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Terms and Conditions

Registration T&Cs

GUIDANCE NOTE: A ‘Directed PSP’ for the purposes of FPS is a person that is in scope of the Payment Systems Regulator’s (PSR) Specific Direction 20 (SD20).  Pay.UK cannot alter, or give binding guidance on, SD20 but provides the following as informal guidance.  To be a ‘Directed PSP’ you need to satisfy both of the following criteria:

  • You must be a relevant ‘PSP’ participant in Pay.UK’s Faster Payments System (FPS) – This means being a participant in FPS that provides services to persons who are not participants in FPS for the purposes of enabling the transfer of funds using FPS. This includes all those that Pay.UK would refer to as ‘directly connected’ and ‘indirect’ in relation to FPS.
  • You must provide ‘relevant accounts’ – These are accounts provided to another person (a ‘service user’ that is not themselves a participant in FPS) that are held in the UK and can send or receive payments using FPS – but excluding accounts provided by credit unions, municipal banks, and national savings banks.

 

As at the date of issuing these Registration T&Cs, the PSR is consulting under CP24/8 on a similar category of ‘Directed PSP’ for those that participate in CHAPS (as operated by Bank of England (the Bank)) and provide relevant CHAPS accounts.  In anticipation of that consultation progressing to the issuance of a further Specific Direction, Pay.UK is supporting the Bank by collecting additional Registrant Information related to CHAPS. 

If you are unsure about whether you are a ‘Directed PSP’ you must take legal advice, and may wish to consult with the PSR.

A. Agreement to these Registration T&Cs

These Registration T&Cs form part of each Registration Form.  By submitting a Registration Form, the Registrant:

  • confirms that it believes it meets the Eligibility Requirements, and in particular that it is a Directed PSP;
  • acknowledges that, by virtue of its submission of the Registration Form, it will be within the scope of Pay.UK’s compliance monitoring regime (as referred to within the APP Rules); and
  • agrees to adhere to and be bound by the terms of these Registration T&Cs.

B. Submission and Review of the Registration Form

The Registrant must fully complete the Registration Form and submit it by using the online form in order to register to access and use the RCMS.  Following submission of a completed Registration Form:

  • UK will assess the Registration Form to establish whether the Registrant meets the Eligibility Requirements in section C below;
  • the Registrant shall provide such additional information or supporting documentation as Pay.UK requires to complete its assessment (such information and documentation, together with the content of the Registration Form, is referred to as the “Registrant Information“); and
  • Pay.UK may engage with relevant regulatory authorities (including the Payment Systems Regulator) regarding the Registrant.

Pay.UK may use the Registrant Information to verify the identity or accuracy of information provided in the Registration Form, including:

  • identity of the Registrant;
  • identities of any named individuals;
  • representations concerning the Registrant and named individuals (inc. as to Eligibility Requirements); and
  • any other Registrant Information.

C. Eligibility Requirements

In order to be eligible to access and use the RCMS, the Registrant must:

  • be a Directed PSP;
  • have the capacity and authority to execute, and be capable of being bound by, the requirements applicable to access and use of the RCMS;
  • if required by Pay.UK, be able to provide an up-to-date legal opinion issued by an independent external legal adviser on terms acceptable to Pay.UK confirming the Registrant’s compliance with (a) and (b) above; and
  • meet any other eligibility requirements notified by Pay.UK from time to time,

(collectively, the “Eligibility Requirements“).

D. Acceptance by Pay.UK and next steps

Pay.UK may reject a Registration Form at its sole discretion, including where Pay.UK has not been able to verify to Pay.UK’s satisfaction that the Registrant Information (including the Registrant’s conformance with the Eligibility Requirements) is accurate, or as a result of any other circumstances that, in the opinion of Pay.UK, may prevent the Registrant from being able to properly access and use the RCMS or that would adversely impact the proper functioning of the RCMS.  Acceptance of registration only occurs when Pay.UK confirm such acceptance to the Registrant in writing.

Following acceptance of a Registration Form, Pay.UK will make available to the Registrant further documentation regarding being setup to access and use of the RCMS, including a copy of the Admission Agreement. The Registrant’s access and use of the RCMS (including inclusion on the APPR directory) is subject to the Registrant validly executing and returning to Pay.UK, and shall be governed by, Pay.UK’s Admission Agreement.  In respect of CHAPS, additional terms required by the Bank may also apply. Pay.UK’s acceptance or otherwise of any Registration Form does not commit: either Pay.UK or the Registrant (or (as relevant to CHAPS) the Bank) to entering into the Admission Agreement (or any other agreement); or, Pay.UK to making the RCMS accessible to the Registrant.

E. Costs

Pay.UK does not apply a registration charge.  All costs incurred by the Registrant in connection with the process, and all other matters related to its access and use of the RCMS, shall be borne by the Registrant.

F. Liability

Pay.UK makes no warranty or representation (whether express or implied) as to the accuracy or completeness of any information provided to the Registrant in respect of the Registrant’s submission of the Registration Form or as to the Registrant’s access to or use of the RCMS.

To the extent permitted by law, and save for in respect of breach of section G below (Confidentiality) for which each party’s liability shall be unlimited, Pay.UK shall not be liable in respect of any losses (whether direct or indirect) arising from or associated with the Registrant’s submission, or Pay.UK’s assessment, of the Registration Form.

Pay.UK is not authorised to, and makes no commitment, for or on behalf of the Bank.  No warranty or representation is made, and no liability is assumed by the Bank under or in connection with these Registration T&Cs or associated processes.  Pay.UK accepts no liability in respect of acts or omissions of the Bank or (as relevant to CHAPS) acting in accordance with request of the Bank.

Each of Pay.UK and the Registrant acknowledges and agrees that damages alone would not be an adequate remedy for any breach of the terms of section G below (Confidentiality). Accordingly, the non-breaching party shall be entitled to seek the remedies of injunction, specific performance or other equitable relief for any threatened or actual breach of the terms of section G below.

G. Confidentiality

Any information disclosed by either Pay.UK or the Registrant in relation to:

  • the Registrant’s submission, and Pay.UK’s assessment, of the Registration Form;
  • UK’s (and (as relevant to CHAPS) the Bank’s) acceptance or rejection of the Registration Form (as the case may be) and any information disclosed as a result thereof (including the Admission Agreement); and/or
  • UK’s (and (as relevant to CHAPS) the Bank’s) preparations for operation of the RCMS or compliance with its regulatory obligations (including discharging Pay.UK’s responsibilities in respect of compliance monitoring),

(collectively, the “Purpose“) shall be the “Confidential Information” of the disclosing party.

Subject to and in accordance with the remainder of this section G and section H, each of Pay.UK and the Registrant shall keep the other’s Confidential Information secret and confidential (including not making any disclosure of the Confidential Information other than in accordance with this section G or with the disclosing party’s consent), and not use or exploit the other’s Confidential Information in any way, except for or in connection with the Purpose.

Confidential Information may be disclosed by the receiving party to any of the receiving party’s officers, employees, advisers, affiliates, subcontractors and contractors that need to know the relevant Confidential Information for the Purpose, provided that the receiving party:

  • procures that each such person to whom the Confidential Information is disclosed complies with the obligations set out in this section G as if it were the receiving party; and
  • procures that any such person to whom disclosure is made enters into a confidentiality agreement with the receiving party, or is otherwise subject to confidentiality provisions, on terms at least as protective as those contained in this section G.

 

The receiving party may disclose the Confidential Information to the minimum extent required by any lawful order of any court of competent jurisdiction or any regulatory, judicial, governmental or similar body or taxation authority of competent jurisdiction; the rules of any listing authority or stock exchange on which the receiving party’s shares are listed; or the law or regulations of any country to which the receiving party’s affairs are subject.  Furthermore, confidential Information relating to the Registrant may (as relevant to CHAPS) be disclosed by Pay.UK to the Bank. 

The obligations in this section G shall not: apply, or shall cease to apply, to Confidential Information which the receiving party can show to the disclosing party’s reasonable satisfaction is, or becomes, generally available to the public other than as a direct or indirect result of the receiving party breaching its obligations of confidentiality, was already lawfully known to the receiving party prior to disclosure by the disclosing party, or has been received by the receiving party from a third-party that is not connected to the disclosing party (and where such third party was not under any obligation of confidentiality in respect of that information); or, limit the use and disclosure of Registrant Information by Pay.UK as otherwise described in these Registration T&Cs.

Without prejudice to the foregoing, the Registrant shall not be permitted to make any announcements or statements concerning the RCMS (including the Registrant’s submission of, or Pay.UK’s assessment of, the Registration Form) in connection press releases or other forms of external communication involving the media without the prior approval of Pay.UK.

H. Use of information, including Personal Data

Without limiting other use provided for under these Registration T&Cs, Pay.UK may (a) disclose any information provided by or on behalf of the Registrant (including the Registrant Information) to relevant third parties (including identity verification service providers), (as relevant to CHAPS) the Bank, and to any relevant regulatory authority; and/or (b) use any information provided by or on behalf of the Registrant as required to prepare for onboarding the Registrant to access and use the RCMS.

Each of Pay.UK and the Registrant will be an independent controller in respect of any personal data shared by the Registrant with Pay.UK in connection with the Purpose. The Registrant shall direct the relevant data subjects to Pay.UK’s privacy notice available at: https://www.wearepay.uk/privacy-and-cookies-notice/.

The Bank may use information provided to it for its own purposes, including by contacting the Registrant directly (not via Pay.UK).  To the extent relevant to CHAPS, the Bank acts as an independent controller in respect of personal data shared by the Registrant.

I. Governing Law and Jurisdiction

This Registration Form and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation (a “Dispute“) shall be construed in accordance with the law of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any Dispute.

J. Definitions

“Admission Agreement”means the form of contract that Pay.UK applies to access and use of the RCMS, as made available following acceptance of the Registration Form by Pay.UK;
APP Rulesmeans the FPS APP Reimbursement Scheme Rules as published and updated from time to time by Pay.UK pursuant to the Payment Systems Regulator’s Specific Requirement 1 (‘Faster Payments APP scam reimbursement rules’);
“Confidential Information” has the meaning given to it in section G;
“Directed PSP”means a ‘payment service provider’ (as defined in section 42(5) of the Financial Services (Banking Reform) Act 2013) participating in the Faster Payments Scheme to which Payment Systems Regulator’s Specific Direction 20 (‘Faster Payments APP scams reimbursement requirement’) applies;
“Eligibility Requirements”shall have the meaning given to such term in section C;
“Pay.UK”means Pay.UK Limited, a company limited by guarantee and incorporated in England and Wales under company number 10872449;
“RCMS”means the single system for reimbursement of FPS APP scam claims (as defined in the APP Rules) and (as may become available) the equivalent functionality for CHAPS, together with any extended functionality made available by Pay.UK as part of such system.
“Registrant”means the person (which may be a corporate entity) on whose behalf the Registration Form is submitted, as named on the Registration Form;
“Registration Form”means the form completed by the Registrant (and assessed by Pay.UK) to access and use the RCMS (and shall include these Registration T&Cs); and
“Registrant Information”has the meaning given to it in section B.

 

Version: 31 May 2024

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