Platform Subscription Agreement

1. Introduction

This Platform Subscription Agreement ("Agreement") governs your use of the Valtura Payments Group client portal and associated platform services ("Platform"). By creating an account, you agree to be bound by this Agreement, our Privacy Policy, and our general Terms of Service.

This Agreement is between you (the "Subscriber", "ISO", or "you") and Valtura Payments Group Limited, a company registered in England and Wales (Company No. 16319763) with its registered office at 129 North Hill, Plymouth, Devon, PL4 8JY ("Valtura", "we", or "us").

2. Free Trial

2.1 Trial Period

New self-service accounts receive a 30-day free trial with full access to all Platform features. No credit card or payment details are required to start a trial.

2.2 Trial Scope

During the trial you may use all Platform features including but not limited to:

• Broker quoting and proposal tools
• Commission reporting and payaway submissions
• PCI compliance referrals
• AI knowledge base
• Merchant onboarding workspace
• Support ticketing

2.3 Trial Expiry

At the end of the trial period, you will receive a personalised ROI summary based on your usage during the trial and the business information you provided. You may:

• Accept the subscription and continue using the Platform (see Section 3 for billing terms)
• Request an extension of up to 14 additional days
• Decline and your account will be deactivated at the end of the trial period

If you take no action, your account will be marked as expired and access to Platform features will be restricted. Your data will be retained for 90 days, after which it may be permanently deleted.

3. Subscription and Billing

3.1 Fee Structure

3.2 Billing Commencement

Billing does not begin immediately upon subscription acceptance. Your first invoice will be generated 30 days after your first payaway submission following conversion to a paid subscription. This grace period allows you to complete onboarding and begin processing before any fees are due.

3.3 Invoicing

Platform fee statements are generated monthly based on your payaway submissions for the preceding period. Statements are available in your portal dashboard. Payment terms are 30 days from the date of the statement.

3.4 VAT

All fees are exclusive of VAT. VAT will be applied at the prevailing rate where applicable and shown separately on fee statements.

3.5 Fee Changes

We reserve the right to modify fee rates with 90 days' written notice. Any fee changes will not affect the current billing period.

4. Your Account

4.1 Registration

You must provide accurate, current, and complete information during registration. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

4.2 Authorised Users

You may invite additional users to your account. You are responsible for ensuring all users comply with this Agreement. User roles (admin, manager, viewer) determine access levels within the Platform.

4.3 Company Email Requirement

Accounts must be registered using a company email address. Personal email domains (e.g. gmail.com, outlook.com) are not accepted for account registration.

5. Data and Privacy

5.1 Your Data

You retain ownership of all data you upload or enter into the Platform, including merchant information, payaway statements, commission data, and PCI referral details. We process this data solely to provide the Platform services and as described in our Privacy Policy.

5.2 Data Processing

By using the Platform, you acknowledge that we will process business data including:

• Merchant account information and transaction volumes
• Payaway statements and gross profit calculations
• Commission structures and partner payment details
• PCI compliance assessment data
• Support communications and knowledge base queries

This data is processed under the legal basis of contractual necessity and legitimate business interests, as detailed in our Privacy Policy.

5.3 Confidentiality

We treat all data submitted through the Platform as confidential. We will not share your business data with other Platform users or third parties except as necessary to provide the services or as required by law.

5.4 Data Export

You may request an export of your data at any time by contacting support. Upon account termination, we will provide a data export upon request within 30 days.

6. Acceptable Use

You agree to use the Platform only for lawful business purposes related to the operation of a payment services company. You shall not:

• Upload false, misleading, or fraudulent data
• Attempt to access other users' data or accounts
• Use automated tools to scrape or extract data from the Platform
• Reverse-engineer, decompile, or attempt to extract the source code of the Platform
• Use the Platform in any way that could damage, disable, or impair the service

7. Service Availability

We aim to provide the Platform with high availability but do not guarantee uninterrupted access. We may perform scheduled maintenance with reasonable advance notice. We are not liable for any downtime, data loss, or interruption caused by circumstances beyond our reasonable control.

8. Intellectual Property

The Platform, including all software, designs, algorithms, and documentation, is the intellectual property of Valtura Payments Group Limited. This Agreement grants you a non-exclusive, non-transferable licence to use the Platform for the duration of your subscription.

9. Cancellation and Termination

9.1 Cancellation by You

You may cancel your subscription at any time by contacting us at platform@valturaplatform.co.uk. Cancellation takes effect at the end of the current billing period. Any outstanding fees remain payable.

9.2 Termination by Us

We may suspend or terminate your account if:

• You breach any term of this Agreement
• Fees remain unpaid for more than 60 days past due
• We reasonably believe fraudulent activity is occurring on the account
• We are required to do so by law or regulation

We will provide reasonable notice before termination where practicable.

9.3 Effect of Termination

Upon termination, your access to the Platform will be revoked. Your data will be retained for 90 days to allow for export, after which it may be permanently deleted. Sections 5 (Data), 8 (IP), 10 (Liability), and 12 (Governing Law) survive termination.

10. Limitation of Liability

To the fullest extent permitted by law:

• The Platform is provided "as is" without warranties of any kind, express or implied
• We are not liable for any indirect, incidental, special, or consequential damages arising from your use of the Platform
• Our total aggregate liability under this Agreement shall not exceed the total fees paid by you in the 12 months preceding the claim
• We are not liable for decisions you make based on data, calculations, or reports generated by the Platform

11. Changes to This Agreement

We may update this Agreement from time to time. We will notify you of material changes at least 30 days before they take effect via email or through the Platform. Your continued use of the Platform after changes take effect constitutes acceptance of the updated terms.

12. Governing Law and Disputes

This Agreement is governed by the laws of England and Wales. Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.

13. Contact

For questions about this Agreement, please contact us:

Valtura Payments Group Limited
Email: platform@valturaplatform.co.uk
Address: 129 North Hill, Plymouth, Devon, England, PL4 8JY
Company No: 16319763