Terms of Service

1.1 These Terms of Service (the "Terms") form a legally binding agreement between you and SendPay Business ("SendPay", "we", "us", "our") governing your access to and use of our websites, applications, dashboards, application programming interfaces, and any product or service we make available (together, the "Service").

1.2 By creating an account, placing an order, or otherwise using the Service, you confirm that you have read, understood and agree to be bound by these Terms. If you do not agree, you must not use the Service.

1.3 If you are entering into these Terms on behalf of a company, partnership or other legal entity, you warrant that you have authority to bind that entity, and "you" means that entity.

1.4 Additional terms apply to particular products and are incorporated into these Terms by reference, including our Privacy Policy and any order form, quotation, statement of work or written specification we issue to you. Where an order form and these Terms conflict, the order form prevails for the subject matter it covers.

2.1 "Account" means a SendPay Business account opened by you.

2.2 "Balance" means the amount recorded in the Service as being held for you with our payment partners.

2.3 "Platform" means a white-label website, customer-facing application and administration console built for you using the Service, operated under your own brand.

2.4 "Platform Customer" means an end user who opens an account on, or transacts through, your Platform.

2.5 "Operator" means a customer who has purchased and operates a Platform.

2.6 "Add-on" means an optional service purchased alongside a Platform, such as domain registration, business email, a virtual telephone number or a registered office address.

2.7 "Partner" means a third party through which regulated activity is performed, including payment institutions, electronic money institutions, banks, card issuers and card schemes.

2.8 "Permission" means any authorisation, registration, licence or exemption required by law to carry on a regulated activity, including registration with HM Revenue & Customs as a money service business or authorisation or registration by the Financial Conduct Authority.

2.9 "Applicable Law" means all laws, regulations, rules, codes and binding guidance applicable to a party, including the card scheme rules.

3.1 SendPay Business is a technology company. We provide software, hosting, user interfaces, administration tooling and integrations.

3.2 SendPay Business is not a bank. We do not take deposits. We are not authorised or regulated by the Financial Conduct Authority, we do not hold client money permissions, and we are not a member of any card scheme in our own right.

3.3 Regulated activity reached through the Service — payment processing, the holding and movement of funds, foreign exchange execution and card issuing — is performed by Partners under their own authorisations and subject to their own terms.

3.4 Nothing in the Service, and nothing said by us, constitutes legal, regulatory, tax, accounting or investment advice. We are not a licensed adviser. Where we describe what a regulator requires, we do so as general information and you must take your own professional advice before relying on it.

3.5 Our Partners' Permissions belong to our Partners. They do not extend to you, they do not cover your business, and they are not a substitute for any Permission you are required to hold. Clause 18 sets out your responsibility for your own Permissions.

3.6 Funds recorded in your Balance are not bank deposits. They are not protected by the Financial Services Compensation Scheme. We do not pay interest on them.

4.1 You must be at least 18 years old and have capacity to enter into a binding contract.

4.2 The Service is offered to businesses. You must own or operate a legally constituted business, or be registered as a sole trader, and you must use the Service for purposes related to that business.

4.3 Registration is open internationally, but an Operator must stand behind a United Kingdom legal entity: a UK-registered company, or a UK sole trader registered with HM Revenue & Customs. Where you do not have one, we may register a UK company for you as an Add-on. Sole trader status is available only to persons who are UK taxpayers registered as self-employed with HM Revenue & Customs, and we may require confirmation of that status.

4.4 You must not use the Service if you, any beneficial owner, any director or any officer is subject to financial sanctions, is resident in a comprehensively sanctioned jurisdiction, or is otherwise prohibited from receiving the Service under Applicable Law.

4.5 We may refuse to open an Account or accept an order at our discretion, and we are not obliged to give reasons.

5.1 You are responsible for the security of your credentials, personal identification numbers, authentication devices and any API keys issued to you, and for all activity carried out under your Account.

5.2 You must notify us without undue delay at support@sendpaybusiness.com if you know or suspect that your Account has been accessed without your authority.

5.3 You must give us accurate, complete and current information, and keep it up to date. You must tell us promptly of any change to your business, its ownership, its control, its registered details or the nature of its activities.

5.4 You must not permit any other person to use your Account, and you must not open an Account on behalf of an undisclosed third party.

6.1 You must complete identity and business verification before using regulated features, and you must complete any further verification we or a Partner requests at any time afterwards.

6.2 We and our Partners may screen you, your officers, your beneficial owners, your counterparties and your transactions against sanctions lists, politically exposed person lists, adverse media and other risk sources, and may re-screen at any time.

6.3 We may refuse, delay, restrict, suspend or terminate any Account, transaction or Platform, and may hold, freeze, return or decline to release funds, where we consider it reasonably necessary to comply with Applicable Law, to comply with a Partner's requirements, to manage fraud, financial crime or credit risk, or to protect any person from loss.

6.4 We may be prohibited by law from telling you the reason for an action taken under clause 6.3, and where that is the case we will not do so. To the extent permitted by law, we are not liable for loss arising from action taken under this clause.

6.5 You must not do anything that would cause us or a Partner to breach Applicable Law, and you must give us reasonable co-operation and information in connection with any investigation, audit or regulatory request.

7.1 Your Balance is a record of funds held for you with a Partner. It is not a bank account and is not covered by the Financial Services Compensation Scheme.

7.2 Availability of funds is subject to verification, Partner processing times, settlement cycles, corridor availability and limits applied by us or a Partner.

7.3 Where the Service displays a balance derived from a Partner and that figure differs from our own ledger, we may display the lower of the two and treat the lower figure as the amount available to you until the discrepancy is resolved.

7.4 We may apply limits to the value, frequency, destination or currency of transactions, and may vary them, including without notice where necessary to manage risk.

8.1 Instructions submitted through the Service are requests. They are executed by Partners and are subject to acceptance, verification, screening and available limits.

8.2 You are responsible for the accuracy of payee details. A payment executed in accordance with the unique identifier you supply is treated as correctly executed even if you supplied the wrong details, and may not be recoverable.

8.3 Transfers between two SendPay accounts are credited to the recipient's Balance and are generally irreversible once completed. You must confirm the recipient before sending.

8.4 Foreign exchange rates quoted in the Service are indicative until the point of execution and may include a margin, which will be disclosed to you before you confirm.

8.5 We do not guarantee that any payment will complete within a particular time.

9.1 Virtual and physical cards are issued by a Partner under the rules of the relevant card scheme, and your use of a card is subject to the cardholder terms provided with it and to those scheme rules.

9.2 Card availability, spending controls, limits and permitted merchant categories are determined by the issuer, the card scheme and by any controls applied by us or by your Operator.

9.3 We do not store full card numbers or card security codes. Card details are displayed only through mechanisms provided by the issuer.

9.4 Physical cards are shipped to the address you provide. Some destinations cannot be served, and we will tell you if yours is one of them before you order.

9.5 Where a card design is offered to you at a price, the design fee is charged when the card is ordered, and is disclosed to you before you confirm.

10.1 Our fees are those shown in the Service or in an order form at the time of your order. Fees applicable to a transaction are displayed before you confirm it.

10.2 We may change fees on reasonable notice. Where a change is materially adverse to you, you may close your Account before it takes effect.

10.3 All amounts are exclusive of value added tax and any other applicable tax, which is added where due at the prevailing rate.

10.4 You are responsible for determining, reporting and paying any tax arising from your own activity and that of your Platform Customers. We do not provide tax advice and do not file on your behalf.

10.5 Partner fees, card scheme fees, interchange, correspondent bank charges and recipient bank charges may apply in addition and are outside our control.

11.1 You are liable for all chargebacks, reversals, refunds, disputes, fines, penalties, assessments and negative balances arising from your activity or that of your Platform Customers.

11.2 We may deduct such amounts from your Balance, set them off against any amount we owe you, require you to maintain a security reserve, or recover them from you as a debt.

11.3 Where your Balance is insufficient, the shortfall is immediately due and payable, and we may charge interest on overdue amounts at 4% per annum above the Bank of England base rate.

11.4 We may hold funds for a reasonable period after termination to cover potential liabilities under this clause.

12.1 Where an Account has had no activity for 24 months and we cannot contact you using the details you have given us, we may close it and deal with any remaining funds in accordance with Applicable Law and our Partner's requirements.

12.2 We will use reasonable efforts to notify you before doing so.

13.1 A Platform is a licence to use software we build, host and maintain, presented under your brand. It is not a transfer of a business, a licence, a Permission, a banking relationship or a payment institution.

13.2 Unless you purchase the intellectual property assignment Add-on, you receive a non-exclusive, non-transferable, revocable licence to use the Platform for the term of these Terms. We retain ownership of the underlying software, templates, designs and tooling.

13.3 The specification of your Platform is what is set out in your order and in what you configured and previewed before purchase. Features described elsewhere on our website are indicative and may change.

13.4 We may modify, improve or replace the underlying software, and may change or withdraw individual features, provided we do not materially reduce the core functionality you purchased.

14.1 Your order is an offer. A contract is formed when we confirm acceptance of your order, not when you submit it or when a payment is authorised.

14.2 Prices are as displayed at the time of order. Where a deposit arrangement is offered, the balance falls due on the date stated in your order.

14.3 Recurring charges, where applicable, continue until cancelled in accordance with clause 23 and are not refundable for a period that has already begun.

14.4 We may decline an order, including after payment, where verification, sanctions screening or our risk assessment requires it. Where we do so and no work has been performed, we refund in full.

15.1 A Platform is generated as a private preview. A preview is visible to anyone who has its link but is not open for customer registration and must not be presented to the public as a live service.

15.2 A Platform becomes live only when a person at SendPay confirms that payment has cleared, that identity verification is complete, and that any Permission required under clause 18 has been evidenced to our satisfaction. Publication is never automatic.

15.3 Timescales given for a build are estimates and not conditions of the contract, unless expressly stated as a guaranteed date in an order form.

15.4 Where a build requires information, content, approvals or verification from you, timescales pause until you provide them. If you do not respond for 60 days we may treat the order as cancelled and retain a reasonable amount for work performed.

16.1 Where you contract as a consumer within the meaning of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, you have the right to cancel within 14 days of the contract being formed, without giving a reason.

16.2 If you ask us to begin work during that 14-day period, you expressly request immediate performance, and you acknowledge that you lose the right to cancel once the service has been fully performed. Where you cancel after work has begun but before it is complete, you must pay a proportionate amount for the work performed.

16.3 Where you contract as a business, the statutory cancellation right in clause 16.1 does not apply and cancellation is governed by clause 15.4 and your order.

16.4 Add-ons involving a third-party registration or purchase made in your name — including domain names, telephone numbers and company incorporation — are non-refundable once the registration or purchase has been made, because the cost is irrecoverable by us.

16.5 Nothing in this clause limits any right you have where the service is not carried out with reasonable care and skill.

17.1 Add-ons are provided either by us or by third parties on our instruction. Where a third party provides an Add-on, that provider's terms apply to it and we act as a reseller or as your agent in arranging it.

17.2 Domain names, telephone numbers and email services are registered or provisioned in your name or on your behalf and are subject to the registry's, registrar's or carrier's terms, including their dispute, transfer and renewal policies.

17.3 Recurring Add-ons carry recurring costs. Where an Add-on is priced as a recurring charge, it continues until cancelled, and we may pass on a change in the underlying provider's price on reasonable notice.

17.4 A registered office or business address service is provided for the lawful purposes stated. You must not use it to create a false impression of your presence or operations, and we may withdraw it and notify the relevant registrar if you do.

17.5 We do not provide legal, regulatory or licensing advice as an Add-on or otherwise, and no Add-on constitutes a warranty that you will obtain any Permission, registration or trade mark.

17.6 Some Add-ons are included with a Platform at no additional charge, currently a domain name, business email on that domain, and a virtual telephone number. Included means we meet the third-party cost of those services for as long as your Platform is active with us and your account is in good standing. They are not a separate purchase and carry no separate refund. Fair use for these means one domain on a standard top-level domain, five mailboxes, and 200 forwarded call minutes per month. We will tell you before you exceed a limit and will either agree a higher one with you or charge the excess at cost.

17.7 Where your Platform is terminated, suspended for breach, or migrated away from us under clause 22, our obligation to meet those costs ends. A domain registered in your name remains yours and we will co-operate in transferring it to you or to a registrar of your choice. Email mailboxes and telephone numbers may be discontinued unless you take over the account with the underlying provider, and we will give you reasonable notice and the information you need to do so.

17.8 We may change which Add-ons are included, or introduce fair-use limits, on reasonable notice. A change of that kind will not apply to a Platform already live until its next renewal or for 30 days, whichever is longer.

18.1 You are solely responsible for obtaining and maintaining every Permission required for the activity you carry on through your Platform, in every jurisdiction in which you offer it.

18.2 You must not hold out your Platform as authorised, regulated, licensed or protected unless it genuinely is, and you must not represent that our Permissions, or those of our Partners, extend to you.

18.3 Where you handle customer funds you are responsible for your own obligations in relation to anti-money laundering, counter-terrorist financing, sanctions screening, customer due diligence, ongoing monitoring and suspicious activity reporting. Tooling we provide is an aid and does not discharge your obligations, and we do not act as your money laundering reporting officer.

18.4 You must have terms of business, a privacy notice and a complaints procedure of your own, addressed to your Platform Customers. Documents we generate for you are templates, are not legal advice, and must be reviewed by your own adviser before use.

18.5 You must not use your Platform, or permit it to be used, for any activity prohibited under clause 31.

18.6 You must tell us promptly if you are refused, or lose, any Permission, if you become subject to a regulatory investigation or enforcement action, or if you become aware of a material fraud or security incident on your Platform.

19.1 Your Platform Customers are your customers. Your relationship with them is governed by your own terms, and you are responsible for supporting them, handling their complaints and resolving their disputes.

19.2 Where a Platform Customer holds funds, those funds are held with a Partner in the same way as described in Part B, and clause 3.6 applies to them as it does to you.

19.3 Controls you configure — fees, limits, permitted countries, card controls — apply only to the extent the Service actually enforces them. The Service tells you which controls are enforced and which are recorded for display only, and you must not represent a display-only control to your Platform Customers as if it were enforced.

19.4 You must not use data about your Platform Customers for any purpose incompatible with the notice you gave them, and you must not transfer it to a third party except as permitted by Applicable Law.

19.5 We may contact your Platform Customers directly where necessary for security, legal, regulatory or fraud-prevention reasons, or to tell them about a change that affects the safety of their funds.

20.1 You are the publisher of your Platform's content. You are responsible for its accuracy, its legality and its compliance with advertising codes and with the restrictions on financial promotions under section 21 of the Financial Services and Markets Act 2000.

20.2 Where the Service generates text, images, page content, branding or documents for you — including by automated or artificial-intelligence means — that output is a starting draft. It is generated without knowledge of your regulatory status and may contain statements that are inaccurate or unsuitable for your business. You must review and, where necessary, amend it before publication, and you accept responsibility for it once published.

20.3 You must not publish any claim about authorisation, regulation, protection of funds, security standards, rates or outcomes that you cannot substantiate.

20.4 We may require you to remove or amend content on your Platform where we reasonably consider it unlawful, misleading, in breach of these Terms, or damaging to us or a Partner, and we may suspend the Platform if you do not do so promptly.

21.1 We and our licensors own all intellectual property rights in the Service, including the underlying software, templates, designs, documentation and tooling. Nothing in these Terms transfers those rights to you except as expressly stated.

21.2 You own your own trade marks, logos, business name, content and customer data. You grant us a non-exclusive licence to use them solely to provide, host, support and promote the Service, and to display your Platform as an example of our work unless you ask us in writing not to.

21.3 Where you purchase the intellectual property assignment Add-on, we assign to you the rights in the bespoke design and content produced specifically for your Platform. That assignment does not extend to our underlying platform software, our templates, third-party components, open-source components, or anything licensed to us by a third party, and it does not entitle you to a copy of our source code.

21.4 Card scheme marks, Partner marks and our own marks may appear in the Service. Your right to display them is limited to displaying them as the Service presents them and is subject to the owner's brand rules.

22.1 A Platform initially operates using our payment arrangements. This is intended to be temporary.

22.2 We may require you to move onto your own payment account with a Partner, in your own name, within a period we specify, and we may restrict or suspend a Platform that has not done so.

22.3 Where we connect a payment account on your behalf, we do so on your instruction and using credentials you authorise. You remain responsible for that account and for your relationship with the Partner.

22.4 After migration, funds flowing through your own payment account are held under your own arrangements and are not held by or through us.

23.1 You may archive a Platform at any time from your console. Archiving removes it from public view and stops new registrations. It does not delete data.

23.2 Permanent deletion is carried out by us on request, subject to our retention obligations under clause 30 and to any legal hold.

23.3 We may suspend a Platform immediately where clause 37 applies, where a Permission is absent or withdrawn, or where a Partner requires it.

23.4 On suspension we will, where lawful and practicable, tell you what is required to restore service.

24.1 You may export your Platform data, including your customer records and transaction history, at any time while your Platform is active, and for 30 days after termination.

24.2 If we cease to provide the Service, we will give you as much notice as is reasonably practicable, will co-operate in the orderly migration of your data, and will work with the relevant Partner so that funds held for you and your Platform Customers can be returned or transferred.

24.3 We do not warrant continuity of the Service indefinitely. You should maintain your own arrangements appropriate to the risk your business carries.

25.1 In relation to your own personal data as our customer, we are a controller and our Privacy Policy applies.

25.2 In relation to personal data about your Platform Customers, you and we are each independent controllers for our respective purposes, and we act as your processor to the extent we process that data solely on your documented instructions in providing the Platform.

25.3 Where we process as processor, clauses 26 to 30 form the data processing terms between us for the purposes of Article 28 of the UK General Data Protection Regulation.

26.1 The subject matter is the provision of the Service; the duration is the term of these Terms; the nature and purpose are hosting, account administration, payment facilitation, fraud prevention and support; the data subjects are your Platform Customers and their payees; and the categories include identity, contact, device, location, financial and transaction data.

26.2 We process such personal data only on your documented instructions, unless required otherwise by Applicable Law, in which case we will tell you before processing unless the law prohibits it.

26.3 We ensure that persons authorised to process the data are subject to a duty of confidence.

26.4 We assist you, so far as reasonably practicable and at your cost where the assistance is material, with data subject requests, impact assessments and consultations with the Information Commissioner's Office.

27.1 You give general authorisation for us to appoint sub-processors, including hosting providers, database providers, payment Partners, communications providers and analytics providers.

27.2 We impose data protection obligations on each sub-processor no less protective than those in this Part, and remain liable for their performance.

27.3 We will give you notice of an intended change of sub-processor and you may object on reasonable data protection grounds, in which case we will work with you in good faith and, failing resolution, you may terminate the affected service.

28.1 Personal data may be transferred outside the United Kingdom. Where it is, we rely on an adequacy decision or on the International Data Transfer Agreement or Addendum, together with any additional measures required.

29.1 We implement appropriate technical and organisational measures, including encryption in transit, access control, segregation of tenant data, and logging.

29.2 We notify you without undue delay after becoming aware of a personal data breach affecting personal data we process for you, and provide the information reasonably available to us to assist your own notification obligations.

29.3 You are responsible for the security of your own credentials, your own devices and your own staff's access, and for notifying your Platform Customers and the Information Commissioner's Office where the obligation is yours.

30.1 On termination we delete or return personal data processed on your behalf, except where retention is required by Applicable Law, including anti-money laundering record-keeping obligations, or for the establishment or defence of legal claims.

30.2 Records relating to identity verification and transactions are generally retained for a minimum of five years from the end of the relationship, as required by the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017.

31.1 You must not use the Service for anything unlawful, fraudulent, deceptive or abusive, and must not attempt to gain unauthorised access to it, interfere with it, or circumvent its controls.

31.2 The following are prohibited: money laundering and terrorist financing; sanctions evasion; unlicensed financial services, deposit-taking, lending or money transmission; unlicensed gambling; adult content; illegal drugs and controlled substances; weapons and munitions; counterfeit or infringing goods; multi-level marketing, pyramid and Ponzi schemes; advance-fee arrangements; the sale of personal data; and any activity a Partner or card scheme prohibits.

31.3 We may add to this list where required by Applicable Law or a Partner, and will give notice where practicable.

31.4 Breach of this clause entitles us to suspend or terminate immediately, to withhold funds pending investigation, and to report the matter to a regulator or law enforcement.

32.1 The Service depends on Partners and other third parties. Their names and marks may appear in the Service.

32.2 We are not responsible or liable for the acts, omissions, decisions, outages, fees, pricing or terms of any Partner or third party, or for a Partner's decision to decline, restrict or terminate a service to you.

32.3 Where a Partner changes its requirements, we may pass those requirements on to you and may suspend a feature until they are met.

33.1 We warrant that we will provide the Service with reasonable care and skill.

33.2 Except as expressly stated, the Service is provided on an "as is" and "as available" basis, and all warranties, conditions and terms implied by statute or common law are excluded to the fullest extent permitted by law.

33.3 We do not warrant that the Service will be uninterrupted, error free, secure against every threat, or that it will meet your requirements or achieve any commercial result.

33.4 Features marked as preview, beta or test are provided without any warranty and may be withdrawn.

34.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot lawfully be limited or excluded.

34.2 Subject to clause 34.1, we are not liable for loss of profit, loss of revenue, loss of business, loss of anticipated savings, loss of goodwill, loss or corruption of data, regulatory fines imposed on you, or any indirect or consequential loss, in each case however arising.

34.3 Subject to clause 34.1, our total aggregate liability arising out of or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the greater of the total fees you paid us in the 12 months preceding the event giving rise to the claim, and £1,000.

34.4 We are not liable for any loss arising from your failure to hold a Permission, from action taken by a Partner, or from content you published.

34.5 Each provision of this clause operates separately. If any part is held unenforceable, the others continue to apply.

35.1 You indemnify us, our officers, employees, Partners and suppliers against all claims, losses, liabilities, fines, penalties, costs and expenses (including reasonable legal fees) arising from your use of the Service, your breach of these Terms, your operation of a Platform, content you published, your treatment of your Platform Customers, or your breach of Applicable Law.

35.2 We will notify you of any claim to which this clause applies, will not settle it without your consent (not to be unreasonably withheld), and will give you reasonable co-operation at your cost.

36.1 Each party will keep confidential the other's non-public information disclosed in connection with these Terms, and use it only for the purpose of performing them.

36.2 This does not apply to information that is public through no breach, was already known, is independently developed, or must be disclosed by law or to a regulator.

37.1 You may close your Account or cancel a recurring service at any time, subject to settling amounts owed.

37.2 We may suspend or terminate immediately where you breach these Terms materially, where clause 6.3 or clause 31 applies, where a Partner requires it, where you become insolvent, or where continuing would expose us or a Partner to legal or regulatory risk.

37.3 We may terminate without cause on 30 days' written notice, in which case we refund any fee paid for a period after termination.

37.4 On termination, your licence to use the Service ends, clause 24 applies to your data, and clauses which by their nature should survive do so, including clauses 11, 21, 30, 34, 35, 36 and 46.

38.1 If you are unhappy with the Service, contact support@sendpaybusiness.com with the details. We aim to acknowledge within 3 business days and to provide a substantive response within 15 business days, and in any event within 35 business days.

38.2 We are not authorised by the Financial Conduct Authority, and complaints about us are not eligible for referral to the Financial Ombudsman Service. A complaint about a regulated service provided by a Partner should be made to that Partner, which will tell you about any right of referral you have.

38.3 Nothing in this clause affects your right to bring legal proceedings.

39.1 We may amend these Terms to reflect changes in law, regulation, Partner requirements, security, or the Service.

39.2 Where a change is material and adverse to you, we will give at least 30 days' notice, unless a shorter period is required by law or to address a security or legal risk.

39.3 Continued use after a change takes effect constitutes acceptance. If you do not accept, you may terminate before it takes effect.

40.1 We are not liable for any failure or delay caused by an event beyond our reasonable control, including failure of a Partner, telecommunications or internet failure, cyber attack, act of government or regulator, sanctions, industrial action, epidemic, fire, flood or war.

41.1 You may not assign, novate or otherwise transfer your rights or obligations without our prior written consent.

41.2 We may assign or novate these Terms to an affiliate, or in connection with a merger, acquisition or sale of assets, on notice to you.

42.1 These Terms, together with the documents referred to in clause 1.4, constitute the entire agreement between us and supersede all prior discussions and representations.

42.2 Each party acknowledges that it has not relied on any statement not set out in these Terms. Nothing in this clause limits liability for fraudulent misrepresentation.

43.1 If any provision is held invalid or unenforceable, it is modified to the minimum extent necessary, or severed, and the remainder continues in force.

43.2 A failure or delay in exercising a right is not a waiver of it, and a single or partial exercise does not prevent further exercise.

44.1 Except for our Partners, officers, employees and suppliers in respect of clauses 32, 34 and 35, a person who is not a party has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of these Terms.

45.1 We may give notice by email to the address on your Account, by message within the Service, or by posting to our website where the notice is general.

45.2 You must give notice to support@sendpaybusiness.com. Notice is deemed received on the next business day after sending.

46.1 These Terms and any dispute arising out of or in connection with them, including non-contractual disputes, are governed by the law of England and Wales.

46.2 The courts of England and Wales have exclusive jurisdiction, save that where you are a consumer you may also bring proceedings in the courts of your place of residence where the law gives you that right.

47.1 SendPay Business, support@sendpaybusiness.com. Questions about these Terms should be sent to that address.