Version: 1.1
1. Definitions & Interpretation
1.1 “Paymid”, “we”, “us” means Paymid Limited, a company incorporated in Cyprus. “Client”, “you” means the legal entity executing an Order Form. “Services” means Paymid’s payment orchestration platform, APIs, dashboards, reporting tools, and related services. “Order Form” means a binding commercial document referencing these Terms. “PSP” means any third‑party payment service provider, acquirer, bank, EMI, gateway, or processor. “Minimum Term” means the initial twelve (12) month term unless otherwise stated.
Headings are for convenience only and do not affect interpretation.
1.2 Entire Agreement & Order of Precedence. These Master Terms of Use, together with any applicable Order Form, Service Level Agreement, and Data Processing Agreement, constitute the entire agreement between the Parties in relation to the Services. In the event of any conflict, the following order of precedence shall apply: (i) the Order Form, (ii) these Master Terms of Use, (iii) the Service Level Agreement, and (iv) the Data Processing Agreement.
2. Nature of Services
2.1 Paymid provides technology and infrastructure services enabling Clients to orchestrate, manage, and monitor integrations with third-party payment service providers through a unified platform.
2.2 The Services are designed to enable Clients to: (a) integrate with multiple PSPs, acquirers, gateways, banks, and related providers; (b) configure transaction routing, monitoring, and reporting via dashboards and APIs; (c) access analytics, reconciliation tools, logs, and operational insights; (d) utilise security, monitoring, and compliance-supporting features made available through the platform; (e) receive onboarding assistance, technical support, and account management services in accordance with the selected plan.
2.3 The availability, configuration, and performance of specific features depend on the Client’s selected plan, integrations, geographic coverage, and third-party dependencies, and may change over time.
2.4 Paymid provides technology services only. Paymid does not act as a bank, payment institution, acquirer, PSP, or merchant of record.
2.5 Paymid does not control, operate, or guarantee PSP availability, authorisation rates, settlement timelines, chargeback outcomes, reserves, fund flows, or account continuity.
2.6 Services are provided strictly on a business-to-business (B2B) basis. Consumer protection laws do not apply.
3. Client Representations & Obligations
The Client represents and warrants that: (a) it is duly incorporated and authorised to operate its business; (b) its activities comply with all applicable laws, including AML, sanctions, consumer protection, and financial regulations; (c) it holds all required licences and approvals; (d) it will conduct independent due diligence on PSPs; (e) it will not use the Services for illegal, deceptive, or prohibited activities.
4. Fees, Billing & Taxes
4.1 Fees are defined exclusively in the Order Form.
4.2 Fees are invoiced monthly in arrears unless otherwise stated and payable within fourteen (14) days.
4.3 Late payments may result in immediate suspension of the Services without liability to Paymid.
4.4 All fees are exclusive of VAT, taxes, duties, or levies.
5. Intellectual Property
5.1 All intellectual property rights vest solely in Paymid.
5.2 Paymid grants a limited, non‑exclusive, non‑transferable licence during the term, conditional upon full payment.
6. Confidentiality
6.1 Each Party shall keep confidential all non‑public information.
6.2 Obligations survive for three (3) years following termination.
7. Data Protection
7.1 Data processing is governed by the Data Processing Agreement incorporated by reference.
7.2 PCI DSS Compliance. Paymid maintains compliance with the Payment Card Industry Data Security Standard (PCI DSS) at Level 1 for the systems, infrastructure, and environments operated and controlled by Paymid and within Paymid’s applicable scope of responsibility.
7.3 Paymid’s PCI DSS compliance does not extend to the Client’s systems, applications, networks, or payment environments. The Client acknowledges that PCI DSS compliance operates under a shared responsibility model, and the Client remains solely responsible for its own compliance obligations.
7.4 Upon reasonable request, Paymid may provide appropriate confirmation of its PCI DSS compliance status, subject to confidentiality and security requirements.
8. Limitation of Liability
8.1 Nothing limits liability for fraud, wilful misconduct, or death or personal injury.
8.2 To the maximum extent permitted by law, Paymid excludes all indirect, incidental, consequential, or punitive damages, including loss of profit, revenue, business, data, goodwill, or anticipated savings.
8.3 Paymid bears no liability for PSP actions, omissions, insolvency, suspension, settlement delays, or regulatory actions.
8.4 Paymid’s total aggregate liability under the Agreement shall not exceed the total contract value for twelve (12) months under the applicable Order Form.
8.5 Multiple claims shall not enlarge this cap.
9. Indemnities
Each Party indemnifies the other against third‑party claims arising from breach of law, breach of agreement, or unlawful conduct.
10. Suspension & Termination
10.1 Either Party may terminate for material breach not cured within thirty (30) days.
10.2 Following the Minimum Term, either Party may terminate for convenience with ninety (90) days’ written notice.
10.3 If the Client terminates for convenience, a termination fee equal to three (3) months of platform fees becomes immediately due and payable upon notice. This fee represents a genuine pre‑estimate of loss and is not a penalty.
10.4 Paymid may immediately suspend or terminate if: (a) payments are overdue; (b) required by law or regulator; (c) Client risk profile changes; (d) PSP support is withdrawn; (e) continued service exposes Paymid to regulatory, financial, or reputational risk.
10.5 Termination does not affect accrued rights, fees, or surviving clauses.
11. Marketing References
11.1 Paymid may, from time to time, request the Client’s written consent to use the Client’s name, logo, trademarks, or non-confidential testimonials for marketing, promotional, or reference purposes.
11.2 Any such use shall be subject to the Client’s prior written approval in each instance, which may be granted or withheld at the Client’s sole discretion.
11.3 Where consent is granted, Paymid shall use the Client’s materials strictly in accordance with the scope of the approved use and shall not imply any endorsement, partnership, or relationship beyond the factual provision of Services.
11.4 The Client may withdraw any granted consent at any time by written notice, and Paymid shall cease the relevant use within a reasonable period.
12. Governing Law
Cyprus law governs. Cyprus courts have exclusive jurisdiction.
13. Force Majeure
Neither Party shall be liable for any failure or delay in performance to the extent caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labour disputes, governmental actions, or failures of telecommunications or utility networks.
14. Amendments
Paymid may update these Master Terms of Use from time to time by providing reasonable notice to the Client. Continued use of the Services following the effective date of such updates constitutes acceptance of the revised terms.
Last updated: 22 December, 2025