Terms & Conditions

VERVE PAYMENTS SERVICES PROVIDER CO LLC (the “Company”) operates a mobile application, “Urban Ledger” (the “App”) available on Google Play Store, iOS and other similar platforms and also operates a website https://geturbanledger.com (the “Website”). The App and the Website shall be together referred to as the “Platform”. These terms and conditions (“Terms”) govern the use of or access to the Platform and the Services (as defined below) made available by Company and/or by any of its affiliates or group companies. 

These Terms also include our privacy policy and any guidelines, additional terms, policies, or disclaimers in force and made available or issued by us from time to time. These Terms may be changed or updated by us over time, and the Terms, as amended, shall apply to you from time to time. You are advised to regularly review the most current version of these Terms available on the Platform.

These Terms constitute a binding and enforceable legal contract between Company and a User (defined below) or any end user of the Services (collectively, “you”). You represent and warrant that you (a) have full legal capacity and authority to agree and bind yourself to these Terms, (b) are eighteen years of age or older, and (c) are a resident of country of operation. If you represent an entity, organization, or any other legal person, you confirm and represent that you have the necessary power and authority to bind such entity, organization, or legal person to these Terms.

By accessing and/ or using the Services, you agree that you have read, understood, and are bound by these Terms, and that you will comply with all the requirements hereunder. If you do not agree to all of these Terms or comply with the requirements herein, please do not access the Platform or use the Services.

SERVICES
  1. The Platform enables a suite of solutions to allow small and medium size businesses such as vendors, merchants, and suppliers (collectively, the “Merchants”) registered on the Platform to run their business on their mobile by recording and maintaining a ledger and cash flow register of their daily credit/ payment transactions digitally, such as in relation to the sale and purchase of goods and services with their respective customers (“Customers”).
  2. In addition, the Platform enables transactions between Merchants and Customers and uses analytics to meet Users’ untapped needs. Further, Company through the Platform enables the Merchants to send payment reminders to their Customers, as well as generate a payment link (“Payment Link”) through the Platform to their respective Customers (which service is provided by third party payment service providers and generated by integration of Third Party Services (defined below) on the Platform) , and the Customers can use the payment link to make payments to the Merchants in settlement of their obligations towards such Merchants.
  3. The Settlement to the Merchants is directly done by the acquirer or the PSP provider. Company may additionally enable any other solutions or services through the Platform from time to time. All the services described under this Clause, including the provision of the Platform and its features, collectively constitute the “Services”.
  4. Merchants and Customers are collectively referred to as “Users”. For the avoidance of doubt, a Merchant may be considered a Customer in certain transactions (and vice versa). For example, in a situation where the Merchant purchases goods and services from a supplier that are recorded on the Platform, the Merchant would be considered a Customer and the supplier a Merchant.
CREATION OF YOUR PROFILE
  1. To avail the Services, a Merchant would be required to create a merchant profile on the Platform (“Profile”). In addition to setting up a PIN to create the Profile, the Merchant needs to furnish certain details, including but not limited to phone numbers and details of their businesses. The Merchant warrants that all information furnished in connection with its Profile is and shall remain accurate and true in all respect, and agrees that it shall promptly update its details on the Platform in the event of any change or modification.
  2. The Merchant is solely responsible for maintaining the security and confidentiality of their PIN, and agrees to immediately notify in writing by emailing support@urbanledger. app of any disclosure or unauthorized use of its Profile or any other breach of security with respect to its Profile.
  3. The Merchant expressly agrees to be solely liable and accountable for all activities that take place through its Profile. Company shall in no manner be held liable for any unauthorized access to a Merchant’s Profile.
  4. The Merchant agrees to receive communications from Company regarding: (i) transactions on the Platform; (ii) requests for payment; (iii) information about Company and the Services; (iv) promotional offers and services from Company and its third party partners/ service providers, and (v) any other matter in relation to the Services.
KYC (KNOW YOUR CUSTOMER) POLICY
  1. The Company may require Users to upload information and documents to determine their eligibility to use certain features of the Services including but not limited to their identification documents (“KYC Documents”).
  2. The User hereby authorizes the Company and any third-party service provider it may engage with or interact with in connection with using the Platform to process KYC Documents and ascertain the User’s eligibility. Any processing undertaken by the Company shall be in accordance with its Privacy Policy and these Terms. It is hereby clarified that as far as the permission of the KYC Documents by a third-party service provider is concerned, the same shall be governed by the privacy policy of such third party service provider.
  3. The User agrees that it may be required to submit additional documents including Trade License as and when required by the Company or any of its third party service providers including enabling payments and if, in such an event, any additional information, data, or documentation is required (collectively, “Additional Documents”), the User hereby agrees to share such Additional Documents upon request, and further, authorizes the Company to process such additional Documents.
  4. The User agrees and warrants to provide valid, true, complete, and up-to-date KYC Documents and additional Documents. The User further acknowledges that any incorrect or misleading information provided shall constitute a material breach of these Terms, and the User’s access to certain features of the Services may be limited or denied in such event.
  5. The list of the KYC Documents and additional Documents may be provided to the User at the time of creating the Profile/signing-up or at a later stage.
TRANSACTION INFORMATION
  1. Merchants may upload information relating to transactions with their customers or relating to their businesses, including the sale of goods or services, costs, amounts paid and payable, and details of goods and services, on the Platform (such information is referred to as “Transaction Information”). Transaction Information may be exchanged between the Users and their customers through telephonic calls, text message, WhatsApp, email, or other electronic mediums that would depend on the contact details of Users and their customers provided on the Platform.
  2. At the time of creating or uploading the first Transaction Information with respect to their customers, the User shall inform such customers of its use of the Platform to record such Transaction Information and Transaction Information related to future transactions and seek such customer’s express consent in this regard and to:
    1. The creation of a profile of the customer on the Platform, which will require sharing such customer’s phone number and contact details with the Company;
    2. receive communications from the Company regarding: (A) information relating to their transactions recorded on the Platform; (B) requests for payment; (C) information about the Company and the Services; (D) promotional offers and services from the Company and its third party partners, and (E) any other matter in relation to the Services.

Should the Customer fail to provide consent, or withdraw consent, the Merchant shall immediately cease to use the Services in relation to that Customer.The Merchant shall be solely responsible for obtaining such consent from its customers

THIRD PARTY SERVICES
  1. The Services may include services, content, documents, and information owned by, licensed to, or otherwise made available by a third party (“Third Party Services”) or contain links to Third Party Services. Users understand that Third Party Services are the responsibility of the third party that created or provided it and acknowledge that use of such Third-Party Services is solely at their own risk.
  2. The Company makes no representations and hereby expressly excludes all warranties and liabilities arising out of or pertaining to such Third-Party Services, including their accuracy or completeness. Further, all intellectual property rights in and to Third Party Services are the property of the respective third parties.
  3. The Company enables payments via payment service providers (“PSP”) partners and the User should take care not to share his personal OTP/PIN with any third party intentionally or unintentionally. The terms and conditions of the PSP will be binding on the User on enablement of the payments facility. The Company never solicits any OTP/PIN information over a call or otherwise. The Company shall not be liable for any fraud due to the sharing of such details by the User. The providers providing Third Party Services / PSP partners shall not be liable for any fraud due to sharing of such details by the User. If any of such fraudulent transactions occur and where the User shares his debit/credit card , the Company may share relevant information of such transaction if the victim approaches the Company by sending an email to support@urbanledger.app
YOUR (“USER”) RESPONSIBILITIES
  1. The User hereby represents and warrants that all information that is provided by the User through or in relation to the Services is valid, complete, true, and correct on the date of agreeing to these Terms and shall continue to be valid, complete, true, and correct throughout the duration of the User’s use of the Platform. The Company does not accept any responsibility or liability for any loss or damage the User may suffer or incur if any information, documentation, material, or data provided to avail the Services is incorrect, incomplete, inaccurate, or misleading, or if the User fails to disclose any material fact.
  2. The User shall be solely responsible for ensuring compliance with applicable laws and shall be solely liable for any liability that may arise due to a breach of its obligations in this regard.
  3. The User shall extend all cooperation to the Company in its defending of any proceedings that may be initiated against it due to a breach of the User’s obligations or covenants under these Terms.
  4. While the Company uses commercially reasonable efforts to provide Users with a daily backup of their Transaction Information, Users should regularly and independently save, backup, and archive such Transaction Information.
  5. The User shall not use the Services in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, the User may not:
    1. Infringe either directly or indirectly any third-party proprietary rights, including but not limited to copyrights, patents, trademarks, or trade secrets, of any party;
    2. except as may be provided hereunder, use in any manner including copying, displaying, distributing, modifying, publishing, reproducing, storing, transmitting, posting, translating, creating any derivative works from, or license the Services;
    3. use the Services to transmit any data or send or upload any material that contains viruses, trojan horses or any other harmful programmes or similar computer code designed to adversely affect the operation of any computer software or hardware;
    4. use any robot, spider, other automated device, or manual process to monitor or copy the Platform or Services or any portion thereof;
    5. use the Services in furtherance of / to engage in any activity which may be grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; or unlawfully threatening or unlawfully harassing including but not limited to "indecent representation of women"
    6. engage in the systematic retrieval of content from the Platform or Services to create or compile, directly or indirectly, a collection, compilation, database or directory; or
    7. violate applicable laws in any manner.
  6. Users who are expected to conduct proper research to ensure that the goods and services they send payment links for are in compliance with all applicable laws and we encourage users to cross-check before generating payment link for prohibited content may result in the suspension or removal of user’s account.
  7. The User shall not use the Services for / in furtherance of any sale or supply of prohibited products or services including but not limited to:
    1. sale of regulated goods;
    2. sale of counterfeit, replicas and pirated goods and goods infringing any intellectual property rights including pirated recordings or copies of unauthorized copyrighted materials whether in electronic or physical form or any other medium which may not be in existence at present;
    3. sale of tobacco and cigarettes which includes cigarettes, cigars, chewing tobacco, and related products;
    4. sale of liquor or any narcotic drugs and psychotropic substances;
    5. sale / supply of any good or service which may not be in public interest as well as gambling or other prohibited activities; and
    6. sale / supply of good or service which results in non-compliance of any applicable law.
  8. The User shall be solely responsible for compliance with all the applicable laws in the country of company operation including without limitation the Central bank rules and the rules made thereunder. The Company shall not be responsible for any claims or liability or losses that may arise due to non-compliance of the anti-money laundering laws in the country as well.
  9. The User shall extend all cooperation to Company in its defence of any proceedings that may be initiated against it due to a breach of the User’s obligations or covenants under these Terms.
  10. While Company uses commercially reasonable efforts to provide Users with a daily backup of their Transaction Information, Users should regularly and independently save, backup, and archive such Transaction Information.
  11. Users agree not to exploit the Services or the Content in any unauthorized way whatsoever, including but not limited to, trespassing or burdening network capacity. Users further agree not to use our Services or Content in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and You acknowledge and agree that Company is not in any way responsible for any such use by You, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that You may receive as a result of using the Services. Notwithstanding any other remedies available to Company, You agree that Company may suspend or terminate your use of the Services without notice if User uses the Services or the Content in any prohibited manner, and that such use will be deemed a material breach of these Terms.
  12. You shall not make any commercial use of the Services or the Content or otherwise transfer for value the Services or the Content. You agree not to challenge Company rights in, or otherwise attempt to assert any rights in, the Services or any Content provided by other Users, except those rights explicitly granted under these Terms. You agree to use the Services and Content only as expressly permitted under these Terms.
REFUND/CANCELLATION
  1. Card Transactions cannot be cancelled after initiating the transaction. If the User has entered the wrong number, then the Company is not a liable party in the transaction.
  2. All Card transactions are real-time and if there is any delay in the end of the transaction then the User can check with support team of Company at support@urbanledger.app after 30 mins of initiating the transaction.
Debit/Credit Card
  1. If the User has any issues related to transactions linked with Debit/Credit card, then the User must report the same to the Company Via mail support@urbanledger.app
    1. The Company will respond and try to resolve the issue as per the Company’s internal processes and policies.
    2. All refunds will be processed by following the validation of the transaction on a case to case basis in the given legal framework.
    3. Escalation matrix remains the same for the Refunds/Cancellation for all the transactions.
    4. The Company allows the Users to export the PDF from its account which the User can share with its customer as a statement/reminder for collections.
User Responsibility & Obligations for Payments
  1. While you register and enable payments on the platform, you are required to ensure the following -
    1. The Company enables payments via payment service providers (“PSP”) partners. The terms and conditions of the PSP will be binding on the User on enablement of the payments facility including but not limited to Chargebacks.
    2. You are solely responsible for linking your correct bank account for settlement. The account number should belong to the official bank account of the registered Merchant.
    3. ince Your mobile number is treated as the primary identifier, your mobile number needs to be updated with the bank linked to Company App in case of any changes.
    4. If You change the mobile number registered with Your Company Account, You will have to re-register your new mobile number with Company. To re-enable the Service, you need to register your new mobile number with your bank as well.
    5. You are solely responsible to keep Your OTP, PIN and bank account related details confidential. Sharing such information with others may lead to unauthorized usage, for which Company shall not be responsible.
    6. You shall take full responsibility of the payment request that you make and authorize on Company application, including addition of beneficiary, typing and validating intended recipients or any information regarding Settlement Account. We do not take responsibility for correctness of information that you enter during payment processing, including authorization and settlement.
    7. You agree that if You provide any information that is untrue, inaccurate, not current or incomplete or We have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with the Terms of Use, We shall have the right to indefinitely suspend or terminate or block access to Your Account.
    8. We shall ensure that all your confidential data pertaining to your money transactions, bank account details, and all other sensitive personal information are protected and kept confidential by employing best available protection standards, which are more fully set out in our Privacy Policy.
    9. You agree that PSP or any other system participant in Payment System shall not be liable for any delay in the completion of the funds transfer or any loss on account of error in the execution of the funds transfer by you.
INTELLECTUAL PROPERTY
  1. All rights, title, and interest in and to the Platform and Services, including all intellectual property rights arising out of the Platform and Services, are owned by or otherwise lawfully licensed by the Company. Subject to compliance with these Terms, the Company grants the User a non-exclusive, non-transferable, non-sub licensable, royalty-free, revocable, and limited license to use the Platform and Services in accordance with these Terms and its written instructions issued from time to time.
  2. The User should assume that everything the User sees or reads on the Platform is protected under the laws of the country of operation and may not be used except with the prior written permission of the Company.
  3. The Company may freely use, copy, disclose, publish, display, distribute without any payment of royalty, acknowledgement, prior consent, or any other form of restriction arising out of the User’s intellectual property rights.
  4. Except as stated in these Terms, nothing in these Terms should be construed as conferring any right in or license to the Company’s or any third party’s intellectual rights.
  5. Company may request Users to submit suggestions and other feedback, including bug reports, relating to the Platform or Services from time to time (“Feedback”). UrbanLedger may freely use, copy, disclose, publish, display, distribute, and exploit the Feedback without any payment of royalty, acknowledgement, prior consent, or any other form of restriction arising out of the User’s intellectual property rights.
  6. The contents of this Platform, including but not limited to the text and images herein and their sequencing, unless otherwise noted, are copyright-protected in the whole and every part of this Platform and the same belongs to the Company and may not be used, sold, licensed, copied or reproduced in whole or in part in any manner or form or in or on any media to any person without the prior written consent of the Company.
TERM AND TERMINATION
  1. These Terms shall remain in effect unless terminated in accordance with the following:
    1. The Company may terminate a User’s access to or use of the Services, or any portion thereof, immediately and at any point, at its sole discretion, if the User violates or breaches any of its obligations, responsibilities, or covenants under these Terms.
    2. Upon termination under Clause 1 of Term and Termination:
      1. the Services will “time-out”;
      2. the User shall not be eligible to avail any features of the Services; and
      3. these Terms shall terminate, except for those clauses that expressly or are intended to survive termination or expiry.
DISCLAIMERS AND WARRANTIES

The following Disclaimers and Warranties apply:

  1. The use of the Platform Services is at your sole risk.
  2. You acknowledge and agree that the Company is not engaged in the provision, grant, or disbursement of any financial product. The Company is not and will not be responsible for any claim or for any damages suffered, whether by the Users, the customers of the Users or any other person or party, that are related, directly or indirectly, to or arise out of the same including any payments made by the User or by the customers of the User using the payment link generated using the Platform. The User further agrees and undertakes to retain proof of sale documentation (in electronic or physical form) in connection with each payment link it generates or sends to customers.
  3. To the extent permitted by applicable law, the Services are provided on an “as is” and “as available” basis. The Company does not warrant that operation of the Services will be uninterrupted or error free or that the functions contained in the Services will meet your requirements.
  4. You acknowledge and agree that Company is not responsible for nor facilitating the delivery or provisioning of any goods and/ or services that the Customers purchase from the Merchants in any manner whatsoever, through the Platform or otherwise. The service of delivering or providing the goods and/ or services to the Customers is completed directly and independently by the Merchants to their respective Customers, without any involvement in any manner of the Company, and to this extent, Company makes no representations or endorsements and excludes all warranties and liabilities arising out of or pertaining to such goods and/ services provided by the Merchants. Company shall in no manner be liable or responsible for any deficiencies with respect to the delivery of the goods and/ or services of the Merchants.
  5. To the fullest extent permissible under applicable law, the Company expressly disclaims all warranties of any kind, express or implied, arising out of the Services, including warranties of merchantability, fitness for a particular purpose, satisfactory quality, accuracy, title and non-infringement, compatibility, applicability, usability, appropriateness, and any warranty that may arise out of course of performance, course of dealing, or usage of trade.
  6. You hereby accept full responsibility for any consequences that may arise from your use of the Services, and expressly agree and acknowledge that the Company shall have absolutely no liability with respect to the same.
  7. Notwithstanding anything to the contrary contained herein, neither the Company nor any of its affiliates or related parties shall have any liability to you or any third party for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under, directly or indirectly, or relating, in any manner whatsoever, to these Terms or the Services. To the maximum extent permitted by law, you agree to waive, release, discharge, and hold harmless the Company, its affiliated and subsidiary companies, its parent companies, and each of their directors, officers, employees, and agents, from any and all claims, losses, damages, liabilities, expenses and causes of action arising out of the Services.
  8. You acknowledge and agree that the Payment Links generated by Merchants through the Platform are independent and entirely unconnected with the delivery and/ or provisioning of the goods and/ or services by the respective Merchants, directly to their Customers.
  9. You acknowledge and agree that the Payment Links that are generated by you through the Platform are with respect to delivery versus payment transactions, whereby the goods and/ or services have already been delivered and/ or provided by you to your Customers.
  10. You acknowledge and agree that Company is merely providing a Platform for enabling the supply of Payment Links by the Merchants on the Platform, which service is being provided by third-party payment service providers through integration of Third Party Services on the Platform, and to this extent, Company does not authenticate any information of users not registered on the Platform (and to whom Company does not provide any services) other than phone numbers (if and to the extent applicable). Company shall in no manner be liable or responsible, including but not limited to such users, with respect to transactions made using the Payment Links generated by the Merchants.
  11. You acknowledge and agree that Company or third party payment service providers may withhold, suspend or forfeit the settlement of any amounts to be paid to you, on account of your access or use of the Services in a manner which is in contravention with these Terms, including but not limited to cases of fraudulent transactions, and may additionally impose a penalty on the User in such instances.
  12. You acknowledge and agree that Company shall not be held responsible for any delay or failure to comply with any obligations under these Terms if the delay or failure arises from any cause which is beyond our reasonable control.
  13. You acknowledge and agree that Company is not engaged in the provision, grant, or disbursement of any financial product.Company is not and will not be responsible for any claim or for any damages suffered that are related, directly or indirectly, to or arise out of the use of financial products.
  14. To the extent permitted by applicable law, the Services are provided on an “as is” and “as available” basis. Company does not warrant that operation of the Services will be uninterrupted or error free or that the functions contained in the Services will meet your requirements.
  15. To the fullest extent permissible under applicable law, Company expressly disclaims all warranties of any kind, express or implied, arising out of the Services, including warranties of merchantability, fitness for a particular purpose, satisfactory quality, accuracy, title and non-infringement, compatibility, applicability, usability, appropriateness, and any warranty that may arise out of course of performance, course of dealing, or usage of trade.
  16. You hereby accept full responsibility for any consequences that may arise from your use of the Services, and expressly agree and acknowledge that Company shall have absolutely no liability with respect to the same.
  17. You shall be solely responsible for protecting your payment and card details (including any one-time-passwords in the additional factor of authentication process) while making payments using Third Party Services accessed through the Platform, and Company shall not be responsible or liable for any loss incurred by you to this extent.
  18. To the fullest extent permissible by law, Company, its affiliates, and its related parties each disclaim all liability to you for any loss or damage arising out of or due to:
    1. your use of, inability to use, or availability or unavailability of the Services, including any Third Party Services;
    2. the occurrence or existence of any defect, interruption, or delays in the operation or transmission of information to, from, or through the Services, communications failure, theft, destruction or unauthorised access to Company records, programmes, services, server, or other infrastructure relating to the Services; or
    3. the failure of the Services to remain operational for any period of time.
  19. Notwithstanding anything to the contrary contained herein, neither Company nor any of its affiliates or related parties shall have any liability to you or any third party for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under, directly or indirectly, or relating, in any manner whatsoever, to these Terms or the Services. To the maximum extent permitted by law, you agree to waive, release, discharge, and hold harmless Company, its affiliated and subsidiary companies, its parent companies, and each of their directors, officers, employees, and agents, from any and all claims, losses, damages, liabilities, expenses and causes of action arising out of the Services.
INDEMNITY

You shall indemnify, defend at the Company’s option, and hold the Company, its parent companies, subsidiaries, affiliates, and their officers, associates successors, assigns, licensors, employees, directors, agents, and representatives, harmless from and against any claim, demand, lawsuits, judicial proceeding, losses, liabilities, damages and costs (including, without limitation, from all damages, liabilities, settlements, costs and attorneys’ fees) due to or arising out of your access to the Services, use of the Services, violation of these Terms or any infringement by any third party who may use your account with the Company, of these Terms.

You further agree that in the event a third party payment service provider withholds or forfeits any amounts to be paid to Company, on account of any reason attributable, directly or indirectly, to your access to or use of the Services, and in contravention of these Terms, then you shall be liable to refund such amounts to Company that may have been settled to your account in advance by Company using its own funds under the Instant Settlement service. You also agree that in such cases, Company shall be entitled to adjust or set-off any such dues against any future payments to be made to you

CONSENT TO USE DATA
  1. You agree that the Company and any third-party service providers it engages, may, in accordance with its Privacy Policy, collect and use your information and technical data and related information.
  2. The Company may use information and data pertaining to your use of the Services for analytics, trends’ identification, and purposes of statistics to further enhance the effectiveness and efficiency of the Platform.
  3. Subject to applicable laws, the Company may be directed by law enforcement agencies or the government and related bodies to disclose data in relation to Users in connection with criminal proceedings. You understand and agree that in such instances, the Company shall have the right to share such data with relevant agencies or bodies.
MAINTENANCE OF RECORDS

You shall maintain the records of all payment transactions on the Platform independently of the Platform (by way physical copies etc) and the Company reserves the right to seek copies of such records for their own use including record keeping. 

FEES/CHARGES

The Company reserves the right to charge convenience fee for the Services and non-payment may result in denial of Services.

MODIFICATION

The Company reserves the right at any time to add, modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without cause. The Company shall not be liable for any such addition, modification, suspension or discontinuation of the Services.

JURISDICTION, GOVERNING LAWS, AND DISPUTE RESOLUTION

These Terms shall be governed by and construed and enforced in accordance with the laws of Country of Operation. Subject to other provisions in this Clause, courts in United Arab Emirates shall have exclusive jurisdiction over all issues arising out of these Terms or the use of the Services.

Any controversies, conflicts, disputes, or differences arising out of these Terms shall be resolved by arbitration in UAE Courts . There will be one arbitrator appointed by the Company. The language of the arbitration shall be English.

The parties to the arbitration shall keep the arbitration confidential and not disclose to any person, other than on a need to basis or to legal advisors, unless required to do so by law. The decision of the arbitrator shall be final and binding on all the Parties hereto. Each party to the arbitration shall bear its own costs with respect to any dispute.

MISCELLANEOUS PROVISIONS
  1. Modification – The Company reserves the right at any time to modify these Terms and to add new or additional terms or conditions on use of the Services. Such modifications and additional terms and conditions will be communicated to you and, unless expressly rejected (in which these Terms shall terminate), will be effective immediately and will be incorporated into these Terms. In the event you refuse to accept such changes, these Terms will terminate.
  2. Severability - If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue in effect. If any unlawful or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the clause, in which case the entirety of the relevant provision will be deemed to be deleted).
  3. Assignment - You shall not license, sell, transfer or assign your rights, obligations, or covenants under these Terms in any manner without the Company’s prior written consent. The Company may grant or withhold this consent in its sole discretion and subject to any conditions it deems appropriate. The Company may assign its rights to any of its affiliates, subsidiaries, or parent companies, or to any successor in interest of any business associated with the Services without any prior notice to you.
  4. Notices - All notices, requests, demands, and determinations for the Company under these Terms (other than routine operational communications) shall be sent to support@urbanledger.app
  5. Third Party Rights - No third party shall have any rights to enforce any terms contained herein.
  6. Translations –The Company may provide you with translated versions of these Terms solely to assist you with understanding these Terms in greater detail. The English version of these Terms shall be controlling in all respects. In the event of any inconsistency between the English version of these Terms and any translated version, the terms of the English version shall prevail.
Use of Group Companies

You understand and agree that Company and Company Entities reserve the right to use the services of themselves to provide any of the mentioned services to you within Company Platforms.

Disclaimers

We do not make any warranties and make no representation about the quality and availability of Payment facility.

We endeavor to execute and process transactions as per the defined process, however, We shall not be held responsible for any non-responsiveness, delay, failure of systems or any other circumstances that might not be in our control.

Your transaction records and other logs maintained with Us shall be final and binding as a proof of this facility and transactions


MyFatoorah Terms & Conditions

The below terms and conditions represent a contract between the users of My Fatoorah services ("User", "Merchant", "Organization", "Individual", "you" or "your") and My Fatoorah.

GENERAL TERMS
  1. Only legit entities, persons, and organizations that are permitted to conduct operations and receive funds in their country are eligible to apply to use My Fatoorah Services.
  2. The funds transferred via My Fatoorah must serve the same purpose stated in the registration application and be in line with the licensed activities of the Merchants.
  3. The business name that appears on the invoices must represent the Merchant and the activities they perform.
  4. Merchants that are less than 16 years old must be represented by their legal guardian as per the laws of the countries where they operate.
  5. The applying entity/ person agrees that at any point of time, My Fatoorah, may request additional information or an update on the information provided previously. Information that might be requested include but not limited to prove of identity, business controls and procedures, financial information, licenses, invoices, delivery notes, or other information as might be required. Failure to provide required information may result in discontinue of the service and termination of the contract.
  6. You agree to update us with any changes to your business, including but not limited to change of business nature, change in ownership, change in transactions volumes and changes in geographies of operations.
  7. My Fatoorah gives unexclusive and untransferable license to its Users to utilize its services. The User shall not use My Fatoorah services to receive funds on behalf of websites or sub-merchants that are not approved by My Fatoorah.
  8. When registering to My Fatoorah, and upon approval of your application and completion of the onboarding process, you will have access to your account on My Fatoorah Platform, where you can review the payment processes via our Dashboards. You can also request additional services, communicate with the support team, and request change the bank details through My Fatoorah Platform.
  9. MyFatoorah is committed to maintaining the confidentiality of personal and financial information, as well as any other information it may have about the customer or any other parties that MyFatoorah may engage with, and not disclosing it to third parties except in cases authorized by law or with the prior consent of the customer.
  10. MyFatoorah is committed to handling customer complaints and grievances in a prompt and fair manner, using the legal methods adopted by MyFatoorah through the website, application, visiting the company's headquarters, or through mail. MyFatoorah is committed to following up with the customer and updating them on the status of the complaint in a timely manner.
  11. MyFatoorah is committed to providing a dispute resolution mechanism that it follows when resolving customer complaints, while announcing the steps that should be followed with customers through the website and the company's social media platforms.
  12. The present contract shall be governed by the laws in force in the country where My Fatoorah is operating, and any dispute arise between the two parties or due to executing it shall fall within the jurisdiction of the courts of this country.
  13. My Fatoorah has the right to request signing additional contracts or addendums with the User.
  14. MyFatoorah has the right to update and amend the “Terms and Conditions” at any time.
RESTRICTED ACTIVITIES
  1. You must not use My Fatoorah services to conduct any restricted activities or deal with restricted entities stated by My Fatoorah or restricted by the country of your operations, including
    1. Persons with information indicating possible involvement in criminal activities or listed on any public blacklist related to criminal activities, drug trafficking, terrorism, and organized crime.
    2. Individuals or businesses with activities that make it impossible to verify legitimacy or the source of funds, or those with funds inconsistent with their financial status.
    3. Persons who refuse to provide required information or documentation for activity verification or provide suspicious or illegally obtained documents.
    4. Legal entities with undetermined shareholders or control structure.
    5. Exchange offices, money transmitters, and unauthorized entities of similar nature.
    6. Financial institutions residing in countries or territories without a physical presence (also known as "shell banks") and not part of a regulated financial group.
    7. Any non-Islamic Sharia-compliant business.
    8. Sub-agents.
    9. Bitcoin companies and Bitcoin exchange platforms.
    10. Businesses directly or indirectly dealing with sanctioned countries, including Iran, Syria, South Sudan, North Korea, Cuba, Eritrea, and the Central African Republic.
    11. Merchants failing to provide sufficient information for identity verification, including that of Ultimate Beneficial Owner(s).
    12. Merchants or Ultimate Beneficial Owner(s) subject to sanctions by the United Nations, HM Treasury, European Union, OFAC, or listed in relevant sanction lists.
    13. Merchants or Ultimate Beneficial Owner(s) residing in sanctioned jurisdictions, including Iran, Syria, Sudan, North Korea, Cuba, Eritrea, and the Central African Republic.
    14. Casinos, betting entities, and online gambling companies.
    15. Merchants providing financial services without central bank approvals, such as unauthorized private investments, exchange companies, pooling of funds, or hawala.
    16. Charities and non-profit organizations are not approved and regulated by the Ministry of Social Affairs and Labor.
    17. Anonymous and nominee accounts using fictitious names.
    18. Numbered accounts where the owner is identified by a number instead of a name.
    19. Merchants with incomplete due diligence or ambiguity and uncertainty regarding the provided information.
    20. Companies not licensed by the Ministry of Commerce and Industry
    21. All goods that are contrary to Islamic belief and public morals
    22. Gambling tools, machines and devices
    23. Asbestos
    24. Children's products that take the form of cigarettes and are kept in packs like cigarettes
    25. Industrial waste and hazardous waste
    26. Predators and endangered animals
    27. Alcoholics products
    28. All kinds of drugs
    29. Sex and adults’ tools
    30. Sexual books
    31. Firearms
    32. Radioactive medical and biological materials
    33. Tobacco products without licensing
    34. E-cigarettes without a license
    35. Fireworks products
    36. Radioactive materials
    37. Explosives materials
    38. Ivory
    39. High risk cyber locker merchants - file sharing
    40. Network/ pyramid scheme marketing
    41. Sale and purchase of securities
    42. Sharing and distributing files illegally over a network or Internet
    43. Dating mobile apps/ websites
    44. Sale and purchase of gold, jewelry and precious stones via E-commerce only, not POS
    45. Crowd funding
    46. Microsoft office programs and keys
    47. Key-entry telecom merchants
    48. E-commerce adult content (video text )
    49. Non face to face prescription drug merchants
    50. Communication long distance call VOIP
    51. Ammunition sellers
    52. Telle sales in bound call center
    53. Escorting services
  2. Restricted activities or entities might be updated at any point of time
REGISTRATION AND ONBOARDING
  1. The email is used by the applicants to register for My Fatoorah Services shall be deemed the official email for all communications. The applying party agrees to use email verification to approve the contract terms and conditions, as well as all information related to the User.
  2. The application fields must be filled, and all required documents submitted prior to the approval of any application.
  3. All information communicated by the client to MyFatoorah, by any type of media, written or verbally must be genuine and accurate.
  4. Upon registration, the applying entity has to provide required information as requested by MyFatoorah to fill the "Know Your Customer" (KYC) form and has to approve it by means of email confirmation. The applying entity is responsible to update the KYC information in case of any change, or once requested by MyFatoorah within a period of 14 days.
  5. All required information must be submitted within 14 days from registration. Incomplete applications will be automatically terminated afterwards.
  6. New applicants cannot make transactions until they are verified, approved and properly onboarded as merchants in MyFatoorah’s system.
  7. MyFatoorah has the right to obtain personal data for individuals and organizations through official authorities, including all Civil ID information, such as name, date of birth, ID number, expiry date, address registered on the card and any other available data.
PAYMENT PROCESSING AND REFUNDS
  1. The details of fees and commissions due to MyFatoorah for the services provided to the customer are specified in the terms of the contract signed with the customer, or as specified in the services offer provided to the client.
  2. MyFatoorah is committed to notifying the user with sufficient time in advance of any modifications or changes to fees, commissions, imposition of new fees, or any of the service terms that the user is subject to.
  3. We may hold suspicious transactions and require supporting evidence prior to transferring the funds to the bank account of the User. If the User failed to provide sufficient evidence for the legitimacy of the transaction, My Fatoorah would have the right to take necessary actions such as refund of the payment, termination of the account, and reporting the incident to the concerned parties without informing the Users or obtaining their consent. Information that might be shared with the concerned financial institutions or official bodies may include personal information about the User, Transactions information, and other information, as necessary.
  4. Merchants confirm that it is unlawful to commit any money laundering, fraud or any type of illegal activities, and in case MyFatoorah suspected any fraud or money laundering activities, MyFatoorah will report the activity and the entity committing these activities to the concerned authorities without notifying the Merchant.
  5. The Users agree not to object any held amounts or refunded amounts in case they did not provide valid justification and documentation as evidence for the legitimacy and accuracy of their transactions.
  6. Settlements of transactions and deposits of funds are usually done within 24 business hours or the next business day unless the User requests different time intervals for settlement and deposits of funds. My Fatoorah may hold payment of transactions for unspecified period if My Fatoorah found that the transactions might be unlawful or suspicious.
  7. The settlement is done as per the bank details provided when registering to use My Fatoorah services. The User may request changing the bank details through My Fatoorah Platform or by official email.
  8. The User can use the "Refund" option to refund whole of part of specific transactions back to their source only. The User must have sufficient funds in its account with My Fatoorah to use the "Refund" option.
  9. We may hold a reserve of a specific amount that is calculated by My Fatoorah from the transactions of high-risk clients. Such reserve will be settled upon the closure of the User’s account in My Fatoorah, in case it was not utilized.
  10. If transactions are not transferrable to your bank account, and you were not able to provide us with functional bank details for more than 30 days, My Fatoorah has the right to refund the amounts to the source or consider your account as abandoned. This will result in suspension of the account, and My Fatoorah will hold the funds or deliver the funds to other bodies at the sole discretion of My Fatoorah.
  11. My Fatoorah has the right to directly deduct its fees from the funds of the transactions made by the User during the settlement process.
  12. The User must pay any unsettled fees to My Fatoorah within 5 business days.
  13. Any payments done by the user to MyFatoorah including setup fees and commissions are non-refundable.
CONSENT OF SIGNATURE AND ELECTRONIC NOTIFICATIONS
  1. You agree that the act of registering into MyFatoorah account is considered to be your electronic signature and sending us notifications through the "Support Function" of My Fatoorah APP or Platform is considered an official notification and equivalent to physical signature.
  2. You agree that the email account used in registration is your approved email ID, and all emails received to My Fatoorah from this email ID are equivalent to official letters physically signed by you or your authorized representative.
  3. You agree to receive notifications from My Fatoorah on your registered email and phone number for communication purposes as well as for verification purposes (multi factor authentication)
TERM AND TERMINATION
  1. The terms and conditions remain in effect as long as you are subscribed to My Fatoorah
  2. The user has the right to terminate the contract with MyFatoorah at any time during its validity, provided that a notice of 30 days is given prior to termination.
  3. The term of your contract with My Fatoorah is one year from the date of receiving the email verification and will be updated automatically unless terminated by the User or My Fatoorah, given a notice period of 30 days is maintained.
  4. Termination of the contract will not waive the requirement of the User to provide information related to previous transactions.
  5. If you open My Fatoorah account and do not provide the required information and documentation to complete the onboarding process within 14 days, your account will be terminated automatically.Any payments done by the user during this period are not refundable.
  6. Inactive accounts that have no transactions for more than six months are considered dormant and get suspended automatically. To reactivate those accounts, Merchant’s information must be updated.
  7. My Fatoorah may suspend or terminate the account at any point of time and may provide the reasons for the suspension or termination via a letter sent through the registered email. Such reasons are decided based on the discretion of My Fatoorah and may include but not limited to increased operations risks, suspicious transactions, prohibited activities, unlawful practices by the User, change in the operations of the User, or change in the management / ownership of the User.
  8. Records are retained for a period of 10 years post discontinuation of services
USER RESPONSIBILITIES AND AGREEMENTS
  1. The Users are responsible to maintain updated and genuine information about their profiles, managers, board of directors, key people, business nature, size and value of transactions and any other information required by My Fatoorah.
  2. The Users are responsible for the nature of buyers or customer they deal with, and they agree to deal with legitimate customers only.
  3. The User is the sole responsible for the nature of the transactions, whether erroneous or suspicious, and My Fatoorah will not be held responsible for any transaction that has to be refunded.
  4. If the User is suspicious about any transaction, it is the User’s responsibility to hold fulfilling the transaction until the User contacts the customer and perform all required investigation to ensure the accuracy and legitimacy of the transaction.
  5. My Fatoorah is not responsible for the product and services sold and paid for using our services.
  6. My Fatoorah has the right to hold any transactions that they find suspicious, and request supporting information and documentation to assess the legitimacy of the transactions. In case My Fatoorah did not find the transaction legitimate, it has the right to reverse the transaction, and refund the transaction value back to its source, or hold the transaction for an amount of time that is decided by My Fatoorah to ensure that there are no chargebacks or fraud claims on the transaction.
  7. The User is being held responsible for all the created invoices, and paid transactions, or in the process of being created/ paid, by their clients, using MyFatoorah online payment service.
  8. The User pledge to reimburse MyFatoorah in case of chargeback or fraud disputed transactions, which have been deducted from MyFatoorah and in favor of the cardholders, if the chargeback or fraud dispute is lost, and pledge to agree on MyFatoorah’ s right to directly deduct any amounts from their due balance.
  9. You are responsible for completing the transaction with your clients, issuing invoices, and obtaining delivery notes as applicable, as these will be required to verify specific transactions as per the requirements of the risk procedures of My Fatoorah. You must ensure having support evidence of your transactions at all times.
  10. You must ensure compliance with all AML laws, electronic payment laws and trading laws pertaining to your country of operations.
  11. You agree that My Fatoorah may request/require to conduct financial audit on some of your transactions, which may include request of financial or non-financial documentation, examination of the systems used by the User, conducted recorded interviews or other procedures that My Fatoorah may decide on.
  12. You agree that My Fatoorah may refer to you, or use you logo when presenting our credentials to the public or in private proposals.
  13. You may refer to us as your payment services provider as long as your account is activated. Users with suspended or terminated accounts must refrain from using our brand in any of their public or private communications.
  14. The User confirms that all products, services or activities, for which funds are received via My Fatoorah services, are fit for use and not against the public order or public morals in the country of operations and that the User is illegible to sell and dispose these products and services and conduct these activities, and that it has no rights to third parties, and shall pledge to deliver the products and services to the clients in a timely manner and in accordance with the specifications contained in the advertisement, and that the User shall be solely responsible for any violation in this regard, and shall also be responsible for all legal violations of any obligation made by their clients. The User acknowledges and pledges that they are liable towards My Fatoorah and any third parties for all operations carried out by their clients to repay their financial obligations and shall pledge to refund all the amounts paid by MyFatoorah because of these operations, and My Fatoorah has the right to suspend the account and stop providing its services to the User in the event of any suspicious or fraudulent operations.
  15. The User has to inform My Fatoorah in any change in operations or management within a week. Such changes may include changes in the value or volume of transactions, change of business activities, change in address and communication details, change in ownership structure, or other relevant changes. Failure to inform My Fatoorah of these changes may result is suspension of the account and disruption of My Fatoorah services.
  16. While My Fatoorah agrees to protect the data privacy of the Merchants, the merchants agree that My Fatoorah may share their accounts information, and transaction information, with official governmental and court bodies whenever required without notifying the Merchants. The Merchant also agrees to display the name of the account owner.
EXTERNAL PAYMENT PROVIDERS
  1. The External Payment Providers Services, such as Apple Pay and Google Pay, provided through us are provided by a third party and MyFatoorah is not responsible for the quality of the services provided.
  2. Apple Pay and Google Pay transactions are considered non-3D secure by some banks and card schemes. In the case of chargebacks or fraud claims, the Merchant maintains full liability, and pledges to pay back MyFatoorah any funds deducted from MyFatoorah due to fraud or chargeback incidents related to the Merchant’s activities. The Merchant authorizes MyFatoorah to automatically deduct these chargebacks from their balances before settlement. Proof of service or delivery of products may still not be sufficient for some banks or card schemes and any chargebacks on MyFatoorah will be passed on to the merchants.
  3. MyFatoorah has the right to hold any transactions that they find suspicious, and request supporting information and documentation to assess the legitimacy of the transactions. In case MyFatoorah did not find the transaction to be legitimate, it has the right to reverse the transaction, and refund the transaction value back to its source, or hold the transaction for an amount of time that is decided by MyFatoorah to ensure that there are no chargebacks or fraud claims on the transaction.
  4. Merchants applying to use Apple Pay services through My Fatoorah, agree to confirm their acceptance on Apple Pay Merchant Terms, as specified on their website, and that My Fatoorah is not liable nor responsible for the lack of compliance with Apple Pay Merchant Terms.
  5. Merchants applying to use Google services through My Fatoorah, agree to confirm their acceptance on Google Pay Terms of Service , as specified on their website, and that My Fatoorah is not liable nor responsible for the lack of compliance with Google Pay Merchant Terms.
  6. Merchants confirm their responsibility for following up with future amendments in Apple Pay Merchant Terms and Google Pay Terms of Service
COURIER SERVICES
  1. The courier service provided through MyFatoorah is provided by a third party, and MyFatoorah will not be held liable towards the merchant or consumer regarding the delivery time or conditions of the packages sent.
  2. The fee associated with the courier services is based on an accurate description of the package dimensions and weight. This includes the product to be shipped and the packaging and wrapping for the shipment. It is the merchant's responsibility to accurately estimate the dimensions and weights of the packages.
  3. In case of persistent variation of actual weight and dimensions with estimated weight and dimensions from the merchant, where the actual shipping fees were higher than the fees charged initially based on the merchant's information provided by the merchant, MyFatoorah has the right to terminate the shipping agreement with the merchant, without any liability on MyFatoorah.
FORCE MAJEURE
  1. My Fatoorah will not be held responsible for any delays or losses that are cause by fire, natural disasters, failure in the banking system, power cuts, telecommunication problems, wars, strikes, riots, terrorist attacks, failures in the performance of affiliated banks, failures in the performance of vendors, or any occurrences or events where My Fatoorah cannot control.
RISKS ASSOCIATED WITH USING MYFATOORAH SERVICES:
  1. Merchants using MyFatoorah services may face the risk of payment disputes and chargebacks, where customers request refunds or dispute specific transactions.
  2. Merchants using MyFatoorah’s services are vulnerable to fraudulent activities. Fraudsters may use stolen cards for purchases or engage in other fraudulent activities, leaving the merchant liable for any resulting losses.
  3. Merchants using Myfatoorah services must comply with legal and regulatory requirements, Non-compliance can lead to legal consequences, fines, or even the termination of the merchant's account.
  4. Merchants relying on MyFatoorah services depend on the stability and functionality of the payment infrastructure. Technical glitches, service outages, or network failures can disrupt payment processing.