NXTL CAPITAL LIMITED
Terms and Conditions for your nextel.capital account
These Terms and each of the documents we refer to in them are our standard customer agreement for providing the Services. For your own benefit and protection, you should read these Terms and each of the documents we refer to carefully and in particular paragraphs 10.3 and 18. If you do not understand any point you should contact us for further information using the methods set out on our Website.
INTERPRETATION
These Terms are a legal agreement between NXTL CAPITAL LIMITED (we, us, or our) and the Customer (you or your) for us to supply you with the Services.
NXTL CAPITAL LIMITED is a company limited by shares incorporated in British Virgin Islands with registered number 2112335 whose office is at Intershore Chambers, Road Town, Tortola, British Virgin Islands.
Documents or information that appear on our Website and that we refer to in these Terms are incorporated into the Terms and form part of your agreement with us. These Terms govern your use of the nextel.capital Account and how we provide you with the Services.
You can:
(a)get a current version of these Terms in the legal documents section of our Website; or
(b)contact us (see paragraph 23) and ask us to send you a paper copy of the current Terms.
These Terms are separate and distinct from the Card Terms which govern your use of the Card.
All information and documents we provide or make available to you will be in English. If these Terms are translated into another language, it is for reference purposes only. Any reference to an English legal term for any action, remedy, method of judicial proceeding, legal document, legal status, court, official or any legal concept or thing shall, in respect of any jurisdiction other than England, be deemed to include a reference to that which most nearly approximates to the English legal term in that jurisdiction.
In these Terms the following words have the meaning set out below:
Account Access Details mean all your log-in details, passwords, personal identification number or any other identification or security features relating to your use of the nextel.capital Account that are provided to you or that you may be asked to set up by us from time to time;
API means the application programme interface which we can make available to you and through which you can access your nextel.capital Account and use the Services;
Application Form means the form you complete in order to apply for receipt of the Services;
Approved Currency means any currency approved by us from time to time for holding funds in the nextel.capital Account;
Authorised User means, in relation to a Corporate Customer any natural person that you have authorised to access your nextel.capital Account and/or provide us with instructions on your behalf;
Business Day means any day other than a Saturday, Sunday or public holiday within the hours of 9am and 5pm, on which we are open for business and carrying out Transactions. For another party such as the recipient when you make a payment, it will mean a day on which that other party's PSP is open for business, and carrying out Transactions;
Card means the card or cards issued to you that is or are linked to your nextel.capital Account;
Card Terms mean the terms governing your use of the Card, which can be found on our Website;
Circumstances Beyond Our Control means abnormal and unforeseen circumstances beyond our control and includes: strikes, lock-outs or other industrial action; civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; impossibility of the use of public or private telecommunications networks; and/or the acts, decrees, legislation, regulations or restrictions of any government;
Connected means the following scenarios:
A Corporate Customer is connected with another Corporate Customer where (i) one Corporate Customer has Control of the other; (ii) both Corporate Customers are under the Control of the same person or group of persons; or (iii) both Corporate Customers have one or more of the same employees, directors and/or shareholders;
A Corporate Customer is connected with an Individual if (i) the Individual has Control of the Corporate Customer; (ii) the Individual together with persons connected with the Individual has Control of the Corporate Customer; or (iii) the Individual is an employee, director, member and/or shareholder of the Corporate Customer; and/or
An Individual (A) is connected with another Individual (B) if (i) A is B’s spouse or civil partner; (ii) A is a relative of B; (iii) A is the spouse or civil partner of a relative of B; (iv) A is a relative of B’s spouse or civil partner; or (v) A is the spouse or civil partner of a relative of B’s spouse or civil partner;
Control means direct or indirect ownership or control of the Corporate Customer;
Corporate Customer means a legal entity who is a customer of ours under these Terms;
Customer means a Personal Customer or Corporate Customer;
EEA means the European Economic Area, comprising the member states of the European Union plus Norway, Iceland and Liechtenstein;
Electronic Money Regulations mean the United Kingdom's Electronic Money Regulations 2011 (S.I. 2011/99);
e-Money Services means the issue by us of electronic money to our Customer’s nextel.capital Account and the redemption of such electronic money at the request of the Customer;
nextel.capital Account means the electronic money account you open and maintain with us and which is available to access and view either through our Website, our Mobile App or the API;
Fees List means the list of fees charged by us from time to time that is displayed on our Website;
Identifier means a sequence of letters, numbers and/or symbols used to identify the other party to a Transaction or their account;
Individual means a natural person;
Intellectual Property Rights means copyright, trademarks, domain names, patents, database rights, design rights, rights in computer software and all other intellectual property rights of any kind whether or not they are registered or unregistered in any country in the world;
Large Enterprise means a legal entity which is not a Micro Enterprise;
Micro Enterprise means an enterprise (which includes sole traders) which:
employs fewer than 10 persons; and
has an annual turnover and/or annual balance sheet that does not exceed €2 million;
Mobile App means the mobile application software through which you can access your nextel.capital Account, that we make available for download on Google Play or the Apple App Store;
Payment Services may include:
the transfer of electronic money from your nextel.capital Account to third parties or to other accounts of yours;
the receipt into your nextel.capital Account of electronic money from other accounts of yours or from those of third parties; and
the transfer of electronic money from your nextel.capital Account to your Card, the provision of these services is at the absolute discretion of nextel.capital.
Payment Services Provider or PSP, means a provider of payment services, including without limitation credit institutions, electronic money institutions and payment institutions, as defined in the relevant laws and regulations;
Personal Customer means a natural person who is a customer of ours under these Terms;
Services means the e-Money Services and/or the Payment Services as applicable;
Terms means these Terms and Conditions;
Transaction means an act, initiated by a payer or recipient, of placing, transferring, or withdrawing funds, including transfers between your nextel.capital Account to another account you hold; and
Website means www.nextel.capital.com through which, among other things, you can access your nextel.capital Account.
A reference to any statute, statutory provision or regulation will be construed as a reference to the same as it may be amended, modified or re-enacted from time to time.
Headings are included for convenience only and do not affect the interpretation of these Terms.
The singular includes the plural and vice versa.
OPENING AN nextel.capital ACCOUNT
You can apply to open an nextel.capital Account provided that:
(a)If you are a Personal Customer, you are at least 18 years of age and are intending to open an nextel.capital Account for the purposes listed in the Application Form; or
(b)If you are applying on behalf of a Corporate Customer, you confirm that you have authority to bind any legal entity on whose behalf you use and/or access our Services and that legal entity accepts these Terms; and
(c)You represent and warrant that your opening of an nextel.capital Account does not violate any laws or regulations applicable to you.
You cannot open or hold an nextel.capital Account if
(a)it is not legal to do so in your country of residence or country of incorporation if you are a Corporate Customer; and/or
(b)you are a resident of, or if you are a Corporate Customer incorporated in, a country where we do not provide Services (the list can be found here and we reserve the right to make changes without notice).
By completing an Application Form, you warrant and represent on an ongoing basis that all the information in the Application Form is complete, accurate and correct. You must notify us immediately of any changes to this information.
You may only hold one nextel.capital Account at any one time. If we detect that you have opened more than one nextel.capital Account we may close all your nextel.capital Accounts immediately.
Your nextel.capital Account will hold funds in one or more Approved Currencies designated by you when you set up your nextel.capital Account with us.
Once we have loaded funds to your nextel.capital Account, they can be used by you only as set out in these Terms.
If you have not used your nextel.capital Account for 12 months or more, we will consider it dormant. Accordingly, you will not be able to use the nextel.capital Account and we will ask you to re-submit information in order for us to carry out our “Know Your Customer” or other similar checks. You will not be able to use the nextel.capital Account until we have completed such checks to our satisfaction. We may also charge a fee for inactivity as set out in our Fees List.
CARD SERVICES
You must use your Card in accordance with the Card Terms. You can use your Card to buy goods and/or services. You can deposit funds onto your Card using your nextel.capital Account and any other methods listed here.
We are entitled to recover:
(a)any shortfall of funds on your Card from your nextel.capital Account balance; and
(b)any shortfall of funds in your nextel.capital Account balance from the funds on your Card.
You can have more than one Card linked to your nextel.capital Account (for example a Euro denominated Card and a US Dollar denominated Card) so any reference in these Terms to a Card would apply to all your Cards.
OUR SERVICES
You may use your nextel.capital Account:
(a)to hold funds in an Approved Currency; and
(b)for Payment Services,
provided that the nature of your use is not prohibited (the list of prohibitions can be found here and we reserve the right to make changes without notice).
We will keep reasonable records of the funds you hold in your nextel.capital Account and of your Transactions using your nextel.capital Account. A transaction history showing details of the payments you make and receive from your nextel.capital Account, including a payment reference for each Transaction, the exchange rate applied when carrying out currency conversions and the fees chargeable is available for you to view and download once you have logged into your nextel.capital Account through our Website, the API or our Mobile App using your Account Access Details. That information may be viewed by Transaction or on consolidated statements of account for different monthly periods. You should check the Transaction history regularly and let us know if you have any concerns regarding its accuracy or if you do not recognise any of the Transactions listed.
You may only tell us to transfer electronic money from the balance available in your nextel.capital Account. There is no overdraft facility available on the nextel.capital Account. Accordingly, you must check the nextel.capital Account balance to make sure you have enough funds in your nextel.capital Account to make any payment and to pay the fee we charge you for doing so before you tell us to make a payment.
If for any reason your nextel.capital Account goes into a negative balance, you are required to immediately repay such negative balance by loading sufficient funds into your nextel.capital Account to bring it back to at least a zero balance. We reserve the right to automatically offset a negative balance on your nextel.capital Account against any fund transfers which you subsequently make to your nextel.capital Account. We shall be entitled to charge you for any reasonable expenses we incur as a result of any negative balance on your nextel.capital Account.
We may limit the value and/or the number of transfers of funds you can instruct us to make into or out of your nextel.capital Account depending on your country of residence or country of incorporation if you are a Corporate Customer, verification status, and other factors we might consider reasonable. Your current limits are shown in your nextel.capital Account. We may change such limits from time to time, upon written notice posted on our Website.
RECEIVING PAYMENTS
Subject to the functionality of your nextel.capital Account, you can receive money into your nextel.capital Account using the methods we support from time to time, as set out on our Website.
Payments into your nextel.capital Account will be available for you to use on the same Business Day as we receive it unless, before crediting the Transaction on your nextel.capital Account and making it available for you to use, we are required to make a currency conversion involving one or more currencies other than the currencies of the EEA.
As soon as reasonably practicable after we receive a payment into your nextel.capital Account we will supply you with:
(a)a reference so you can identify the payment and payer and any information that was transferred with the payment;
(b)the amount of the payment which we credit into your nextel.capital Account;
(c)the fees you pay to receive the payment with a breakdown of the amount charged, if applicable;
(d)where applicable, the exchange rate used and the amount of the Transaction before that currency conversion; and
(e)the credit value date.
You acknowledge that funds received into your nextel.capital Account may be reversed. You agree that we may reverse a Transaction if the payer or the payer’s bank or Payment Service Provider has charged back or otherwise reversed (or is reasonably likely to chargeback or otherwise reverse) a payment which was used to fund the payment to you. We may also reverse a payment made into your nextel.capital Account if it was erroneously made due to an error. Before reversing the payment, we may restrict your access to your nextel.capital Account whilst the reverse is effected.
In some cases we will credit your nextel.capital Account before we have received the funds from the relevant Payment Service Provider or bank. If either we do not receive the funds from the bank or Payment Service Provider or we subsequently reverse the payment in accordance with these Terms, we will deduct that amount from your nextel.capital Account. Before reversing the payment, we may restrict your access to your nextel.capital Account whilst the reverse is effected.
MAKING PAYMENTS
Subject to the functionality of your nextel.capital Account, we will make payments from your nextel.capital Account in accordance with the payment instructions you give us unless we cannot do so for the reasons described in these Terms. You must give us instructions in accordance with these Terms.
When you make a payment from your nextel.capital Account, if you ask us, we will provide you with the following information:
(a)how long it will take us to make the payment (we will tell you the longest time we expect it to take us to do this);
(b)any fees you must pay to make the payment; and
(c)where applicable, a breakdown of the amounts that make up this fee.
As soon as reasonably practicable after we have made a payment from your nextel.capital Account we will supply you with:
(a)a reference to identify the payment and recipient;
(b)the amount in the currency in which we made the payment from your nextel.capital Account;
(c)the fees you pay to make the payment with a breakdown of the amounts we charged, if applicable;
(d)where applicable, the exchange rate used and the amount of the Transaction after the relevant currency conversion; and
(e)the debit value date or the date of receipt of the payment.
Once we have received confirmation of your payment instruction ordinarily you cannot revoke it unless we agree or unless the payment instruction is to make a payment on a specified future date. For payments other than those specified for a future date, where we agree to reverse the payment instruction, we will use reasonable endeavours to reverse the payment instruction but we provide no guarantee that the reversal will be effected. For payments on a specified future date, you can revoke the payment instruction up until the end of the Business Day preceding the day on which you wish us to make the payment unless we agree to revoke it later. Our charges for revocation of a payment instruction are set out in the Fees List. You shall also be responsible for any charges of third-party PSPs (that we or the recipient’s PSP used to perform the payment instruction) for any payment instruction that you wish to revoke. If you initiate a Transaction through a payment initiation service provider, you may not revoke the payment instruction after giving consent to the payment initiative service provider to initiate the payment.
Depending on the nature of the Transaction, not all Approved Currencies will be available to execute a relevant Transaction. In these circumstances we will automatically change the Approved Currency to a currency from which the relevant Transaction can be executed.
WHEN DO WE RECEIVE AND EXECUTE YOUR INSTRUCTIONS TO MAKE PAYMENTS?
We will consider any instruction for a Transaction to be authorised by you once you have given us consent to carry it out. You consent to making a payment by following the on-screen prompts when accessing your nextel.capital Account and using one of the tools we make available for you to confirm instructions. The on-screen prompts will require you to provide the type of unique Identifier relevant in each circumstance. This will depend on whether the payment is to an account held with us, or to a payment account with another PSP.
We will ordinarily receive your payment instruction at the time you confirm it. If your nextel.capital Account includes functionality that allows you to instruct us to carry out a payment on a specific day, when you use that functionality to make a payment, we will treat the time of receipt of the instruction as being on that specified day. If the time we receive your payment instruction does not fall on a Business Day, we will treat your instruction as having been receiving on the first Business Day thereafter.
If the payment instruction is to pay another nextel.capital account, we action it at the time we receive your instruction. If it is an instruction for a Transaction to an account operated by another PSP, a payment in euro or in sterling (provided a sterling payment is executed wholly within the UK) will reach its destination, at the latest, on the Business Day after the Business Day on which we receive your instruction. Other payments wholly executed within the EEA may take up to 4 Business Days following the Business Day on which we receive your instruction. The time at which we will make other international payments depends on the timeframe for doing so and the business hours of the other PSP.
EXCHANGE RATES
If you receive a payment, including a refund, in a currency that is not one of the Approved Currencies for your nextel.capital Account, we will convert it into US dollars or such other currency as specified on our Website. The conversion rate will be indicated by us following receipt of the payment and you agree that we will apply that rate (which you are responsible for checking).
To make a Transaction in a currency that is different to the Approved Currency you hold in your nextel.capital Account you must agree to convert the amount into that other currency before you make the Transaction.
We do not control the conversion rates so we apply those indicated by us at the time of the conversion. We cannot display a list of any of the conversion rates as they are live market based rates. The conversion rate that we use will be indicated in your nextel.capital Account after we have made the conversion. We also deduct and keep any fees you have agreed to pay for currency conversions. Changes to exchange rates may be made from time to time without notice to you.
FEES AND CHARGES
The Fees List sets out the fees you must pay to us to load your nextel.capital Account, to convert currency and to make Transactions. The fees we charge are set out in the Fees List, except card order, maintenance, and express delivery service fees, include any applicable value added tax.
If you have a Card, the fees charged for the use of the Card are separate from and in addition to the fees for the use of the Services.
We deduct any conversion charges and fees for loading funds onto your nextel.capital Account from the amount you want to load. This means the amount we load may be less than the amount you transfer to us
Once you have loaded funds onto your nextel.capital Account, when you instruct us to make a Transaction we will transfer the full amount you instruct us to transfer and deduct any fees from the balance on the nextel.capital Account. If there are insufficient funds in the nextel.capital Account to make the payment and pay any fees related to it, we will not make the payment and will not deduct the fee. We will tell you that we have not made the payment and why.
We may change the fees we charge from time to time in accordance with paragraph 28. The new fees will be shown on the Fees List from the date they are in effect. We recommend you check the Fees List each time you use the Services.
We do not have to provide any Services at the wrong (lower) price shown in error on the Fees List, if the pricing error is obvious and clear and could have reasonably been recognised as an error.
Notwithstanding any other provision of these Terms, we may deduct from your nextel.capital Account all fees charged by us, any reversal amounts and any other amounts owed by you to us.
If a payment you make or receive into your nextel.capital Account takes place entirely in the EEA because the PSP of your recipient or payer is in the EEA, we will only accept SHA instructions (shared), so that you will pay our charges (if any) and the recipient or payer of the Transaction (where relevant) will pay the charges of its PSP. Where the PSP of your recipient or payer is outside the EEA, we may require that the charges for the Transaction are to be shared (SHA instruction) or to be fully allocated to either you (OUR instruction) or the recipient (BEN instruction). An OUR instruction means that you pay all the charges involved in a transaction where you are the payer, including the charges of the recipient's PSP. We will provide you with information on the costs of an OUR instruction before you decide to carry out the relevant Transaction.
Regardless of the type of instruction, you acknowledge that if we or the PSP of your recipient or payer have to use third party PSPs, those PSPs may also deduct their own charges from the amount of the Transaction.
YOUR OBLIGATIONS
When using the Services, you must:
(a)comply with the instructions for use of the Services, including any instructions in your nextel.capital Account, or any operational or user documentation that we may make available to you, including all such information relating to the use of our Services available on our Website;
(b)regularly check the transactions history of your nextel.capital Account and contact us immediately in case you have any questions or concerns regarding its accuracy or if you do not recognise any of the Transactions listed;
(c)only use the Services for the purposes listed in the Application Form;
(d)only use the Services for your own purposes, and not for the purposes of any third party;
(e)check that the instructions you give us to make a Transaction are accurate and correct;
(f)not use your nextel.capital Account in a manner that is prohibited (see the list of what is prohibited here on our Website);
(g)not use your nextel.capital Account and/or the Services in any unlawful way including money laundering or tax evasion;
(h)answer any question we reasonably ask in connection with your use of the Services within a reasonable time period, including without limitation any question we may ask in order to validate a Transaction, the identity of the payer or recipient or the reason for the Transaction;
(i)not attempt to gain unauthorised access to our Website, Mobile App, API, our servers, computers, or databases; and
(j)not introduce any viruses or harmful code to our Website, Mobile App, API, servers, computers, or databases.
You agree to indemnify, defend, reimburse or compensate us and hold us, our third party providers, our employees, or agents harmless from any claim or demand (including legal fees) made or incurred by any third party due to or arising out of:
(a)any failure by you to comply with paragraph 10.1 above;
(b)your use of the nextel.capital Account and/or the Services;
(c)any inaccuracy in:
(i)any information you give us (including "Know Your Customer" information);
(ii)any instruction you give in connection with the Services; and/or
(d)your breach of these Terms or any applicable law or regulation.
You shall pay us the sum of £50,000 (Sum) on demand or we may deduct this Sum from the balance of your nextel.capital Account without notice if you use your nextel.capital Account and/or the Services in connection with anything that is set out in our list of prohibitions on our Website. As a UK authorised electronic money institution, we have obligations to regulatory bodies as well as contractual obligations to financial institutions including but not limited to card schemes and/or credit institutions in order to deliver our Services. As part of this and our overall compliance and risk strategy, we do not wish to provide Services to certain persons or entities conducting certain activities and our business model and Fees List reflect this approach. You acknowledge that this clause is fair and reasonable in the context of the primary purpose of us providing Services to you under these Terms.
KNOW YOUR CUSTOMER CHECKS
Within the timeframe set out in any request, you will give us all documents and other evidence that we reasonably request at any stage of your use of the Services, or during your application to use the Services. You will give us this information so that we have up-to-date information and can carry out and be satisfied that we have complied with all "Know Your Customer" or other similar checks required under all applicable laws and regulations. The documents and information we may ask you for shall include, without limitation, any documents or other evidence concerning your identity or that of third parties or documentation evidencing the validity of a Transaction.
If there is:
(a)(in the case of a Personal Customer) any change to your full name, citizenship or postal address;
(b)(in the case of a Corporate Customer) any change in your status, place of incorporation, registered address, relevant personal details relating to an Authorised User, or, where applicable, in the composition of your shareholders; or
(c)any change in the information you provided in the Application Form; you must notify us and send us the documents evidencing such changes as soon as possible so our records are up-to-date. If we discover that any of your information is incorrect, we will update it.
If there is:
(a)any change to the type of industry that your business operates in; or
(b)the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation made after we have granted you an nextel.capital Account, which obliges us to comply with "Know Your Customer" or similar identification procedures, in circumstances where the necessary information is not already available to us, you will promptly give us all documents and other evidence that we reasonably ask for (for ourselves and/or for the Card issuer). You will give us this information so we can carry out and be satisfied we have complied with all "Know Your Customer" or other similar checks required under all applicable laws and regulations.
You acknowledge that, in compliance with laws and regulations, we are obliged to store all the information about you and your Transactions for at least 5 years after your nextel.capital Account is terminated.
OUR RIGHT TO REVERSE, SUSPEND AND TERMINATE
If we:
(a)have not been provided with any information that we have requested under paragraph 11 or the information or documentation provided is not satisfactory in our reasonable opinion;
(b)reasonably believe that you are in breach of these Terms or any other conditions applicable to our Services;
(c)reasonably believe that your activities can cause damage to our goodwill or reputation;
(d)have reasonable suspicion of unlawful, fraudulent or criminal activity concerning the use of the Services;
(e)have reasonable grounds relating to security or credit risk in relation to your use of the Services;
(f)have a reasonable belief that we are required to do so by law or regulation;
(g)are no longer able to provide the Services due to a change in or termination of a service from our third party suppliers, or due to a change in the policies of those suppliers;
(h)have a reasonable belief that any of the information you provided to us in your Application Form is incorrect;
(i)have a reasonable belief that you are using the Services for a different purpose than that notified to us by you;
(j)are given a direction to do so by any court, regulator or other competent regulatory, tax or other authority; and/or
(k)terminate a third-party Customer’s Services in accordance with our rights set out under paragraphs 12.1 (a) to (j) and that third-party Customer is Connected to you,
we may immediately:
(i)decline your application for any or all of the Services;
(ii)terminate any or all of the Services;
(iii)reverse any relevant Transaction;
(iv)withhold funds from you or restrict your access to funds or your nextel.capital Account;
(v)refuse to make payments from or to your nextel.capital Account; and/or
(vi)do anything else we reasonably consider necessary.
We shall inform you of any such actions we take, unless we have a reasonable belief that we are prevented from doing so by law or regulation or we believe that doing so would compromise our anti-fraud or security measures.
When we withhold funds from you or restrict your access to funds in accordance with these Terms, the subsequent release of or access to those funds is at our sole discretion. Any termination by you of your nextel.capital Account will not be valid as a cause of action for the release of the funds and you waive any rights to terminate in the event of your own breach of these Terms.
We may terminate the provision of any or all of the Services at any time and close your nextel.capital Account, for any reason, by giving you at least 2 months prior written notice. We will give you written notice of such action to the last postal address or email address, as the case may be, that you have given to us, which shall be deemed sufficient notice.
If we terminate the provision of the Services and close your nextel.capital Account we will ask you to provide us details of where you would like us to transfer the balance to, provided that your chosen option is available and there is no limit or other restriction for us to do so, after deducting any fees due and payable by you. We will ordinarily transfer such funds to another account in your name only.
If we terminate the provision of the Services and close your nextel.capital Account any of your or our rights or liabilities which have accrued prior to the closure of the nextel.capital Account shall continue until fully discharged by the relevant party, save for any rights or liabilities which are expressed to continue after the termination of your nextel.capital Account.
YOUR RIGHT TO CLOSE YOUR nextel.capital ACCOUNT
You may close your nextel.capital Account at any time as set out in paragraph 23 below.
You may not instruct us to carry out any Services after you have instructed us to close your nextel.capital Account. However, we will carry out any instructions in accordance with these Terms that you have given us for any Services prior to your instruction to close your nextel.capital Account.
When you give us notice to close your nextel.capital Account you will not be entitled to a refund of any Transactions you have made or of any fees that you may have incurred on the nextel.capital Account, which are then due and payable by you. We may deduct these fees from the balance on your nextel.capital Account. We will close your nextel.capital Account after all amounts have been paid by you or deducted by us from your nextel.capital Account. We will ask you to provide us details of where you would like us to transfer the balance to, provided that your chosen option is available and there is no limit or other restriction for us to do so, after deducting any fees due and payable by you. We will ordinarily transfer such funds to another account in your name only.
REFUSING A PAYMENT
We may refuse to carry out any instruction from you or refuse to accept funds into your nextel.capital Account if:
(a)you are in breach of these Terms;
(b)the relevant Transaction is contrary to our policies or our list of prohibitions;
(c)it is unlawful to carry out your instructions or to accept the funds;
(d)our third party payment providers have refused the relevant Transaction for whatever reason. If a third party payment provider refuses to execute the relevant Transaction, they may return the relevant funds less an amount equal to their charges for processing the Transaction, even if they reject the Transaction; or
(e)we have reason to believe the purported authorisation of the Transaction was made without your permission.
If we refuse to carry out an instruction we will tell you at the time we refuse to make the payment and the reasons why, unless it is unlawful for us to do so. Where it is possible to rectify the reason for our refusal, we will tell you how to remedy the issue.
We will treat a payment instruction which we refuse as not having been received by us, and these Terms will therefore not apply to such payment instructions. We shall not be liable for any losses you suffer as a result of us refusing a payment instruction.
KEEPING YOUR SECURITY DETAILS SAFE
You must (and in relation to Corporate Customers, you must procure that your Authorised Users):
(a)treat the funds held in your nextel.capital Account as carefully as you would treat cash in your wallet; and
(b)from the time you receive them, keep all your Account Access Details safe and secure. To avoid your Account Access Details being used by someone else you must treat them as confidential, so you must not disclose them to anyone else and you must not keep a written record of them which identifies them and how to use them. You must keep and use your Account Access Details in accordance with our instructions available here.
Use of the nextel.capital Account by someone other than you (or in the case of a Corporate Customer, an Authorised User) may mean you lose some or all of the electronic money credited to your nextel.capital Account.
If you (or an Authorised User in the case of a Corporate Customer) suspect any Account Access Details have been lost, stolen, misappropriated, used without authorisation or otherwise compromised, you must contact us immediately by using the internal ticket system on our Website or by email to [email protected] to change your Account Access Details. If you allow another person (other than an Authorised User in the case of a Corporate Customer) to have access to your nextel.capital Account we will treat this as if you have authorised such use and you will be liable for all Transactions and fees incurred by such use.
We may stop you or, in relation to a Corporate Customer, any Authorised User using any Account Access Details if we have reasonable grounds to believe they are no longer confidential to you or the Authorised User as applicable or have been used fraudulently or without your authorisation. If possible, we will notify you by email, telephone or SMS using the latest contact details you have supplied to us before we stop you using such identification or security feature, to tell you that we intend to do so and why.
If we cannot contact you before we stop the use of the Account Access Details we will do so immediately afterwards. We will not contact you to tell you we intend or have stopped the use of the Account Access Details, if we are prevented from doing so by law or if it would adversely affect our reasonable security measures. We will either reinstate the Account Access Details as soon as practicable after the reasons for stopping its use have ceased or, at that time, issue you with replacement Account Access Details to use. When the reasons for us stopping your use of the Account Access Details cease, unless we have already issued you with replacement Account Access Details, you can contact us at any time using the internal ticket system on our Website or by email to [email protected] to request that we allow you to use the Account Access Details again. We, our agents and/or the police may ask you to assist us as part of our or their inquiries where your nextel.capital Account has been used by someone other than you without your consent.
CORPORATE CUSTOMERS AND AUTHORISED USERS
If you are a Corporate Customer and you appoint an Authorised User, we will treat the Authorised User as having authority from you and all instructions from the Authorised User shall be regarded as if they came from you. All Authorised Users must be 18 or over.
You must notify us in writing immediately upon any change in the information provided regarding the Authorised User and its scope of authority to give instructions on your behalf.
You are responsible for the integrity of and all acts and omissions of all Authorised Users and we shall not be responsible for any loss or harm which you or any other person may suffer or incur as a result of any act or omission of any Authorised User.
We are not responsible to you or anyone else if any Authorised User provides us with instructions which are against your interests or outside of the scope of the Authorised User’s actual authority.
You are responsible for ensuring that only Authorised Users access your nextel.capital Account and/or instruct us to carry out Transactions on your behalf. If we receive instructions or a request using your or an Authorised User’s Account Access Details, we will treat the instructions as having been authorised by you and we are under no obligation to verify the authenticity of an instruction if it comes from an Authorised User.
You shall ensure that any and all Authorised Users are aware of these Terms and will procure that such Authorised Users comply with these Terms.
TRANSACTION DISPUTES
If you believe that:
(a)any Transaction was::
(i)not authorised by you; or
(ii)incorrectly executed by us,
then you must notify us without delay as soon as you become aware of it, but not later than
(aa)1 month (if you are a Large Enterprise); or
(bb)13 months (if you are a Personal Customer or Micro-Enterprise),
after the date of the unauthorised or incorrectly executed Transaction or when you became aware of such unauthorised or incorrectly executed Transaction. For a period of 18 months following your notification, you have the right to request that we provide you with the means to confirm your notification.
You must pay for all losses resulting from an unauthorised Transaction where you have
(a)acted fraudulently; or
(b)with intent or gross negligence:
(i)failed to safeguard the Account Access Details;
(ii)failed to comply with these Terms regarding the use of the Services; and/or
(iii)did not notify us without delay in the way required in paragraph15.3 and 17.1, when you became aware the Account Access Details were lost, stolen or used without your authorisation.
If you are a Personal Customer or Micro-Enterprise, provided that:
(a)you have notified us as required by paragraphs 15.3 and 17.1;
(b)we cannot show that the Transaction was authorised by you; and
(c)paragraph 17.2 does not apply,
then we will refund the amount of the unauthorised Transaction to your nextel.capital Account. Unless we have reasonable grounds to suspect fraudulent behaviour, we will make the refund as soon as practicable, and in any event no later than the end of the Business Day following the day on which we became aware of the unauthorised Transaction.
If you are a Personal Customer or Micro-Enterprise, you must pay up to a maximum amount of £35 for any losses we suffer from an unauthorised Transaction due to the use of lost or stolen Account Access Details, unless (i) it was not possible for you to detect the use of the lost or stolen Account Access Details before the Transaction; or (ii) the losses we suffer were caused by us or our agents.
17.5. If you are a Personal Customer or Micro-Enterprise, unless you acted fraudulently, you are not liable for any losses resulting from an unauthorised Transaction:
(a)after you notify us as required in paragraphs 15.3 and 17.1;
(b)if you could not notify us as we failed to provide you with the means at all times to tell us about Account Access Details that have been lost, stolen, misappropriated, used without authorisation, or otherwise compromised;
(c)if we were required by law or regulation to apply strong customer authentication procedures and failed to do so and this failure led to the unauthorised Transaction (more details about our customer authentication procedures can be found here on our Website); or
(d)where you used the nextel.capital Account to buy goods or services at a distance, unless the law says you are liable for the loss.
If you are a Large Enterprise, you will have to prove to us that a Transaction was not authorised by you. If you do so and you have notified us in accordance with paragraphs 15.3 and 17.1 and paragraph 17.2 does not apply, we will be liable to refund the amount of the unauthorised Transaction to your nextel.capital Account, but subject to our limit of liability set out in paragraph 18.2. We shall make the refund as soon as practicable and, in any event no later than the end of the Business Day following the day on which we became aware of the unauthorised Transaction. You shall, on request, provide such independently verified or verifiable information as we may reasonably ask in order to determine whether you are a Large Enterprise.
Save as set out in these Terms, Transactions are non-refundable and are non-reversible. You may not charge back any Transaction for reasons for which we are not responsible including, without limitation, disputes with third parties for non-delivery of goods and/or services. We are not liable for any claims resulting from a commercial transaction between you and a third party.
If we provide you with an Identifier and we and all the other service providers involved in making the Transaction carry out your instructions in accordance with the Identifier, then we are entitled to consider it was carried out correctly.
If you give us an incorrect Identifier or other incorrect details, then we are not responsible for failing to carry the Transaction out or for carrying it out in accordance with your instructions. If the Transaction has been misdirected because you gave us an incorrect Identifier, we will make reasonable efforts to recover the funds in the Transaction but we provide no guarantee that the funds will be recovered. We may charge you a fee as set out in the Fees List for doing this. If we are unable to recover the funds, we will, upon your written request, provide you all available relevant information in order for you to claim repayment of the funds. If you are the recipient of a Transaction made with an incorrect Identifier, you will cooperate with us in order to return the funds where appropriate and we will cooperate with the payer's PSP in its efforts to recover the funds, in particular by providing it with all relevant information for the collection of the funds.
Please note that even if you give us information additional to the Identifier or to the information we asked for to make the Transaction, we are only responsible for carrying out the Transaction in accordance with the Identifier.
Where you are the payer of a Transaction which has not been correctly executed by us, we shall, without undue delay, refund to you the amount of the non-executed or defective Transaction and, where applicable, restore your account to the state in which it would have been if the Transaction had been executed correctly. Where the Transaction has been executed late you may ask us to request the recipient’s PSP to credit value date the recipient’s account as if the Transaction had been executed correctly.
If you are the recipient of a Transaction that has been executed late, and we receive a request from your payer's PSP, we will ensure that the credit value date used in your nextel.capital Account is no later than the date the amount of the Transaction would have been value dated if the Transaction had been executed on time.
You have the right to request that we make efforts to trace any non-executed or defectively executed Transaction and notify you of the outcome.
OUR RESPONSIBILITIES
We shall at all times perform our obligations under the Terms and carry out the Services with reasonable care and skill.
Subject to paragraph 18.4 if, in providing the Services, we fail to comply with these Terms, our aggregate liability to you (whether in contract, tort, negligence, breach of statutory duty or otherwise) in any calendar year shall not exceed:
(a)(if you are a Corporate Customer) the total amount of fees you paid us during that year for your Services; or
(b)(if you are a Personal Customer) any losses you suffer which are a reasonably foreseeable consequence of such failure.
Subject to paragraph 18.4, we will not pay for losses that fall into the following categories, even if those losses result from our deliberate failure to comply with our obligations under these Terms:
(a)indirect or consequential loss;
(b)loss of income or revenue;
(c)loss of business;
(d)loss of profits;
(e)pure economic loss;
(f)loss of anticipated savings; or
(g)waste of management or office time.
We do not exclude or limit our liability for:
(a)death or personal injury caused by our negligence;
(b)fraud or fraudulent misrepresentation by us; or
(c)any other matter for which it would be illegal for us to exclude or limit our liability.
We are not liable for any loss or damage caused by a virus, other technological attacks or harmful material that may infect your computer equipment, computer programmes, data or other proprietary material related to your use of our Services.
SAFEGUARDING YOUR FUNDS
When you transfer funds into your nextel.capital Account and/or you receive a payment into your nextel.capital Account, we shall
(a)place the funds into segregated accounts held with authorised credit institutions; and/or
(b)invest the funds into low risk assets held in a segregated account with financial institutions. These actions are taken to safeguard and protect your funds in accordance with applicable laws and regulations.
As your nextel.capital Account is an electronic money account and not a bank account, you acknowledge that the Financial Services Compensation Scheme in the UK does not apply to your nextel.capital Account.
SET-OFF
If any circumstances arise which, in accordance with these Terms, entitles us to be compensated by you, we shall be entitled to recover any sum due to us by setting-off part or all of any sum that you have lodged with us, either in your nextel.capital Account or your Card or otherwise against the sums you owe us. We shall accordingly deduct such sums from your nextel.capital Account. You shall have no similar right of set-off.
CIRCUMSTANCES BEYOND OUR CONTROL
We are not responsible for any breach of these Terms by us, or for any loss you incur in connection with such breach, due to any Circumstances Beyond Our Control.
Our performance of the Services is deemed to be suspended for the period that the Circumstances Beyond Our Control continue and we will have an extension of time for performance for the duration of that period.
If any Circumstances Beyond Our Control occur, we may take any action we consider appropriate in connection with the Services and use reasonable endeavours to end the Circumstances Beyond Our Control.
ACCESSING OUR SERVICES
We shall use reasonable endeavours to make sure our Services are available to you when you need them. However, we do not warrant or guarantee that the Services will be uninterrupted or error free. Except as required under law, we shall not be liable for any (a) service interruptions, including but not limited to, system failures, delays, disruptions or other interruptions that may affect the receipt, processing, acceptance, completion or settlement of Transactions or the Services; and/or (b) any faults, mistakes or inaccuracies of any kind in our Services. This paragraph does not apply to our responsibility to refund any funds under paragraph 17 in respect of Transaction disputes.
The Services are provided on an “as is” basis and without any representation or warranty, whether express, implied or statutory. We make no representation of any kind whatsoever for the Services or the content, materials, information and functions made accessible by the Services or used on or accessed through the Services.
CONTACT METHODS
You must tell us by email or our ticket system available on our Website as soon as possible of any changes to your name, postal address, telephone and email address so that our records are accurate, complete and up to date. You should check for incoming messages regularly and frequently. If you do not maintain or check your email you will miss emails about your Transactions and/or our Services. We cannot be liable for any consequence or loss if you do not comply with this instruction.
We will communicate with you primarily by email or by posting information on our Website. It is your responsibility to ensure that you are able to receive and send emails and access our Website. We may also communicate with you by post, telephone or SMS if you use any mobile services. Any communications or notices sent by:
(a)email will be deemed received by you on the same day if it is received in your email inbox before 5pm GMT. If it is received in your email inbox after 5pm GMT or at any other time, it will be deemed received on the next day;
(b)post will be deemed received three days from the date of posting for UK post or within five days of posting for international post; and
(c)SMS will be deemed received the same day.
You can communicate with us using any of the ways for contacting us as set out on our Website
Where legislation requires us to provide information to you on a durable medium, we will either send you an email (with or without attachment) or send you a notification pointing you to information on our Website in a way that enables you to retain the information in print format or other format that can be retained by you permanently for future reference.
YOUR PERSONAL DATA
To provide our Services we need to collect and retain personal data about you, any Authorised Users and certain individuals connected to Corporate Customers. By accepting these Terms you are giving us explicit consent to access, process and/or retain any personal data for our provision of the Services. Please note that this “explicit consent” is a statutory requirement affecting Payment Service Provider and does not affect any rights and obligations that you or we have under data protection laws including but not limited to the EU General Data Protection Regulation 2016/679 and the UK Data Protection Act 2018.
We are committed to maintaining your personal data in accordance with legal requirements relating to the collection, storage and use of personal data. Please review our Privacy Policy for more information on how we use and protect your personal data and your privacy rights.
If we suspect that we have been given false or inaccurate information, we may record and retain such suspicion together with any other relevant information.
If we receive false or inaccurate information, and we identify or reasonably suspect any fraud or other illegal activities, then we will pass details to fraud prevention agencies and/or other relevant agencies to prevent fraud, money laundering and other illegal activities.
We may check all personal data you give us with fraud prevention agencies and other organisations, and we may obtain information about you from credit reference agencies to verify your identity. A record of such enquiries may be left on your files with such third party organisations and agencies and also held by us.
We may monitor and/or record telephone calls we have with you (without notice or warning to you) to help us maintain and improve the quality of service and for fraud prevention and detection purposes.
INTELLECTUAL PROPERTY
The Website, nextel.capital Account, Mobile App and the API, and all Intellectual Property Rights contained therein, including but not limited to the content, are owned or licenced by us. Nothing in these Terms grants you or your Authorised Users (if you are a Corporate Customer) any rights in our Website, nextel.capital Account, Mobile App and API, other than as necessary to use the nextel.capital Account and/or Mobile App as permitted under these Terms and/or the Card Terms.
NO LIABILITY FOR TAX
Save as required by any applicable law or regulation, we have no obligation whatsoever to any taxation or similar authority in respect of any taxation or other similar duty or levy payable by any Customer. It is your obligation to report and pay all taxation, duties and levies that are payable by you in respect of your nextel.capital Account and the Services.
COMPLAINTS PROCEDURE
If you have a complaint regarding our Services or any other matter contained in these Terms, please contact us by email to [email protected]. All complaints will be investigated in accordance with our complaints procedure available here.
If we are unable to resolve your complaint and it relates to a Payment Service, you may be entitled to refer it to the Financial Ombudsman Service (FOS). FOS provides an out-of-court redress mechanism. Please see their website (financial-ombudsman.org.uk) for information about how to contact the FOS and how to bring a complaint.
CHANGES TO THESE TERMS
We may change these Terms and the Fees List from time to time in accordance with this paragraph 28. The provision of new Services or changes to existing Services that do not constitute a change to these Terms shall be made immediately. All changes will be posted on our Website and/or emailed to you at the last email address you provided to us. You should check our Website regularly. If you are not a Large Enterprise we will provide you with notice of any changes we propose to make to these Terms at least 2 months before the change is due to take effect. If you are a Large Enterprise we may provide you with less than 2 months’ notice of any changes. In either case, in the event that you do not agree to the proposed changes, you are entitled to terminate your nextel.capital Account without charge prior to the changes coming into effect. If you do not notify us that you want to terminate your nextel.capital Account before the changes come into effect, we will treat you as having accepted the change and they will apply to you from the effective date specified in the notice.
Changes to exchange rates shall come into effect immediately without notice and you shall not have the right to object to such a change.
GENERAL
These Terms are personal to you. You must not grant any legal rights to anyone over any of them and you must not transfer your rights and obligations under these Terms to anyone.
We may assign or transfer our rights or obligations under these Terms, either in whole or in part, to any third party without your consent.
Any delay or failure by us to exercise any right or remedy under these Terms is not to be considered a waiver of that right or remedy and it will not stop us from exercising it at any subsequent time.
No one other than you and us has any right to enforce any of the provisions of these Terms.
If any provision of these Terms is judged to be invalid, illegal or unenforceable, such provision shall be severed from these Terms and the remainder of the provisions shall so far as possible continue in full force and effect.
THIRD PARTY SERVICE PROVIDERS
You may instruct payment initiation service providers to initiate Transactions from your nextel.capital Account. You may also use account information service providers, who aggregate and display in one location the information from your nextel.capital Account and from other online payment accounts you may have with us or other PSPs. We reserve the right to deny third party service providers access to your nextel.capital Account for reasonably justified and duly evidenced reasons relating to fraud or lack of authority, including the unauthorised or fraudulent initiation of a Transaction. If we deny a payment initiation service provider or an account information service provider access to your nextel.capital Account, we will notify you of our decision and of the reasons for our decision, unless that notification is unlawful or could compromise the security of your nextel.capital Account.
LARGE ENTERPRISES OPT OUT
If you are a Large Enterprise then you agree that regulations 40 to 62 of Part 6 and regulations 66(1), 67(3) and (4), 75, 77, 79, 80, 83, 91, 92, and 94 of Part 7 of The Payment Services Regulations 2017 do not apply to these Terms.
GOVERNING LAW
These Terms are governed by the laws of British Virgin Islands.
JURISDICTION
The parties to these Terms submit to the exclusive jurisdiction of the courts of British Virgin Islands.