SurePay User Agreement
This User Agreement ("Agreement") is a contract between you and SurePay and applies to your use of SurePay's Services. You must read, agree with and accept all of the terms and conditions contained in this Agreement. We may amend this Agreement at any time by posting a revised version on our website. The revised version will be effective at the time we post it. In addition, if the revised version includes a Substantial Change, we will provide you with 30 Days' prior notice of Substantial Change by posting notice on the "Policy Updates" page of our website.
1. Our Relationship With You.
1.1 SurePay is only a Payment Service Provider. SurePay helps you make payments to and accept payments from third parties. SurePay is an independent contractor for all purposes. SurePay does not have control of or liability for the products or services that are paid for with our Service. We do not guarantee the identity of any User or ensure that a buyer or a seller will complete a transaction.
1.2 Your Privacy. Protecting your privacy is very important to SurePay. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your Information.
1.3 Privacy of Others. If you receive Information about another SurePay User through the Service, you must keep the Information confidential and only use it in connection with the Service. You may not disclose or distribute a SurePay User’s Information to a third party or use the Information for marketing purposes unless you receive the Users express consent to do so.
1.4 Intellectual Property. SurePay, and all related logos, products and services described in our website are either trademarks or registered trademarks of SurePay or its licensors. You may not copy, imitate or use them without SurePay’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of SurePay. You may not copy, imitate, or use them without our prior written consent. You may use HTML logos provided by SurePay through our merchant services without prior written consent for the purpose of directing web traffic to the Service. You may not alter, modify or change these HTML logos in any way, use them in a manner that is disparaging to SurePay or the Service or display them in any manner that implies SurePay’s sponsorship or endorsement.
1.5 Assignment. You may not transfer or assign any rights or obligations you have under this Agreement without SurePay’s prior written consent. SurePay reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time.
1.6 Notices to You. You agree that SurePay may provide notice to you by posting it on our website, emailing it to the email address listed in your Account, or mailing it to the street address listed in your Account. Such notice shall be considered to be received by you within 24 hours of the time it is posted to our website or email to you unless we receive notice that the email was not delivered. If the notice is sent by mail, we will consider it to have been received by you three Business Days after it is sent. You may request a paper copy of any legally required disclosures and you may terminate your consent to receive required disclosures through electronic communications by contacting SurePay as described in section 1.7 below. SurePay will charge you a Records Request Fee (per section 8) to provide a paper copy. SurePay reserves the right to close your Account if you withdraw your consent to receive electronic communications.
1.7 Notices to SurePay. Except as otherwise stated below in section 12 (Errors and Unauthorized Transactions) and section 14 (Disputes with SurePay), notice to SurePay must be sent by postal mail to: SurePay, Attention: Legal Department, Websoft Ltd, 1B, Oyewole Oshodi Street, Ilupeju, Lagos.
1.8 Transaction History. You may access your transaction history and Balance by logging into your Account and clicking on the History tab.
2. Eligibility and Types of Accounts.
2.1 Eligibility. To be eligible for our Services, you must be at least 18 years old and a resident of Nigeria.
2.2 Personal and Corporate Accounts. We offer two different types of Accounts: Personal and Corporate Accounts. You may only hold one Personal Account and one Corporate Account. By opening a Corporate Account and accepting the terms as outlined in this Agreement, you attest that you are not establishing the Account primarily for personal, family, or household purposes.
2.3 Identity Authentication. You authorize SurePay, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information, requiring you to take steps to confirm ownership of your email address, mobile or bank accounts and verifying your Information against third party databases or through other sources.
3. Sending Money.
3.1 Sending Limits. We may, at our discretion, impose limits on the amount of money you can send through our Service. You can view your sending limit on SurePay. If you have a Verified Account, we may increase the amount of, or remove, your sending limits.
3.2 Default Funding Sources/ Ways to Pay. When you make a payment, SurePay will fund your transaction through your
Note: We always use your Balance first. If you don't want to use your Balance, you can withdraw it before making a payment.
3.3 Bank Transfers. When you initiate an Add Funds transaction, you are requesting an electronic transfer from your bank account. You agree that such requests constitute your authorization to SurePay to make the transfers, and once you have provided your authorization for the transfer, you will not be able to cancel the electronic transfer.
3.4 Refused Transactions. When you send money, the recipient is not required to accept it. You agree that you will not hold SurePay liable for any damages resulting from a recipient's decision not to accept a payment made through the Service. We will return any unclaimed, refunded or denied payment to your Balance within 30 Days of the date you initiate payment.
3.13 Debit Card Processing. SurePay will process your debit card funded transactions through either the Interswitch, Etranzact, Visa or MasterCard network.
4. Receiving Money.
4.4 Payment Review. Payment Review is a process by which SurePay reviews certain potentially high-risk transactions. If a payment is subject to Payment Review, SurePay will place a hold on the payment and provide notice to the seller to delay shipping the item. SurePay will conduct a review and either clear or reverse the payment. If the payment is cleared, SurePay will provide notice to the seller to ship the item. Otherwise, SurePay will reverse the payment and the funds will be returned to the buyer.
4.5 Risk of Reversals, Chargebacks and Claims. When you receive a payment, you are liable to SurePay for the full amount of the payment plus any Fees if the payment is later invalidated for any reason. This means that you will be responsible for the amount of the payment, plus the applicable Fees listed in section 8 of this Agreement if you lose a Claim or a Chargeback, or if there is a Reversal of the payment. You agree to allow SurePay to recover any amounts due to SurePay by debiting your Balance. If there are insufficient funds in your Balance to cover your liability, you agree to reimburse SurePay through other means.
4.6 Chargebacks Process. In the event of a Chargeback, we will determine whether we should dispute the Chargeback with the credit card company. If we dispute the Chargeback, we will place a temporary hold on the disputed funds in your Balance until the credit card company makes a decision. The credit card company, not SurePay, will determine who wins the Chargeback.
4.7 No Surcharges. You agree that you will not impose a surcharge or any other fee for accepting SurePay as a payment method. You may charge a handling fee in connection with the sale of goods or services, as long as the handling fee does not operate as a surcharge and is not higher than the handling fee you charge for non-SurePay transactions.
4.8 Taxes. It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. SurePay is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction.
5. Account Balances.
5.1 Balances. You do not need to maintain a Balance in your Account in order to make payments. If you do hold a Balance, SurePay will hold your funds separate from its corporate funds, will not use your funds for its operating expenses or any other corporate purposes and will not voluntarily make your funds available to its creditors in the event of bankruptcy.
5.2 Setoff of Balances. If you control more than one Account, then SurePay may debit one of your Accounts to setoff a negative Balance in another Account, or to pay any amounts that are 180 days past due to a SurePay affiliate, subsidiary, or parent company.
6. Withdrawing Money.
6.1 How to Withdraw Money. You may withdraw funds by electronically transferring them to your bank account.
6.2 Withdrawal Limits. Depending on the degree to which you have verified your Account, we may limit you to withdrawing no more than N50,000 per month. You can view your withdrawal limit, if any, by logging into your Account and clicking on the View Limits link on the Account Overview. In addition, we may delay withdrawals of large sums of money while we screen for risk.
7. Closing Your Account.
7.1 How to Close Your Account. You may close your Account at any time by logging in to your Account, clicking on the Profile tab, clicking on the Close Account link, and then following the instructions. Upon Account closure, we will cancel any pending transactions. You must withdraw your Balance prior to closing your Account.
7.2 Limitations on Closing Your Account. You may not close your Account to evade an investigation. If you attempt to close your Account while we are conducting an investigation, we may hold your funds for up to 180 Days to protect SurePay or a third party against the risk of Reversals, Chargebacks, Claims, fees, fines, penalties and other liability. You will remain liable for all obligations related to your Account even after the Account is closed.
7.3 Escheatment of Dormant Accounts. If you do not log in to your Account for two or more years, SurePay may close your Account and send the Balance to your primary address. If SurePay does not close your Account and the Account remains dormant, or if SurePay does close your Account but your primary address is incorrect, SurePay may be required to escheat your Balance to your state of residency. SurePay will determine your residency based on the state listed in your primary address. If your address is unknown or registered as a foreign country, your funds will be escheated to Lagos state. Where applicable, SurePay will send you a notice prior to escheating or closing your Account. If you fail to respond to this notice, your Balance will be escheated to the state.
8. Fees.
Setup: N10, 000
Integration: N20, 000
Shipping: N20, 000 /yr
Service Charge: N20, 000 /yr
Security Deposit: N5, 000
Withdrawing your Balance: N100 per transfer
Records Request Fee: N500.00 (per item)
We will not charge you for records requested in connection with your good faith assertion of an error in your Account.
Payments through the different payment gateways attract different charges:
9. Restricted Activities.
9.1 Restricted Activities. In connection with your use of our website, your Account, or the Services, or in the course of your interactions with SurePay, a User or a third party, you will not:
10. Your Liability - Actions We May Take.
10.1 Your Liability. You are responsible for all Reversals, Chargebacks, Claims, fees, fines, penalties and other liability incurred by SurePay, a SurePay User, or a third party caused by or arising out of your breach of this Agreement, and/or your use of the Services. You agree to reimburse SurePay, a User, or a third party for any and all such liability.
10.2 Actions by SurePay. If we have reason to believe that you have engaged in any Restricted Activities, we may take various actions to protect SurePay, a User, a third party, or you from Reversals, Chargebacks, Claims, fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:
SurePay, in its sole discretion, reserves the right to terminate this Agreement, access to its website, or access to the Service for any reason and at any time upon notice to you and payment to you of any unrestricted funds held in custody for you.
10.3 Account Closure, Termination of Service, or Limited Account Access. If we close your Account or terminate your use of our Services for any reason, we will provide you with notice of our actions. If we limit access to your Account, we will provide you with notice of our actions and the opportunity to request restoration of access if appropriate.
10.5 Reserves for Business Accounts. When managing risk for Business Accounts, we may take various steps, such as establishing a Reserve, changing the speed or method of payment for withdrawals, and/or requiring you to deposit funds with us as security for your obligations to us or third parties. The following types of events may cause us to establish a Reserve:
We receive a disproportionate number of customer complaints, Reversals, Chargebacks, Claims, fees, fines, penalties or other liability related to your Account; or
We reasonably believe that you will not be able to perform your obligations under this Agreement or any other agreement you have entered into with SurePay.
We may immediately establish a Reserve if we reasonably believe that it is warranted under this section. If we establish a Reserve, we will provide you with notice specifying the terms of the Reserve. You may close your Account if you object to the Reserve. We may increase or decrease the amount of the Reserve, provided that in our reasonable judgment the amount of the Reserve is related to the risk for which it was created. If your Corporate Account is closed for any reason, we have the right to hold the Reserve for up to 180 Days.
SurePay Documentation. You must comply with the implementation and use requirements contained in all SurePay documentation accompanying the Services. If you do not comply with SurePay’s implementation and use requirements you will be liable for all resulting damages suffered by you, SurePay and third parties.
10.6 Acceptable Use Policy Violation - User Fines. If you violate the Acceptable Use Policy as set forth below in clauses (a), (b), (c), or (d) below, then we may hold your funds up to 180 Days, may fine you up to N100,000.00 for each such violation and may take legal action against you to recover additional losses we incur. You acknowledge and agree that a fine up to N100,000 is presently a reasonable minimum estimate of SurePay’s damages, considering all currently existing circumstances, including the relationship of the sum to the range of harm to SurePay that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult. SurePay may deduct such fines directly from any existing Balance in the offending Account, or any other SurePay Account you control. The specific activities that may subject you to fines by SurePay are:
12. Errors and Unauthorized Transactions.
12.1 Identifying Errors and/or Unauthorized Transactions. You can inspect your transaction history at any time by logging in to your Account on the SurePay website and clicking the History tab. It is very important that you immediately notify SurePay if you have reason to believe any of the following activities have occurred: (i) there has been an unauthorized transaction from your Account; (ii) there has been an unauthorized access to your Account; (iii) your password has been compromised;, or (v) someone has transferred or may transfer money using your Account without your permission (collectively called “Improper Account Access”).
12.2 Notifying SurePay of Errors and/or Unauthorized Transactions. To notify us if you believe there has been or will be an error or unauthorized transaction on your Account, telephone or email SurePay Customer Service at 01 7619839 or customerservice@surepaydirect.com or write to SurePay, Attn: Error Resolution Department, 1B, Oyewole Oshodi Street, Ilupeju. If you initially provide information to us via the telephone, we may require that you send your complaint or question in writing within 10 Business Days after the phone contact.
12.3 Review of Reports of Errors and/or Unauthorized Transactions. We will advise you of the results of our investigation within 10 Business Days after we receive your notice. If we have made an error, we will correct it promptly. If we need more time, however, we may take up to 45 Days to investigate your complaint.
At the end of our investigation, we will advise you of the results within 3 Business Days. If we determine that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.
12.5 Errors. If we discover a processing error, we will rectify the error. If the error resulted in your receiving less money than you were entitled to, SurePay will credit your Account for the difference. If the error results in you receiving more money than you were entitled to, SurePay may debit the extra funds from your SurePay Account. If the error resulted in our not completing a transaction on time or in the correct amount, we will be liable for your losses or damages directly and proximately caused by this failure, unless:
14. Disputes with SurePay.
14.1 Contact SurePay First. If a dispute arises between you and SurePay, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. Disputes between you and SurePay regarding our Services may be reported to Customer Service online through the SurePay Help Center at any time, or by calling 01 7619839 9am to 6pm every working day of the week.
14.2 Alternative Dispute Resolution. If you are unable to resolve your issue by working directly with us, SurePay will consider reasonable requests to resolve disputes through alternative dispute resolution procedures, such as mediation or binding arbitration as alternatives to litigation. Accordingly, you and SurePay agree to resolve any claim in accordance with this Agreement, or as otherwise agree to in writing.
14.3 Arbitration. For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than N10,000.00, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. If a party elects arbitration, that party will initiate such arbitration through an established alternative dispute resolution (ADR) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
14.4 Law and Forum for Disputes. Except as otherwise agreed by the parties or as described in section 14.3 above, you agree that any claim or dispute you may have against SurePay must be resolved by a court located in Lagos, Nigeria. You agree to submit to the personal jurisdiction of the courts located within Lagos, Nigeria for the purpose of litigating all such claims or disputes. This Agreement shall be governed in all respects by the laws of Lagos, without regard to conflict of law provisions.
14.5 Improperly Filed Litigation. All claims you bring against SurePay must be resolved in accordance with section 14 of this Agreement. All claims filed or brought contrary to section 14 shall be considered improperly filed a breach of this Agreement.
14.6 No Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
14.7 Limitations of Liability. IN NO EVENT SHALL WE, OUR PARENT, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR WEB SITE, OUR SERVICE, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).
14.8 No Warranty. SUREPAY, OUR PARENT, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR SERVICES AS IS AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. SUREPAY, OUR PARENT, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SurePay does not have any control over the products or services that are paid for with our Service and SurePay cannot ensure that a buyer or a seller you are dealing with will actually complete the transaction. SurePay does not guarantee continuous, uninterrupted or secure access to our Service, and operation of our site may be interfered with by numerous factors outside of our control. SurePay will make reasonable efforts to ensure that requests for electronic debits are processed in a timely manner but SurePay makes no representations or warranties regarding the amount of time needed to complete processing because our Service is dependent upon many factors outside of our control, such as delays in the banking system.
14.10 Indemnification. You agree to defend, indemnify and hold SurePay, its parent, officers, directors and employees harmless from any claim or demand (including attorneys fees) made or incurred by any third party due to or arising out of your breach of this Agreement and/or your use of the Services.
14.12 Complete Agreement. This Agreement sets forth the entire understanding between you and SurePay with respect to the Service. Sections 1, 7, 8, 10, 14 and 15, as well as any other terms which by their nature should survive, will survive the termination of this Agreement. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.
15. Definitions
"ACH" means the Automated Clearing House network.
"Account" or "SurePay Account" means a Personal or Corporate Account.
"Add Funds" means your ability to add money into your Account.
"Agreement" means this agreement including all subsequent amendments.
"Authorize" or "Authorization" means you authorize a merchant to collect a payment from your Account.
"Balance" means any money that you have in your SurePay Account. The terms "money" and "funds" are used interchangeably in this Agreement.
"Corporate Account" means an Account used primarily for business purposes and not for personal, family, or household purposes.
"Business Days" means Monday through Friday, excluding Holidays.
"Card Funded Payment" means a payment that is fully or partially funded through a debit card.
"Chargeback" means a request that a buyer files directly with his or her credit card company or credit card issuing bank to invalidate a payment.
"Confirmed Address" means an address that has been reviewed by SurePay and found highly likely to be that of the User to which it is associated.
"Customer Service" is SurePay's customer support which can be accessed online through the SurePay Help Center at any time.
"Days" means calendar days.
"Dispute" means a dispute filed by a User (buyer) in the Online Resolution Center.
"Fees" means those amounts stated in section 8 of this Agreement.
"Information" means any confidential and/or personally identifiable information or other information related to an Account or User, including but not limited to the following: name, email address, billing/shipping address, phone number and financial information.
"Payment Review" means the process described in section 4 of this Agreement.
"SurePay," "we," "us" or "our" means SurePay
"Policy" or "Policies" means any Policy or other agreement between you and SurePay that you entered into on the SurePay website, or in connection with your use of the Services.
"Preferred Funding Source" means a Funding Source that you select to fund a payment instead of using the Default Funding Sources.
"Reserve" means a percentage of the funds received into your Account that we hold in order to protect against the risk of Reversals, Chargebacks, Claims or any other liability related to your Account and/or use of the Services.
"Restricted Activities" means those activities described in section 9 of this Agreement.
"Reversal" means a payment that you received has been removed from your Balance based on a request that an account holder filed directly with his or her bank, or directly with SurePay (for a fraudulent transaction) to invalidate a payment, or because SurePay believes it is a fraudulent payment.
"seller" and "merchant" are used interchangeably and mean a User who is selling goods and/or services and using the Services to receive payment.
"Send Money" means your ability to send money though the Service.
"Service" means all payment services and related products available through www.websoft.com.ng/surepay .
"Verified" means that you have completed our verification process to establish your identity with SurePay. Verification does not constitute an endorsement of a User, or guarantee a User's business practices.
"User," "you" or "your" means you and any other person or entity using the Service.