Legal

Introduction

This Agreement is a contract between you and Particity Limited trading as Ayda company no 11375698 (the “Ayda”) and applies to our website and the applications and services available from us, through our website or other platforms (the “Site” and the “Services”). Your use of the Site and the Services are governed by this Agreement.

This Agreement, together with other legal terms and legally required disclosures relating to your use of the Ayda Service will be provided to you, at all times on the Ayda website (typically located at the bottom of the landing page). This information may also be sent to you or appear in places on the Ayda website or otherwise where relevant to your use of the Services.

This Agreement is provided to you and concluded in English only. You agree that any use by you of the Site and the Services shall constitute your acceptance of the Agreement.

Some capitalised terms have specific definitions, and we have provided them in Section 12 or otherwise in the text of this Agreement. You will also find underlined words in this Agreement and on our website that hyperlink to relevant information.

Our Relationship With You

Ayda is a project management platform that manages communication with, and compensation of, Participants recruited to take part in market research.

We work on behalf of businesses that facilitate, commission or conduct market research, acting as a commercial agent for these businesses (our “Customers”). Ayda only enables the management and compensation of Participants.

We agree to keep confidential, and for the sole use of a Customer, the potential Participant information that they upload to Ayda (email, first name, last name and incentive due).

We are not responsible for the performance, quality, timing, legality, failure to provide, or any other aspect whatsoever of any Participant. Nor do we have control over the integrity, responsibility, qualifications or any of the actions or omissions whatsoever of any persons within a Customer’s business using our Site or Services. Please note that there are risks of dealing with underage persons or people acting under false pretence.

To compensate Participants we work with third party services regulated by the Financial Conduct Authority and subject to Payment Service Regulation 2017, involving the issuing, holding and transferring of both real money and electronic money.

Your Privacy

Protecting your privacy is very important to Ayda. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your Information.

Assignment

You may not transfer or assign any rights or obligations you have under this Agreement without Ayda’s prior written consent.

You are not permitted to transfer your Account to a third party.

Ayda reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time without your consent. This does not affect your rights to close your Account under section 6.

Communicating with You

Languages

This Agreement is concluded in English only. We will communicate with you in English only.

Notices to You

You agree that Ayda may provide notice or other information to you by posting it on the Ayda website (including the posting of information which is only accessed by you by logging into your Account), emailing it to the email address listed in your Account, mailing it to the street address listed in your Account, calling you by phone, or sending you a “text” / SMS message.

You must have internet access and an e-mail account to receive communications and information relating to the Services.

With the exception of amendments to this Agreement, such notice shall be considered to be received by you within 24 hours of the time it is posted to the Ayda website or emailed to you. If the notice is sent by mail, we will consider it to have been received by you three Business Days after it is sent.

You may request a copy of any legally required disclosures (including this Agreement) from us and we will provide this to you in a form which allows you to store and reproduce the information (for example, by e-mail) and you may terminate your consent to receive required disclosures through electronic communications by contacting Ayda as described in section 1.6 below.

Ayda may charge you a Records Request Fee to provide a paper copy. Ayda reserves the right to close your Account (pursuant to section 6) if you withdraw your consent to receive electronic communications.

Notices to Ayda

Notices to Ayda made in connection with this Agreement must be sent by postal mail to Ayda’s office: Ayda Limited, Unit 6 Queens Yard, White Post Lane, London, E9 5EN, United Kingdom.

Amendments to this Agreement

We may at any time amend, delete or add to this Agreement, including the Fees and other amounts which apply to your Account (a “Change”) by posting a revised version of this Agreement on the Ayda website. A Change will be made unilaterally by us and you will be deemed to have accepted the Change after you have received notice of it. We will give you 1 months’ notice of any Change with the Change taking effect once the 1 month notice period has passed, except the 1 month notice period will not apply where a Change is required by law or relates to the addition of a new service, extra functionality to the existing Service or any other change which neither reduces your rights nor increases your responsibilities. In such instances, the Change will be made without prior notice to you and shall be effective immediately. If you do not accept any Change, you must close your Account following the account closure procedure set out in section 6 (Term and closing Your Account). If you do not object to a Change by closing your Account within the 1 month notice period, you will be deemed to have accepted it. While you may close your Account at any time and without charge, please note that you may still be liable to us after you terminate this Agreement for any liabilities you may have incurred and are responsible for prior to terminating this Agreement and please further note our rights under section 6 (Term and closing Your Account).

Eligibility

To be eligible for our Services, you must (i) be a resident of the UK; (ii) have full legal capacity to enter into a contract; and (iii) if you are an individual, be at least 18 years old. You further represent and warrant to us in registering for an Account with us that you are not acting on behalf of, or for the benefit of, anyone else, unless you are opening a Business Account for and under the direction of the company that employs you.

If you are not acting for the company that employs you, the new Account must be in your own name only.

Your Account

Participant and Business Accounts

We have two types of Accounts: Participant Accounts and Business Accounts.

Unless otherwise agreed, you may hold not more than one Participant Account and one Business Account.

By opening a Business Account and accepting the terms as outlined in this Agreement, you attest that you are not establishing the Account primarily for personal purposes.

Company Check

Company Check forms part of our Know Your Customer procedure and is a process where Ayda reviews a request from a Business to create a new Business Account. Where a Company Check finds problem, permission to create a Business Account will not be granted.

Account information

Unless your Business Account is restricted, you may access details of your projects, associated payments and other information relating to your Account and its history by logging into your Account. As part of any Account creation process (applies to both Participant and Business Accounts), you will be asked to provide a username or email address and password unique to the Account (“Login Information”).

You are responsible for the confidentiality and use of your Login Information and agree not to transfer or disclose your Login Information to any third party other than an individual with express authority to act on your behalf. If you suspect any unauthorized use of your Account, you agree to notify us immediately.

You are solely responsible for any activities occurring under your Account.

You have no ownership right to your Account. If you are registering on behalf of a company that employs you, that company may have administrator rights to access your account and any information provided under your Account.

Transfer of Funds (applies to Business Users and Business Account holders only)

Your Funding Source

In order to fund Participant compensation, you will need to make a transfer from your business bank account to Ayda.

Transfer of Funds

You are not required to keep a balance with Ayda at all times, but if you use the Service to pay Participants you need to have transferred sufficient funds to our incentive deposit account to cover the amount of the payment (incentive allocation plus fees plus 20% VAT on fees). This is because, when you authorize payment to a Participant, you are instructing us to release money from the balance of your Account and make it available for the recipient to draw down, in each case according to your Payment Instruction and subject to the terms of this Agreement. You are not permitted to have a negative Account balance. The Service does not allow for any extension of credit to Users.

Sending Money (applies to Business Users and Business Account holders only)

Third-party financial services

In the natural course of business, we use both real world and e-money service providers. In the event of any incident or problem relating to these service providers, we shall be directly responsible to our Customers and liaise with the service providers taking reasonable steps to ensure that the incident or problem is resolved as soon as reasonably practicable.

Your Payment Instruction (paying a Participant)

Subject to the terms of this Agreement, your Payment Instruction for a payment to a Participant is your instruction and authorisation to us to make the money allocated to that Participant available so they can claim it.

Our execution of your Payment Instruction.

Subject to the terms of this Agreement (and your compliance with the same), you agree that we will execute a Payment Instruction made by you via your Business Account and make the money available to the Participant(s) whom you are paying, as soon as the payment schemes available to Ayda allow (which can be next Business Day) following the date you gave us and we received your valid Payment Instruction. This is subject to you providing us with:

  • your Payment Instruction before 12:00 in London on a Business Day. If you provide us with your Payment Instruction after this time or not on a Business Day, you agree that your Payment Instruction was received by us on the following Business Day;
  • all mandatory information requested to complete the transaction;
  • valid consent to authorise your Payment Instruction, such valid consent is provided when you:
  • click the “Complete” button in the sections of the Ayda website which permits you to send us a Payment Instruction after you have submitted your correct log-in information (e.g. e-mail and password) and successfully logged into your Business Account; and/or
  • instruct us to make a payment in any other way which we may notify to you when making the Payment Instruction from time to time

Our obligation to execute Payment Instructions as set out above in this section 4.1 only applies to payments executed between Users with registered Accounts in the United Kingdom (“UK”); and in the currency of Pounds Sterling. Once your Payment Instructions has been provided to us, you may not revoke it or otherwise withdraw your consent to the execution of the payment transaction.

Insufficient Funds in your Account

We are under no obligation to execute your Payment Instruction if you have not transferred sufficient funds to Ayda. We reserve the right not to action a Payment Instruction made by you until we receive cleared funds (this also means, without limitation, that Ayda is not obliged to settle a refund transaction before having received funding for the original transaction).

Unclaimed Transactions

We notify a Participant by both email and text SMS when money is available to them. Although the money is available for the recipient Participant to draw down, the recipient is not required to accept it. You agree that you will not hold Ayda liable for any damages resulting from a recipient’s decision to not accept a payment made through the Service. Should this occur we will return any unclaimed payment to your Ayda balance within 180 Days after the date you initiated the payment.

Receiving/Redeeming Money (applies to Participants and Participant Account holders only)

How to Receive/Redeem money

You may withdraw funds by electronically transferring them to your bank account (this withdrawal/redemption functionality is sometimes known as “transfer to bank”). The currency of the bank account into which you request the redemption must be Pounds Sterling.

Withdrawal/Redemption Limits

You agree to comply with our requests to verify your identity before we redeem money to you to allow us to reduce the risk of fraud or to otherwise comply with anti-money laundering or other legal obligations.

Execution methods and timeframes

Redemption transactions from your Participant Account to a UK bank account will be executed within the timeframes set out in section 4.3.

Transaction Review

We may review your withdrawal transaction to mitigate any risks and/or to prevent money laundering and to ascertain whether any Restricted Activity (as set out in section 8) is taking place (“Redemption Risk”). Where a Redemption Risk is identified by us, we reserve the right to restrict your Participant Account.

Taxes

It is your responsibility to determine what, if any, taxes apply to the payments you receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. Ayda is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction.

Term and closing Your Account

This Agreement starts when you successfully register for a Ayda account and ends when your Account is closed for whatever reason, except that this Agreement survives termination to the extent and for so long as we require to deal with the closure of your Account and to comply with applicable laws and regulations.

You can close your Participant Account at any time by logging in and clicking on the “Delete Account” link, and then following the instructions.

You can close your Business Account at any time by contacting us directly on support@helloayda.com.

We may close your Account at our convenience by providing you with one months’ prior notice. We may also close your Account at any time where:

  • you are in breach of the terms of this Agreement
  • we suspect that your Account has been accessed without your authorisation.

When your Account is closed:

  • we may suspend, limit or terminate your access to or use of our Services, websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf or some or all of the Services;

Business Account holders will remain liable for all outstanding obligations under this Agreement related to your Account prior to closure;

  • we may keep your Account information in our database for the purpose of fulfilling our legal obligations.

VAT and Fees

Fees are only charged to a Customer when a project is activated. Total project cost shows a combined total of incentive allocation plus fee plus 20% VAT, applicable on  fee only.

To request a Pro Forma invoice email accounts@helloayda.com with details of your project. Please include incentive allocation along with any details required by your accounts department i.e. job name/job number/purchase order.

VAT receipts are issued on the 1st of every month, covering activity the month prior.

There is no charge to Participants when using our Site or Services.

Restricted Activities

Restricted Activities

In connection with your use of our website, your Account, or the Services, or in the course of your interactions with Ayda, a User or a third party, you will not:

  • Breach this Agreement (including, without limitation, opening multiple Ayda accounts or breaching any other agreement that you have entered into with Ayda (including a Policy));
  • Breach any law, statute, contract, or regulation (including, without limitation, those governing financial services including anti-money laundering, unfair competition, anti-discrimination and false advertising);
  • Infringe Ayda’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
  • Act in a manner that is obscene, defamatory, libelous, unlawfully threatening or unlawfully harassing;
  • Provide false, inaccurate or misleading Information;
  • Fail to provide us with further information about you or your business activities that we may reasonably request;
  • Send or receive what we reasonably believe to be potentially fraudulent or unauthorised funds;
  • Refuse to cooperate in an investigation or provide confirmation of your identity or any Information you provide to us;
  • Attempt to “double dip” or undertake any action which could amount to unjust enrichment during the course of a dispute by receiving or attempting to receive funds from both Ayda and the Customer or bank for the same transaction;
  • Use an anonymising proxy, whether electronically, physically (e.g. using a P.O. box as your address) or otherwise;
  • Control an Account that is linked to another Account that has engaged in any of these Restricted Activities (an Account is deemed to be “linked” to another Account for the purpose of this section 8.1.k where Ayda has reason to believe that both Accounts are controlled by the same legal personality or group of legal personalities (including, without limitation, individuals), which is more likely when both Accounts share certain attributes, including, without limitation, the same recorded user name, email address, funding source (e.g. bank account);
  • Conduct your business or use the Services in a manner that results in or may result in complaints, Disputes, Claims, fees, fines, penalties and other liability to Ayda, a User, a third party or you;
  • Have a credit score from a credit reporting agency that indicates a high level of risk associated with your use of the Services;
  • Allow your Account to have a balance reflecting an amount owing to us;
  • Undertake activity that does or may present to us a fraud risk, a sudden increase in exposure, or a significant or otherwise detrimental level of exposure (as Ayda reasonably believes based on the information available to it);
  • Use a credit card with your Account to provide yourself with a cash advance (or help others to do so);
  • Access the Services from a country that is not the UK;
  • Disclose or distribute another User’s Information to a third party, or use the Information for marketing purposes unless you receive the User’s express consent to do so;
  • Take any action that imposes an unreasonable or disproportionately large load on the Services, our infrastructure, our websites, our software or our systems (including any networks and servers used to provide any of the Services) whether operated by us or on our behalf;
  • Facilitate any viruses, Trojan horses, malware, worms or other computer programming routines that attempts to or may damage, disrupt, corrupt, misuse, detrimentally interfere with, surreptitiously intercept or expropriate, or gain unauthorized access to any system, data or Information or the Services;
  • Use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission;
  • Use any device, software or routine to bypass our robot exclusion headers, or interfere or disrupt or attempt to interfere with or disrupt our infrastructure, our websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf, any of the Services or other Users’ use of any of the Services;
  • Copy, reproduce, communicate to any third party, alter, modify, create derivative works, publicly display or frame any content from the Ayda website without our or any applicable third party’s written consent;
  • Take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers or service providers;
  • Reveal your Account password to anyone else, nor may you use anyone else’s password. We are not responsible for losses incurred by you including, without limitation, the use of your Account by any person other than you, arising as the result of misuse of passwords;
  • Do, or omit to do, or attempt to do or omit to do, any other act or thing which may interfere with the proper operation of the Service or activities carried out as part of the Services or otherwise than in accordance with the terms of this Agreement;
  • Allow your use of the Service to present to Ayda a risk of non-compliance with Ayda’s regulatory obligations (including, without limitation, where we cannot verify your identity or where you expose Ayda to the risk of any regulatory fines by European or other authorities for processing your transactions);
  • Suffer (or cause us to determine that there is a reasonable likelihood of) a security breach of your website or systems that could result in the unauthorised disclosure of customer information.

You agree that engaging in the above Restricted Activities diminishes your or other Ayda’s customers’ safe access and/or use of your Account or the Service generally.

Keeping your Account Safe

You agree to perform the following actions to keep your Account safe:

  • Not engage in any of the Restricted Activities;
  • Keep the details of your password safe;
  • Never write your password in a way that can be understood by someone else;
  • Not choose a password that is made more memorable to you such as a sequence of letters or numbers that may be easy to guess;
  • Take care to make sure that no one sees your password when you use it;
  • Ensure you are logged out of all relevant applications in your device when you don’t use it to access the Service and/or when others could access it (e.g. where you share your device with others or use your device through unsecured public internet connections, such as in typical public “free-WiFi” areas);
  • Refrain from using any functionality that saves or stores your password on your access device;
  • Comply with all reasonable instructions we may issue regarding how you can keep your Account safe;
  • Keep your personal details in your Account up to date. We may be unable to respond to you if you contact us about your Account from an address, telephone number or email account that is not registered with us; and
  • Take all reasonable steps to protect the security of the personal electronic device through which you access the Services (including, without limitation, using password protected personally configured device functionality to access the Services). If you lose your device, you must inform us immediately and delete your device from the settings in your Ayda account.

Your Liability and Actions We May Take

Your Liability

You are responsible for all fees, fines, penalties and other liability incurred by Ayda, a Ayda User, or a third party caused by your use of the Services and/or arising from your breach of this Agreement. You agree to reimburse Ayda, a User, or a third party for any and all such liability.

Actions by Ayda

If we have reason to believe that you have engaged in any Restricted Activities, we may take various actions to protect Ayda, a User, a third party, or you from fees, fines, penalties and any other liability. The actions we may take include but are not limited to the following:

  • We may, at any time and without liability, suspend, block, limit, close or cancel your right to use your or Account entirely or for any particular transaction, which may in turn suspend, block, limit, close or cancel access to your Account or the Services. We will normally give you advance notice of any suspension or cancellation but we may, if it is reasonable to do so (for example if you are in breach of this Agreement or we consider it advisable for security reasons), suspend or cancel your right to use your Account without prior notice to you;
  • Refuse any particular payment transaction at any time for any reason and will only be required to make available the fact of the refusal and the reasons for the refusal and how you may resolve the problem, where possible, upon request and provided it is not prohibited by law;
  • We may contact third parties and disclose details of the Restricted Activities in the manner set out in our Privacy Policy;
  • We may request information from you or otherwise update inaccurate Information you provided us;
  • We may refuse to provide our Services to you in the future;
  • We may hold your funds to the extent and for so long as reasonably needed to protect against the risk of liability.
  • We may take legal action against you.
  • We may suspend, limit or terminate your access to our Services, websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf, and, to the extent and for so long as permitted by applicable law, your data. Unless otherwise directed by us, you must not use or attempt to use your Account while it is suspended or has been closed. You remain liable under this Agreement in respect of all charges and other amounts incurred through the use of your Account at any time, irrespective of termination, suspension or closure.
Limited Access

If we suspect that your Account has been accessed without your authorisation, we may suspend, or limit, your access to your Account or the Services. If we limit access to your Account, we will provide you with notice and opportunity to request restoration of access if appropriate.

Information about you

Ayda reserves the right to request additional information from you, other than what is referred to in this Agreement, to allow it to comply with regulatory obligations. You agree to comply with any request for further information as we reasonably require to enable us to comply regulatory obligations. This may include, without limitation, requiring you to fax, email or otherwise provide to us certain identification documents.

Disclosure of reasons for our actions

Our decisions to take the actions set out in this section 9 and any other actions we take under this Agreement, whether they restrict or extend your access to the Service, our infrastructure, our websites, our software or our systems (including any networks and servers used to provide any of the Services) whether operated by us or on our behalf may be based on confidential criteria that are essential to our management of risk and the protection of Ayda, our customers and/or service providers. In addition, we may be restricted by regulation or a governmental authority from disclosing certain information to you about such decisions. We have no obligation to disclose the details of our risk management or security procedures or our confidential information to you.

Disputes with Ayda

Contact Ayda First.

If a dispute arises between you and Ayda, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost-effective means of resolving the dispute quickly. Disputes between you and Ayda regarding our Services may be reported by email support@helloayda.com, or by calling the telephone number located on the Ayda website and by logging into your Account.

10.2 ECC-Net, Financial Ombudsman Service and CSSF.

If you have a complaint to make about us, you may choose to escalate it by contacting the UK Financial Ombudsman Service (FOS). For UK resident Users only – the FOS is a free, independent service, which might be able to settle a complaint between you and us. You may obtain further information regarding the FOS and contact the FOS at http://www.financial-ombudsman.org.uk or by visiting the EU’s Online Dispute Resolution site at https://ec.europa.eu/consumers/odr.

General

Governing Law and Jurisdiction

This Agreement and the relationship between us shall be governed by the laws of England and Wales, subject to your local mandatory rights.

No Waiver

Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.

Limitations of Liability

We shall only be liable to you for loss or damage caused directly and reasonably foreseeable by our breach of this Agreement and our liability in these circumstances is limited as set out in the remainder of this section.

In no event shall we, persons who act on our behalf, and/or the persons we enter into contracts with be liable for any of the following types of loss or damage arising under or in relation to this Agreement (whether in contract, tort (including, without limitation, negligence) or otherwise:

  • i. any loss of profits, goodwill, business, contracts, revenue or anticipated savings even if we are advised of the possibility of such damages, loss of profits, goodwill, business, contracts, revenue or anticipated savings; or
  • ii. any loss or corruption of data; or
  • iii. any loss or damage whatsoever which does not stem directly from our breach of this Agreement; or
  • iv. any loss or damage whatsoever which is in excess of that which was caused as a direct result of our breach of this Agreement (whether or not you are able to prove such loss or damage).

Nothing in this Agreement shall limit our liability resulting from our fraud or fraudulent misrepresentation, gross negligence, wilful misconduct, for death or personal injury resulting from either our or our subcontractor’s negligence or to the extent such limitation or exclusion is not permitted by applicable law.

No Warranty

We provide to you the Services, our infrastructure, our website, our software, and systems (including any networks and servers used to provide any of the Ayda services) whether operated by us or on our behalf subject to your statutory rights but otherwise without any warranty or condition, express or implied, except as specifically stated in this Agreement. Ayda does not have any control over the services that are paid for with our Service and Ayda cannot ensure that the Participant you are dealing with will actually complete the transaction or is authorised to do so. Ayda does not guarantee continuous, uninterrupted or secure access to any part of our Services, our infrastructure, our websites, our software, and systems (including any networks and servers used to provide any of the Ayda services) whether operated by us or on our behalf. We shall not be liable for any delay in the failure in our provision of the Services, our infrastructure, our website, our software, and systems (including any networks and servers used to provide any of the Ayda services) whether operated by us or on our behalf. You acknowledge your access to the Services, our infrastructure, our websites, our software, and systems (including any networks and servers used to provide any of the Ayda services) whether operated by us or on our behalf, may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. We make every effort to ensure that the information contained in our correspondence, reports, on the website and given verbally is accurate to the best of our belief at the time the information is provided. However, we cannot guarantee the accuracy of all such information in all circumstances and contexts, and no reliance should be placed on such information by you. You must check all correspondence between us carefully and tell us as soon as possible if it includes something which appears to you to be wrong or not made in accordance with your instructions. In the event that Ayda decides to discontinue any of the Ayda services or any portion or feature of the Ayda services for any reason, Ayda will give you at least one (1) months’ prior notice before discontinuing the service or feature, unless Ayda determines in its good faith judgement that: (1) such service or feature must be discontinued sooner as required by law or a third party relationship; or (2) doing so could create a security risk or substantial economic or material technical burden. You alone are responsible for understanding and complying with any and all laws, rules and regulations of your specific jurisdiction that may be applicable to you in connection with your use of the Services, including but not limited to, those related to taxes or currency transactions.

Indemnification/Reimbursement

You agree to defend, reimburse or compensate us (known in legal terms to “indemnify”) and hold Ayda, the people who work for us or who are authorised to act on our behalf (including, without limitation, our service providers) harmless from any claim or demand (including legal fees) made or incurred by any third party due to or arising out of your or your employees’ (or, where a third party otherwise acts on your behalf with your permission, that third party’s) actions and/or inactions, breach of this Agreement, breach of any law, breach of the rights of a third party, use of your Ayda account and/or use of the Services, our infrastructure, our websites, our software and our systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf.

Complete Agreement and third party rights

This Agreement sets forth the entire understanding between you and Ayda with respect to the Service. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck out and the remaining provisions shall be enforced. A person who is not a party to this Agreement has no rights under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce any term of this Agreement but this does not affect any right or remedy of third parties which exists or is available apart from that Act.

Intellectual Property Logo and Service identifiers

The URLs representing the Ayda website, “Ayda,” and all related logos of our products and services described in our website are copyrighted by Ayda. In addition, all page headers, custom graphics, button icons, and scripts are copyrighted by Ayda. You may not copy, imitate, modify, alter, amend or use them without our prior written consent.

Definitions

  • Account means a Participant or Business Account.
  • Agreement means this agreement including all subsequent amendments.
  • Authorise or Authorisation means where you authorise a third party to collect a payment from your Account (and Authorised shall be interpreted accordingly).
  • Business Account means an Account used by a business for business purposes and not an individual for personal purposes.
  • Business Days means a day (other than a Saturday or Sunday) on which banks in United Kingdom are open for business (other than for the sole purpose of 24-hour electronic banking).
  • Calendar year means 1 January to 31 December inclusive in any year.
  • Change has the meaning given in section 1.6.
  • Company Check means the Know Your Customer process that Ayda undertakes before allowing a Business User to create a Business Account.
  • Customers means businesses that instruct and pay Ayda to act as a commercial agent on their behalf.
  • Fees means the money paid by a Customer to Ayda for use of the Services.
  • Funding Source means the external payment method used to transfer funds to Ayda for the compensation of Participants. A bank account may be used to fund a balance for a payment transaction.
  • Information means any confidential and/or personally identifiable information or other information related to an Account or User, including but not limited to the following: name, email address, postal address and phone number.
  • Payment Instruction means an instruction validly made by you to us requesting the execution of a payment transaction to a Participant.
  • Payment Recipient has the meaning given to it in section.
  • Ayda, we, us or our means Ayda Limited with registered head office at Unit 6 Queens Yard, White Post Lane, London, E9 5EN, United Kingdom.
  • Ayda Mobile App means the application on a mobile device that enables a User to carry out certain Ayda Account actions using that mobile device.
  • Ayda website means any URL, such as www.helloayda.com, that we provide the Services to you.
  • Participant Account means an Account used by an individual for personal purposes.
  • Personal Data has the meaning given to it under the Data Protection Laws.
  • Policy or Policies means any Policy or other agreement between you and Ayda that you entered into on the Ayda website, or in connection with your use of the Services.
  • Policy Update means a prior notice of Changes which Ayda may make available to you in writing.
  • Restricted Activities means those activities described in section 8 of this Agreement.
  • Send Money means your ability to send money though the Service.
  • Sites means the website or other online properties through which Ayda offers the Services and which has posted or linked to this Agreement.
  • Services means any products, services, content, features, technologies, or functions, and all related websites, applications and services offered to you by Ayda.
  • United Kingdom or UK means the United Kingdom of Great Britain and Northern Ireland.
  • User, you or your means you and any other person or entity entering into this Agreement with us or using the Service.

This document was last updated on 20 March 2022.