Terms of Service Updated August 2024

1. Welcome 1.1 Welcome to Zavo, owned and operated by Zavo Ltd (“we”, “Zavo”, “our” or “us”, as applicable), whose registered office is at [71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ], United Kingdom. Our company registration number is [14543620].

1.2 These terms, together with any other policies referenced herein, form the basis of an agreement between Zavo and any user of the Zavo platform and services (“user”, “you” or “your”) (the “agreement”).

1.3 By downloading the Zavo App, creating an Account, and using our hardware and services, you agree to be bound by the terms and conditions set out below (the “terms”). Please ensure that you have read and understood these terms before creating an Account and using our services. If you do not agree to be bound by the terms, you should not use the services.

1.4 In addition, as part of your use of the Services, there may be other terms which apply to you and to which these Terms refer, including:

• Our Privacy Notice: This explains how we collect, use, and share information we collect about you when you use our Services.

• Our Digital Wallet Terms: These terms apply if you register your Zavo Card with a Digital Wallet provider.

• Third-Party Service Provider Terms: These apply if you use services from our partners, including Stripe for payment processing.

1.5 The App and Services are intended for business use only and not for use by consumers. All references to “you” or “your” in these Terms shall be deemed to include the entity, business, or organization on whose behalf you are using the App or receiving payments. You represent that you have the authority to bind that organization to these Terms.

1.6 Our Services enable you to make and receive payments from your end customers. Zavo is not a party to any agreement you conclude with your end customers. You acknowledge and agree that you are solely responsible for ensuring that any terms you wish to incorporate into those agreements are communicated to the end customer, and for ensuring the legality of all such terms.

1.7 We reserve the right to update these terms from time to time. Each time you use the App or Services, please check these Terms to ensure you understand the Terms that apply at that time. These Terms were most recently updated on the date of posting that appears at the top of this page.

1.8 If you have any queries or concerns regarding these Terms, please contact us using the details provided at the end of this page.

2. Purpose The purpose of the Zavo App and Services is to enable you to make and receive payments from your end customers by allowing you to register for payment processing services with a third-party provider.

3. Age Requirement You must be at least 18 years of age to create an Account and use the Services. By downloading the App and using the Services, you represent that you are at least 18 years old.

4. Registering an Account and Using the Services 4.1 The Services can be accessed once you have installed the App and registered an Account by completing the onboarding process powered by our third-party payment processor, Stripe. We will collect details relating to you and your business and conduct verification checks as part of our fraud monitoring, Anti-Money Laundering (“AML”), and Know-Your-Customer (“KYC”) obligations. By submitting your information and requesting an Account, you confirm you are happy for us to verify your information in this manner.

4.2 We reserve the right in our absolute discretion to refuse to register an Account without providing a reason.

4.3 As a result of this onboarding process, Stripe will have a direct contractual relationship with you to enable your acceptance of payments through Stripe’s services via the App. By becoming a registered user, you authorize us to provide the Services to you and to communicate account and transaction data we collect from you to Stripe to enable Stripe to process your customer payments on your behalf.

4.4 You agree to comply with any terms and conditions applicable to the use of any payment processor you register with or use in connection with the App (including Stripe’s terms, currently located at https://stripe.com/connect/account-terms).

4.5 You agree that you will not use the App or the Services in connection with any of the restricted activities described on our restricted businesses page or as may be updated from time to time by our payment processor.

4.6 You acknowledge that we or our payment processor have the right to decline any transactions you seek to initiate through our Services at our absolute discretion.

5. Purchase and Use of EPOS 5.1 Zavo offers a range of electronic point of sale or “EPOS” hardware to enable you to take payments from your customers (“Card Reader Services”). Card Reader Services can be accessed once you have registered an Account and ordered a card reader within the App. Card readers are provided by Stripe, and as a result, Stripe will have a direct contractual relationship with you.

5.2 If we supply you with Card Reader Services for free, you acknowledge that you do not own the hardware and that such hardware is returnable upon the conclusion of your agreement with us.

5.3 For certain EPOS hardware, you may have the option to lease the hardware from us, subject to a separate agreement. If you elect to lease EPOS hardware, you acknowledge that you will not own the hardware but are fully liable for any damage or unreturned hardware provided to you.

5.4 Replacement hardware can be ordered within the App or on our e-commerce store at the prices displayed from time to time.

5.5 You are responsible for the safe disposal of any hardware purchased from us at the end of its usable life in accordance with applicable regulations.

6. Fees and Fines 6.1 Zavo will provide the Services to you at the rates and fees (“Fees”) described in the App and on the Fee Schedule located at zavopay.com/pricing. The Fees include charges for transactions (such as processing a payment) and for other events connected with your Account (such as handling a disputed charge). We may revise the Fees at any time, but we will provide you with at least 30 days’ notice before revisions become applicable.

6.2 In addition to the Fees, you are responsible for any penalties or fines imposed in relation to your Account resulting from your use of Payment Processing Services in a manner not permitted by this Agreement or a Payment Method Provider’s rules and regulations.

6.3 You are also obligated to pay all taxes, fees, and other charges imposed by any governmental authority, including value-added tax, goods and services tax, sales tax, and applicable indirect and transactional taxes (“Taxes”) on the Services provided under this Agreement.

6.4 If you are registered with the Zavo Rewards Scheme (see below), you may earn rewards in the form of reduced Fees. Rewards may be applied as a reduction against future Fees and do not have monetary value.

7. Intellectual Property Rights 7.1 Zavo is the owner or (where applicable) the licensee of all copyright, trademark, and other intellectual property rights in the App, Services, and any other content provided by Zavo.

7.2 Subject to your complete and ongoing compliance with these Terms, we grant you a personal, non-transferable, non-exclusive, revocable, limited license to:

• Use and access the Services solely as permitted by these Terms.

• Install, download, and use our mobile applications in association with your use of the Services.

7.3 We reserve all rights not expressly granted to you by these Terms. Except as permitted through the Services or as otherwise permitted by us in writing, your license does not include the right to:

• License, sell, transfer, assign, distribute, host, or otherwise commercially exploit the Services, or any content made available through the Services.

• Modify, prepare derivative works of, disassemble, decompile, or reverse engineer any part of the Services (except to the extent that this may not be prohibited by law).

• Access the Services or any content made available through them (including via our website) to build a similar or competing website, product, or service.

7.4 “Zavo” and the Zavo logo are trademarks of Zavo. These, together with the names and logos of any payment processor providers and all other trademarks and brands appearing on the App, are owned by us or our licensors. No permission is given for the use of any of these marks or brands, and any such use may constitute an infringement of the applicable holder’s rights.

7.5 All data you provide to us through your use of the App and Services (“Customer Data”) shall remain owned by you, but you grant Zavo and its affiliates a non-exclusive, worldwide, royalty-free license to use, copy, store, transmit, modify, create derivative works of, and display the Customer Data solely to the extent necessary to provide the App and Services.

7.6 Zavo may use Derived Data for purposes of operating, analyzing, improving, or marketing its Services. “Derived Data” means data that is collected, generated, or derived by Zavo as a result of your use of the App and Services, including usage statistics, analytics, and performance data.

8. Zavo Rewards Scheme 8.1 If you have registered your Zavo Account with the Zavo Rewards Scheme, you may be eligible to earn rewards for qualifying purchases made using your Zavo Card.

8.2 If you have a Zavo Card linked to your Account, you are automatically opted into the Zavo Rewards Scheme.

8.3 Rewards can be earned by using your Zavo Card to make qualifying purchases at participating retailers. The amount of the reward varies by retailer and is subject to change at any time.

8.4 Rewards earned can be applied as a reduction against future Fees owed by you. Rewards have no monetary value and cannot be transferred or redeemed for cash. All rewards earned are subject to a maximum limit of £[Insert amount] per calendar month, after which no further rewards will be earned until the following month.

8.5 You acknowledge that Zavo may modify, suspend, or discontinue the Rewards Scheme at any time, with or without notice.

9. Customer Support 9.1 If you have any questions or concerns, please contact us via the help option in the App or at [Insert Support Email].

9.2 We will do our best to resolve any issues you encounter with the App and Services, but we do not guarantee that we will be able to resolve every issue.

10. Warranties, Liability, and Indemnity 10.1 We make no warranties or representations of any kind about the Services or any content provided through them, and we disclaim all liability in respect of your use of the Services to the fullest extent permissible by law.

10.2 Nothing in these Terms shall exclude or limit any statutory rights that cannot be excluded or limited under applicable law.

10.3 You shall indemnify and hold harmless Zavo and its affiliates from and against all claims, actions, liabilities, damages, losses, costs, or expenses, including reasonable legal fees, arising out of or in connection with your use of the App and Services, your breach of these Terms, or any infringement of the rights of any third party by you.

10.4 Zavo shall not be liable for any direct or indirect loss or damage, including but not limited to loss of profits, goodwill, business interruption, or loss of data, arising from your use of the App or Services.

11. Termination 11.1 We may terminate or suspend your Account or access to the Services at any time if you breach these Terms, if we reasonably suspect that you are using the App or Services in a manner not permitted by this Agreement, or if we are required to do so by any payment processor.

11.2 Upon termination of your Account, you must cease using the Services and return any hardware provided to you. Any rewards earned up to the date of termination will be forfeited.

12. Governing Law 12.1 These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict of laws principles.

12.2 You agree that any disputes arising from or in connection with these Terms or the Services shall be subject to the exclusive jurisdiction of the courts of England and Wales.

13. Amendments 13.1 We may amend these Terms from time to time. We will notify you of any material changes by providing notice through the App or via email.

13.2 Your continued use of the Services after any amendments to the Terms indicates your acceptance of the amended Terms.

14. Miscellaneous 14.1 If any provision of these Terms is held to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remaining provisions shall continue in full force and effect.

14.2 No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

14.3 You may not assign these Terms or any rights or obligations hereunder without our prior written consent.

14.4 These Terms constitute the entire agreement between you and Zavo concerning the subject matter herein and supersede all prior agreements and understandings.

15. Contact Us For any questions about these Terms, please contact us at:

Zavo Ltd [71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ] Email: [support@zavopay.com]