Zilch Technology Limited – Customer Terms
1. These terms
1.1 What these terms cover. These are the terms and conditions on which we make funds available to you using our MasterCard virtual card, up to a specified amount, which are free of interest or fees and which are for you to spend with our network of retailers through our website or app (Funds).
1.2 Our MasterCard virtual card. Our MasterCard virtual card is issued by Monavate Ltd (company number 12472532), a company registered in England and Wales whose registered office is at SUITE EF38, The Officers Mess Business Centre Royston Road, Duxford, Cambridge, England, CB22 4QH. Monavate Ltd is authorised in the UK by the Financial Conduct Authority (register reference 901097) under the Electronic Money Regulations 2011 for the issuing of electronic money and the provision of payment services.
1.3 Why you should read them. Please read these terms carefully before you register with us, and each time you make a purchase using Funds. These terms tell you who we are, how we will make Funds available to you, how you and we may change or end the contract (either the contract you entered into by registering with us, or any individual contracts in relation to specific Approved Transactions), what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
1.4 Accepting these terms. You will be required to accept and agree to the then current version of these terms:
- When you register with us. These terms will apply to your registration with us and the management of your account outside of each Approved Transaction.
- Each time you use Funds for a transaction. Once you have accepted these terms, and once we approve each new proposed transaction (which will then be an Approved Transaction), a new contract will be formed on the then current version of these terms, in respect of each new Approved Transaction.
1.5 We may change these terms. We may change these terms at any time and for any reason in respect of future transactions. The amended terms will be available on our website and app and will be emailed to you, and you will be required to accept them in respect of future transactions. Please note that we will never change the terms without your agreement for an Approved Transaction that has already been processed.
1.6 Cashback Services. If you register for or otherwise use the Cashback Services (as defined in schedule 1), the terms in Schedule 1 will apply to your use of the Cashback Services. In the event of any conflict between Schedule 1 and the rest of these terms, only so far as they relate to the Cashback Services, the terms of Schedule 1 will prevail.
2. Information about us and how to contact us
2.1 Who we are. Zilch Technology Limited (company number 11488502) (we and us) is a company registered in England and Wales and our registered office is at 123 Buckingham Palace Road, London, England, SW1W 9SH. We operate the website www.payzilch.com.
2.2 How to contact us. You can contact our customer service team by emailing us at [email protected] or writing to us at 123 Buckingham Palace Road, London, England, SW1W 9SH, United Kingdom, or call us on +44 (0) 20 3405 9770
2.3 How we may contact you. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us when you registered with us.
2.4 “Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
3. Registering with us
3.1 Registering. Please follow the onscreen prompts to register with us. You must provide a continuous payment authority in accordance with clause 5 as part of the registration process You may only use our services once you are registered, and we are under no obligation to accept your application to register. You must be at least 18 years of age to register and use our services.
3.2 Correcting input errors. Our registration process allows you to check and amend any errors before submitting your registration application to us. Please check the application carefully before confirming it. You are responsible for ensuring that your application is complete and accurate.
3.3 Acknowledging receipt of your registration application. After you submit your application, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that you are registered with us. Our acceptance of your application, at our discretion, will take place as described in clause 3.4.
3.4 Accepting your application. Our acceptance of your application takes place when we send an email to you to accept it (Registration), at which point and on which date you will be registered with us, and will be eligible to make Approved Transactions using Funds in accordance with the then current version of these terms.
3.5 Credit checks. Before we accept your application, we may carry out relevant credit checks with credit reference agencies, and identification verification checks.
3.6 Security of your account. Ensuring the security of your account and login details is your responsibility. Except to the extent that we have not taken reasonable steps to protect against such unauthorised access or use, we will not have any responsibility or liability in the event of unauthorised access or use of your account with us, or use of any Funds through your account.
3.7 Unauthorised access or use of your account. You must contact us immediately if you notice any suspicious or unauthorised access or use of your account, if any device (including but not limited to any mobile phone, computer, laptop or tablet) through which our services are accessible is lost or stolen, or if you suspect that your account or device has otherwise been compromised in any way. You must also take all necessary steps as required by your bank and/or the issuer of your card. We will only be responsible for refunding you for unauthorised payments where we are at fault, or have otherwise not taken reasonable steps to prevent such unauthorised access or payment.
4. Provision of Funds to you
4.1 Funds. We will make available the Funds in respect of transactions with approved retailers listed on our website and app. Funds are only available in respect of Approved Transactions. All transactions are subject to our approval. We are under no obligation to make Funds available to you.
4.2 Restrictions on making Funds available. The use of Funds is subject to the following restrictions:
- We will only make Funds available if you have provided a Continuous Payment Authority (CPA) in accordance with clause 5.
- You will only be able to use the Funds in respect of Approved Transactions. You will not be able to withdraw Funds as cash.
- If, when we attempt to debit the first instalment that you owe to us in respect of a transaction, there is not enough available funds on the debit card that you have registered with us to cover the first instalment, or the payment is unable to be processed for some other reason, we may refuse to release Funds in respect of that transaction.
- There are some goods, digital content, and services that we will not provide Funds for you to purchase. These include the purchase of alcohol, gambling, gaming, adult products and content, vouchers, gift cards, foreign currency, virtual currency, crypto currency, coins or precious metals. Furthermore, funds will not be provided for the purposes of money remittance, money transfer or electronic wallet transfer.
- We will not allow you to use Funds where we are not satisfied with the results of any identity, fraud, or credit checks that we carry out, in the event of some other security, compliance or money laundering risk, or as otherwise permitted by these terms.
- Any retailer-specific restrictions that we have imposed for any reason.
- You may not use Funds to pay any form of instalment finance, loan or other lending product.
4.3 How can I obtain Funds? You can apply to use our services by registering with us on our website. Each time you would like to make a transaction using Funds, you will need to agree to the then current version of these terms, and if we approve the transaction, we will make our MasterCard virtual card available to you to make payment. Please note that we retain all rights in respect of the MasterCard virtual card, and you have no other rights in respect of the MasterCard virtual card, other than the right to use it on approval.
4.4 If we cannot provide Funds. If we are unable to provide you with Funds for any reason at any time, we will inform you of this at the time of your request.
4.5 We only provide Funds to UK residents. We can only make our services available to you whilst you are resident in the UK (excluding the Isle of Man and the Channel Islands), and hold a UK debit card that you have provided a continuous payment authority for in accordance with clause 5. Our services cannot be used in connection with credit cards or proxy cards.
5. CONTINUOUS PAYMENT AUTHORITY
5.1 When you register with us we will ask you to provide us with a Continuous Payment Authority (CPA) to collect repayments directly from your chosen debit card.
5.2 We will collect the repayments due, as set out in clause 6.1, by CPA. It is important that you ensure your debit card has sufficient funds to make the payment as otherwise you may be charged by returned payments fees by your card issuer.
5.3 If a payment fails we will make a further attempt to collect payment, using the CPA you have provided, the following day.
5.4 If the further attempt to collect payment also fails we will attempt to contact you by [phone, text message and email] in order to ascertain why you have not made the repayment and to attempt to take payment from you. If we are unable to contact you we will continue to attempt to debit your debit card until the payment has been collected.
5.5 You can also make repayments by bank transfer and debit card (whether additional payments on your chosen debit card or payments through another debit card).
5.5 If you wish to cancel your CPA you can do so by either contacting us or the issuer of your debit card. If you do cancel your CPA you must provide a new CPA in order to use your account to make Approved Transactions.
6. Your obligations to pay
6.1 Repayments. When we make Funds available to you in relation to an Approved Transaction, we will pay the full purchase price of the goods (Purchase Price) to the seller of the goods and/or services on your behalf. In return for this service, you agree to pay and authorise us to debit the following amounts from your debit card in accordance with the CPA you are required to provide under clause 5:
- the Downpayment of at least 25% of the Purchase Price on the day of purchase;
- 33% of the Purchase Price less the Downpayment 14 days after the day of purchase;
- 33% of the Purchase Price less the Downpayment 28 days after the day of purchase; and
- 33% of the Purchase Price less the Downpayment 42 days after the day of purchase.
6.2 No interest or charges. Funds are made available free of interest and charges.
6.3 Early Repayments. You can make repayments of the Purchase Price in advance of the dates listed above if you wish.
6.4 Late payments. If at any time you think that you will not be able to pay us by the required dates set out above, please contact us as soon as possible. If you are late in paying us at any time, we will attempt to debit the required amount from your debit card again in 24 hours, and will attempt to contact you to discuss how your payments can be made. We will continue to attempt to debit your card until the late payment has been received. Any payment received will be applied to the oldest outstanding instalment first.
6.5 Our right to set off. We may at any time and without notice to you set off any liability you owe to us (such as any overdue repayments in respect of one transaction) against any liability we owe to you (such as any refunded amount that we receive in respect of another transaction that would otherwise be owed to you).
6.6 Refer to debt collectors. We reserve our right to refer your late payment to our debt collectors in the event of continued failed attempts to debit your card.
6.7 Credit Record. We may provide details of your late payment or failure to pay us to credit reference agencies, who may update your credit record accordingly. This may affect your credit rating and make it more difficult for you to obtain credit in the future.
7.1 If you decide to return goods to a retailer that were purchased via an Approved Transaction, and request a refund, it will be your responsibility to arrange the return directly with the retailer, in accordance with the retailer’s lawful requirements, their returns policy, and all other applicable laws. This also applies if you are intending to obtain a refund in respect of services provided by a retailer.
7.2 We will not cancel or suspend your payment plan as set out in clause 6.1 until we have confirmation that the return has been accepted by the retailer and a refund, or partial refund as the case may be, is being processed. Until the retailer has provided us with the appropriate refund, you will remain liable to us for the full repayment of the Purchase Price, in accordance with clause 6.1.
7.3 Subject to clause 7.4 below, once we have received a refund of the Purchase Price from the retailer, we will in turn issue you with a refund to the debit card with which you have registered with us. We will then adjust or cancel your payment plan as set out in clause 6.1 accordingly.
7.4 If the retailer only makes a partial refund of the Purchase Price, we will in turn set the amount refunded off against each of the instalments paid or payable by you, starting with the last instalment and ending with the first instalment.
For example, if you make an Approved Transaction worth £100, and having paid your first instalment of £25 to us, you agree a partial refund of £50 with the retailer: we will keep the £50 refunded by the retailer and your payment plan will be altered such that the third and fourth instalments will be cancelled, and you will only be liable to pay the second instalment of £25. Alternatively, if in the same scenario you agree a £50 refund after your third instalment of £25 has been paid to us (so you have paid £75 in total), we will keep £25 of the £50 refunded, cancel your fourth instalment, and refund you with the remaining £25 from the retailer.
7.5 If the retailer issues store credit or any other form of credit instead of a monetary refund, we will not be able to collect the refund. In such circumstances you shall repay to us all remaining or outstanding amounts in accordance with clause 6.1.
7.6 If you decide you wish to return your purchase and agree a refund with the retailer after you have repaid the Purchase Price to us in full, we will not have any involvement in the return and refund process. Any refund agreed with the retailer should be provided directly to you by the retailer.
8. Your other obligations
8.1 You represent and warrant to us that in opening an account with us you are not acting on behalf of, or for the benefit of, anyone else. Further, it is your responsibility to ensure that:
- the terms of your registration are complete and accurate and that you tell us about any changes to your details, including to your debit card details;
- you provide us with a CPA in accordance with clause 5;
- you co-operate with us in all matters relating to Funds, including following our procedures at all times;
- you provide us with such information and materials as we may reasonably require in order to make Funds available or in investigating any unauthorised access to or use of your account, or any access to or use of Funds in breach of these terms, and ensure that such information is complete and accurate in all material respects;
- you comply with all applicable laws, and do not use your account or Funds for any unlawful, fraudulent or improper purchases or activity;
- you do not allow anyone else to access or use your account or Funds through your account, or provide anyone else with your account or login details;
- you do not use any technology to damage, intercept or interfere with the products and services we provide;
- you have sufficient funds in your chosen account for repaying the Purchase Price; and
- you do not open more than one account with us.
8.2 You are liable for any fees or charges imposed by the bank your account is provided by, except to the extent that such fees or charges arise as a result of our error.
8.3 If you have a dispute with a retailer in respect of an Approved Transaction, you should contact the retailer directly.
8.4 If you fail to meet any responsibility listed in clause 8.1 we will be entitled to refuse any further Funds and decline any transactions you attempt to make until you do meet that responsibility.
9. Your rights to end the contract
9.1 You can always end your contract with us. You are under no obligation to use our services after Registration. If you would like to end this contract, and/or have you account with us deleted, then we will close your account as soon as we can after you telling us of your wish to end the contract. Please note that we will only be able to close your account if:
- All amounts owing to us by you have been paid to us in full; and
- There are no outstanding disputes or refunds to be processed.
9.2 Tell us you want to end the contract. To end the contract with us or have your account deleted, please let us know by doing one of the following:
- Online or email. Contact customer services online or email us at [email protected]. Please provide your name, home address and, where available, your phone number and email address;
- By post. You can write to us at our address 123 Buckingham Palace Road, London, England, SW1W 9SH, United Kingdom, including details of your name and address; or
- By telephone. You can call us on +44 (0) 20 3405 9770
9.3 Obligations after contract end. Where any payment obligations under clause 6.1 in respect of individual contracts entered into between us in relation to specific Approved Transactions are outstanding you must still make those payments on the specified date(s).
9.4 Your statutory rights. This contract does not affect your statutory rights, including any rights that you may have in relation to defective goods, digital content, or services. However, please note that responsibility for delivery of, or any defects with, the goods, digital content or services that you have purchased using Funds, rests with the retailer who you made the purchase with, not with us.
10. Our rights to end the contract
10.1 We may end the contract if you break it. We may end the contract (that being the contract you entered into by registering with us, or any individual contracts in relation to specific Approved Transactions) at any time by writing to you if you do not make any payment to us when it is due and you still do not make payment within 14 days of us reminding you that payment is due.
10.2 We may suspend or close your account, or decline transactions. We reserve the right to suspend, restrict or terminate your account, or decline any transactions, for any of the following reasons:
- your use of your account, or any transaction you attempt, would breach the restrictions in clause 4.2;
- there is no active CPA linked to your account;
- you use Funds to pay for transactions other than through our website or app, or other than with approved retailers;
- we become aware of any suspicious or high-risk activity connected with your account, a retailer, or a particular transaction or series of transactions;
- we are concerned about the security of your account or access to it;
- we discover that any information you have provided to us is false or incorrect;
- you attempt to execute one or more transactions prohibited by clause 8.1(e);
- you are engaged in fraudulent, money laundering, terrorism financing or illegal activity or we reasonably suspect the same;
- you break an important term of this agreement or repeatedly break any term in this agreement and fail to resolve the matter in a timely manner; or
- we reasonably believe that there is a need to do so to comply with any law.
10.3 All funds borrowed must be repaid immediately upon termination. If we terminate your account in accordance with clause 10.2 any amount owed to us under clause 6.1 becomes immediately due and payable to us.
10.4 These terms will continue to apply to existing Approved Transactions. These terms will continue to apply to any Approved Transactions entered into prior to any action that may have been taken in accordance with clause 10.2 until all amounts owing are received in full.
10.5 We will provide a refund if we decline your transaction. Unless there is some lawful reason for us retaining your money or in accordance with these terms, we will refund any amounts that you have paid to us in respect of a transaction that we have declined.
11. If there is a problem with Funds
11.1 How to tell us about problems. If you have any questions or complaints about Funds, please contact us. You can contact our customer service team by emailing us at [email protected] or writing to us at 123 Buckingham Palace Road, London, England, SW1W 9SH, United Kingdom, or call us on +44 (0) 20 3405 9770
12. Our responsibility for loss or damage suffered by you
12.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill.
12.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation.
12.3 Problems outside our control. Except as required by law, we do not guarantee continuous, uninterrupted or secure access to our services or to Funds, and are not responsible for any delays, failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the Internet, and you acknowledge that the services we provide (including making Funds available) may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
12.4 Liability of retailers. We are not the seller or supplier of, and do not endorse, any of the goods or services that they make available. Therefore we do not have any of the legal obligations that apply to the sellers of those goods or services. Accordingly, we have no control over or responsibility for:
- the quality, safety, or legality of the goods or services available from retailers; or
- whether the retailer can or will supply and pass good title to any goods or services.
12.5 You should exercise no lesser degree of caution in entering into transactions with retailers than you would when entering into a similar transaction elsewhere.
12.6 To the extent that the law permits, you release us, our agents and employees from all liability arising out of or in connection with any transactions with retailers, including (without limitation) all claims and demands relating to transactions (whether completed or uncompleted) with retailers, or goods or services offered for sale or supply, or actually sold or supplied, through or in connection with any transactions with retailers.
13. How we may use your personal information
14. Other important terms
14.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
14.2 You may not transfer your rights to someone else. our services are made available to you personally and you may not transfer your rights or your obligations under these Terms to another person without our written consent.
14.3 Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms.
14.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you, we can still require you to make the payment at a later date.
14.6 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of Funds or the Cashback Service in the English courts. If you live in Scotland you can bring legal proceedings in respect of Funds or the Cashback Service in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of Funds or the Cashback Service in either the Northern Irish or the English courts.
Schedule 1 – Cashback Service Terms
1. Cashback Service
14.7 The terms in this schedule apply only where you (for the purposes of this schedule referred to as an Account Holder) register for or otherwise use the cashback service for web- and app-based transactions (the Cashback Service). For the purposes of this schedule, your account will be referred to as an Account.
14.8 The Cashback Service allows Account Holders to make purchases from retailers which may qualify for cashback.
14.9 Account Holders who have entered into qualifying purchases from retailers, where those retailers have confirmed the purchase (each a Qualifying Transaction), will be able to see a positive account balance on their Account (a Balance). That Balance will be converted into a payment to you (Cashback) when the Account Holder requests payment of the Balance. To be clear, a Balance does not itself represent a sum of money held by us on an Account Holder’s behalf.
14.10 See paragraph 3 for more about Cashback.
14.11 When we refer to retailers, we mean sellers and suppliers of goods or services that agree to enter into Qualifying Transactions.
14.12 A Qualifying Transaction is entered into by an Account Holder through our website or app with a retailer for an offer the retailer makes through our website or app.
14.13 Each retailer offer is subject to such terms and conditions as the retailer applies to the offer.
15. Obtaining an Account
15.1 You must be at least 18 years of age to obtain an Account. A person may have no more than one Account. You must be a resident of the UK to register for an Account.
15.2 In using or registering for the Cashback Service, you must provide accurate and current information about yourself – including, where requested, your correct name, address, and any other requested details. If you are asked for, and provide, details of a debit card (your Cashback Cashout Method), you: (a) must ensure that you are, and remain, fully entitled to use that Cashback Cashout Method, (b) must confirm that you wish to receive Cashback through that Cashback Cashout Method, and (c) ensure that the details of that Cashback Cashout Method are, and continue to be, accurate. You should keep this information updated through your Account.
15.3 Note that your Cashback Cashout Method may have rules about the maximum or minimum payment that you can receive through that Cashback Cashout Method.
15.4 You must ensure that the email address we hold for you is kept up-to-date and that you have full access to it – we will be sending you important messages there. If you change email address, then you must change the address we hold for you on your Account.
15.5 Our MasterCard virtual card will be the only card used for the tracking of your transactions (Identifier Cards).
16.1 After an Account Holder successfully completes a Qualifying Transaction, we pass the related Cashback on to the Account Holder through his/her Cashback Cashout Method when the Account Holder requests payment of that Cashback.
16.2 There are various circumstances in which sums will not appear in an Account Holder’s Balance, and will be forfeited to us, namely:
- where the transaction in question is cancelled after it has been entered into, for example where a purchased product is returned or a right to cancel the transaction is exercised;
- where a Balance is attributed to an Account Holder or Account that has been:
- suspended by us under paragraph 5 of this Schedule;
- associated with any fraudulent activity or any breach of these terms; or
- used to make purchases on behalf of, or for the benefit of, any other person;
- where a Balance is attributable to an Account that has been inactive for more than six months: an Account is inactive where the Account Holder does not log into it.
17. Intellectual Property
17.1 By uploading or including any material on the Cashback Service, an Account Holder expressly grants:
- to us a non-exclusive licence (including the right to grant sub-licences) to use, reproduce and distribute that material through the Cashback Service and any other interactive services through which we or our sub-licensee make the Cashback Service (or a service based on the Cashback Service) available; and
- to other Account Holders (through us, under the licence referred to in a. above), the non-exclusive, personal, non-transferable right to view the relevant material.
17.2 You acknowledge that all copyright, trademarks, and other intellectual property rights in and relating to the Cashback Service (including the material which is contributed by Account Holders or retailers) are owned by, or licensed to, us. It is easy to copy material which appears on websites, but this does not mean it is legal. Therefore, no-one may copy, distribute, show in public or create any derivative work from the Cashback Service, or any of the material which is found on the Cashback Service unless properly licensed to do so by us.
18. Misuse of the Cashback Service
18.1 We reserve the right to suspend or terminate any Account Holders’ access to the Cashback Service, or parts of it, if in our reasonable view the relevant Account Holder or Account appears to be in breach of any provision of these terms.
18.2 An Account should be used only for purchases on the Account Holder’s own behalf, and not on the behalf of, or for the benefit of, any other person(s).
18.3 Account Holders must not enter into, or attempt to enter into, any transaction with a retailer or to endeavour to gain Cashback: (a) by providing personal information of someone else, or a payment method which they are not entitled to use, (b) by deceptively or unfairly exploiting a retailer’s offering, or (c) in breach of any terms and conditions applied by us or the retailer to that transaction.
18.4 It is each Account Holder’s obligation to ensure that any material posted by him/her or associated with his/her Account:
- is not defamatory, offensive, or abusive or of an obscene, indecent or menacing nature;
- is not intended or likely to cause needless annoyance, inconvenience or distress to any person;
- does not contain any computer virus, macro virus, Trojan horse, worm, or anything else designed to interfere with, interrupt, or disrupt the normal operating procedures of a computer or to surreptitiously intercept, access without authority, or expropriate any system, data or personal information;
- does not contravene any applicable law or regulation (including, but not limited to, laws governing consumer protection, distance selling, unfair competition, anti-discrimination, false advertising, copyright, trademark and privacy);
- does not breach the rights of any person or entity (including any rights or expectations of privacy);
- where it constitutes feedback on a retailer, is accurate and fair; and
- does not advertise any goods or services.
18.5 If you see or experience anything on the Cashback Service that appears to infringe any of the above requirements, we would like you to inform us by using our contact form.
18.6 Each Account Holder acknowledges that we are entitled, but not obliged, to withdraw any material, which appears – based on information received from third parties or other Account Holders – to be in breach of these terms.
19. Contact from third parties
19.1 If anyone contacts us in relation to material or transactions associated with you or your Account, then you agree:
- to provide all reasonable information and assistance we may require in connection with responding to that contact; and
- to respond promptly and accurately to it, should we pass the message to you for a response.
20 Additional services
20.1 We or our partners may offer new or additional services through the Cashback Service from time to time. Your use of those services may be subject to additional terms and conditions, which you must comply with. Provided that those terms are notified to you on the Cashback Service in an appropriate manner when you agree to take those services, any failure by you to comply with a material provision of the terms governing those services will amount to a breach of these terms.
21. Operation of the Cashback Service
21.1 We reserve the right to withdraw, modify or suspend aspects of the Cashback Service, or the entirety of it, where we have legal, security, technical or commercial reasons to do so. We will endeavour to give you 30 days’ advance notice before taking such action, except where it is necessary to take earlier action for security reasons or because of technical difficulties which adversely affect the Cashback Service. There may also be times when the Cashback Service becomes inaccessible as a result of technical difficulties experienced by us or on the Internet; we will, however, use reasonable skill and care to overcome these difficulties where they are within our control. Please note, however, that we cannot guarantee continuous access to the Cashback Service or any of the content that appears on it.
21.2 Nevertheless, we will strive to ensure that any periods of planned unavailability, which you will be informed of when you access the Cashback Service at the relevant time, are kept to a minimum.
21.3 For security or other reasons, we may require you to change password or other information which facilitates access to the Cashback Service; however, we will never ask you for your password via email, telephone, or any other means other than through our website. You are solely responsible for maintaining the confidentiality of your password and any additional identifying information.
22.1 We warrant that the Cashback Service will be provided with reasonable care and skill with the intention of meeting our specifications for the Cashback Service, but we cannot and do not guarantee that the Cashback Service will meet your requirements.
22.2 We shall be liable for foreseeable loss or damage only, whether in contract, tort (including negligence, breach of statutory duty or other tort) or otherwise, and whether caused by our act or omission or that of our employees, agents or subcontractors.
22.3 Our aggregate liability in respect of the Cashback Services during any successive period of twelve months, the first of which shall be deemed to begin on the date when you obtain your Account, shall be limited to £5 (five pounds sterling) in respect of that twelve-month period.
22.4 We will not be liable to you or anyone else, whether in contract, tort (including negligence, breach of statutory duty or other tort) or otherwise:
- for any loss of revenue, business, anticipated savings or profits; or
- for any loss, damage or costs or other claims that are not foreseeable.
22.5 To avoid doubt, nothing in this paragraph 9 limits our obligation to pay Cashback to an Account Holder who requests the payment of his/her Balance.
22.6 For the avoidance of doubt, we will not have liability to you or any other person in respect of material contributed by Account Holders, transactions (or non-transactions) with retailers, or any activity or communication relating to such material or transactions.
22.7 The provisions of this paragraph 9 shall survive the termination or expiry of each contract between us.
23. Changes to the Cashback Service Terms
23.1 We reserve the right to change the terms in this Schedule from time to time, and post the new version on the Cashback Service. When we do so, we will post the new version of the Agreement on the Cashback Service, and the new version of these terms and conditions will take effect, and will govern the Cashback Service and your relationship with us:
- Commencing no less than thirty days after the date of posting (or such later date as we indicate in the relevant posting), if any of the changes is to an operative provision of the terms of this Schedule which is capable of adversely affecting you; if you do not wish to be governed by the new version of the terms of this Schedule, you may notify us on or before the date when the new version of the terms of this Schedule is to take effect, and from that date you must cease to use the Cashback Service; or
- immediately upon the date of posting (or such later date as we indicate in the relevant posting), if the changes are not to operative provisions, or not capable of adversely affecting you – examples of which would include, without limitation, changes to contact details referred to, or the refinement of provisions that are already included, in the terms of this Schedule.