Pay It Later Terms and Conditions (Shopper/Seller)

Our application allows you, as a Shopper to buy goods and services from Merchants and Sellers, and for you, as a Seller, to offer Buy-Now Pay-Later payment services for the sale of your goods and services to other Shoppers via our Person to Person (P2P) platform.

1. Purpose of this agreement

This agreement is a contract between you (‘you’ or ‘your’) and Pay It Later Pty Ltd ABN 91 626 319 720 (‘we’, ‘us’, ‘our’).

By creating an account with Pay It Later, signing into that account and using Pay It Later you accept and agree to be bound by the terms of this agreement.

We encourage you to take the time to read this agreement carefully. It outlines your rights and responsibilities, both as a Shopper and as a Seller, when using the Pay It Later website (the Site), mobile application (the App) and payment card (the Payment Card) (collectively, Pay It Later), the conditions for us to allow access, how Pay It Later works and dispute resolution processes. If you do not agree to ALL of these terms and conditions then you must not use Pay It Later.

Our Privacy Policy also forms part of these Terms and Conditions and can be reviewed via https://payitlater.com/privacy.

This agreement and any terms incorporated by reference in this agreement override any terms or conditions previously published by Pay It Later.

2. Our service

Shoppers

Pay It Later provides a Buy-Now Pay-Later payment service for individuals (Shoppers) to buy goods and services offered by third party retailers operating a business (Merchants) and individuals offering goods or services personally, not as part of a business (Sellers).

As a Shopper, by placing an order with a Merchant/Seller to purchase goods or services from them using Pay It Later as the payment method (Order), you provide us with an unconditional and irrevocable consent and direction to pay the Merchant/Seller the total amount payable by you to the Merchant/Seller for that Order (including shipping, any taxes, duties or other amounts) (Purchase Price) on your behalf, in exchange for your agreement to pay to us the Purchase Price and other amounts set out herein in accordance with this agreement (Transaction).

You must pay the Purchase Price to us by way of four payments as follows:

an initial payment of 35% of the Purchase Price when the Order is placed; plus

three further equal instalments to pay the balance of the Purchase Price, the first such payment being due 7 days after the initial payment in (a) above and each subsequent payment being due 7 days after the previous payment.

The Purchase Price payable by you, the instalments which the Purchase Price is payable in and the date those instalments are due, are outlined in the Payment Schedule provided to you in the initial email we provide to you after you submit an Order (Payment Schedule). That email also outlines any fees which are applicable to you and when those fees are payable. Details of your Payment Schedule and fees are also available to view via your Pay It Later account accessible via the Site or the App.

A Shopper may make a purchase from:

a Merchant online by selecting ‘Pay It Later’ as the payment method when checking out via the Merchant’s website; or
a Merchant instore or from a Seller by completing the following process:

the Merchant or Seller will generate a QR code in the App for the Order;
the Shopper then scans the QR code through the ‘scan’ section of the App and selects their nominated payment method;
once the QR code/Payment Card has been scanned/processed, the proposed Payment Schedule will be provided to the Shopper who will need to follow the prompts within the App to finalise the Transaction;

a Seller, without using a QR code, if the Shopper identifies the Seller as holding a Pay It Later account, by entering the Seller’s email or mobile number when placing the Order.

Sellers

As a Seller, you may offer Shoppers the option to purchase goods or services from you using Pay It Later as the nominated payment method.

A ‘Seller’ is an individual who sells to other individuals and is not in the business of selling goods/services. Our separate Merchant Terms and Conditions govern the terms of use for Pay It Later approved merchants using Pay It Later to sell goods or services in conjunction with a business.

As a Seller, to provide a Shopper with the option to pay via Pay It Later, you must download the App and follow the registration process to become a Seller.

Once the Order has been placed as per the process in section 2.1 above, Pay It Later will:

collect the Purchase Price from the Shopper in the instalments set out in the Shopper’s Payment Schedule;

credit your Pay It Later account with the Purchase Price received by Pay It Later from the Shopper (less any fees payable by you to Pay It Later under this agreement) within 35 days after the Order is placed.

Pay It Later Marketplace

Scope

It is hereby understood and agreed that the Pay It Later Marketplace is intended to facilitate face-to-face transactions between Sellers and Buyers, and that no Other Transaction may be entered into pursuant hereto.

Other Transaction is any other transaction that is not face-to-face including, but not limited to:

Deliveries;
Mail

Pay It Later do not accept liability for any transaction made outside of the scope of this clause 2.3.

Liability

Pay It Later Marketplace is a platform where sellers can list new and second-hand goods (Sellers) and buyers can purchase the goods from sellers (Buyers) (the Platform).

When you upload content to the Pay It Later Marketplace or otherwise give us content, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all intellectual property rights (including copyright and trademark rights you have in the content, in any media known now or in the future and for any other purpose. In addition, you waive all moral rights you have in the content to the fullest extent permitted by law.

You are solely responsible for all information that you submit to Pay It Later and any consequences that may result from your post. We reserve the right at our discretion to refuse or delete content that we believe is inappropriate or breaching these Terms and Conditions. We also reserve the right at our discretion to restrict a user’s usage of Pay It Later Marketplace either temporarily or permanently or refuse a user’s registration. If we believe that you are breaching these Terms and Conditions in any way and/or behaving suspiciously on Pay It Later Marketplace, we may, at our discretion, inform other Pay It Later Marketplace users that have been in contact with you and recommend that they exercise caution.

You agree not to hold us responsible for things other users post or do. We will review users’ postings regularly and reserve the right to remove any content that is unlawful, threatening, abusive, defamatory, obscene or indecent, or material of any kind which violates or infringes upon the rights of any other person, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law. We are not a party to the sales transaction between buyers and sellers. We have no control over and do not guarantee the accuracy of postings or user communications or the quality, safety, or legality of what’s offered. You acknowledge and agree that Pay It Later reserves the right to access chat/message content in the App, on your behalf, for the purposes of fraud detection and dispute investigation.

Accordingly, to the extent legally permitted we expressly disclaim all warranties, representations, and conditions, express or implied, including those of quality, merchantability, merchantable quality, durability, fitness for a particular purpose and those arising by statute. We are not liable for any loss, whether of money (including profit), goodwill, or reputation, or any special, indirect, or consequential damages arising out of your use of, or inability to use Pay It Later Marketplace, even if you advise us or we could reasonably foresee the possibility of any such damage occurring. Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.

Payments

Payments from Buyer to Pay It Later are subject to the ordinary rules set out in Clause 2.1 and 2.2.

Release of funds into the Seller’s Wallet is subject to confirmation. The Seller will need to confirm that they have handed over the products and the Buyer will need to confirm that they have received the product. The Seller and Buyer are responsible for ensuring that Pay It Later receives confirmation of Order completion. You must allow for sufficient time for us to receive confirmation, before a payment can be processed.

If we have not received confirmation from the Buyer that the goods have been received within__ days, and a dispute has not been opened, we will proceed with processing the payment to the Sellers Account. On the occurrence of this event, Pay It Later will not be liable for transactions between the Buyer and Seller.

Refunds

Pay It Later do not facilitate product refunds between the Buyer and the Seller. If the Buyer decides to return goods to a Seller, which the Buyer has purchased using the App, and request a refund, or a return and refund are otherwise accepted by the Seller or permitted by law, you will directly arrange the return with the Seller, ensuring that the goods are returned according to the Sellers instructions or your rights at law. Please note, using Pay It Later to pay for any eligible purchase will not affect any of your existing rights to refund under applicable consumer law or otherwise.

Unless we are notified by a Seller or Buyer that a return and refund is in progress, we will continue to process any Automatic Payments in accordance with the dates set out in the Buyer’s Payment Schedule.

Until such time that the Seller has confirmed the return of the goods and has issued a transaction reversal for those goods, the Buyer will still need to make the payments in accordance with your Payment Schedule.

If the funds are still in the Seller’s Wallet at the time we are notified of a refund, Pay It Later reserves the right to freeze the Seller’s Wallet and issue a refund to the Buyer to the Nominated Payment Source and/or adjust your Payment Schedule appropriately. In the event that the funds have been removed from the Wallet, The Buyer and Seller will be responsible for processing all product returns and associated refunds.

In the event the approved Order is cancelled because a chargeback has been incurred by your Pay It Later in relation to a payment for the approved Order, that payment will not be refunded by Pay It Later. Any return of funds in that event will be as between you and your issuing bank. The Retailer or Third Party Supplier (as applicable) will not be obliged to deliver the goods (or provide the services) the subject of the Order, unless required to do so by law;

Fees

A number of fees may be payable by you to Pay It Later when you use Pay It Later, as set out in this agreement.

The amount of each fee described in this section 3 is set out in the Fee Schedule accessible via Buyer & Seller Fees (P2P) | Pay It Later.

In our sole discretion, we reserve the right to change any fees charged for use of Pay It Later at any time. The amended fees will apply to any Orders placed 7 days after notice of the fee variation is given to you.

Unless otherwise stated herein, fees are quoted in Australian dollars.

We may set off any amount payable to you against any amount payable to us by you.

We will pay any monies payable to you under this agreement to your Pay It Later ‘digital wallet’ connected with your Pay It Later account (Wallet). We may charge your Wallet and/or your nominated payment method within your Pay It Later account for any amount outstanding you owe us, a Seller, Merchant or Shopper.

Shopper fees for P2P

As a Shopper you must pay to us a service fee in addition to the Purchase Price for each purchase you make from a Seller (Service Fee). For the sake of clarity, there is no equivalent service fee payable by a Shopper for an Order placed with a Merchant.

The Service Fee is calculated and added to your Payment Schedule when you place an Order. The Service Fee is payable at the same time and in the same instalments that the Purchase Price is payable.

Seller fees for P2P

As a Seller you must pay to us a seller protection fee for each Order placed with you by a Shopper (Seller Protection Fee). The Seller Protection Fee will be deducted from the Purchase Price we collect for the relevant Order. Please note that the Seller Protection Fee does not provide you with any kind of risk insurance or other guarantee in relation to an Order.

Withdrawal Fees

You may withdraw funds held in your Wallet to your nominated bank account via your Pay It Later Account. You must pay us a fee for each withdrawal processed (Withdrawal Fee). The Withdrawal Fee will be deducted from the amount which is being withdrawn at the time of the withdrawal.

Late Fees

As a Shopper, you may be charged a fee in the amount of $10 if you do not abide by the Payment Schedule (Late Fees).

You will be charged Late Fees (up to two times) on each payment missed in the Payment Schedule.

To avoid application of Late Fees to your account, you should ensure there are sufficient funds in your account at the time we attempt to process payment.

Late fees are applied to failed payments. If a repayment on the Payment Schedule is still unpaid 24 hours after it became due according to the Payment Schedule, a $10 Late Fee is applied.

If a repayment is unpaid 7 days after it became due under the Payment Schedule, a further $10 Late Fee is applied.

You authorise us to use the preferred payment method provided by you (and verified by us at the time you placed your Order) to charge the Late Fees or we may deduct those fees from your Wallet.

No interest charges are ever payable by you when using Pay It Later.

3. Seller’s Obligations

Know Your Customer

You must upload ‘Know Your Customer’ (KYC) information to your Pay It Later account to become a Seller. We will request the KYC information and certified supporting documentation at the time you register as a Seller. Where the required information is not uploaded to your account, your credit balance will be inaccessible until such time as the requested KYC information is provided and we may not process an Order until the KYC information is received.

KYC information is personal information, which will include information such as but not limited to:

legal name;
email address;
gender;
personal banking account name, BSB and account number;
personal identification details in order to provide 100 points of identification.

Seller’s acknowledgements

As a Seller, you acknowledge and agree that:

you will fully cooperate with Pay It Later to resolve all potential and current disputes with Shoppers in relation to any goods/services you sell;
you will not use Pay It Later to sell goods or services as part of a business;
Pay It Later is under no obligation to approve you as a Seller, nor are we obliged to accept any Shopper or transaction;
we maintain the right to decline to provide you with the net payment, withhold from you the amount of any transaction or cost, or claw back any amount paid to you, to cover costs anticipated or actually incurred by us in relation to:

a Shopper that asserts in good faith, any claim, set off or counterclaim in relation to the products or services purchased from you (e.g. the products were not delivered or faulty);
a fraudulent or illegal transaction;
you not complying with a material term of this agreement;

an Order will not be binding unless the relevant Shopper is approved by us;
you will not provide the goods/services to the Shopper until we have notified you that the Shopper has been approved and the Order may be completed.

4. Your Account

Eligibility as Shopper

To register and be eligible to use Pay It Later as a Shopper you must:

use a bank card registered with an Australian bank;
be at least 18 years old and an Australian resident;
be capable of entering into a legally binding contract;
have a valid and verifiable email address and Australian mobile telephone number;
provide a valid delivery address in Australia;
provide us with sufficient information so that we can verify your identity in accordance with the Anti-Money Laundering and Counter-Terrorism Financing Act 2006;
agree to the terms of this agreement.

By entering into this agreement, you represent and warrant that you are eligible to use Pay It Later.

We may refuse you access to Pay It Later as a Shopper or refuse to open you an account for any reason.

Eligibility as Seller

To register and be eligible to use Pay It Later as a Seller you must:

provide a photo (taken by your smart phone) of your identity via the App and provide any further sufficient information to verify your identity in accordance with the Anti-Money Laundering and Counter-Terrorism Financing Act 2006;
be at least 18 years old and an Australian resident;
be capable of entering into a legally binding contract;
have a valid and verifiable email address and Australian mobile telephone number;
agree to the terms of this agreement.

Verification of identity

Upon opening your account, you agree to provide us with any form of identification we may request in order for us to verify your identity.

Obligations when holding an account

While using Pay It Later, you agree:

to pay any fees applied to your account;

to not provide us information that is false or misleading;

to keep your personal information (including residential address and contact phone number) up to date;

to provide further information if requested to assist with identity verification, investigation into unlawful or fraudulent activity, or improper activity;

that you will not allow others to use your account;

that you will not share your account details with others;

that you will only use a payment method that is registered in your name;

to permit us to provide your cardholder data and other information we collect to third parties, for fraud detection, payment processing, or credit reporting purposes;

to not allow others to use your Pay It Later account or allow anyone else to have access to your account password details;

not to use Pay It Later in connection with any illegal, defamatory, discriminatory, hateful, obscene, profane, graphically violent, pornographic, dangerous or unlawful activities, transactions, goods or services;

except where permitted by law, not to:

attempt to reverse engineer, decompile, disassemble or otherwise attempt to derive or access the source code, techniques, processes, algorithms, know-how or any other information (as applicable) from Pay It Later;
modify, create derivatives of or improvements to, decompile or otherwise attempt to access or extract the source code of Pay It Later without our permission;
copy, archive, download, reproduce, distribute, sell, syndicate, broadcast, display, perform or otherwise use Pay It Later other than as permitted by this agreement;

that you are responsible for keeping your account secure and acknowledge that we do not take responsibility for unauthorised access or use of your account;

to cooperate fully with us to investigate any suspected unlawful, fraudulent or improper activity on your Pay It Later account;

to advise us immediately if you suspect someone else has used your Account;

to be aware of and pay any taxes that may apply to your use of Pay It Later;

to not use any technology (device, software or hardware) to damage, intercept or interfere with Pay It Later;

to ensure your nominated payment method in your Pay It Later account is current and valid at all times;

to not use Pay it Later to provide or receive any lending services;

to immediately contact us if you believe that your Pay It Later account may be subject to an unauthorised transaction, account takeover or other type of fraudulent activity or security breach;

to not create liability for us or cause us to lose (in whole or in part) the services of our Merchants and/or Sellers, or our third party suppliers;

to authorise us to disclose card-related profile and purchase behaviour information to third parties (including, without limitation, Visa and MasterCard) for:

eliminating fraud and illicit behaviour;

complying with the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) or any other anti-money laundering legislation;

any other purpose as outlined in our Privacy Policy;

to not open or use more than one Pay It Later account;

that we may correct any errors on your account. You acknowledge that such correction does not create any obligation on the part of us to ensure the ongoing accuracy (or to warrant the previous accuracy) of the information on your account.

Debt Limit

When you open your account, we will determine the maximum amount you are permitted to be indebted to us, both as a Shopper and Seller, at any one time (Debt Limit).

The Debt Limit will be advised to you via your Pay It Later account.

You may make a written request to our Support Team if you would like your Debt Limit to be revised. At our discretion, will determine whether that request will be granted.

If you attempt to place an Order that will result in your total debt to us exceeding your Debt Limit, at our discretion, we may temporarily increase your Debt Limit in order to complete that Order, provided we receive your consent to do so.

You consent to us collecting data from any financial institutions which you hold an account for the purposes of assessing your Debt Limit. This data is used by us in accordance with our Privacy Policy.

Multiple Accounts

You may only create one Pay It Later account. If we determine that you have created multiple Pay It Later accounts and are transferring funds between those accounts, or we otherwise reasonably suspect that you are using Pay It Later for fraudulent purposes, we may elect to charge one or more of those accounts a $25 fee each, debited to the nominated payment method, per Order placed for that purpose. We reserve the right to investigate whether the personal details provided by you are connected to the form of identification provided by you and to close any accounts we suspect are additional accounts created by you.

Where we identify you as the creator of multiple accounts, payments made with second and subsequent accounts (according to date created) may be attributed to the primary (first created) account and associated outstanding Orders. Where there are overdue debts on an account, we may refuse to process Orders on any or all accounts we determine are associated with you until those overdue debts are settled.

5. Orders and payments by Shopper

Orders and Payments

As a Shopper, when you place an Order with a Merchant and/or Seller using Pay It Later, you:

direct us to pay the Merchant and/or Seller on your behalf;

agree to repay the amounts set out in your Payment Schedule, plus any fees applied to your account in full in accordance with the Payment Schedule and this agreement;

authorise us to automatically attempt to process the amounts payable by you when due under this agreement by charging the Australian debit/credit card nominated by you in your Pay It Later account (Payment Method).

You understand that we may vary the dates on which we attempt to process payments to account for non-business days, public holidays, leap years and to re-attempt charging the Payment Method where previous attempts have been unsuccessful.

You will receive your Payment Schedule via email and the App, with dates and amounts due for your planning. We may periodically remind you that payments are due.

The authority you provide under this agreement for us to charge your Payment Method is ongoing unless and until your account is closed and all amounts owing thereunder are paid in full.

Where you are liable to pay us any fees (such as cancellation or Late Fees) under this agreement, unless this agreement specifies a different date for payment in relation to those particular fees, we will attempt to charge your Payment Method for those fees:

on the next scheduled payment date under your Payment Schedule for the associated Order;
if there is no next scheduled payment date, on or after the date which is 7 days after the fee was incurred.

Pay It Later Card

When you place an Order in store or in person, payment may be processed by acceptance of your Pay It Later Payment Card by selecting it as your nominated payment method within the App.

Your Payment Card can be set up via the App and added to your Apple or Google Wallet. The Merchant or Seller may process payment via the Payment Card in the same way they would any Australian bank card.

When an Order is placed using a Payment Card, subject to the other terms of this agreement, we will make payment of the Purchase Price to the Seller/Merchant on your behalf and you must make payments to us for that Order pursuant to the process in clause 2.1.

Cancellation of Order

Except where an Order is required to be cancelled by law, if you, as a Shopper, cancel a P2P Order you will incur a fee of $25 for our administrative costs associated with that P2P Order.

Orders subject to our approval

Orders are subject to our approval, and may be declined, cancelled or reversed at our sole discretion which may include reasons such as, but not limited to:

your account with us being overdue;

outstanding fees;

preventing fraud;

protecting the integrity of our brand;

limiting the risk of money laundering or terrorism financing;

your Debt Limit being exceeded;

you do not meet legal, regulatory, non-payment verifications or checks;
we reasonably suspect (or are put on notice) you have breached this agreement;
an Order is made with a Merchant or Seller not approved by us or in a different jurisdiction not supported by us;
we consider the Order suspicious or that it may be in violation of any law or third-party rights;
a Payment Method not accepted by Pay It Later is nominated.

If we cancel an approved Order for any of the above reasons, we may refund any amount you the Shopper has paid for that Order to the Payment Method used to verify the Order and may cancel any future payments to be made pursuant to the Payment Schedule (provided the goods or services have not yet been provided).

At our discretion, we may still deduct, from the Purchase Price paid, any fees payable to us in connection with the Order if you are at fault for the cancellation including a $25 administrative fee.

If you are the Seller in relation to that Order, we will advise you of the cancelled Order and grounds for cancellation as soon as practicable.

Notwithstanding the above, if we cancel an Order on the grounds we believe it is fraudulent (such as an Order to and from accounts associated with the same person), we have the right to withhold payment pending the outcome of our investigation into the matter and those funds may be seized where required by law or order of a government agency.

Closing your Account

You may request that we close your Pay It Later account by contacting us directly. You may only request to close your Pay It Later account if:

all amounts owing have been paid in full;

no disputes or refunds are being processed;

no investigations are pending in relation to your finances or account.

We may restrict your account from placing or accepting further Orders at any time at our discretion.
We may close your Pay It Later account at our discretion by notice to you, provided that any outstanding Orders are first finalised (unless we are closing your account due to an act or omission by you in which case we are not obliged to ensure any Orders are finalised).

Settlement of account

To settle an outstanding customer account (including fees), we may at our discretion:

charge your preferred Payment Method;

charge other Payment Methods we have on file for you (if the preferred Payment Method is repeatedly unsuccessful);

hold further Orders, and offset the amount paid for further Orders against the amount owing;

offset the amount owed against any payments we send you;

employ any other legal means, including debt recovery agencies.

Amendment of Payment Schedule

As a Shopper, you may request an amendment to your Payment Schedule for an Order by contacting our Support Team. A $25 fee per Order for amending the Payment Schedule (Amendment Fee) applies, which will be charged via your Payment Method.

You may only request an amendment to the Payment Schedule once for each Order. We reserve the right to deny your request to amend the Payment Schedule.

Refunds for product or service

If a Shopper wishes to receive a refund for a product or service from the Merchant and/or Seller 22 days or more after the Order is placed:

the refund is carried out by the Merchant and/or Seller (not by Pay It Later);

it is your responsibility to notify the Merchant and/or Seller, arrange a return with the Merchant and/or Seller and carry out the return in the manner required by Merchant and/or Seller return policy or as permitted under your consumer rights (if applicable).

If you wish to receive a refund for a product or service from the Merchant and/or Seller less than 22 days after the Order is fulfilled:

The Merchant and/or Seller will inform us of the amount of the refund;

We will refund the amounts you have paid in cleared funds under the Payment Schedule to your Payment Method; and

Once the refund has been completed, the remaining repayments under the Payment Schedule will be cancelled.

If you request a partial refund from the Merchant and/or Seller we may adjust your Payment Schedule by giving notice to you.

If we are not informed by the Merchant and/or Seller that a refund is in progress, we will continue to process payments according to your Payment Schedule.

No refunds not directed by Merchant/Seller

As a Shopper, except where a Merchant/Seller directs us to provide you with a refund, we will not refund the Purchase Price or any other payment made to us by you (including, without limitation, charges made pursuant to your Payment Schedule, Late Fees or Amendment Fees), unless you provide sufficient evidence that those payments were made in error (i.e. the amount you were charged was inconsistent with your Payment Schedule), or you are entitled to a refund from us under any applicable law.

Notwithstanding the above, to the extent permitted by law, we disclaim any liability to provide a refund of any amount where an Order is cancelled due to a request made to the Shopper’s credit or debit issuer to reverse the transaction associated with that Order.

Cross Border Transactions

If you make a cross border transaction (ie. make a purchase from outside of Australia) Pay It Later will convert the Merchant and/or Seller’s price for the goods into your local currency using a retail exchange rate provided by Pay It Later at our discretion to determine the value of the Transaction and the amounts payable by you in accordance with your Payment Schedule. The exchange rate selected by Pay It Later will change regularly to reflect the currency fluctuations in the foreign exchange market.

Pay It Later will not charge you any set up fees or foreign exchange commission on the exchange rate applied to perform the Cross Border Transaction.

Assessment Criteria

We may actively assess your capability to make repayments. We may do this by:

making enquiries to third parties;
accessing your banking transaction history and other financial data (Banking Data);
credit reports;
fraud scoring; and
identity verification.

Regardless of our findings pursuant to this clause, we reserve the right to assess, and determine whether to accept or cancel, each Order in accordance with clause 6.4.

Seller’s access to funds

Sellers Withdrawing Funds

Each withdrawal request submitted by you as a Seller is final and not reversible.

A period of 7 days must elapse, before funds are credited to your Account. In the event of a dispute from a Shopper, funds will not be credited, until the dispute has been resolved.

You are solely responsible for ensuring the accuracy of the information provided for the purposes of withdrawal, which will be made by bank transfer.

You must provide us with KYC information. We will request the KYC information and certified supporting documentation. Where the required information is not provided to us, your Account balance will be inaccessible until such time as the requested KYC information is provided.

Funds credited by error

If funds are credited to your account by us, and you have no legal right to those funds, you must notify us within 10 business days of those funds being credited to your account.

We reserve the right to adjust, reverse or cancel the transfer of funds from us to you, where you have no legal rights to those funds, or the transfer was otherwise made in error or was inconsistent with the terms of this agreement and you must take all reasonable steps to assist us with this process.

Cancellation of orders by Pay It Later on Seller’s request

If you, as a Seller request that we cancel an Order within 7 days of the Order being made, we will:

advise you as soon as possible that the Order has been cancelled;
refund any funds received by us from the Shopper;
terminate the Payment Schedule; and
charge you a fee of $25 for our administrative costs associated with that Order (unless the Order is required to be cancelled by law).

Cancellation requests made more than 7 days after an Order is placed may only be granted at our discretion.

Disputes

Advise Pay It Later of dispute with other party to transaction

If you have a dispute with a Shopper, Merchant and/or Seller, you must resolve your dispute directly with that party. We may assist with communication where necessary.

The dispute will not suspend your obligation to pay any amount due to us (unless the Merchant and/or Seller has agreed to refund part or all of your Order under clause 10).

Dispute with us

If you have a dispute with us, you must let us know as soon as possible by providing sufficient information and relevant documents for us to investigate your complaint, via our Support Team (contact details for our Support Team can be found at clause 21).

Within 21 days of receipt of your complaint, we will endeavour to respond by:

advising how we propose to resolve your complaint;
requesting further details; or
dismissing your complaint on the basis of insufficient grounds.

Please allow at least 45 days for us to respond to your complaint before seeking any alternative dispute resolution measures.

Seller to indemnify Pay It Later for dispute with Shopper

In respect of any dispute brought by a Shopper in respect of a Transaction, the Seller must indemnify and hold us harmless against any claim, demand, proceeding, damages (actual, special or consequential), loss, liability, cost or expense, arising directly or indirectly, on a full indemnity basis, including but not limited to:

any fines or costs payable to an industry body by us in respect of a Transaction;
administrative costs of processing any payments to be made to the Shopper;
costs incurred by us for investigating and responding to the dispute;
reputational damage caused to us; and
legal costs incurred by us.

Communications

For the purposes of this Agreement, we may communicate with you at any time via any form of communication for which you have provided your contact details (subject to complying with applicable laws).

We may contact you from time to time for marketing purposes over email, unless you have requested otherwise.

If your account with Pay It Later is in default, we may forward your details to an external collection agency to contact you directly.

Disclaimer

Responsibility for Orders

You acknowledge that we do not have any control over and are not responsible nor liable for the products or services purchased by you as a Shopper from a Merchant and/or Seller or the products you choose to provide as a Seller. We are not liable for any Order that is not finalised, completed or delivered by a Merchant and/or Seller or Shopper. As such, Pay It Later does not:

guarantee the quality, identity, suitability, reliability or availability of Pay It Later or of the products or services of any Merchant and/or Seller;
accept liability for any loss or damage if any goods or services ordered from a Seller or Merchant are not received or do not meet any particular quality or fitness for use represented by the Seller or Merchant;
guarantee that a Merchant and/or Seller or Shopper will complete their obligations with respect to an Order;
determine if you are liable for any taxes or duties;
accept liability for any loss or damage suffered or incurred by you due to any theft, fraud, misuse or unauthorised use of your Pay It Later Account, Payment Card or a QR code.

Availability of Pay It Later

Pay It Later is provided ‘as is’ and we do not guarantee, warrant or represent that:

Pay It Later is provided error-free or uninterrupted;
any information contained on Pay It Later is accurate, reliable, adequate or complete;
Order will be processed or fulfilled within any particular timeframes;
Pay It Later is monitored or protected from content that may be in breach of these Terms and Conditions or applicable laws; or
Pay It Later is free of viruses or other spyware that could damage your device.

General Disclaimer

To the maximum extent permitted by law, we:

do not provide any guarantee or warranty or make any representation with respect to Pay It Later except as expressly set out in this agreement;
disclaim, and you agree to release us, our officers, personnel and associated entities from, all liability for any claim, cost, damage or loss howsoever arising (including by our negligence) directly or indirectly in connection with Pay It Later.

Cap on liability

Where our liability under this agreement cannot be fully disclaimed, our liability for any claim, loss, cost or damage you suffer in connection with Pay It Later (howsoever caused, including by our negligence), is capped at the total fees paid by you to us in the 12 months prior to the claim, loss, cost or damage arising.

The above cap applies to any single or cumulative claims by you, and you agree that we may plead this limitation of liability in defence to any claims you may bring against us for any such loss or damage.

Consumer rights

This agreement does not purport to limit any non-waivable rights that you may be entitled to by law. Where such non-waivable rights apply, and where permitted by law, we limit our maximum liability, at our option, to the supply of our services again or the payment of the cost of having our services supplied again. This limitation only applies to guarantees under the Competition and Consumer Act 2010 (Cth) of Australia.

6. Indemnity

In this clause ‘us/our’ includes our parent companies, subsidiaries, officers, directors, employees and agents of Pay It Later Pty Ltd.

You indemnify and hold us harmless from and against any claim, demand, proceeding, damages (actual, special or consequential), loss, liability, cost or expense (including legal costs on a full indemnity basis), made against or incurred by us arising in connection with:

your use or misuse of Pay It Later;
any breach by you of this agreement;
any illegal, negligent or criminal act or omission by you;
any third party use of Pay It Later via your account, such as someone using a password or username provided to you by Pay It Later; and
any fraud, wilful misconduct or false or misleading representations made by you.

7. Intellectual Property

Our content is exclusively owned by us and the information on our Site is for informational purposes only and is subject to change without notice.

You must not copy, imitate, modify, alter, amend or use any URLs representing Pay It Later, our content, logos, icons or any other content published on our Site, App or any other media source.

8. System Outages

Our data servers are hosted by Amazon Australia.

Access to Pay It Later may occasionally be unavailable or limited due to hardware or software failure or defects, overloading of system capacity, damage from natural events or disasters or disruptive human activity, interruption of power systems, labour shortages or stoppages, legal or regulatory restrictions as well as other causes outside of our control and we are not liable to you for these interruptions.

9. Event of Default

Meaning of Event of Default

Any one or more of the following events is an Event of Default:

you fail to make a payment to us when due;
you suffer an Insolvency Event, being any of the following:

you advise us you are financially unable to meet your obligations pursuant to this agreement;
we receive advice you are unable to pay your debts as and when they fall due and payable;
you commit an act of bankruptcy under section 40 of the Bankruptcy Act 1966 (Cth);
you are made a bankrupt or have a guardian or administrator appointed.

you fail to comply with this agreement;
we determine that you have provided us with incorrect or misleading information in connection with this agreement;
We identify or suspect any fraudulent or damaging activities or attempts to compromise Pay It Later, the Site or Services

Consequences of Event of Default

We will give you notice stating that an Event of Default has occurred. If the Event of Default cannot be remedied, or it can be remedied and you fail to do so within 7 days of receiving notice of the Event of Default, without limitation to our rights:

we may terminate your account with us; and
all amounts payable to us by you will become immediately due and owing.

Costs for Breach

If Pay It Later is required by an order sought by you to participate in any litigation in which you are involved whether under subpoena or order of a court of competent jurisdiction, including complying with any order for discovery or attending court to give evidence, you shall bear all costs incurred by us in connection with the provision of such participation including our costs for taking legal or other professional advice or representation, on a full indemnity basis.

Further, you agree and acknowledge that where you take any action including legal action against or involving us you will provide security for such costs to us upon written demand.

10. GST

Interpretation

Any words capitalised in this clause have the meaning given to those words in A New Tax System (Goods and Services Tax) Act 1999 (Cth).

GST exclusive

Except under this clause, the consideration for a Supply made under or in connection with this document does not include GST.

Taxable Supply

If a Supply made under or in connection with this document is a Taxable Supply, then at or before the time any part of the consideration for the Supply is payable:

the Recipient must pay the Supplier an amount equal to the total GST for the Supply, in addition to and in the same manner as the consideration otherwise payable under this document for that Supply; and
the Supplier must give the Recipient a Tax Invoice for the Supply.

Later GST change

For clarity, the GST payable under clause 19 is correspondingly increased or decreased by any subsequent adjustment to the amount of GST for the Supply for which the Supplier is liable, however caused.

11. General

Transfers or assignments

You cannot transfer or assign any rights under this agreement without our prior written consent.

We may subcontract, transfer or assign our rights and obligations under this agreement to a third party without notice to you.

No waiver

The failure of a party to require full or partial performance of a provision of this agreement does not affect the right of that party to require performance subsequently.
A single or partial exercise of or waiver of the exercise of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy.
A right under this agreement may only be waived in writing signed by the party granting the waiver and is effective only to the extent specifically set out in that waiver.

Relationship

We are not a party to the contract formed between the Seller/Merchant and Shopper for the purchase of goods/services and solely act as an agent to collect and deliver the Purchase Price to the Merchant/Shopper. We do not enter into a partnership, joint venture or employment relationship with you as a Shopper or Seller.

No set off

Notwithstanding any other provision of this agreement, you must pay all amounts in full to us under this agreement when due without any set-off, withholding or reduction for any reason whatsoever, including any existing or future act, omission or default by us.

Amendments

This agreement, and any terms and conditions incorporated by reference may be amended from time to time by us posting the amended document on the Site or placing a notice on the Site that the agreement has been amended. The amended agreement shall automatically be effective from 7 days after it is posted on the Site.

Your continued use of Pay It Later will mean that you accept unconditionally any amendments made.

Changes to any fees in connection with this agreement do not apply to Orders that have already been placed prior to the change becoming effective.

Prior agreements

This agreement supersedes any prior agreement between the parties whether written or oral. Any such prior agreements are cancelled but without prejudice to any rights which have already accrued to either of the parties under those agreements.

Governing Law and Jurisdiction

This Agreement is subject to the laws of Queensland, Australia.

Each party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts of Queensland.

Severability

A clause or part of a clause of this agreement that is illegal or unenforceable may be severed from this agreement and the remaining clauses or parts of the clause of this agreement continue in force.
If any provision is or becomes illegal, unenforceable or invalid in any jurisdiction, it is to be treated as being severed from this document in the relevant jurisdiction, but the rest of this agreement will not be affected.

12. Support Team

If you need to contact our Support Team, they may be contacted via the following channels:

logging a support ticket via the App; or
contacting Pay It Later support via email – [email protected].

Last updated: 12 October 2021