- Nalytoo

TERMS OF SERVICE

These Terms of Service (the “Terms”) govern the access to and use of the software platform for payment connectivity and orchestration (the ‘’Platform). NALYTOO LLC provides software and infrastructure only. NALYTOO is not a payment processor, payment gateway, acquirer, or merchant of record and does not receive, hold, control or settle funds. Merchants use the Platform to connect their own third-party payment service providers and methods.

1. Nature of Services
  1. Software licence & cloud access. NALYTOO grants a non-exclusive, non-transferable right to access and use the Platform, API/SDKs, and connectors solely to orchestrate transactions with Merchant’s contracted providers.
  1. 1. No financial services. The Platform does not authorize, capture, clear, settle, or disburse payments; all financial flows ocurr directly between Merchant and its chosen providers.

2. Merchants’s Providers & Responsibilities

2.1. Merchant maintain direct contracts and accounts with payment processors, gateways, acquirers, wallets, APMs, and fraud tools. Merchant is responsible for onboarding, compliance, fees, and operational terms with those providers.

2.2. Refunds/Disputes. The Platform can transmit or relay refund and dispute requests to Merchant’s providers if configured; decisions, timelines, and funds movement are determined by those providers and applicable network rules.

2.3. Content & legality. Merchant is solely responsible for goods/services, website/apps. Policies, and legal compliance in all served regions.

3. Integration & Security

3.1. Integration. Merchant integrates per documentation, maintains current SDK/API versions, and secures credentials and webhooks.

3.2. Data minimization. The Platform processes only technical metadata necessary for routing, retries, reporting, and monitoring.

3.3. Availability & Changes. NALYTOO may improve/modify connectors and features; deprecations are communicated with reasonable notice.

4. Service Levels & Support

Baseline availability and support are provided as described on the order from or support plan.

Enhanched SLAs may be agreed seprately.

5. Fees & Billing (SaaS)

Fees may include subscription, usage (orchestration events/API calls), connector enablement, and optional adds-ons. No processing/settlement or network fees are charged by NALYTOO; fees from Merchant’s providers are billed by them directly.

6. Data, Confidentality & IP

6.1. Confidentiality. Non-public business information exchanged by the parties remains confidential

6.2. Data roles. For account/admin data and Platform telemetry, NALYTOO acts as controller. For pass-through transaction metadata handled on Merchant’s instructions (e.g., routing parameters, tokens provided by providers), NALYTOO acts as processor.

6.3. No custody of funds. Logs and reports are informational and do not imply custody or control of money by NALYTOO.

6.4. IP. The Platform, connectors, and documentation are owned by NALYTOO; Merchant gets a limited license per these Terms.

7. Acceptable Use

Merchant must not use the Platform for unlwaful activities and must comply with applicable laws and third-party provider terms. NALYTOO may suspend access upon credible indication of abuse or material risk.

8. Warranties & Liability

8.1. ‘’As is’’. The Platform is provide as-is and as-available; no guarantee that a third-party provider will authorize or process any transaction.

8.2. Third parties. NALYTOO is not responsible for outages or actions of Merchant’s providers, networks, or banks.

8.3. Cap. Aggregate liability is limited to fees paid to NALYTOO in the preceding three (3) months, excluding willful misconduct or gross negligence.

9. Term & Termination

Either party may terminate as specified in the order form or with thirty (30) days’ notice if permitted. Upon termination, Merchant may export available logs/reports; NALYTOO will delete or anynomize retained technical data per Policy.

10. Governing Law; Changes

Governing law and venue are stated in the order form. NALYTOO may update these Terms with reasonable prior notice; continued use constitutes acceptance.

11. Sanctions and Export Controls

Both parties shall comply with applicable sanctions regimes Saint Vincent and the Grenadines and avoid dealings with sanctioned persons/jurisdictions.

12. Force Majeure

Neither party is liable for delays or failures caused by events beyond their reasonable control, subject to prompt notice.

14. Governing Law and Jurisdiction

Specify governing law and courts/arbitration venue. Parties may attempt mediation before formal proceedings.

15. Changes to the Terms

Provider may update the Terms with [15] days’ prior notice. Continued use of the Services constitutes acceptance of changes.

Data Processing Agreement (outline)

Roles and subject; categories of data; duration; sub‑processors; international transfers (SCC/IDTA); security measures; incident handling; data subject rights; audits; data return/deletion.