www.payu.co.za | Pay U provides all that’s needed in order for you to fully embrace e-commerce in South Africa. This document serves to outline all the service terms for those who are looking to make use of our payment gateway with regards to their online store.

1.
Version:
01.1
–
Online
version
of
contract
1
MERCHANT
SERVICE
TERMS
-­‐
GENERAL
PayU
Payment
Solutions
(Pty)
Ltd
trading
as
PayU,
registration
number
2009/017393/07
(hereinafter
referred
to
as
“PayU”
or
“we”,
“us”,
“our”),
owns
and
operates
www.payu.co.za
(“Website”)
and
the
services
offered
thereon.
These
General
Terms
of
Service,
as
amended
from
time
to
time,
(including
the
Privacy
Policy
and
other
policies
or
documents
incorporated
herein
by
reference)
(“General
Terms”)
apply
to
all
the
services
provided
by
PayU
to
the
receivers
of
online
payments
(so-­‐called
“Merchants”,
“you”
or
“your”
as
the
context
may
indicate)
from
time
to
time
(collectively,
the
"Services").
Before
you
register
to
become
a
PayU
Merchant,
you
must
read,
agree
with,
and
accept
all
of
the
terms
and
conditions
contained
in
these
General
Terms
as
read
with
the
specific
service
terms
applicable
to
the
specific
Services
you
wish
to
register
for
(“Service
Terms”).
These
General
Terms,
as
read
with
the
relevant
Service
Terms
and
any
provisions
set
out
in
the
relevant
application
form
(whether
in
hardcopy
or
electronic
format)
(“Application
Form”)
constitutes
a
contract
(“the
Agreement”)
between
you
and
PayU.
If
you
do
not
agree
to
be
bound
by
the
terms
and
conditions
of
these
General
Terms
(including
the
Privacy
Policy),
or
relevant
Service
Terms,
you
may
not
register
for
Services.
This
document
containing
the
General
Terms
is
an
important
document
which
you
must
consider
carefully
when
choosing
whether
to
use
any
of
the
Services
at
any
time
as
it,
inter
alia,
highlights
the
risks
in
using
the
PayU
Services.
We
strongly
recommend
that,
as
you
read
these
General
Terms,
you
also
access
and
read
the
information
contained
in
the
other
pages
and
websites
referred
to
in
this
document
and
incorporated
into
this
document
by
reference
or
via
hyperlinks,
as
they
may
contain
further
terms
and
conditions
that
apply
to
you
as
a
Merchant.
The
headings
and
subheadings
in
these
General
Terms
are
for
reference
only
and
do
not
limit
the
scope
of
each
section.
Underlined
words
in
these
General
Terms
and
on
our
Website
hyperlink
to
relevant
information.
1 THE
LEGAL
RELATIONSHIP
BETWEEN
YOU
AND
PAYU
1.1 Who
is
PayU?
PayU
Payment
Solutions
(Pty)
Ltd
trading
as
PayU,
registration
number
2009/017393/07,
is
a
South
African
company
falling
within
the
Naspers
Ltd
group
of
companies.
1.2 Purpose
of
these
General
Terms:
These
General
Terms
constitute
the
overarching
agreement
that
governs
the
relationship
between
PayU
and
each
registered
PayU
Merchant,
irrespective
of
the
Service
such
Merchant
has
registered
for.
It
applies
to
any
and
all
Services
offered
by
PayU
to
Merchants.
1.3 Purpose
of
Service
Terms:
In
addition
to
these
General
Terms,
which
govern
all
Services,
each
Service
PayU
offers
to
Merchants
is
subject
to
its
own
set
of
Service
Terms,
which
are
specific
to
such
Service.
Consequently,
your
use
of
the
Services
subscribed
for
will
be
governed
by
the
Service
Terms
applicable
to
such
Services
as
read
with
these
General
Terms.
Any
Service
Terms
which
are
relevant
to
the
Services
subscribed
for
are
binding
on
you.

2.
Version:
01.1
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contract
2
1.4 Legally
Binding
Contract:
The
Agreement
(comprising
these
General
Terms
and
relevant
Service
Terms
as
read
with
the
relevant
Application
Form)
will
become
a
legally
binding
contract
between
you
and
PayU
once
you
submit
your
signed
Application
Form
and
PayU
confirms
that
your
registration
has
been
accepted
and
completed.
By
registering
to
become
a
PayU
Merchant,
you
agree
to
the
terms
and
conditions
set
out
in
your
Application
Form,
these
General
Terms
(including
those
terms
and
policies
incorporated
by
reference
herein)
as
well
as
the
Service
Terms
relevant
to
the
Services
for
which
you
have
registered.
You
may
not
use
the
PayU
Services
unless
you
agree
to
these
General
Terms
and
the
relevant
Service
Terms.
By
completing
the
registration
process,
you
are
deemed
to
have
read
and
agreed
to
all
the
terms
of
these
General
Terms
and
the
relevant
Service
Terms,
including
the
disclaimer
provisions
in
clause
13
below.
2 MERCHANT
ELIGIBILITY
2.1 In
order
to
use
any
of
the
Services,
you
must
register
for
a
PayU
account
(“Merchant
Account”).
2.2 You
may
only
hold
one
Merchant
Account,
unless
agreed
otherwise
in
writing
by
PayU.
2.3 You
are
only
eligible
to
open
a
Merchant
Account
and
use
any
of
the
Services
if
you
meet
all
of
the
following
eligibility
requirements:
2.3.1 If
you
are
an
individual,
you
must
be
at
least
18
years
old
and
have
the
legal
capacity
to
conclude
legally
binding
contracts.
2.3.2 If
you
are
a
company,
corporation
or
some
other
form
of
legal
entity
(“Legal
Entity”),
the
individual
making
application
for
the
Merchant
Account
on
your
behalf
must
be
at
least
18
years
old,
have
the
legal
capacity
to
conclude
legally
binding
contracts,
and
be
duly
authorised
to
conclude
contracts
on
your
behalf
by
virtue
of
being
your
employee
or
director.
2.3.3 Subject
to
2.3.2
above,
you
must
be
acting
on
your
own
behalf,
opening
a
Merchant
Account
for
yourself
in
your
personal
capacity
and
you
may
not
act
as
an
agent
for
another
person
or
open
a
Merchant
Account
for
another
person.
2.3.4 Beneficial
ownership
of
your
Merchant
Account
by
a
third
party
is
not
permitted.
2.4 If
you
do
not
meet
the
aforesaid
eligibility
criteria,
you
may
not
register
to
become
a
Merchant.
By
registering
as
a
Merchant,
you
warrant
that
you
have
legal
capacity
to
enter
into
the
Agreement
and
that
you
meet
all
the
eligibility
criteria.
2.5 However,
complying
with
all
the
eligibility
criteria
does
not
mean
you
are
automatically
entitled
to
a
Merchant
Account.
PayU
is
not
obliged
to
accept
your
Application
Form
and
reserves
the
right
to
refuse
you
a
Merchant
Account,
or
deny
you
access
to
certain
of
the
Services
available
to
Merchants,
as
PayU
may
reasonably
deem
fit.
(Reasons
for
any
such
refusal
could
include
for
example
that
you
have
previously
been
suspended
from
our
Services
or
you
pose
an
unacceptable
level
of
risk
for
PayU.)
3 NATURE
OF
THE
SERVICES
WE
PROVIDE
TO
MERCHANTS
3.1 PayU
acts
as
a
payment
service
provider
by
facilitating
the
making
and/or
receiving
of
online
payments,
by
offering
a
variety
of
different
services
to
both
Merchants
and
the
payment
makers
(“Payers”).
Detailed
descriptions
of
the
Services
offered,
can
be
viewed
on
the
Website.

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01.1
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3
3.2 Notwithstanding
the
variety
of
Services
we
may
offer
from
time
to
time,
you
acknowledge
that
-­‐
3.2.1 PayU
is
not
currently
a
remittance
business
or
a
money
transfer
service.
3.2.2 PayU
is
not
currently
a
bank
and
does
not
offer
banking
services.
3.2.3 PayU
acts
based
solely
upon
your
direction
and
your
requests
to
use
our
Services
which
require
us
to
perform
tasks
on
your
behalf.
4 COMMENCEMENT
AND
DURATION
OF
SERVICES
4.1 Unless
otherwise
specified
in
the
relevant
Service
Terms
or
Application
Form
(in
which
case
the
provisions
of
clause
4.2
will
apply),
each
Service
will
endure
indefinitely,
subject
to
either
of
us
being
entitled
to
terminate
the
relevant
Service
on
1
(one)
month’s
prior
written
notice
to
the
other
of
us.
4.2 Where
a
specific
duration
or
initial
period
(“Initial
Period”)
has
been
specified
for
a
Service
in
the
relevant
Service
Terms
and/or
Application
Form,
at
the
termination
of
such
Initial
Period,
unless
you
have
given
us
prior
written
notice
that
you
wish
to
terminate
such
Service,
or
we
agree
a
fixed
renewal
period
for
such
Service,
the
Service
shall
continue
indefinitely
on
a
month-­‐to-­‐month
basis,
either
party
being
entitled
to
terminate
the
Service
on
1
(one)
month’s
prior
written
notice
to
the
other
party.
Despite
anything
to
the
contrary
in
the
Agreement,
if
you
qualify
as
a
‘consumer’
for
purposes
of
the
Consumer
Protection
Act
68
of
2008
(“CPA”),
you
shall
be
entitled
to
terminate
the
Service
prior
to
the
expiry
of
the
Initial
Period
on
20
(twenty)
business
days’
written
notice
to
PayU,
subject
being
charged
a
reasonable
early
termination
charge.
4.3 In
the
Application
Form
you
may
be
able
to
select
the
desired
commencement
date
for
the
Service
you
apply
to
register
for,
but
you
acknowledge
that,
assuming
PayU
accepts
your
Application
Form,
there
may
be
additional
information
or
Service
integration
requirements
to
be
met
by
you.
Consequently
the
implementation
and
activation
of
the
relevant
Services
might
not
be
effected
on
the
commencement
date
so
selected
in
the
Application
Form
and,
provided
PayU
uses
its
reasonable
commercial
endeavours
to
implement
and
activate
the
Service
within
a
reasonable
time
after
the
desired
commencement
date
so
specified,
PayU
shall
not
be
in
breach
of
the
Agreement
by
reason
of
any
such
delay
in
activation
of
the
relevant
Service
and
you
shall
not
by
reason
thereof
be
entitled
to
terminate
the
relevant
Service
or
any
other
Service.
4.4 You
acknowledge
that
these
General
Terms
will
continue
indefinitely
and
you
will
remain
bound
thereby
(as
may
be
amended
from
time
to
time
in
terms
of
clause
17
below)
for
as
long
as
you
use
any
Service
offered
by
PayU.
The
Agreement
will
terminate
automatically
and
simultaneously
with
the
termination
for
any
reason
of
all
Services
provided
to
you
under
any
Service
Terms.
4.5 The
expiration
or
termination
of
these
General
Terms
shall
not
affect
such
of
the
provisions
of
the
Agreement
as
expressly
provide
that
they
will
operate
after
any
such
expiration
or
termination
or
which
of
necessity
must
continue
to
have
effect
after
such
expiration
or
termination,
notwithstanding
that
the
clauses
themselves
do
not
expressly
provide
for
this.
In
particular,
but
without
limiting
the
generality
of
the
aforegoing,
clauses
11.1
to
11.5
will
survive
any
termination
of
these
General
Terms.

4.
Version:
01.1
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version
of
contract
4
5 FEES
AND
OTHER
CHARGES
5.1 The
fees
and
other
charges
for
any
specific
Service
(the
“Service
Fees”),
and
how
payment
of
such
Service
Fees
will
occur,
will
be
as
specified
in
the
relevant
Application
Form
and/or
Service
Terms.
In
all
instances,
regardless
of
the
means
by
which
you
contract
for
any
of
the
Services,
you
acknowledge
that
it
is
your
responsibility
to
familiarise
yourself
with
the
Service
Fees
and
the
date
of
payment
of
the
Service
Fees
applicable
to
such
Services.
Upon
submission
of
your
Application
Form
(and
thus
your
acceptance
of
the
relevant
Service
Terms
and
these
General
Terms),
you
will
be
deemed
to
have
agreed
to
the
then
current
Service
Fee
in
respect
of
the
Services
for
which
you
have
contracted.
5.2 Taxes:
Unless
otherwise
stated,
Service
Fees
do
not
include
any
taxes,
levies,
duties
or
similar
governmental
assessments
of
any
nature,
including
but
not
limited
value-­‐added,
sales,
use
or
withholding
taxes
assessable
by
any
local,
state,
provincial,
federal
or
foreign
jurisdiction
(collectively,
“Taxes”).
You
are
responsible
for
paying
all
Taxes
associated
with
the
Services.
If
PayU
has
the
legal
obligation
to
pay
or
collect
Taxes
for
which
you
are
responsible
the
appropriate
amount
shall
be
invoiced
to
and
paid
by
you,
unless
you
provide
PayU
with
a
valid
tax
exemption
certificate
authorised
by
the
appropriate
taxing
authority.
For
clarity,
PayU
remains
solely
responsible
for
taxes
assessable
against
it
based
on
PayU’s
income,
property
and
employees.
5.3 No
Set-­‐off
or
Deductions:
You
are
not
entitled
to
withhold
any
payment
of
any
Service
Fees
due
to
PayU
by
reason
of
any
alleged
breach
of
the
General
Terms
or
Service
Terms
by
PayU
or
for
any
other
reason
whatsoever.
In
addition,
you
may
not
apply
set-­‐off
to
or
demand
any
discount,
rebate
or
reduction
in
respect
of
any
Service
Fees
owed
to
PayU.
5.4 A
certificate
signed
by
either
the
General
Manager
or
Financial
Manager
of
PayU,
whose
appointment,
qualification
and
authority
need
not
be
proved,
shall
be
prima
facie
proof
of
the
amount
in
Service
Fees
due
and
payable
by
you
at
any
time.
5.5 Payment
Defaults:
Should
you
fail
to
pay
any
amount
to
PayU
on
the
due
date
for
payment
therefor,
then
PayU
may,
without
prejudice
to
any
of
its
other
rights
in
law
or
under
the
Agreement:
5.5.1 charge
interest
at
the
rate
of
2%
above
the
prime
overdraft
rate
published
by
PayU's
bankers
from
time
to
time
on
the
overdue
amount,
calculated
from
the
due
date
until
the
date
of
payment
(both
dates
inclusive),
which
interest,
if
charged,
will
be
capitalized
monthly;
and/or
5.5.2 take
all
such
further
steps
as
may
be
necessary
to
recover
the
outstanding
amount
from
you,
including
without
limitation
the
use
of
debt
collection
mechanisms;
and/or
5.5.3 recover
from
you
any
additional
expenditure
incurred
by
PayU
relating
to
the
tracing
and/or
collection
of
unpaid
amounts,
which
costs
shall
be
for
your
account.
5.6 You
may
direct
any
billing
or
account
complaint
to
PayU
at
accounts@payu.co.za.
Unless
otherwise
agreed
between
PayU
and
you,
PayU
will
reach
a
decision
on
the
dispute
or
complaint
and
communicate
it
to
you
within
fourteen
(14)
working
days
of
receipt
of
the
complaint.

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5
6 DOCUMENTATION
ANY
DOCUMENTATION
OR
OTHER
MATERIALS
OF
WHATEVER
NATURE
THAT
WE
PROVIDE
TO
YOU
AS
PART
OF
ANY
SERVICE
(“DOCUMENTATION”)
REMAINS
OUR
PROPERTY
OR
THAT
OF
OUR
LICENSORS.
YOU
MUST
TAKE
REASONABLE
STEPS
TO
PROTECT
SUCH
DOCUMENTATION
FROM
THEFT,
LOSS
OR
DAMAGE.
YOU
WILL
NOT
MAKE
COPIES
OF
ANY
SUCH
DOCUMENTATION
WITHOUT
THE
PRIOR
WRITTEN
CONSENT
OF
PAYU
AND
WILL
USE
IT
ONLY
FOR
THE
INTENDED
PURPOSE
AND
STRICTLY
IN
ACCORDANCE
WITH
PAYU’S
INSTRUCTIONS
AND
DIRECTIONS.
7 YOUR
INFORMATION
7.1 When
registering
for
and
maintaining
a
Merchant
Account,
you
will
be
required
to
provide
certain
personal
and
other
information
to
PayU
to
enable
PayU
to
provide
the
Services
to
you.
The
information
we
require
is
as
per
the
relevant
Application
Forms,
as
well
as
such
additional
information
we
may
require
from
time
to
time
in
relation
to
the
provision
of
the
Services.
Also,
in
using
the
Services
or
any
aspect
thereof
you
may
be
required
to
provide
us,
Payers
or
other
Merchants
with
further
information.
7.2 Note:
You
are
solely
responsible
for
the
accuracy
of
the
information
you
provide
to
us
or
other
users
as
aforesaid
(“Your
Information”).
7.3 PayU
will
not
be
liable
to
you
in
any
way
whatsoever
for
any
loss,
expense
or
damage
suffered
by
you,
or
claims
made
by
third
parties
against
you
which
arise
from
or
in
relation
to
your
having
submitted
inaccurate
information
to
PayU.
You
further
indemnify
PayU
against
any
loss,
expense
or
damage
we
may
suffer,
or
claims
made
by
third
parties
against
us,
which
arise
from
or
in
relation
to
your
having
failed
to
submit
accurate
information
to
us.
7.4 Information
required
to
validate
the
identity
of
Merchants:
PayU
uses
many
techniques
to
identify
our
Merchants
and
Payers
when
they
register
on
the
Website.
You
authorise
PayU,
directly
or
through
third
parties,
to
make
any
inquiries
we
consider
necessary
to
validate
your
identity
and
registration.
This
may
include
requiring
you
to
provide
PayU
with
faxed
or
scanned
documentation
such
as
a
government
issued
identification
card,
verifying
address
documentation,
ordering
a
credit
report
and
performing
other
credit
checks
or
verifying
the
information
you
provide
against
third
party
databases.
However,
because
user
verification
on
the
internet
is
difficult,
PayU
cannot
and
does
not
guarantee
any
Merchant’s
or
Payer's
identity.
7.5 You
agree
that
PayU
may
engage
third
parties,
such
as
credit
reporting
agencies
or
identity
verification
companies
in
order
to
review
your
credit
report
so
as
to
assess
your
fitness
to
hold
a
Merchant
Account
and/or
your
ability
to
use
the
Services
or
features
thereof.
8 SECURITY
&
RISKS
8.1 Your
Security
Obligations
8.1.1 Username
and
Password:
As
a
registered
Merchant,
you
will
be
required
to
select
a
unique
username
and
password,
which
will
enable
you
to
sign
in
to
your
Merchant
Account
on
the
Website.
If
you
are
a
Legal
Entity,
you
may
also
have
to
designate
a
specific
number
of
users
of
your
Merchant
Account.
Should
you
forget
either
your
username
or
password,
the
Website
will
enable
you
to
reset
your
password.
Should
you
still
encounter
problems,

6.
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01.1
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version
of
contract
6
please
contact
PayU
on
telephone
number
+27
(0)86
111
7298(PayU)
or
email
address
support@payu.co.za
8.1.2 Note:
It
is
your
responsibility
to,
and
you
agree
and
warrant
that
you
will,
keep
your
username
and
password
secure
and
confidential
at
all
times
in
that
you
will
only
use
your
username
and
password
for
your
own
personal
use
and
will
not
disclose
your
username
and
password
to
any
other
persons,
or
enable
any
other
persons
to
otherwise
access
your
Merchant
Account.
If
you
are
a
Legal
Entity,
you
must
further
ensure
that
the
persons
authorised
by
you
to
access
your
Merchant
Account
do
so
within
the
scope
of
their
authority
and
do
not
disclose
your
username
and
password
to
any
unauthorised
person
or
enable
any
unauthorised
person
to
otherwise
access
your
Merchant
Account.
8.1.3 You
are
solely
responsible
for
securing
all
data
in
your
possession
and/or
under
your
control.
8.1.4 PayU
strongly
suggests
that
Merchants
use
a
web
browser
with
128-­‐bit
encryption
or
better,
but
irrespective
of
whether
you
use
a
web
browser
with
security
features
or
not,
PayU
cannot
guarantee
that
data
transmitted
is
secure
and/or
will
not
be
intercepted
by
third
parties.
8.1.5 All
of
our
web
addresses
begin
with
https://www.payu.co.za
or
https://www.safeshop.co.za
and
you
should
thus
only
log
in
to
your
Merchant
Account
from
a
page
which
begins
with
https://www.payu.co.za
or
https://www.safeshop.co.za.
Please
be
aware
of
‘phishing’
attacks
where
criminals
attempt
to
obtain
your
confidential
information
by
sending
you
an
email,
masquerading
as
an
email
from
PayU,
asking
you
to
access
your
account
or
verify
information
via
links
in
the
email,
or
diverting
you
to
a
fake
PayU
website.
PayU
will
never
ask
you
to
confirm
your
password,
username
or
other
sensitive
information
by
clicking
on
any
links
in
an
email.
Please
report
any
such
suspected
phishing
attacks
to
PayU
immediately
to
prevent
any
harm
to
you
or
other
PayU
users.
Although
PayU
will
respond
to
any
reported
attack
as
quickly
as
reasonably
possible,
PayU
will
not
be
held
liable
for
any
funds
lost
due
to
your
having
fallen
prey
to
a
phishing
attack.
It
is
your
responsibility
to
be
aware
of
such
potential
threats,
to
avoid
them
and
to
report
them
to
PayU
upon
discovery.
8.1.6 Should
you
believe
that
your
username
or
password
has
become
compromised
(whether
through
a
phishing
attack
or
otherwise),
or
someone
has
accessed
your
Merchant
Account
without
your
authority,
you
must
contact
us
immediately
to
enable
us
to
limit
the
potential
harm
to
you,
it
being
agreed
that
PayU
will
not
be
liable
to
you
for
any
loss
or
damage
you
may
suffer
in
such
circumstances
other
than
such
loss
or
damage
arising
as
a
result
of
gross
negligence
on
the
part
of
PayU.
8.2 Our
Security
Obligations
8.2.1 You
acknowledge
that
there
is
a
compromise
between
increased
levels
of
security,
and
the
convenience
to
you
in
transacting
via
any
of
the
Services.
Having
regard
thereto,
PayU
takes
reasonable
steps
to
secure
your
payment
information
and
uses
a
payment
system
that
is
sufficiently
secure
with
reference
to
accepted
technological
standards
at
the
time
of
the
transaction
and
the
type
of
the
transaction
concerned.
More
specifically:
8.2.1.1 PayU
stores
and
processes
Your
Information
on
computers
located
in
the
Republic
of
South
Africa
that
are
protected
by
physical
and
technological
security
devices.

7.
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01.1
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of
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7
8.2.1.2 PayU
will
comply
with
Payment
Card
Industry
Data
Security
Standards
(“PCI
DSS”),
which
set
out
the
industry
standards
for
maintaining
a
secure
environment.
Our
PCI
DSS
compliance
certification
will
be
provided
on
request.
8.2.1.3 All
Payers’
credit
card
details
are
secured
by
secure
sockets
layer
(“SSL”)
encryption
and
reinforced
through
various
encryption
processes
in
order
to
provide
protection
for
all
sensitive
payment
information.
PayU
does
not
access
any
of
such
credit
card
details.
Such
details
are
SSL
encrypted
and
stored
in
our
secure
Payment
Card
Industry
(“PCI”)
environment.
When
required
for
purposes
of
a
transaction
between
you,
as
a
Merchant,
and
a
Payer,
PayU
retrieves
and
forwards
SSL
encrypted
credit
card
details
to
you.
You
never
access
or
store
any
Payer’s
credit
card
details.
8.2.1.4 PayU
uses
third
parties
to
verify
and
certify
our
privacy
principles.
8.2.1.5 PayU’s
registration
documents
and
the
Website's
registered
domain
name
are
checked
and
verified
by
VeriSign.
8.3 You
allow
PayU
to
take
all
reasonable
steps
to
ensure
the
integrity
and
security
of
the
Website
and
back-­‐office
applications.
PayU
reserves
the
right
to
take
whatever
action
it
may
deem
necessary
at
any
time
to
preserve
the
security
and
reliable
operation
of
its
network
infrastructure
and
you
undertake
that
you
will
not
do
or
permit
anything
to
be
done
which
will
compromise
PayU's
security.
Without
limiting
the
generality
of
the
aforegoing,
if
-­‐
8.3.1 we
are
unable
to
verify
or
authenticate
any
information
you
provide
to
us;
or
8.3.2 we
reasonably
believe
that
your
activities
pose
a
significant
credit
or
fraud
risk
to
PayU
or
our
other
customers,
or
may
cause
financial
loss
or
legal
liability
for
us,
our
other
customers,
or
you;
or
8.3.3 your
use
of
your
Merchant
Account
is
deemed
by
PayU,
Visa,
MasterCard,
American
Express,
Diner’s
Club,
Discover
or
JCB
to
constitute
abuse
of
the
credit
card
system
or
a
violation
of
credit
card
rules,
then
we
shall
be
entitled
to
take
any
one
or
more
of
the
steps
listed
in
clause
15.1
as
we
may
deem
appropriate
under
the
circumstances.
9 PRIVACY
PayU
respects
your
privacy
and
shall
take
all
reasonable
steps
to
protect
Your
Information.
The
manner
in
which
we
use
Your
Information
is
regulated
in
more
detail
as
described
in
our
Privacy
Policy
which
is
hereby
incorporated
by
reference
into
this
Agreement.
Please
read
our
Privacy
Policy
to
acquaint
yourself
with
your
respective
rights
and
obligations
in
this
regard.
If
you
are
not
satisfied
with
the
level
of
privacy
we
provide
or
otherwise
disagree
with
anything
in
the
Privacy
Policy,
then
you
are
deemed
to
not
accept
these
General
Terms
and
you
may
not
register
for
or
otherwise
use
or
access
our
Services.
10 PROHIBITED
CONDUCT
10.1 You
agree
to
use
the
Services
for
purposes
of
receiving
legitimate
and
lawful
payments,
and
to
manage
your
Merchant
Account,
in
accordance
with
the
terms
of
the
Agreement
and
all
applicable
laws,
regulations
and
ordinances.
You
will
not
use
the
Website,
or
any
of
the
Services
for
any
other
purpose,
including
unlawful
or
fraudulent
activity.
If
PayU
has
reason

8.
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01.1
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version
of
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8
to
believe
that
you
may
be
engaging
in
or
have
engaged
in
fraudulent,
unlawful
or
improper
activity,
including
without
limitation
any
violation
of
any
terms
and
conditions
of
this
Agreement,
your
access
to
the
Services
may
be
suspended
or
terminated,
as
described
below.
10.2 In
particular,
you
undertake
not
to
engage
in
any
of
the
following
prohibited
conduct
in
using
the
Website
or
any
of
the
Services:
10.2.1 receipt
of
payments
in
respect
of
the
sale
of
counterfeit,
stolen,
or
otherwise
illegal
items;
10.2.2 threatening,
stalking,
defrauding,
inciting,
harassing,
or
advocating
the
harassment
of,
another
person,
Payer
or
Merchant,
or
otherwise
interfering
with
another
person's
use
of
the
Website
or
Services;
10.2.3 submitting
false,
inaccurate
or
misleading
information
on
the
Website
or
conducting
yourself
in
a
false,
inaccurate
or
misleading
fashion;
10.2.4 conducting
fraudulent
activities
(including
but
not
limited
to
impersonating
a
PayU
user
or
representative
and/or
requesting
a
PayU
user
to
provide
you
with
their
password
or
other
information
so
as
to
access
their
account);
10.2.5 providing
yourself
with
a
credit
card
cash
advance
(or
helping
others
to
do
so);
10.2.6 delivering
or
attempting
to
deliver
any
damaging
code
to
the
Website
or
attempting
to
gain
unauthorised
access
to
any
page
on
the
Website;
10.2.7 tampering,
hacking,
modifying
to
attempt
to
gain
unauthorised
access
or
otherwise
disrupting,
disabling,
corrupting,
interfering
with
or
otherwise
causing
harm
to
the
security
or
functionality
of
the
Website
or
Services,
Merchant
Accounts,
accounts
of
Payers,
computer
systems
or
networks
connected
to
the
Website;
10.2.8 posting
spam,
chain
letters,
contests,
junk
email,
pyramid
schemes,
surveys,
or
other
mass
messaging,
whether
commercial
in
nature
or
not;
10.2.9 keyword
spamming
or
otherwise
attempting
to
manipulate
search
results;
10.2.10 promoting
bigotry
or
discrimination;
10.2.11 violating
any
third-­‐party
right,
including
any
breach
of
confidence,
copyright,
trademark,
patent,
trade
secret,
moral
right,
privacy
right,
right
of
publicity
or
any
other
intellectual
property
or
proprietary
right;
10.2.12 being
defamatory,
trade
libellous,
unlawfully
threatening
or
unlawfully
harassing;
10.2.13 transmitting
or
posting
profanity,
adult
content
or
illegal
content,
such
as
child
pornography;
10.2.14 soliciting
personal
information
from
minors
or
harming
or
threatening
to
cause
harm
to
minors;
10.2.15 violating
the
Agreement
or
any
applicable
law
(including
those
governing
financial
services,
consumer
protection,
unfair
competition,
antidiscrimination
or
false
advertising);

9.
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01.1
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contract
9
10.2.16 modifying,
adapting,
appropriating,
reproducing,
distributing,
translating,
creating
derivative
works
or
adaptations
of,
publicly
displaying,
selling,
trading,
or
in
any
way
exploiting
the
Website
or
Website
content
(other
than
Your
Information),
except
as
expressly
authorised
by
PayU
in
the
Agreement;
10.2.17 reverse
engineering
any
portion
of
the
Website
or
Services;
10.2.18 removing
or
modifying
any
copyright,
trademark
or
other
proprietary
rights
notice
on
the
Website
or
on
any
materials
printed
or
copied
off
the
Website;
10.2.19 recording,
processing,
or
mining
information
about
Payers
or
other
Merchants;
10.2.20 using
any
robot,
spider,
site
search
or
retrieval
application,
or
other
automated
device,
process
or
means
to
access,
retrieve,
scrape,
or
index
the
Website
or
any
Website
content;
10.2.21 accessing,
retrieving
or
indexing
the
Website
to
construct
or
populate
a
searchable
database
of
business
listings
or
reviews;
10.2.22 reformatting
or
framing
any
portion
of
the
Website;
10.2.23 taking
any
action
(such
as
stress
testing)
that
exceeds
the
load
advised
by
PayU
from
time
to
time,
or
that
imposes,
or
may
impose
in
our
sole
discretion
an
unreasonable
or
disproportionately
large
load
on
PayU’s
technology
infrastructure
after
having
received
a
request
from
PayU
to
reduce
the
load
and
the
Merchant
has
failed
to
do
so;
10.2.24 using
the
Website
or
Services
or
any
Website
content
to
transmit
any
computer
viruses,
worms,
defects,
trojan
horses,
time
bombs,
cancelbots,
easter
eggs
or
other
computer
programming
routines
or
items
of
a
destructive
nature
that
may
damage,
detrimentally
interfere
with,
surreptitiously
intercept
or
expropriate
any
system,
data
or
other
personal
information;
10.2.25 using
any
device,
software
or
routine
that
interferes
with
the
proper
working
of
the
Website
or
Services,
or
otherwise
attempting
to
interfere
with
the
proper
working
of
the
Website
or
Services;
10.2.26 making
excessive
traffic
demands;
and/or
10.2.27 doing
anything
which
may
render
PayU
liable
to
anyone,
or
cause
PayU
to
lose
(in
whole
or
in
part)
the
services
of
our
internet
service
providers
or
other
suppliers
after
having
received
a
request
from
PayU
not
to
engage
in
such
activities,
or
after
having
received
a
request
from
PayU
to
remedy
such
act
and
the
Merchant
has
failed
to
do
so.
10.3 You
acknowledge
that
if
you
use
the
Website
and/or
any
Services
in
a
manner
that
violates
the
aforegoing
provisions,
PayU
may
incur
substantial
liability
and/or
suffer
significant
damages,
including
(without
limitation)
fines
and
other
related
expenses
from
its
payment
processors
and
service
providers
and
accordingly
in
the
event
of
any
such
violation:
10.3.1 your
Merchant
Account
will
be
subject
to
limitation,
suspension
or
immediate
termination,
as
stated
in
clause
15
below;
10.3.2 you
will
be
subject
to
damages
and
other
penalties,
including
criminal
prosecution
where
applicable;

10.
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version
of
contract
10
10.3.3 you
will
be
held
liable
to
PayU
for
any
and
all
damages
suffered
by
PayU
and,
without
limiting
the
generality
of
the
aforegoing,
you
shall
reimburse
PayU
for
any
and
all
costs,
expenses,
and
fines
levied
on
PayU
by
third
parties
such
as
its
payment
processors
and/or
service
providers
as
a
result
of
your
activities.
10.4 You
agree
that,
if
either
you
or
PayU
commence
litigation
or
arbitration
in
connection
with
clause
10.3
above,
the
prevailing
party
is
entitled
to
recover
attorneys’
fees
and
any
other
costs
incurred
in
such
proceeding
on
the
attorney
and
own-­‐client
scale
in
addition
to
any
other
relief
to
which
the
prevailing
party
may
be
entitled.
11 INTELLECTUAL
PROPERTY
RIGHTS
11.1 All
the
content,
trademarks
and
data
on
the
Website,
or
contained
in
the
Documentation
or
used
in
relation
to
the
Services,
including
but
not
limited
to
any
and
all
copyrighted
works,
software,
databases,
text,
graphics,
icons,
designs,
hyperlinks,
domain
names,
information
and
agreements
(“Content”),
are
the
property
of
or
licensed
to
PayU
and
as
such
are
protected
from
copying
and
infringement
by
local
and
international
legislation
and
treaties.
The
Content
may
not
be
reproduced
or
copied
by
any
means,
whether
electronically
or
not,
without
our
prior
written
permission.
11.2 Any
and
all
intellectual
property
rights
subsisting
in
the
Website,
the
Documentation,
any
Content,
the
Services,
these
General
Terms
and
in
the
Service
Terms,
or
otherwise
developed
by
or
on
behalf
of
PayU,
including
all
patents,
rights
in
inventions,
rights
in
designs,
trademarks,
trade
and
business
names
and
all
associated
goodwill,
rights
to
sue
for
passing
off
or
for
unlawful
competition,
copyright,
moral
rights
and
related
rights,
rights
in
databases,
topography
rights,
domain
names,
rights
in
information
(including
know
how
and
trade
secrets)
and
all
other
similar
or
equivalent
rights
subsisting
now
or
in
the
future
in
any
part
of
the
world,
in
each
case
whether
registered
or
unregistered
and
including
all
applications
for,
and
renewals
or
extensions
of,
such
rights
for
their
full
term
(“Intellectual
Property
Rights”),
vests
in
PayU
and
all
rights
not
expressly
granted
are
reserved.
11.3 You
acknowledge
that
you
have
no
claim
of
any
nature
in
and
to
the
Intellectual
Property
Rights.
You
will
not
at
any
time
during
or
after
termination
or
cancellation
of
the
Agreement
dispute
the
validity
or
enforceability
of
such
rights,
or
cause
to
be
done
any
act
or
thing
contesting
or
in
any
way
impairing
or
tending
to
impair
any
part
of
any
of
the
Intellectual
Property
Rights
and
shall
not
counsel
or
assist
any
other
person
to
do
so.
11.4 You
may
not
use
or
alter
any
trademarks,
trade
or
business
names,
designs
or
logos
forming
part
of
the
Intellectual
Property
Rights,
including
but
not
limited
to
trade
marks
incorporating
the
terms
“PayU”,
“SafeShop”
or
“EasyMerchant”
(“our
Logos”)
or
do
(or
fail
to
do)
anything
that
could
adversely
affect
our
rights
in
the
Logos
or
their
value
and
you
agree
to
fully
reimburse
us
for
any
loss
or
damage
that
we
suffer
as
a
result
of
any
use
by
you
of
our
Logos
which
is
not
in
accordance
with
the
Agreement.
11.5 You
may
only
download,
view
and
print
content
from
the
Website
for
private
and
non-­‐
commercial
purposes.
To
obtain
permission
for
the
commercial
use
of
any
content
on
the
Website
please
email
us
at
support@payu.co.za
or
contact
the
Call
Centre
at
+27
(0)86
111
7298(PayU).
11.6 PayU
cannot
screen
or
edit
all
the
content
available
from
the
Website
and
does
not
accept
any
liability
for
illegal,
defamatory
or
obscene
content
on
or
connected
to
the
Website,
other
than
loss
or
damage
arising
as
a
result
of
PayU’s
gross
negligence
in
respect
of
screening

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content
on
the
Website.
You
are
encouraged
to
inform
PayU
of
any
such
content
that
may
be
offensive
or
illegal.
11.7 Solely
to
enable
PayU
to
use
Your
Information
as
contemplated
by
the
Agreement
(so
that
we
are
not
violating
any
rights
you
might
have
in
Your
Information),
you
hereby
grant
PayU
a
non-­‐exclusive,
worldwide,
royalty-­‐free,
perpetual,
irrevocable,
sub-­‐licensable
(through
multiple
tiers)
right
to
exercise
the
copyright,
publicity,
and
database
rights
(but
no
other
rights)
you
have
in
Your
Information,
in
any
media
now
known
or
not
currently
known.
PayU
will
use
and
protect
Your
Information
in
accordance
with
our
Privacy
Policy.
11.8 You
are
obliged
to
comply
with
all
laws
applicable
to
any
intellectual
property
rights
(including
without
limitation
trade
secrets,
copyright,
trademarks,
registered
designs
and
patents)
in
respect
of
any
data,
files
and/or
information
accessed,
retrieved
or
stored
by
you
through
your
use
of
any
of
the
Services.
11.9 You
hereby
grant
PayU
a
non-­‐exclusive
licence
to
use
your
registered
or
unregistered
trademarks,
trade
names
and/or
logos
(“Merchant
Marks”)
for
the
limited
purposes
of
enabling
PayU
to
exercise
its
rights
or
to
fulfil
its
obligations
under
the
relevant
Service
Terms
applicable
to
you.
11.10 Other
than
as
specifically
provided
in
the
relevant
Service
Terms,
PayU
will
wholly
and
exclusively
retain
all
existing
and
become
the
exclusive
and
unencumbered
owner
of
all
intellectual
property
right(s)
employed
in
or
otherwise
related
to
our
network
infrastructure,
e-­‐commerce
network
infrastructure,
business
and
the
provision
of
any
of
the
Services.
11.11 If,
while
the
Agreement
is
in
force,
you
make
any
improvement
to
any
aspect
of
the
Intellectual
Property
Rights
(“Improvement”),
you
will
promptly
inform
PayU
thereof
in
writing
and
will
assign
all
rights
in
such
Improvement
to
us
and
will
assist
us
to
obtain
patent,
design,
copyright
and
all
similar
forms
of
protection
for
such
Improvement
at
our
expense
wherever
we
may
choose
to
obtain
such
protection.
All
intellectual
property
rights
in
respect
of
such
Improvement
will
be
deemed
to
be
included
in
the
Intellectual
Property
Rights
in
terms
of
the
Agreement.
12 YOUR
RELATIONSHIP
WITH
OTHER
MERCHANTS
AND
PAYERS
12.1 PayU
offers
services
to
both
Payers
and
Merchants,
being
the
senders
and
the
receivers
of
payments
respectively.
Should
you
experience
any
problems
with
a
Payer
or
another
Merchant,
please
contact
PayU
at
support@payu.co.za
or
+27
(0)86
111
7298(PayU)
to
report
the
problem
so
that
PayU
may,
if
we
deem
it
necessary,
investigate
the
complaint
further
and/or
avail
ourselves
of
our
rights
in
respect
of
such
Payer
or
Merchant,
as
the
case
may
be.
12.2 Notwithstanding
the
foregoing
however,
you
acknowledge
and
agree
that
although
PayU’s
services
bring
buyers
and
sellers,
as
payment
makers
and
payment
receivers,
together
for
purposes
of
payment,
PayU
is
otherwise
not
at
all
involved
in
the
underlying
transaction
between
them
and
is
not
responsible
or
liable
in
any
way
for
the
products
or
services
sold,
or
the
conduct
of
such
payment
makers
or
payment
receivers.
More
specifically
-­‐
12.2.1 you
acknowledge
the
risk
of
transacting
with
persons
who
may
be
underage
and/or
acting
under
false
pretences;
12.2.2 PayU
gives
no
warranties
regarding
the
identity
of
any
person
making
payments
to
you
via
the
Services;

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12.2.3 PayU
has
no
actual
control
over,
and
does
not
give
any
guarantees
or
representations
in
relation
to,
the
manner
in
which
Payers
or
other
Merchants
conduct
themselves,
or
whether
a
Payer
will
in
fact
honour
your
transaction
with
him/her/it;
12.2.4 any
transaction
executed
through
use
of
the
Services
creates
legal
rights
and
obligations
only
between
you
and
your
own
customers
and
PayU
shall
never
be
a
party
to
such
transaction,
nor
a
guarantor
thereof,
nor
an
escrow
agent
in
relation
thereto;
12.2.5 any
disputes
which
may
arise
between
a
Payer
and
a
Merchant
arise
between
the
Payer
and
the
Merchant
alone,
to
be
resolved
between
the
Payer
and
the
Merchant
without
PayU
being
in
any
way
obliged
to
intervene
or
attempt
to
resolve
such
dispute;
and
12.2.6 consequently,
PayU
(and
our
officers,
directors,
agents,
subsidiaries,
joint
ventures
and
employees)
will
in
no
way
be
liable
to
you
or
anyone
else
in
any
way
whatsoever
in
relation
to
another
Merchant’s
or
Payer’s
conduct,
including
for
any
and
all
claims,
demands
and
damages
(actual
and
consequential)
of
every
kind
and
nature
arising
out
of
or
in
any
way
connected
with
disputes
with
other
Merchants
or
Payers
(including
where
payments
are
made
by
Payers
to
unintended
recipients
or
payments
reflect
the
incorrect
amounts
due
to
the
input
of
incorrect
information
by
Payers).
12.3 You
will
cooperate
fully
with
PayU
to
investigate
any
suspected
unlawful,
fraudulent
or
improper
activity.
13 DISCLAIMER
13.1 Although
PayU
uses
reasonable
care
and
diligence
to
ensure
that
the
Services
are
available,
accurate,
complete,
correct,
error-­‐free,
secure,
up-­‐to-­‐date
and/or
reliable,
PayU
makes
no
representations
or
warranties,
implied
or
otherwise,
that,
amongst
others,
the
Services,
the
content
and
technology
available
from
the
Website
or
information
provided
by
PayU
via
email
or
other
means
will
be
available,
timely,
accurate,
complete,
correct,
error-­‐free,
secure,
100%
uninterrupted,
up-­‐to-­‐date
and/or
reliable.
13.2 You
therefore
agree
that
the
Services
and
the
Website
are
supplied
"as
is"
and
“as
available”,
have
not
been
compiled
or
supplied
to
meet
your
individual
requirements
and
are
used
at
your
own
discretion
and
risk.
It
is
your
sole
responsibility
to
satisfy
yourself
prior
to
accepting
these
General
Terms
or
any
Service
Terms
that
the
relevant
Service
available
from
and
through
the
Website
will
meet
your
individual
requirements
and
be
compatible
with
your
hardware
and/or
software.
You
are
encouraged
to
report
any
possible
malfunctions
and
errors
by
way
of
email
to
support@payu.co.za
or
by
contacting
the
Call
Centre
at
+27
(0)86
111
7298(PayU).
13.3 More
specifically:
13.3.1 regarding
security,
although
PayU
will
use
its
reasonable
endeavours
to
ensure
the
security
of
the
Services
and
the
PayU
e-­‐commerce
network
infrastructure,
we
cannot
guarantee
the
security
thereof
and
PayU
will
not
be
liable
in
any
way
whatsoever
in
respect
of
any
loss
or
damage
of
whatever
nature
suffered
by
you
or
any
third
party
as
a
consequence
of
a
breach
of
security
of
the
Services
and/or
the
PayU
e-­‐commerce
network
infrastructure
other
than
in
the
event
of
such
loss
or
damage
arising
as
a
result
of
gross
negligence
on
the
part
of
PayU;
13.3.2 regarding
downtime,
you
acknowledge
that
your
access
to
the
Website
and
mobile
systems
may
be
restricted
from
time
to
time
to
allow
for
repairs,
maintenance
or
the
introduction

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13
of
new
services,
provided
that
we
will
attempt
to
restore
the
Website
and
mobile
systems
as
soon
as
we
reasonably
can;
13.3.3 hyperlinks
provided
on
the
Website
to
non-­‐PayU
sites
are
provided
as
is
and
PayU
does
not
necessarily
agree
with,
edit
or
sponsor
the
content
on
such
web
pages;
and
13.3.4 information,
ideas
and
opinions
expressed
on
the
Website
should
not
be
regarded
as
professional
advice
or
the
official
opinion
of
PayU
and
you
are
encouraged
to
consult
professional
advice
before
taking
any
course
of
action
related
to
information,
ideas
or
opinions
expressed
on
the
Website.
13.4 Without
limiting
the
generality
of
the
foregoing,
we
will
not
be
responsible
for
any
of
the
following
even
if
we
should
have
known
there
was
a
possibility
you
could
experience
the
relevant
problem
and
in
each
case
whether
suffered
by
you
directly
or
indirectly:
13.4.1 financial
or
similar
loss
of
any
kind,
including,
for
example,
loss
of
profits,
business,
estimated
savings,
chargeable
time
or
goodwill;
13.4.2 any
interruption
to
your
business
(including
interruption
to
Services)
or
loss
of
or
damage
to
information,
however
that
interruption,
loss
or
damage
is
caused;
13.4.3 loss
or
damage
suffered
by
you
which
we
could
not
have
reasonably
known
about
at
the
time
you
entered
into
the
Agreement;
and
13.4.4 losses
you
suffer
as
a
result
of
using
any
of
the
Services
other
than
as
described
in
the
relevant
documents
or
as
otherwise
described
on
our
Website.
13.5 Nothing
in
this
Agreement
will
prevent
or
limit
either
of
your
or
PayU’s
liability
for:
13.5.1 Fraud
or
wilful
misconduct;
13.5.2 death
or
personal
injury
arising
out
of
negligence;
or
13.5.3 gross
negligence.
13.6 You
acknowledge
that
the
allocation
of
risk
and
responsibility
as
set
out
in
the
Agreement
is
reasonable
because
it
accords
with:
13.6.1 PayU’s
inability
to
control
how,
and
for
what
purposes,
you
use
the
Services;
13.6.2 PayU
not
having
developed
any
of
the
Services
specifically
for
you;
13.6.3 the
fact
that,
while
PayU
follows
good
industry
practice,
it
is
not
economically
possible
for
PayU
to
exhaustively
test
any
software
that
supports
the
Services;
and
13.6.4 the
amount
of
fees,
if
any,
paid
by
you
for
the
Services.
13.7 Notwithstanding
our
aforesaid
disclaimer
of
liability,
should
a
court
nevertheless
find
us
liable
to
you
in
relation
to
any
Service
for
any
reason,
our
maximum
aggregate
responsibility
and
liability
to
you
(including
for
negligence
and
whether
pursuant
to
one
or
more
claims)
in
relation
to
the
Agreement
relevant
to
such
Service
will
be
limited
to
paying
you
an
amount
equal
to
the
total
amount
of
fees
you
paid
to
us
for
such
Service
in
the
12
months
prior
to
the
incident
for
which
we
are
responsible.

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13.8 Under
no
circumstances
whatsoever
will
PayU
or
any
of
our
affiliates,
subsidiaries,
agents,
suppliers
and/or
subcontractors
be
liable
to
you
for
any
indirect
loss,
or
any
incidental,
special,
punitive
or
consequential
loss
or
damage,
or
any
direct
or
indirect
loss
of
profits,
arising
in
relation
to
the
Agreement,
the
Website
and/or
the
Services
.
Some
jurisdictions
do
not
allow
the
limitation
or
exclusion
of
liability
for
incidental
or
consequential
damages,
and
so
in
such
jurisdictions
liability
is
limited
to
the
fullest
extent
permitted
by
law.
13.9 Uncontrollable
Events:
Whilst
we
aim
to
provide
uninterrupted
Services,
unfortunately
we
can’t
guarantee
this
as
interruptions
may
be
caused
by
factors
beyond
our
reasonable
control.
Under
no
circumstances
will
PayU
be
liable
for
any
events
beyond
our
reasonable
control.
Without
detracting
from
the
generality
of
the
aforegoing,
you
acknowledge
that
the
following
circumstances
and
events
may
impact
upon
your
use
of
the
Services
and
further
that
these
circumstances
and/or
events
are
beyond
PayU's
reasonable
control:
(a)
use
of
the
Services
by
other
Merchants
or
Payers;
(b)
limitations
on
national
and/or
international
bandwidth
capacity;
(c)
telecommunication
service
operator
failure,
which
includes
telecommunication
links
and
line
failure;
(d)
mobile
telecommunication
service
operator
failure;
(e)
mobile
network
failure;
(f)
operating
system
failure;
(g)
access
technology
failure;
(h)
quality
of
service
of
telecommunication
links
or
lines;
(i)
any
action,
omission
and/or
failure
by
you
and/or
your
systems,
software,
network
and/or
equipment
which
has
an
impact
on
the
Services;
(j)
any
other
action,
omission
and/or
failure
not
within
PayU’s
control
which
has
an
impact
on
the
Services
(including
but
not
limited
to
any
natural
disaster,
war,
riot,
strike,
equipment
failure,
computer
virus,
failure
or
interruption
of
electrical,
telecommunications
or
other
utility
services);
(k)
failure
of
our
or
your
internet
service
provider
and
(l)
distributed
denial
of
service
attack
(where
hackers
overload
networks
with
data
in
an
effort
to
disable
them).
If
circumstances
happen
that
are
beyond
our
reasonable
control,
we
will
not
be
liable
for
any
failure
to
perform
our
obligations
under
the
Agreement
because
of
those
circumstances,
and
we
will
be
excused
from
that
failure
for
so
long
as
those
circumstances
continue.
Wherever
possible,
we
will
provide
advance
warning
on
our
Website
of
any
known
or
planned
interruptions
and
will
try
to
ensure
any
interruption
is
kept
as
brief
as
possible.
14 INDEMNIFICATION
You
hereby
indemnify
and
hold
harmless
PayU,
its
parent,
subsidiaries,
affiliates,
officers,
directors
and
employees,
against
any
and
all
loss,
expense
or
damage
we
may
suffer,
or
third
party
claims
which
may
be
made
against
us,
which
arise
from
or
in
relation
to
your
breach
of
the
Agreement
(including
the
documents
it
incorporates
by
reference),
or
your
violation
of
any
law
or
the
rights
of
a
third
party
relating
to
your
use
of
the
Services.
15 BREACH
&
CONSEQUENCES
THEREOF
15.1 In
the
event
that
you
default
in
any
of
your
payment
obligations
or
otherwise
breach
any
of
the
Service
Terms
or
these
General
Terms,
and
fail
to
remedy
such
breach
within
7
days
of
PayU
having
notified
you
thereof,
without
prejudice
to
any
of
PayU’s
other
remedies
in
law
or
under
the
Agreement
(including
the
right
to
claim
damages),
PayU
is
then
entitled
to
-­‐
15.1.1 suspend
or
limit
your
access
to
any
one
or
more
Services
or
your
Merchant
Account
until
such
time
as
you
have
remedied
your
breach;
and/or
15.1.2 terminate
the
relevant
Service
or
your
Merchant
Account
entirely,
depending
on
the
nature
of
the
breach
in
question
;
and/or

15.
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contract
15
15.1.3 forthwith
claim
immediate
payment
of
any
and
all
outstanding
amounts
due
by
you
to
PayU;
and/or
15.1.4 list
you
with
any
of
the
credit
bureaus;
and/or
15.1.5 appoint
tracing
agents
as
may
be
required;
and/or
15.1.6 if
PayU
is
in
possession
of
any
of
your
property
in
consequence
of
its
provision
to
you
of
a
particular
Service
(including
funds),
PayU
shall
be
entitled
to
retain
such
property
pending
your
settlement
of
all
amounts
owed
by
you
to
PayU,
and
furthermore,
if
you
fail
to
pay
all
amounts
then
owed
to
PayU
within
90
(ninety)
days
of
any
notice
to
you
in
such
regard,
PayU
is
further
entitled,
to
dispose
of
such
property
in
order
to
defray
any
expenses
incurred
by
PayU
and
any
amounts
owed
by
you
to
PayU,
and
in
all
the
above
instances,
PayU
is
entitled
to
retain
all
Service
Fees
and
charges
already
paid
by
you
and
recover
all
of
its
costs
associated
with
your
breach,
including
without
limitation,
default
administration
charges,
collection
costs,
legal
costs
on
an
attorney
and
own
client
scale
whether
incurred
prior
to
or
during
the
institution
of
legal
proceedings
or
if
judgement
has
been
granted,
in
connection
with
the
satisfaction
of
such
judgement
or
in
regards
to
the
enforcement
of
the
Agreement.
15.2 PayU
reserves
the
right
to
charge
you
an
additional
re-­‐connection
fee
should
you
request
PayU
to
restore
any
Service
that
has
been
suspended
due
to
your
breach
as
aforesaid.
16 CONSEQUENCES
OF
TERMINATION
16.1 Should
you
terminate
any
Service
during
the
Initial
Period
of
such
Service
(if
applicable)
for
reasons
other
than
PayU’s
breach,
PayU
reserves
the
right
to
charge
you
a
reasonable
cancellation
fee,
having
regard
to
the
duration
of
the
remaining
unexpired
portion
of
the
Initial
Period.
16.2 Where
you
are
in
possession
of
any
of
PayU’s
property
in
consequence
of
the
provision
to
you
of
a
particular
Service
and
the
Service
to
which
that
property
relates
is
terminated
for
any
reason
whatsoever,
you
will
immediately
return
such
property
to
PayU,
and
shall
not
be
entitled
to
retain
such
property
for
any
reason
whatsoever.
In
particular,
but
without
limiting
the
generality
of
the
aforegoing,
you
will
immediately
return
all
Documentation
provided
to
you
by
PayU
and
remove
any
reference
to
PayU,
the
Logos,
the
Content
and
the
Services
from
all
your
promotional
and
corporate
materials,
including
all
your
electronic
communications
and
websites.
17 CHANGES
TO
THESE
GENERAL
TERMS
17.1 For
so
long
as
you
are
within
the
Initial
Period
(if
any)
of
any
Service
subscribed
for,
these
General
Terms
as
they
relate
to
such
Service
may
only
be
changed
by
agreement
in
writing
between
you
and
PayU.
17.2 Subject
to
clause
17.1
above,
these
General
Terms
(including
the
Privacy
Policy
and
other
policies
or
documents
referred
to
herein)
may
be
changed
from
time
to
time
upon
reasonable
notice
to
you.
Upcoming
material
changes
will
be
posted
on
the
Website
30
days
prior
to
their
effective
date
on
the
"Policy
Updates"
page,
accessible
from
the
"Policy
Updates"
link
on
the
PayU
Overview
page
visible
once
you
have
logged
in
to
the
Website.

16.
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01.1
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contract
16
17.3 If
you
do
not
agree
with
any
of
the
amendments
made
to
the
General
Terms
from
time
to
time,
you
will
be
entitled
to
cancel
the
Agreement
and
the
relevant
Services
subscribed
for
by
giving
written
notice
to
PayU
to
that
effect.
18 COMPLAINTS
AND
DISPUTES
18.1 Should
you
have
any
complaints
relating
to
the
Services,
the
Website,
or
any
other
Merchants
or
Payers,
please
contact
PayU’s
Customer
Relations
at
support@payu.co.za
or
+27
(0)86
111
7298(PayU).
PayU
will
take
all
such
measures
as
we
deem
reasonable
or
necessary
to
assess
and
address
your
complaint.
18.2 Should
a
dispute
of
any
nature
whatsoever
arise
between
you
and
PayU
on
any
matter
provided
for
in
or
arising
out
of
the
Agreement
and
such
dispute
is
not
resolved
through
the
Customer
Relations
Department
of
PayU
then,
save
for
urgent
or
interim
relief
which
may
be
granted
by
a
competent
court,
such
a
dispute
may
be
submitted
to
confidential
arbitration
in
terms
of
the
expedited
rules
of
the
Arbitration
Foundation
of
South
Africa.
Arbitration
proceedings
shall
be
conducted
in
Cape
Town
in
English.
The
expedited
arbitration
rules
may
be
downloaded
from
http://www.arbitration.co.za/downloads/expedited_rules.
18.3 Should
a
dispute
of
any
nature
whatsoever
arise
between
you
and
another
Merchant
or
Payer,
you
acknowledge
that
PayU
is
not
and
will
not
be
a
party
to
such
dispute.
PayU
does
not
act
as
the
agent
of
any
of
its
Merchants
or
Payers
and
is
not
responsible
for
resolving
such
disputes.
PayU
may
however
in
its
sole
discretion
elect
(but
shall
not
be
obliged)
to
assist
in
the
resolution
of
such
dispute.
19 GOVERNING
LAW
AND
JURISDICTION
The
Website
is
hosted,
controlled
and
operated
from
the
Republic
of
South
Africa
and
therefore
governed
by
South
African
law.
The
Agreement
is
also
governed
by
South
African
law.
Subject
to
the
‘Complaints
and
Disputes’
clause
of
these
General
Terms,
you
and
PayU
submit
to
the
non-­‐exclusive
jurisdiction
of
the
South
African
courts.
20 ADDRESSES
FOR
NOTICES
20.1 PayU
chooses
as
its
domicilium
citandi
et
executandi
(i.e.
its
physical
address)
for
all
purposes
under
the
Agreement,
whether
in
respect
of
court
process,
notice,
or
other
documents
or
communication
of
whatsoever
nature,
the
following
address:
4th
floor,
Eleven
Adderley,
11
Adderley
Street,
Cape
Town,
8001,
South
Africa.
20.2 You
choose
as
your
domicilium
citandi
et
executandi
(i.e.
your
permanent
physical
address)
for
all
purposes
under
the
Agreement,
whether
in
respect
of
court
process,
notice,
or
other
documents
or
communication
of
whatsoever
nature,
the
physical
address
PayU
has
on
record
for
you
as
provided
by
you
from
time
to
time.
20.3 Where
communications
are
made
electronically,
where
provided
for
in
accordance
with
the
Agreement,
such
communications
shall
be
deemed
to
have
been
received
within
48
hours
after
having
been
sent,
save
where
the
sender
knows
that
delivery
thereof
has
failed.
21 ELECTRONIC
COMMUNICATIONS
21.1 To
the
fullest
extent
permitted
by
applicable
law,
you
consent
to
receiving
the
Agreement
or
any
part
thereof,
and
any
other
agreements,
notices
or
other
communications

17.
Version:
01.1
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version
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contract
17
(“Communications”)
from
PayU
regarding
your
Merchant
Account
and/or
your
use
of
the
Services
electronically.
Electronic
Communications
may
be
posted
on
the
Website
and/or
sent
to
the
e-­‐mail
address
we
have
on
record
for
you.
Please
print
a
copy
of
each
Communication
and
retain
it
for
your
records.
21.2 PayU
reserves
the
right,
but
assumes
no
obligation
to,
provide
Communications
in
paper
format.
21.3 You
agree
that
in
the
event
of
a
dispute
between
you
and
PayU
or
between
you
and
any
other
Merchant
or
Payer,
PayU’s
electronic
records
of
your
transactions,
these
General
Terms,
Privacy
Policy,
Service
Terms,
any
identity
verification
information
provided
in
a
paper
format
and
subsequently
scanned
or
otherwise
converted
into
an
electronic
format,
and
any
other
information
stored
or
created
electronically
shall
be
admissible
in
a
court
of
law
or
in
relation
to
a
law
enforcement
or
regulatory
investigation
or
prosecution.
22 GENERAL
22.1 PayU
is
entitled
to
assign
the
Agreement
to
any
third
party
without
your
consent
other
than
if
such
assignment
would
be
to
your
detriment,
but
for
security
reasons,
you
may
not
cede,
assign
or
otherwise
transfer
the
Agreement
or
any
of
your
rights
or
obligations
thereunder
to
any
other
person
without
obtaining
PayU’s
prior
written
consent
thereto.
22.2 If
either
of
us
fails
or
delays
the
exercise
of
any
rights
or
remedies
under
the
Agreement,
we
will
not
be
deemed
to
have
waived
(i.e.
given
up)
those
rights
or
remedies
in
any
way.
22.3 If
a
court
or
similar
body
decides
that
any
wording
in
the
Agreement
is
invalid
or
unenforceable,
that
decision
will
not
affect
the
rest
of
the
Agreement,
which
will
remain
binding
on
both
of
us.
However,
if
the
wording
that
is
invalid
or
unenforceable
can
be
made
valid
and
enforceable
by
deleting
part
of
it,
we
will
both
treat
the
wording
as
if
it
is
deleted,
so
that
the
remainder
of
the
wording
in
question
becomes
valid
and
enforceable.
22.4 The
Agreement
(including
the
Privacy
Policy
and
other
documents
or
policies
incorporated
into
these
General
Terms
or
the
relevant
Service
Terms)
is
the
entire
agreement
between
you
and
PayU
with
respect
to
your
use
of
the
relevant
Services,
and
supersedes
all
documentation,
information
and
other
communications
(in
each
case
whether
spoken
or
written)
between
us
with
respect
to
such
access
and
use.
23 PAYU
CORPORATE
INFORMATION
The
Electronic
Communications
and
Transactions
Act
of
2002
states
that
when
goods
or
services
are
offered
by
way
of
certain
electronic
transactions,
the
supplier
thereof
must
make
certain
information
about
it
available
to
customers
on
the
website
where
the
goods
or
services
are
offered.
PayU’s
information
is
as
follows:
Full
name:
PayU
Payment
Solutions
(Pty)
Ltd
trading
as
PayU,
a
company
incorporated
and
registered
in
South
Africa,
registration
number
2009/017393/07
Main
business:
Online
payment
service
provider

18.
Version:
01.1
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Online
version
of
contract
18
Office
bearers:
The
list
of
office
bearers
can
be
found
at:
https://www.payu.co.za/company/
Webmaster:
webmaster@payu.co.za
Website:
http://www.PayU.co.za
Official
email
address:
support@payu.co.za
Contact
telephone
number:
+27
(0)86
111
7298(PayU)
Address
for
receipt
of
legal
service:
4th
floor,
Eleven
Adderley,
11
Adderley
Street,
Cape
Town,
8001,
South
Africa
PROATIA:
The
manual
published
in
terms
of
section
51
of
the
Promotion
of
Access
to
Information
Act
No
2
of
2000
may
be
downloaded
from
http://www.naspers.co.za