract is formed between the You and Transfermate, subject to these Receivables Terms (the “Receivables Contract”).
- Our commitment under the Receivables Contract and to engage with a Payer on Your behalf is conditional on Your understanding that We:
- have liberty to use whatever means We deem appropriate to carry out Your instruction;
- may require a copy of the Invoice for prior to completion of the Payment Transaction, notwithstanding that We do not require this from You when uploading the documents and information set out at Clause 6.1.
- do not pursue Payers beyond providing them with means of making a payment to You;
- cannot compel a Payer to participate in the Payment Transaction;
- may conclude following a review of the Payment Transaction, that We cannot accept funds from the Payer, whether for regulatory reasons or as a result of our risk appetite;
- act on Your behalf as a collection agent or similar mandated under the Power of Attorney, and only have a right to engage with the Payer while You authorise Us to do so, and as long as You do not revoke that authorisation;
- shall ensure that funds received from the Payer are lodged to the Receivables Account (if applicable) in accordance with Clause 11; and
- shall issue receipt confirmation on Your behalf to the Payer on receipt of the Lodgement, stating that the Payer’s financial obligation to You is satisfied, provided that the Payer does not issue a recall as explained in Clause 9.3
- Engagement with the Payer
- Failure by You to notify the Payer of (i) Your reliance on the Payment Transaction to discharge an Invoice and (ii) the impact to You of the Payer not making the Lodgement to Us, is likely to impact on the effectiveness of the Payment Transaction. We do not prescribe the means by which such notification should be made by You.
- Limitations on the Receipt of Funds
- The Portal is intended to contain a list of the countries into which We are able to send Invoices on Your behalf and also available the currencies. While We make reasonable efforts to manage this listing, We do not warrant that this listing is current or accurate.
- In some circumstances We may not be able to collect from a country or in a currency notwithstanding what has been set out on the Portal, or We may be prohibited from dealing with a particular Payer as set out in Clause 6.3.5. We hereby reserve Our right to bring this limitation or restriction to Your attention after the Receivables Contract has been entered without incurring any liability on Our part, and as such Our ability to fulfil the Receivables Contract is conditional on Us being able to receive funds from a proposed Payer or from a Payer’s country or denominated in a specific currency from the time the Receivables Contract is entered until the funds from the Payer have been received by Us.
- In some countries there are regulatory or export restrictions on the frequency and value of funds that can be remitted from that country at one time in a single transaction. Transfermate continually monitors these restrictions and makes reasonable efforts to notify You prior to entering the Payment Transaction where the limit may impact on our ability to perform the Receivables Contract. However where We are prevented by such restriction from performing the Receivables Contract, We shall have no liability to You for any loss or damage You may incur as a result. We shall notify You of the restriction and offer You the option to cancel the Payment Transaction or amend the amount being sought. It is always Your obligation to be aware of the applicable laws and restrictions attaching to the remittance of funds from the Payer and the Payer’s country of residence.
- Your Legal Liability as a result of entering a Receivables Contract
- If You, as part of entering the Receivables Contract, require Us to book an FX rate (for example to enable the Payer pay Us in the Payer’s local currency), then We shall be required to acquire currency in the event that the Payer commits to discharging the Invoice. This creates a legal obligation on You to ensure that the Payer makes the Lodgement to conclude the Payment Transaction, and in the event that there is a failure by the Payer to make the Lodgement in full and by the Settlement Date, this shall be a breach of Your obligations under the Receivables Contract. In such event We will close out the Order at its then prevailing market rates and any FX loss, costs or other damages incurred by Us (collectively a “Loss”) as a result shall be recoverable in full from You on demand by Us.
- In certain scenarios, as will be notified to You prior to entering the Receivables Contract, We acquire the currency immediately following the entry of the Receivables Contract, and in that event, even where the Payer does not make a commitment to Us to discharge the Invoice on the Portal, We may incur a Loss. This Loss shall be recoverable in full from You on demand by Us.
- The default means for Payer making a Lodgement are set out on the Portal and may be fixed by You prior to entering the Receivables Contract. Where the Payer is limited to making the Lodgement by wire only, then subject to Clause 6 herein, You assume no additional liability for the actions of the Payer, other than the liability as set out at 9.1 and 9.2. However in the event that You request that the Payer may make the Lodgement by way of Direct Debit / ACH or by credit / debit card, and We agree to such a request subject to certain limitations and restrictions, then there is a risk that the Payer may recall the funds from Us after we have made the Final Transfer to You, causing a Loss to Us. In such an event You agree to transfer the amount of the Final Transfer on demand from Us.
- You confirm that You have obtained whatever Payer consent is required in accordance with the applicable Data Protection and Privacy laws to permit Us to contact the Payers, and in the event that We incur a Loss as a result of Your failure to comply with these applicable Data Protection and Privacy laws, that You shall indemnity Us in full for that Loss.
- Late or incomplete settlement of any of the Losses set out herein, shall incur penalty interest on the total amount due, at a compound rate of 5% per annum above the prime lending rate for the time being in force, calculated daily and payable to Us on the date payment is made.
- Mass Uploads:
- In addition to uploading single Payment Transactions as set out in Clause 2.1, You have the option to upload a batch of transactions (this capability is known as a “Mass Upload”).
- On request from You, We shall provide You with a template setting out the information required by Us to process a Mass Upload.
- You are required to follow this template and produce a statement listing the transaction requests for Mass Upload together with attaching invoice(s) in the following format; PDF, DOCX, XLS, subject to file size limitation as detailed on the Portal. Our requirements and supported formats may be modified by Us from time to time, and We reserve the right to notify You of any modified requirements during the Mass Upload process.
- We shall validate that the uploaded file contains the necessary information for Mass Uploads, engage with You where there are errors on the uploaded file, and confirm details of the successful Mass Upload when applicable.
- The payment request can be authorised and the Payer contacted once You authorise same by way of tick box confirmation.
- Receiving the Funds from the Payer
- On Our receipt of funds from Payer We shall provide You with email confirmation within 1 Business Day that a specific Invoice Reference has been discharged pursuant to a Payment Transaction.
- We shall transfer the funds into Your Receivables Account within 1 to 2 Business Days of receiving the cleared and settled funds from the Payer. The transfer into the Receivables Account shall specify the name of the Payer and the Invoice Reference to enable You identify the Payment Transaction.
- Charges, Interest and Exchange rates
- The current charges, interest, limits and exchange rates applicable to the Transaction Service are set out in the Fee Schedule.
- We reserve the right to make changes to the Fee Schedule from time to time and will publish notice of changes on the Portal. We shall endeavor to provide You with at least 30 days notice of a change to the Fee Schedule but this may not always be possible.
- Representation and Warranties
- The Transaction Service is made available as is, and except for any express warranties made in these Receivables Terms and Conditions, to the maximum extent permitted by law, neither the Transaction Service, the Portal is made available with any condition, warranty or representation from Us as to suitability or accessibility, either expressed or implied. This includes, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill which, but for this legal notice, might have effect in relation to the Transaction Service, the Portal.
- You accept and acknowledge that We do not provide any investment advice, including without limitation, on the merits of the Payment Transaction and its likely implications. You must make a decision to enter into a Payment Transaction based solely on Your own judgment or with having availed of prior independent financial advice. It is for You to evaluate whether the Payment Transaction is appropriate in terms of Your experience, financial objectives and circumstances.
- While We endeavor to ensure that the information on the Portal regarding the Transaction Service is correct, We do not warrant the accuracy and completeness of the material on the Portal regarding the Transaction Service including the real-time tradable rates which may not be reflective of the current price of the currency. We may make changes to, including regarding the Transaction Service, at any time without notice. The material on the Portal regarding the Transaction Service may be out of date, and We make no commitment to update such material.
- Intellectual Property and Limited License
- TransferMate (and where applicable its affiliates, suppliers or licensors) are the sole and exclusive owner(s) of all IPR which forms directly or indirectly (1) the Transaction Service, (2) the Portal or (3) any other IPR arising from Your use of the Transaction Service or other ancillary services. This Agreement does not grant You title to or any ownership rights or interest, but only a right of limited use as expressly set forth in this Clause 14.
- You are hereby granted a non-assignable, non-exclusive and limited licence to print and download extracts of IPR from the Portal regarding Transaction Service for Your own use on condition that:
- You are only to use the contents as authorized by Us;
- no documents or related graphics are modified in any way;
- no graphics are used separately from the corresponding text;
- Our copyright and trademark notices appear in all copies;
- You acknowledge that the names, images and logos identifying Us, Our products and services, are proprietary marks belonging to Us; and
- no part may be reproduced or stored in any other website or included in any public or private electronic retrieval system or service without Our prior written permission.
- You acknowledge and agree that all content on the Portal or otherwise accessible on the Transaction Service is protected by copyright, trademark, patents and other proprietary rights and laws.
- Any unauthorized use or any breach of this Clause 14 will result in immediate termination of the Agreement whereby You must on request from Us immediately destroy any downloaded or printed extracts from the Transaction Service, or Portal. This license is conditional on Your continued compliance with these Receivables Terms and Conditions and any rights not expressly granted herein are reserved.
- Derivative use of the Transaction Service, or Portal is strictly prohibited, including any use of data mining, robots or similar data gathering, reverse engineering and extraction tools irrespective of whether there is an intent to damage or impair the Transaction Service, and any such activities shall be deemed a material breach of these Receivables Terms and Conditions.
- On termination of this Agreement, the license herein granted ceases with immediate effect.
- Liability and Indemnity
- We, any other party (whether or not involved in creating, producing, maintaining or delivering the Transaction Service, or the Portal), and any of Our officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for any type of incidental, punitive, special, indirect or consequential damages arising from or connected in any way to, the Transaction Service, or the Portal, that may result to You or a third party. This includes, without limitation, any indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, business interruption, loss of use, loss or damage due to viruses, or other loss or damages, even if advised of the possibility of such damages, whether arising under any theory of contract, tort (including negligence), strict liability or otherwise.
- Nothing in these Receivables Terms and Conditions will exclude or limit Our liability for:
- Death or personal injury;
- Fraud;
- Misrepresentation as to a fundamental matter; or
- Any liability which cannot be excluded or limited under applicable law.
- If Your use of material on the Transaction Service or Portal results in the need for servicing, repair or correction of equipment, software or data, You assume all costs thereof.
- We are entitled to assume that all Payment Transactions entered using usernames and passwords of You or the Users are authorized by You, and that You continue to meet Your obligations set out in these Receivables Terms and Conditions. We shall not be liable in any way for any direct, indirect or consequential loss suffered by You (1) as a result of any Payment Transactions entered using these usernames and passwords, or (2) arising from a failure by You to meet Your obligations herein.
- We will not be liable for any
- suspension, withdrawal or termination of Your access to the Transaction Service or Portal; or
- interruptions to the Transaction Service.
- Our liability to You is limited to the greater of (i) the amount paid by You hereunder during the three (3) month period immediately preceding the date the loss or damage first occurs, or (ii) $5,000. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages so, to the extent not allowed by law, some of the above limitations may not apply.
- You indemnify, defend and hold Us harmless against any and all costs, liabilities, losses, and expenses (including but not limited to reasonable legal fees) suffered by Us, which may result from (i) Your or a User’s misuse of the Transaction Service or Portal, (ii) Your or a User’s breach of the Agreement, or (iii) any failure by You or a User to comply with the law.
- Confidentiality
- Neither party shall use Confidential Information of the other party for any purpose other than for the purpose of providing or using the Transaction Service or as otherwise expressly permitted herein.
- Confidential Information shall not include, however, any information which (i) was publicly known prior to the time of disclosure by the disclosing party; (ii) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party in violation of these Receivables Terms and Conditions; (iii) is already in the lawful possession of the receiving party at the time of disclosure by the disclosing party as shown by the content of the receiving party’s files and records prior to the time of disclosure; (iv) is obtained by the receiving party from a third party without a breach of such third party’s obligations of confidentiality; or (v) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information, as shown by the receiving Party’s documents or other competent evidence in the receiving party’s possession.
- Each party shall exercise reasonable care not to disclose, and to prevent its employees and agents from disclosing, any Confidential Information of the other party.
- If a party is compelled to disclose Confidential Information under the authority of a court or governmental agency, the compelled party shall promptly notify the other party. The other party shall have the opportunity to object to the compelled disclosure prior to production of such information.
- At the request of the disclosing party, the receiving party shall return all of the disclosing party’s Confidential Information to the disclosing party or certify the same has been destroyed.
- Term, Termination and Cancellation of Access
- On completing the Enrollment Process You shall have access to the Transaction Service until such time as such access is terminated as set out in this Clause 17.
- You may cancel Your access to the Transaction Service at any time by giving Us written notice. You will remain responsible for any transactions made on the Portal through the Transaction Service up until access to the Portal is actually disabled.
- We may terminate, suspend or withdraw Your access to the Transaction Service at any time without prior notice if:
- We suspect that You have breached these Receivables Terms and Conditions, including but not limited to Clauses 14 or 16, or have acted fraudulently.
- We learn or have reason to believe:
- Of Your death, bankruptcy or lack of legal capacity;
- That You have committed an act of bankruptcy or that a bankruptcy petition has been presented against You; or
- that a liquidator or receiver has been appointed in respect of Your assets.
- We otherwise deem such termination, suspension or withdrawal appropriate, in Our sole discretion.
- In the event of termination in accordance with this Clause 17:
- access to the Transaction Service and the Portal shall be immediately removed;
- We shall have no obligation to deal with any invoices uploaded by You to the Portal, including invoices for which We are already in receipt of funds from the Payer at the time of termination; and
- all outstanding invoice requests shall be cancelled.
- The respective obligations of parties, which by their nature would continue beyond the termination or expiration of this Agreement, including without limitation, the obligations regarding IPR, Confidential Information, limitation of liability and indemnification, shall survive the termination, suspension, withdrawal or cancellation of the Transaction Service.
- General Terms
- The Agreement and any disputes or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation are governed by and construed in accordance to the las of the State of Illinois without regard to its conflicts of law provisions, and each party hereto irrevocably submits to the exclusive jurisdiction of the state courts of Illinois.
- Without limiting the foregoing, You acknowledge and understand that laws regarding foreign exchange contracts vary throughout the world, and it is Your obligation alone to ensure that You fully comply with any law, regulation or directive, relevant to Your country of residency with regards to the use of the Transaction Service. For avoidance of doubt, the ability to access to the Transaction Service does not necessarily mean that the Transaction Service, and/or Your activities through it, are legal under the laws, regulations or directives relevant to Your state or country of residence.
- This Agreement expresses the complete and final understanding of the parties with respect to the Transaction Service and the subject matter hereof, and supersedes all prior communications between the parties, whether written or oral with respect to the subject matter hereof.
- Throughout this Agreement, whenever required by context, the use of the singular number shall be construed to include the plural, and the use of the plural the singular, and the use of any gender shall include all genders.
- Either party shall be excused from any delay or failure in performance hereunder, other than the payment of money, caused by or due to any cause beyond its reasonable control, including, but not limited to acts of God, earthquake, flood, third party labour disputes, utility curtailments, power failures, explosions, civil disturbances, vandalism, riots, war, governmental actions, and acts or omissions of third parties.
- The Receivables Contract entered by You pursuant to a Payment Transaction shall not be transferable, negotiable or assignable by You, and any attempt to do so is void. Subject to the foregoing, this Receivables Contract will be binding upon, and inure to the benefit of, the parties and their respective successors and permitted assigns, and is for the sole benefit of the parties, and nothing herein will be construed as giving any rights to any person not a party to the Receivables Contract.
- We shall be entitled to sub-contract any or all of Our obligations or assign or sub-license any or all of Our rights under the Agreement. We shall remain responsible for obligations which are performed by the sub-contractors and for the acts or omissions of the sub-contractors as if they were the acts or omissions of TransferMate.
- No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
- The provisions of this Agreement, and the rights and remedies of the parties under this Agreement, are cumulative and are without prejudice and in addition to any rights or remedies a Party may have whether arising under common law, equity, statute, custom or otherwise. No exercise by a Party of any one right or remedy under this Agreement, or under common law, equity, statute, custom or otherwise, will (save to the extent, if any, provided expressly in this Agreement, or by common law, equity, statute or custom) operate so as to hinder or prevent the exercise by it of any other such right or remedy.
- If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause 18.10 shall not affect the validity and enforceability of the rest of this Agreement.
- Without prejudice to any other rights or remedies that both parties may have, both parties acknowledge and agree that damages alone may not be an adequate remedy for any breach of this Agreement by the other party. Accordingly, either party shall be entitled to the remedies of injunctions, specific performance or other equitable relief for any threatened or actual breach of this Agreement by the other party.
- By accessing or using the Portal and the Transaction Service, You understand and agree that We may collect and retain personal or other information about You, the Users and the device You use to access the Portal and the Transaction Service.
- No one other than a party to this Agreement shall have any right to enforce any of these Receivables Terms and Conditions.
- The parties will have the status of independent contractors, and nothing herein will be deemed to place the parties in any other relationship, including employer-employee, principal-agent, partners or joint ventures.
- Unless specified to the contrary herein, notices to be given to TransferMate under the Agreement shall not be effective unless in writing and hand-delivered (e.g. via courier) or mailed by registered or certified mail to:-TransferMate.
- These Receivables Terms and Conditions together with all Schedules, appendices, exhibits and attachments hereto constitute the sole and complete Agreement between the parties with regard to its subject matter, and supersedes all proposals, understandings, representations, prior agreements or communications relating to the subject matter of this Agreement.
Schedule 1: Fee Schedule
Words not defined here shall have the meaning set out in the TransferMate Receivables Terms and Conditions (here)
The Transaction Service is currently offered to Billers free from Fees and Charges. We reserve the right to amend this Schedule in future and introduce Fees and Charges for the use of the Transaction Service with not less than sixty (60) days’ prior written notice to VersaPay.
Schedule 2: Anti-Money Laundering Policy
Words not defined here shall have the meaning set out in the TransferMate Receivables Terms and Conditions (here)
Money laundering is the process by which criminally obtained money or other assets are exchanged for “clean” money with no obvious link to its criminal origin. By preventing money laundering, the movement of funds derived from criminal activities will be inhibited. This will in turn, restrict the availability of funds used for terrorist activities. TransferMate views Money Laundering as a serious criminal offence, and as such, complies with regulatory requirements intended to forestall and prevent money laundering. These include:
- Confirming the identity of Our clients.
- Retaining transaction and identification records for a minimum period of five years.
- Training staff in terms of anti-money laundering regulations.
- Appointing a nominated officer responsible for monitoring and reporting any and all suspicious activities to the relevant authorities.
Please note that TransferMate reserves the right to refuse a transaction at any time should suspicion arise that it may be connected to money laundering or any other criminal activity. In addition, TransferMate will be obliged to report this suspicious activity and in line with regulations, is prohibited from disclosing this to the client.
By providing Us with false identification or contact details, We will deem this a misuse of the Transaction Service. We are legally bound to report such misdemeanours to the relevant authorities, and as such You may be the subject of a criminal investigation.
TransferMate will NOT do business with anyone suspected of, or directly involved in Money Laundering, or where funds have been sourced by any illegal activity.
To assist the world wide fight against the funding of terrorism and money laundering activities, world wide laws require TransferMate to obtain, verify and record information that identifies each person who opens an account with Us. This can be done in many ways, some of which may require You to provide documentation. Below are examples of documentation that may be required. Your customer service representative will guide You through this process.
Examples of Information required – natural persons
When You open an Account, You will be asked for information such as Your name, date of birth, address, identification numbers and source of funds. To verify this information, TransferMate uses the latest available technology, but You may be asked for identification documents such as, certified copies of documents showing nationality, residence, Your address and a photograph of You. Typical verification documents are Your passport/drivers licence plus a utility bill/bank statement.
Examples of Information required – Companies
When You open an Account, a corporation, partnership, trust or other legal entity may need to provide other information, such as its principal place of business, local office, employer identification number. To verify this information, TransferMate uses the latest available technology but You may be asked for certified articles of incorporation, government-issued business license, a partnership agreement or a trust agreement.
Certification
If You are required to provide certified copy documents, they must be of good quality, signed and dated with the words “True copy of the original” (or similar) and can be certified by the following people: accountant, lawyer, police officer or Your bank manager. If You cannot get one of these people Your customer relationship representative will work with You to find an appropriate substitute. The person certifying the ID document should be contactable so please write their contact details on the copy of the document. This information needs to be scanned back to Us and the originals posted to the firm. TransferMate may conduct additional security checks on clients at Our discretion.
Your Customer Service Representative will contact You to assist You with this process
What happens if I don’t provide the information requested or my identity can’t be verified?
We may not be able to open an Account or carry out transactions for You. If You already have an Account, We may have to close it.
Details of Your specific requirements to open an Account with TransferMate will be communicated to You by Your customer services representative.
