Terms of Service

1. Services Description

NEXPOINTSOLUTION provides B2B payment infrastructure services, including:

• Virtual Cards: API-based issuance of virtual Visa and Mastercard cards
• Voucher System: Closed-loop digital voucher creation, distribution, and redemption
• Payouts: Automated mass disbursements and global payment orchestration

Our Services are intended exclusively for businesses and are not available to individual consumers. By registering for a platform account, you represent that you are authorised to enter into these Terms on behalf of a legal entity.

2. Account Registration & Eligibility

To access the platform, you must:

• Be a validly constituted legal entity (company, partnership, or similar)
• Complete our onboarding process, including Know Your Business (KYB) verification
• Provide accurate and complete information and keep it up to date
• Designate authorised representatives who are at least 18 years of age
• Not be subject to sanctions or operating in a prohibited jurisdiction

We reserve the right to refuse registration or suspend any account at our discretion, including where we are unable to complete satisfactory KYB verification or where we reasonably suspect fraudulent or unlawful activity.

3. Permitted Use

You may use the Services only for lawful business purposes consistent with these Terms and all applicable laws and regulations. Permitted uses include:

• Issuing virtual cards for business spend management
• Running loyalty, reward, or gift card programs for your customers
• Disbursing payments to vendors, contractors, or marketplace participants
• Integrating our API into your own products under the terms of your commercial agreement

Prohibited Uses

You must not use the Services to:

• Facilitate money laundering, terrorist financing, or any other illegal financial activity
• Process transactions on behalf of any individual or entity subject to international sanctions
• Engage in fraudulent chargebacks, card testing, or abuse of payment networks
• Operate in or serve customers in jurisdictions prohibited by Visa, Mastercard, or applicable law
• Reverse engineer, decompile, or attempt to extract source code from our platform
• Resell or sublicense access to the Services without our prior written consent
• Use the Services in a manner that disrupts, damages, or impairs platform availability
• Violate any applicable law, regulation, or payment network rules

4. API Access & Technical Use

Access to the NEXPOINTSOLUTION API is granted subject to the following:

• API credentials (keys, tokens) are confidential — you must not share or expose them publicly
• You are responsible for all activity occurring under your API credentials
• We may impose rate limits to protect platform stability — limits are specified in our API documentation
• Sandbox environments are provided for testing only and must not be used for live transactions
• We may update the API with reasonable notice; we aim to maintain backwards compatibility for documented endpoints

5. Fees & Payment

Fees for using the Services are set out in your commercial agreement with NEXPOINTSOLUTION and are based on actual usage (cards issued, vouchers generated, payout volume processed). Unless otherwise agreed:

• All fees are quoted exclusive of applicable taxes (including UAE VAT)
• Invoices are issued monthly and payable within 14 days of the invoice date
• Late payments may incur interest at 2% per month on outstanding balances
• We reserve the right to suspend access for overdue accounts after 7 days' written notice
• All fees are non-refundable unless otherwise specified in writing

6. Compliance & Regulatory Obligations

You acknowledge and agree that:

• You are solely responsible for complying with all laws applicable to your business and your use of the Services
• You will implement adequate AML/CFT controls for transactions you initiate through our platform
• You will promptly notify us of any suspected fraud, security incident, or regulatory investigation affecting your account
• You grant us the right to conduct ongoing due diligence on your business as required by UAE financial regulations
• You will provide any documentation we reasonably request to fulfil our regulatory obligations

7. Service Availability & SLA

We target 99.99% platform availability as set out in your commercial agreement. You acknowledge that:

• Scheduled maintenance windows will be communicated at least 48 hours in advance
• We are not liable for downtime caused by third-party providers (payment networks, cloud infrastructure)
• SLA credits, where applicable, are your sole remedy for service availability failures
• Force majeure events (natural disasters, regulatory orders, internet outages) are excluded from SLA calculations

8. Intellectual Property

All rights in the NEXPOINTSOLUTION platform, APIs, documentation, trademarks, and related technology are and remain the exclusive property of NEXPOINTSOLUTION and its licensors. These Terms do not transfer any ownership rights to you.

We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Services solely as permitted under these Terms and your commercial agreement. All other rights are reserved.

9. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Services (“Confidential Information”). You must not disclose our API specifications, pricing, or security architecture to third parties without our prior written consent. Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.

10. Data Processing

Our handling of personal data in connection with the Services is governed by our Privacy Policy. Where you submit personal data about your customers or end users through the platform, you are the data controller and we act as your data processor. You are responsible for ensuring that any such data is submitted lawfully and that appropriate notices have been given to the relevant individuals.

11. Disclaimers

The Services are provided “as is” and “as available”. To the maximum extent permitted by UAE law, we disclaim all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Services will be error-free, uninterrupted, or free from harmful components. We are not responsible for the actions of payment network partners, acquiring banks, or other third parties involved in processing transactions.

12. Limitation of Liability

To the maximum extent permitted by UAE law:

• Our total aggregate liability to you for any claims arising under or in connection with these Terms shall not exceed the fees paid by you to us in the 3 months preceding the event giving rise to the claim
• We are not liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, or loss of data
• We are not liable for losses caused by unauthorised access to your account resulting from your failure to protect your API credentials

Nothing in these Terms limits liability for fraud, wilful misconduct, or any liability that cannot be excluded under UAE law.

13. Indemnification

You agree to indemnify, defend, and hold harmless NEXPOINTSOLUTION and its affiliates, officers, employees, and agents from and against any claims, damages, losses, and costs (including reasonable legal fees) arising from: (a) your use of the Services in breach of these Terms; (b) your violation of any applicable law or third-party right; or (c) the content or transactions you process through the platform.

14. Term & Termination

These Terms remain in effect for the duration of your use of the Services. Either party may terminate as follows:

• Either party may terminate with 30 days' written notice for any reason
• We may terminate or suspend your account immediately for breach of these Terms, suspected fraud, or regulatory requirements
• Upon termination, your access to the platform will cease and you must stop using all API credentials
• Sections relating to fees, confidentiality, intellectual property, limitation of liability, and governing law survive termination

15. Changes to These Terms

We may update these Terms from time to time. We will provide at least 30 days' notice of material changes by email to registered account holders and by updating the “Last updated” date above. Your continued use of the Services after changes take effect constitutes your acceptance of the revised Terms. If you do not agree, you must stop using the Services before the changes take effect.

16. Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the United Arab Emirates. The parties agree to submit to the exclusive jurisdiction of the courts of Dubai, UAE for the resolution of any disputes arising under or in connection with these Terms.

Before initiating formal proceedings, both parties agree to attempt to resolve any dispute in good faith through direct negotiation for a period of 30 days from written notice of the dispute.

17. General

• Entire agreement: These Terms and your commercial agreement constitute the entire agreement between the parties regarding the Services
• Severability: If any provision is found unenforceable, the remaining provisions continue in full force
• Waiver: Failure to enforce any provision does not constitute a waiver of that right
• Assignment: You may not assign your rights under these Terms without our prior written consent. We may assign our rights as part of a merger or acquisition
• Notices: Legal notices must be sent in writing to the addresses specified in your commercial agreement or to business@nextpointsolution.com

18. Contact Us

Questions about these Terms? Contact our team: