Paylign Terms of Service

Please read these Terms of Service ("Terms") carefully before using the Paylign platform and services (the "Service") operated by Paylign Technologies ("us," "we," or "our").

By accessing or using the Service, you agree to be bound by these Terms. If you disagree with any part of the terms, then you may not access the Service.

1. Acceptance of Terms

These Terms constitute a legally binding agreement between you and Paylign Technologies, governing your use of the Service. You must be at least 18 years of age (or the legal age of majority in your jurisdiction) to use our Service.

2. Description of Service

Paylign provides a financial technology platform that facilitates secure, streamlined payment processing, invoicing, and related financial management tools (collectively, the "Services"). We are not a bank or a licensed money transmitter. Our services are provided by partnering with licensed third-party financial institutions and payment processors.

3. User Accounts

Account Registration: To access certain features of the Service, you must register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.
Security: You are responsible for safeguarding the password and credentials used to access the Service and for any activities or actions under your password. Paylign cannot and will not be liable for any loss or damage arising from your failure to comply with this security obligation.
Prohibited Users: You may not use the Service if you are a resident of a country embargoed or on the list of prohibited or restricted parties.

4. Payment and Fees

Fees: You agree to pay all applicable fees and charges for the Services as specified on the Paylign pricing page or as otherwise agreed upon in writing. All fees are non-refundable unless otherwise stated.
Payment Processing: All payments made through the Service are subject to review and approval by Paylign and its third-party payment processors. We are not responsible for delays or failures in payment processing caused by third parties.
Taxes: You are solely responsible for determining, collecting, withholding, reporting, and remitting all applicable taxes arising from your use of the Services or any sales facilitated through the Service.

5. User Conduct and Restrictions

You agree not to use the Service for any unlawful, illegal, fraudulent, or unauthorized purpose. Specifically, you agree not to:

Violate any applicable local, state, national, or international law or regulation.
Engage in any activity that could damage, disable, overburden, or impair the Service.
Transmit any unsolicited advertising or promotional materials ("spam").
Impersonate any person or entity.

6. Intellectual Property

The Service and its original content, features, and functionality are and will remain the exclusive property of Paylign Technologies and its licensors. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Paylign Technologies.

7. Termination

We may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. Upon termination, your right to use the Service will immediately cease.

8. Disclaimer of Warranties

The Service is provided on an "AS IS" and "AS AVAILABLE" basis. Paylign makes no warranty, express or implied, regarding the Service, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted, secure, or error-free.

9. Limitation of Liability

In no event shall Paylign Technologies, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage.

10. Governing Law

These Terms shall be governed and construed in accordance with the laws of Nigeria, without regard to its conflict of law provisions.

11. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. Your continued use of the Service after any revised Terms take effect constitutes your agreement to the new Terms.

Paylign FX Terms

These FX Terms of Service (“FX Terms”) govern your use of the foreign exchange services (“FX Services”) provided by Paylign, Inc. and its affiliates (collectively, “Paylign,” “we,” “us,” or “our”). By accessing or using the FX Services, you agree to be bound by these FX Terms, which supplement the Paylign General Terms of Service (“General Terms”) available at above.

1. Scope of FX Services

1.1 Service Description.

The FX Services enable you to convert one currency to another (“FX Transaction”) in connection with payments, transfers, or other features on the Paylign platform.

1.2 Eligibility.

You must have a valid Paylign Account in good standing and comply with all applicable verification requirements to use the FX Services.

1.3 Supported Currencies.

We support conversions between currencies listed on the Paylign platform at the time of your FX Transaction (“Supported Currencies”). Availability may change without notice.

1.4 Permitted Use Only.

The FX Services are provided exclusively to facilitate genuine cross-border payments for goods, services, or other legitimate commercial or personal purposes. Use of the FX Services for any other purpose, including but not limited to round-tripping, speculation, arbitrage, or currency trading, is strictly prohibited.

2. FX Rates and Fees

2.1 Exchange Rate.

The exchange rate applied to your FX Transaction (“Paylign Rate”) is determined by Paylign at the time of execution and includes:
(a) a reference market rate obtained from third-party providers; plus
(b) a Paylign margin (spread) disclosed in the transaction confirmation.

2.2 Rate Lock.

Unless explicitly offered and accepted, rates are not locked and may fluctuate until the FX Transaction is executed.

2.3 Fees.

In addition to the Paylign margin, you may incur:

(a) transaction fees displayed prior to confirmation;
(b) third-party bank or intermediary fees (e.g., SWIFT, correspondent banks); and
(c) taxes or duties imposed by governmental authorities.

2.4 No Advice.

Paylign does not provide financial, investment, or tax advice. You are solely responsible for evaluating the suitability of any FX Transaction.

3. Execution and Settlement

3.1 Order Placement.

You authorize Paylign to execute FX Transactions on your behalf when you confirm a conversion.

3.2 Irrevocability.

Once executed, FX Transactions are final and irreversible except in cases of manifest error or fraud.

3.3 Settlement Timing.

Converted funds are typically credited to your Paylign Account or recipient within the timeframes displayed at confirmation, subject to delays outside our control (e.g., bank holidays, sanctions screening).

3.4 Failed Transactions.

If an FX Transaction fails (e.g., insufficient funds, regulatory restrictions), we may reverse any provisional credits and charge applicable fees.

4. Your Obligations

4.1 Accuracy.

You must provide accurate information for each FX Transaction, including purpose of conversion and beneficiary details.

4.2 Compliance and Permitted Purpose.

You represent and warrant, on a continuing basis, that each FX Transaction:

complies with all applicable laws, including anti-money laundering (AML), counter-terrorist financing (CTF), sanctions, and foreign exchange control regulations;
is not for prohibited purposes, including but not limited to gambling in restricted jurisdictions, tax evasion, fraud, or market manipulation;
involves funds derived from legitimate sources;
has a genuine cross-border payment purpose (e.g., payment for imported/exported goods or services, travel, education, medical expenses, or family support);
is not a round-tripping transaction — i.e., converting currency from Currency A to Currency B and back to Currency A (or a correlated currency) within 30 days without a legitimate commercial or personal justification;
is not speculative — i.e., executed primarily to profit from exchange rate fluctuations rather than to settle an underlying obligation; and
does not misuse the FX Services for currency trading, hedging without underlying exposure, or any form of financial arbitrage.

4.3 Documentation on Request.

You agree to provide, within 5 business days of request, satisfactory evidence (e.g., invoices, contracts, travel itineraries, proof of relationship) supporting the legitimate cross-border purpose of any FX Transaction.

4.4 Prohibition on Misuse.

You must not:

(a) use the FX Services in a manner designed to exploit rate discrepancies, engage in latency arbitrage, or circumvent Paylign’s risk controls;
(b) structure transactions to obscure their true purpose or evade detection of round-tripping or speculation; or
(c) automate, script, or bulk-process FX Transactions without prior written approval.

4.5 Customer Liability for Violations.

If you breach any provision of Section 4 (including 4.2–4.4), you will be fully liable for:

(a) all losses incurred by Paylign, including but not limited to adverse exchange rate movements, regulatory fines, legal fees, and third-party claims;
(b) reversal of the FX Transaction at the original or prevailing market rate (whichever results in greater loss to you);
(c) forfeiture of any gains realized from the prohibited transaction;
(d) reimbursement of all fees, spreads, and costs charged to Paylign in connection with unwinding or mitigating the violation; and
(e) account suspension or termination without refund of any prepaid fees.

4.6 Indemnification.

You agree to indemnify, defend, and hold harmless Paylign, its affiliates, officers, and agents from any claims, damages, or expenses arising from your violation of Section 4.

4.7 Monitoring and Enforcement.

Paylign reserves the right to:

(a) monitor FX Transactions for compliance with this Section 4;
(b) flag, delay, reject, or reverse any transaction suspected of violating these restrictions; and
(c) report suspicious activity to relevant authorities.

4.8 Acknowledgement of Risk.

You acknowledge that engaging in prohibited activities may expose you to civil penalties, criminal prosecution, and permanent loss of access to Paylign services.

5. Risk Disclosure

5.1 Market Risk.

Currency values fluctuate. The amount received may be less than anticipated due to adverse rate movements between confirmation and execution.

5.2 Operational Risk.

Delays, errors, or system failures may affect FX Transactions.

5.3 Regulatory Risk.

Changes in law or policy may restrict or cancel FX Transactions.

5.4 No Guarantee.

We do not guarantee the availability, accuracy, or timeliness of FX Services.

6. Limitation of Liability

6.1 Indirect Damages.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAYLIGN WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM FX SERVICES, EVEN IF ADVISED OF THE POSSIBILITY.

6.2 Cap.

Our aggregate liability for any FX Transaction will not exceed the NGN equivalent of the amount converted in that transaction.

6.3 Force Majeure.

We are not liable for failures due to events beyond our reasonable control (e.g., natural disasters, cyberattacks, regulatory actions).

7. Errors and Disputes

7.1 Error Reporting.

Notify us within 30 days of any suspected error in an FX Transaction via contact@paylign.com.

7.2 Investigation.

We will investigate and respond within 10 business days. If an error is confirmed, we will correct it (e.g., refund overcharged fees, adjust rates for manifest errors).

7.3 Manifest Error.

A “manifest error” is a material mistake in the Paylign Rate obviously inconsistent with prevailing market rates at the time of execution.

8. Termination and Suspension

8.1 Suspension.

We may suspend or terminate your access to FX Services immediately if we suspect fraud, AML/CTF violations, or material breach of these FX Terms.

8.2 Effect of Termination.

Outstanding FX Transactions will be completed or canceled at our discretion; you remain liable for all fees and obligations.

9. Governing Law and Dispute Resolution

These FX Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Any disputes will be resolved exclusively through binding arbitration in Wilmington, Delaware, under the rules of the American Arbitration Association, except where prohibited by law.

10. Amendments

We may amend these FX Terms at any time by posting the revised version on our website. Continued use of FX Services after the effective date constitutes acceptance of the amendments.

Contact

Questions about these Terms:

Email: contact@paylign.com, legal@paylign.com

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