Pomelo Services Ltd (“us”, “we”, “our”) is a limited liability company registered in England and Wales, number 13810984. Our registered office address is Kemp House, 160 City Road, London, United Kingdom.
Enhanced Payment Protection (“EPP”) is a product offered by Pomelo Services that gives cardholders extra protection when cardholders pay Customers. The aim of the product is to provide cardholders multi-layer protection when they checkout on portals and securely use the same card to make multiple purchases to the same Customers where applicable.
Customers are purchasing the Goods/Services from Pomelo Services only. Customers can refer to us for details of any terms or conditions applying to this purchase, including their statutory right to cancellation and a refund.
To contact us, you can message our support team at info@pomeloservices.uk.
The Customer Terms and Conditions comprise:
these terms and conditions; and
any other schedules that are added.
By agreeing to the Customer Terms and Conditions, you are bound by them in their entirety. If you do not agree to them, you must not complete a payment with us. Once you have selected EPP and complete the payment you are bound to these terms and conditions. If you refuse to accept you must notify us immediately within two hours of your purchase where we will immediately refund your payment and you will need to make another payment without the EPP.
References in these terms and conditions to “you” and “your” are to you in your capacity as a Customer. Capitalised terms are defined in Paragraph 15. The Customer Terms and Conditions are made only in the English language.
The Customer Terms and Conditions were last updated on 05 April 2022
We expect to need to update or amend the Customer Terms and Conditions from time to time to:
comply with law or regulations; or
meet our changing business requirements.
We may make such changes without your specific agreement, but only where those updates are required to comply with law or regulations or are of an immaterial and routine nature. We will give you prior notice of such updates or amendments.
We may also need to update or amend the Customer Terms and Conditions for other reasons, including in order to:
introduce Add-on Services;
change the pricing basis for the services we provide to you;
change the structure, features or other terms of the services we provide to you,
If you accept the Customer Terms and Conditions, the updated Customer Terms and Conditions will govern our relations from the date of acceptance.
In order to become a Customer, you must select via the toggle on a payment portal to pay your transaction via EPP. You are solely responsible for ensuring that the information provided by you during this process is complete and accurate. Once payment is accepted, you will be bound by the Customer Terms and Conditions where we begin providing the Services to you, at which point a contract will be formed between us (our “Contract”).
We offer the three services set out in Paragraphs 5.2 to 5.4 (the “Services”):
PCI certified payment page
A payment portal that has been externally certified under PCI standards on an annual basis
This payment portal applies to all payment methods offered on the payment portal
Latest 3DS version/security
EPP provides cardholders with the latest 3DS protocols which helps cardholders to be fully protected for all transactions that are eligible
Single Use Card
All transactions that a Customer makes will be loaded onto a single-use virtual Mastercard
This card will be used to allow our Customers to charge the single use card
This means the Customer’s original payment method is never exposed to the Customer
The Service Fees will be added on top of the original payment amount
The Service Fees are exclusive of amounts in respect of VAT. Any VAT payable will be paid by us
When a Customer selects EPP, Pomelo Services will process the Payment and, provided that the Payment is authorised by the relevant payments providers. (a “Customer Payment”).
Pomelo may suspend the processing of any Transaction where Pomelo reasonably believes that the Transaction may be fraudulent or involves any criminal activity.
In circumstances where the Customer requests a refund on all or part of a Payment in connection with a purchase made by a Customer, Pomelo Services has the right to request further information from the Customer prior to us processing the refund.
This may include but not limited to documents relating to source of funds, further know-your-customer (“KYC”) checks and other information relevant to your transaction.
Pomelo may refuse to execute a Refund if it does not meet the conditions in the Customer Terms and Conditions or is prohibited by law. If Pomelo does refuse to execute a Refund, within the time for processing the Refund, it will notify the Customer (unless prohibited by law) of the refusal and, if possible, the reasons for it and the procedure for correcting any factual mistakes that led to the refusal. Any Refund that is refused will not be deemed to have been received for purposes of execution times and liability for non-execution or defective execution.
In circumstances where the Customer initiates a chargeback, the Customer will need to initiate this from the payment provider selected
Once Pomelo Services receives the chargeback requests, Pomelo Services will respond to the payment provider directly regarding the chargeback within the given timeframe.
For the avoidance of doubt, in the event of a chargeback, Pomelo Services will not have direct communication with the Customer.
Once you purchases EPP, you will become a Customer of us and we will handle all customer support, disputes and complaints with you directly.
For the avoidance of doubt, any goods or services purchased relating to the EPP will be handled by Pomelo Services directly with the Merchant.
You shall provide us with all reasonable assistance in providing us with details of your complaint made by you against the Customer in connection with the Services ("Complaint"), including:
notifying us in writing as soon as practicable of the Complaint;
allowing us to conduct all negotiations and proceedings;
providing us with such reasonable assistance and information as is required by us from time to time regarding the Complaint;
taking all reasonable steps to preserve all documentary evidence which may be required in any proceedings related to the Complaint; and
not, without our prior written consent, making any admission relating to the Complaint or attempting to settle it.
For the avoidance of doubt, Pomelo Services are solely responsible for resolving all claims, disputes or complaints relating to the Goods/Services and the Sales Agreement, including disputes relating to the delivery or non-delivery of such Goods/Services (each, a "Dispute") and shall use all reasonable endeavours to resolve (to our reasonable satisfaction) all such Disputes within 30 calendar days.
Each party undertakes that it will comply, and will cause its employees, agents and subcontractors to comply, with Data Protection Laws in connection with the performance of its obligations under the Customer Terms and Conditions.
You agree to indemnify and keep indemnified and defend at your own expense us against all costs, claims, damages or expenses incurred by us or for which we may become liable due to any failure by you or your Agents to comply with any of its obligations under this Paragraph 15.
Each Party (the "receiving party") undertakes that it shall not at any time disclose to any person any Confidential Information of the other party (and in the case of the Customer as a receiving party, any Confidential Information of our Agents) ("disclosing party") except that the receiving party may disclose the disclosing party's Confidential Information to:
its employees, officers, representatives, or advisors who need to know such information for the purposes of carrying out the obligations or exercising the rights of the receiving party under this Contract, provided that the receiving party shall procure that its employees, officers, representatives and advisors to whom it discloses the disclosing party's Confidential Information comply with this Paragraph 10; and
as may be required by law, a court of competent jurisdiction or any Regulatory Body.
The receiving party shall not use the disclosing party's Confidential Information other than as is required for the purposes of carrying out the obligations or exercising the rights of the receiving party under the Customer Terms and Conditions.
On expiry or termination for any reason of the Customer Terms and Conditions, the receiving party shall return to the disclosing party (or, at the disclosing party's option, permanently delete and destroy) all documents and materials (including any copies thereat) containing, reflecting, incorporating or based on the disclosing party's Confidential Information, provided that the
receiving party may retain such copies of such documents and materials to the extent required by Applicable Law or a Regulatory Body.
Neither Pomelo Services nor our suppliers shall be liable for a breach of this Agreement directly or indirectly caused by circumstances beyond its reasonable control including but not limited to any natural disaster, war, terrorist attack or similar actions, non- performance by suppliers or sub-contractors (including our suppliers), and interruption or failure of any utility service.
Any written notice may be delivered in person, by email or sent by first-class post:
to The Directors, Pomelo Services at Kemp House, 160 City Road, London, United Kingdom, EC1V 2NX.
Notices by post shall be deemed duly given forty eight (48) hours after posting by first class post or seventy two (72) hours if sent by airmail. Notices by email shall be deemed duly given when delivered.
You agree that we may act on email notices or instructions that reasonably appear to emanate from you or your Agent.
Each Party agrees that it shall, and that it shall procure, that persons associated with it (as determined in accordance with section 8 of the Bribery Act 2010) shall:
comply with all Applicable Laws relating to bribery and other corruption including the Bribery Act 2010 ("Anti-Corruption Requirements");
not take or knowingly permit any action to be taken that would or might cause or lead the other Party to be in violation of any Anti-Corruption Requirements including under section 7 of the Bribery Act 2010; and
not bribe or attempt to bribe (which shall include any offer or form of payment, gift or other inducement, reward or advantage (whether of money or anything of value)) the other Party or their Agents, affiliates or persons acting on their behalf.
The Customer Terms and Conditions do not constitute, establish or imply any partnership, joint venture, agency, employment or fiduciary relationship between the Parties. Neither Party shall have, nor represent that it has, any authority to make or enter into any commitments on the other's behalf or otherwise bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability or the exercise of any right or power).
The Customer Terms and Conditions (as varied from time to time in accordance with their terms) constitute the entire agreement and understanding of the Parties and supersede and extinguish all previous drafts, agreements and understandings between them, whether oral or in writing, relating to its subject matter. Each Party acknowledges and agrees that in entering
into the Customer Terms and Conditions it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance, warranty or understanding made by or on behalf of a Party (whether made innocently or negligently) which is not expressly set out in the Customer Terms and Conditions. Neither Party shall have any claim for innocent or negligent misrepresentation based upon any statement, representation, assurance or warranty in the Customer Terms and Conditions. Nothing in the Customer Terms and Conditions shall limit or exclude any liability for fraud.
If any provision, or part of a provision, of the Customer Terms and Conditions is found by any court or administrative body of competent jurisdiction to be invalid, illegal or unenforceable (a "Void Provision"):
such invalidity, illegality or unenforceability shall not affect the other provisions of the Customer Terms and Conditions, which shall remain in full force and effect;
if a Void Provision would be valid, legal and enforceable if some part of it were deleted, that Void Provision shall apply with such modification as may be necessary to make it valid, legal and enforceable;
if a Void Provision cannot be made valid, legal and enforceable under Paragraph 13.4(a), the Parties shall negotiate in good faith to amend the Void Provision to be valid, legal and enforceable whilst achieving, to the greatest extent possible, the Parties' original commercial intention; and
if a Void Provision cannot be made valid, legal and enforceable under Paragraph 13.4(a) or 13.4(b), the Void Provision shall be deemed to be deleted.
No term of the Customer Terms and Conditions shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by any person who is not a Party to the Customer Terms and Conditions save that any PSP and our Agents shall be entitled to enforce those Paragraphs of the Customer Terms and Conditions which confer a right or benefit on such PSP or our Agents (as applicable), provided always that such PSP or our Agents (as applicable) shall only be able to rely on this Paragraph 13.5 where it has suffered a loss of as a result of any breach of any such Paragraphs by the Customer. Notwithstanding the foregoing, the consent of such PSP or our Agents (as applicable) shall not be required for any rescission, variation (including any release or compromise in whole or in part of any liability) or termination of the Customer Terms and Conditions or of any part of them.
A failure to exercise, or delay in exercising, a right, power or remedy provided by the Customer Terms and Conditions or by law does not constitute a waiver of that, or any other, right, power or remedy and shall not, and nor shall any single or partial exercise of any such right, power or remedy, preclude the further exercise of that, or any other, right, power or remedy. Any waiver of any right under the Customer Terms and Conditions is only effective if it is in writing and it applies only to the Party to whom the waiver is addressed and to the circumstances for which it is given.
You shall not assign, transfer, mortgage, charge, sub-contract or deal in any other manner with any or all of its rights and/or obligations under the Customer Terms and Conditions without our prior written consent (such consent not to be unreasonably withheld or delayed).
For the avoidance of doubt, nothing in the Customer Terms and Conditions shall prevent us from providing similar services to those set out in the Customer Terms and Conditions to any other person.
The Contract, the Customer Terms and Conditions and any dispute or claim arising out of or in connection with any of them or their subject matter or formation (including non-contractual disputes and claims) shall be governed by and construed in accordance with the law of England and each Party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.
In the Customer Terms and Conditions the following words and expressions shall have the following meanings:
"Data Protection Laws" means any applicable law relating to the processing, privacy, and use of Personal Data including (i) the Data Protection Act 2018 and the Privacy and Electronic Communications (EC Directive) Regulations 2003, SI 2003/2426, and any laws or regulations implementing Directive 95/46/EC (Data Protection Directive) or Directive 2002/58/EC (ePrivacy Directive); (ii) the General Data Protection Regulation (EU) 2016/679 (GDPR), and/or any corresponding or equivalent national laws or regulations; and (iii) any judicial or administrative interpretation of any of the above, any guidance, guidelines, codes of practice, approved codes of conduct or approved certification mechanisms issued by any relevant supervisory authority or regulator having jurisdiction over the Customer.
“Default” means any breach of the obligations of the relevant Party (including a fundamental breach or breach of a fundamental term) or any other default, act, omission, negligence or statement of the relevant Party, or its Agents in connection with or in relation to the subject-matter of the Customer Terms and Conditions or any Sale Agreement;
“Dispute” has the meaning given to in Paragraph 8.4;
“Service Fees” means the fees payable by a Customer to Pomelo for the Services as set out in detail in the Service Fees Schedule;
“Service Fees Schedule” means the schedule to these Customer Terms and Conditions setting out the Service Fees, as may be updated, amended or replaced by Pomelo from time to time;
“Services” means the services provide by Pomelo set out in Paragraph 4; “Transaction” means a Payment or a Refund; and
In the Customer Terms and Conditions:
references to Pomelo Services include any of its Affiliates;
references to Paragraphs are to Paragraphs of the Customer Terms and Conditions;
references to a "person" shall be construed to include any individual, firm, company, government, state or agency of the state or any joint venture, association or partnership (whether or not having separate legal personality);
a reference to any statute or statutory provision shall be construed as a reference to the same as it may have been, or may from time to time be, amended, modified or re-enacted;
any words following the terms "including", "include", "in particular" or any similar terms shall be construed as illustrative only and shall not limit the sense of the words preceding those terms;
use of the singular includes the plural and vice versa;
any obligation on a Party not to do something includes an obligation not to allow that thing to be done;
any reference to an English legal term for any action, remedy, method of judicial proceeding, legal document, legal status, court, official or any legal concept or thing shall, in respect of any jurisdiction other than England, be deemed to include a reference to that which most nearly approximates to the English legal terms in that jurisdiction; and
headings to Paragraphs are for convenience only and shall not affect the interpretation of the Customer Terms and Conditions.