XPay Terms of Service

Last updated: February 6, 2024

1. Introduction

1.1. These are the terms of service (the "Terms of Service") governing the use of XPay Services.
1.2. These Terms of Service outline the agreement between users and XPay.
1.3. Access to or use of XPay Services is only allowed if you agree to these Terms of Service.
1.4. It's advised to thoroughly read and consider seeking legal advice before creating an XPay Account.
1.5. These Terms of Service detail the obligations and risks associated with using XPay Services upon creating an XPay Account.
1.6. Capitalized terms within these Terms of Service hold specific meanings unless indicated otherwise.

2. Applicability

2.1. These Terms of Service apply to legal relations between Headless E Commerce Technology Private Limited  ("us," "we" “our”) and Users ("you" or "Merchant"), including those who create or use XPay Accounts on the Website, either personally or by a Third-Party Representative.
2.2. These Terms of Service apply separately to each XPay Account, except specific provisions related to Disputes, refunds, Reversals, Suspension, and Termination.

3. Duration

3.1. These Terms of Service are effective from the Effective Date and continue until termination.
3.2. Users can terminate these Terms of Service by requesting Headless E Commerce Technology to close their XPay Account.
3.3. Termination of one XPay Account doesn't affect any other account until terminated in terms noted herein.
3.4. Non-use of an XPay Account won't constitute withdrawal from these Terms of Service.

4. Disputes, Refunds, and Reversals for Payment

4.1. Unless agreed separately between you and us, you are responsible for refunding a Customer for any Transaction through a Payment Method. This means that you will have to refund your Customer either through a separate bank transfer to them or otherwise. We accept no responsibility for assisting you with this.

5. Errors in Payments/Transactions

5.1. Where we owe you money due to any error(s) (if established through the terms noted in Exhibit A below), we will use commercially acceptable efforts to have the Acquiring Bank credit your linked Bank Account with Available Net Funds linked to such error(s), along with regular credits for Transactions that take place on the next Business Day (or as agreed differently between you and us) after identifying the error(s).
5.2. If you owe the Acquiring Bank money due to any error(s), the Acquiring Bank will reduce payouts to your linked Bank Account by the amount linked to such error(s) that would normally be credited for Transactions on the next Business Day after identifying the error(s).
5.3. We may also require that you return any money owed to us or the Acquiring Bank via a bank transfer to any account specified by us. You agree that any amounts owed by you to us will be considered a debt that you owe us. This debt is payable on demand, and we have the right to set-off owed amounts against any Funds (current or in future) in your XPay Account(s).

6. Status of a Settlement

6.1. You agree that the Settlement Schedule is an estimated time period for settlement. Delays can occur due to circumstances beyond our control, and we limit liability for transfers exceeding the Settlement Schedule .
6.2. We reserve the right to refuse, condition, or suspend a Settlement under certain circumstances, including breaches of agreement, disputes, excessive chargebacks, unauthorized activity, or regulatory requirements.
6.3. In cases of unauthorized, fraudulent, or illegal use, we may share information with relevant entities. This may include data about you, your XPay Account, Customers, and Transactions.

7. General Terms

7.1. All names, logos and marks appearing on the Website, except as otherwise noted, are trademarks owned or used under license by us and our affiliates. The use or misuse of such names, logos and marks or any other content on this website, except as provided in these Terms of Service, is strictly prohibited.
7.2. All copyright in the website design, text, graphics, the selection and arrangement thereof, and all software relating to this website, belongs to or is licensed by us and our affiliates.
7.3. You may not sell or modify the content of the Website or reproduce, display, publicly perform, distribute, or otherwise use the materials in any way for any public or commercial purpose without our written permission.
7.4. The Website (including any material, information and software made available on it) is provided “as is” without any representations or warranties, express or implied including, but not limited to, warranties of merchantability, non-infringement, or fitness for any particular purpose.
7.5. Without prejudice to the generality of the foregoing we do not warrant that the Website will be constantly available, error free, or that the information on this website is complete, true, accurate or non-misleading.
7.6. Nothing herein or on the Website constitutes, or is meant to constitute, opinion or advice of any kind. You acknowledge that any reliance on any such opinion or advice or on any statement, memorandum, or information shall be at your sole risk. We reserve the right, in our sole discretion, to correct any errors or omissions in any portion of the website. We may make any other changes to the website, the material and information, software or prices (if any) described in the Website at any time without notice.
7.7. We will not be liable to you (whether under the law of contact, the law of torts or otherwise) in relation to the contents of, or use of, or otherwise in connection with, the Website for any direct, indirect, special or consequential loss or for any loss of business, revenue, income, profits, contracts, goodwill, or loss or corruption of information or data.
7.8. By using the Website, you agree that the limitations of liability set out in these Terms of Service are reasonable.
7.9. The Website may contain links to third party websites. These 1Taps are provided solely as a convenience to you and not as an endorsement by us of the contents on such third party websites. We are not responsible for the content of linked third party sites and do not make any representations regarding the content or accuracy of content on such third party websites. If you decide to access linked third party websites, you do so at your own risk.
7.10. You accept that, as a limited liability entity, We have an interest in limiting the personal liability of its officers and employees.  You agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the Website.
7.11. You understand and agree that XPay is merely providing XPay Services under this Agreement and any breach by you may render XPay liable to third parties. You fully agree to completely indemnify and hold harmless XPay in relation to any consequence arising thereof. You agree to defend, indemnify, and hold harmless us, our officers, employees and agents, from and against any claims, actions or demands, including without limitation legal and accounting fees, alleging or resulting from your use of the material, services, or your breach of the Terms of Service set out herein.
7.12. If any provision of these Terms of Service are, or are found to be, unenforceable under applicable law, that will not affect the enforceability of the other provisions herein.
7.13. You warrant and guarantee that the following products and/or services will not be offered, sold or delivered on any Website or Mobile Application: firearms, alcohol, explosives, pornography materials or any related or similar good or service of any kind whatsoever,  live animals, banned and/or illegal drugs or other controlled substances, fireworks or pyrotechnic devices or supplies, hazardous materials, combustibles or corrosive bulk email software or mailing lists, gambling transactions, multi-level marketing collection fees, matrix websites or websites using a matrix scheme approach, promotion or information in relation to working from or at home, website promotion or search engine registration fees, wire transfer products and services, any other goods, products or services which do not comply with any applicable law or regulation whether federal or provincial laws of Pakistan.
7.14 These Terms of Service shall be governed by and construed in accordance with the laws of Pakistan. Any dispute between the Parties, unless amicably settled, shall be referred to the competent court in Pakistan whose decision shall be final and binding on the Parties.

8. 1Tap terms

8.1. Description of 1Tap 

a. 1Tap is a service that allows you to save and manage your information for an accelerated experience (“1Tap”). 1Tap powers an accelerated checkout by storing your information upon your authorization and retrieving it for faster checkouts. When you make a purchase at a business that uses Headless ecommerce technology private limited and offers 1Tap as an accelerated checkout option (a “1Tap Merchant”), you will be asked if you would like to save your information or use your information saved to your 1Tap account for future payments across 1Tap Merchants when you are logged in with us on the same browser, app or device. 

b. When you authorize us to save your information, you are signing up for 1Tap and creating a 1Tap account (“1Tap Account”), and we will collect and store certain personal information from you, such as:

• (i) Your name, email address, and mobile phone number (“Account Information”); 
• (ii) Your credit card, debit card, bank account information, and billing address (“Payment Information”); 
• (iii) Your shipping address (“Shipping Information”); and 
• (iv) Information related to your purchase from a 1Tap Merchant, such as the order date, amount, and product details (such as name, price, and photos) (“Order Information”). 

c. Together, your Account Information, Payment Information, Shipping Information and Order Information are your “Saved Information.” All personal information collected from you in connection with your use of 1Tap is governed by the privacy policy. As provided in more detail in the privacy policy, we may use your personal information to develop and analyze our services, and we may share with our 1Tap Merchants and our Business Users any of the following: (i) the fact that you have a 1Tap Account, (ii) completed a purchase using 1Tap, or (iii) the payment method type used for a purchase you made using 1Tap. Business Users are businesses that are using our products and services for business purposes.

d. When you use 1Tap on a 1Tap Merchant’s website, we or the 1Tap Merchant  will use cookies or similar technologies to 1Tap your web browser, app or device to your 1Tap Account and to recognize you when you visit that 1Tap Merchant or another 1Tap Merchant on the same browser or device. You can then make purchases using your Account Information, Payment Information, and Shipping Information across 1Tap Merchants when you are logged in with us on the same browser, app or device. In such cases, we will provide the 1Tap Merchant with your Account Information, Payment Information, and/or your Shipping Information to facilitate a faster checkout. If we don’t recognize you (for example, because you’ve cleared your cookies, you’re logged out of 1Tap, or you're using a device that is different from the one you used to last access 1Tap), you will be able to access your Saved Information by logging into your 1Tap account such as by inputting your email address and a verification code sent to you via SMS text message or an email from 1Tap.

8.2 Use of 1Tap: Your Rights and Obligations

a. You may only save Payment Information with us that you are authorized to use. 

b. When you are logged into your 1Tap account and you input or use a new payment method (such as a different debit or credit card, or a different bank account), you authorize Headless ecommerce technology private limited to save that new payment method information to your 1Tap Account as part of your Payment Information. The last payment method you used to make a successful transaction may become your default payment method the next time you are completing a transaction on a 1Tap Merchant’s site. You may also change your default payment method by logging into your 1Tap account.

c. Message and data rates may apply for any SMS messages that we send to you, or you send to us. If you have any questions about your text plan or data plan, contact your wireless or mobile provider.

d. We reserve the right to modify or terminate 1Tap or any of the features or tools provided therein for any reason (acting in our reasonable discretion), and at any time. We will try to notify you first unless it is unreasonable to do so. 

e. We reserve the right to refuse service to anyone for any reason at any time.

8.3 Updating or terminating your 1Tap Account 

a. These 1Tap Account Terms are effective unless and until they are terminated by either you or us. You may terminate these 1Tap Account Terms at any time by deleting your 1Tap account.

b. If you want to delete your Saved Information, your 1Tap Account, or stop storing information using 1Tap, you can do it the next time you checkout on a 1Tap merchant site

c. You can manage your Saved Information on your 1Tap account, the next time you checkout on a 1Tap Merchant site. Should you update your Payment Information, you authorize Headless ecommerce technology private limited to validate and store your Payment Information, including your credit card, on file. 

d. If your access to your 1Tap Account is terminated by you or us, we will delete your Saved Information in accordance with our Privacy Policy.

8.4. Adding or Removing a Payment Method

a. You can add or remove certain payment methods to your 1Tap account such as a credit card, debit card. Before 1Taping a payment method, you should review and understand the consumer protection rights and remedies available for different payment sources in your jurisdiction.

b. Please keep your Payment Information current (e.g., credit card number and expiration date). If this information changes, we may update it using information and third-party sources available to us without any action on your part. If you do not want us to update your card information, you may remove your Payment Information from your 1Tap account. 

c. Removing a payment method from your 1Tap Account does not cancel or change any amounts you still owe to a 1Tap Merchant. Specifically, if you remove a payment method from your Saved Information, this will not terminate or cancel any subscriptions you may have purchased with a 1Tap Merchant using your Saved Information. You must cancel your subscriptions with the 1Tap Merchant directly. 

d. We may ask you to connect your bank account to your 1Tap Account to make it easier to pay with your bank account subsequently through your 1Tap Account. Any bank account you choose to save to your 1Tap Account is referred to as a “Saved Bank Account.”  Through your 1Tap Account and under the Financial Connections Terms, you may also choose to provide your Saved Bank Account details directly to a Business User regardless of whether Headless ecommerce technology private limited is involved in a subsequent transaction. We will collect data from your Saved Bank Account (and other accounts under the same account credentials) pursuant to Privacy Policy. We may use your Saved Bank Account data to, among other things, verify that your Saved Bank Account is valid, check your balance to confirm there are sufficient funds for your purchase, streamline your requested payments and assess your eligibility for and offer you Consumer Services that we or our affiliate provides. 

e. Each time you use your 1Tap Account to pay a 1Tap Merchant using your Saved Bank Account, you are authorizing the 1Tap Merchant to debit your Saved Bank Account for up to the total amount you authorize the merchant to charge (“Total Authorized Amount”) pursuant to the 1Tap banks payments authorization. You authorize us to retry a debit on your Saved Bank Account if your bank rejects the original debit. If the 1Tap Merchant chooses, they may debit your Saved Bank Account, pursuant to your 1Tap banks payments authorization, for amounts less than the Total Authorized Amount, which in the aggregate will not exceed the Total Authorized Amount. Where your Saved Bank Account is a U.S. bank account, you agree that your grant of the authorization in this paragraph complies with the National Automated Clearinghouse Association (NACHA) operating rules and has the same legal effect as if you had signed a paper mandate containing the same terms. 

f. If you do not see an option to pay using a bank account through your 1Tap Account, it may be because the Business User has not allowed those payments or the Business User or bank is not eligible for bank payments via our Consumer Services. If your bank account transaction fails without an actual attempt to debit your Saved Bank Account, it may be because we determined the transaction is at high risk of being returned unsuccessfully (e.g. if your historical account balance is below the transaction amount). This can help prevent you from incurring insufficient funds fees from your bank. We recommend that you use a different bank account or payment method or reach out to us if you have questions. Your use of your bank account as a payment method is also subject to the terms, benefits, and protections associated with your personal bank account. If you use your bank account as a payment method and do not have sufficient funds to make a purchase, you could incur overdraft fees, insufficient funds fees or other fees with your bank. 

g. If at any time you would like to revoke your 1Tap banks payments authorization or you no longer want your Saved Bank Account to be a payment method saved to your 1Tap Account, you must delete your Saved Bank Account as a payment method from your 1Tap account. If a payment with your Saved Bank Account was not initiated from your 1Tap Account but involved 1Tap or Headless ecommerce technology private limited connecting your financial account with that Business User, please see the Financial Connections Terms for information on how to disconnect your Saved Bank Account.

8.5. Backup payment method 

a. If your default or selected payment method is unavailable or the transaction is unsuccessful using that payment method (for example, because your Saved Bank Account has insufficient funds), the 1Tap Merchant may initiate a transaction on any other payment method saved to your 1Tap Account (a “Backup Payment Method"). Generally, transactions on Backup Payment Methods will be attempted in the following order, if applicable: (1) Saved Bank Account, (2) debit card, and (3) credit card. In some cases, a Backup Payment Method of the same type will be used (for example, if your default payment method is a card, the Backup Payment Method may also be a card).  

b. We will identify that a Backup Payment Method applies before you complete the purchase (e.g., whether during a one-time checkout or for any subscription payments, during the initial subscription purchase). 

c. If you do not wish to have a Backup Payment Method used, you may either (i) not consent to the use of the Backup Payment Method or (ii) manage your payment methods on your 1Tap account 

8.6 Security

a. We take the protection of your Saved Information seriously and have implemented technical and organizational measures designed to safeguard it from accidental loss and from unauthorized access, use, alteration, or disclosure. These measures include industry-standard practices and technology to help maintain the security, confidentiality, and integrity of your data. 

b. While we strive to provide robust security, no system is completely foolproof. We cannot guarantee that unauthorized third parties will never be able to defeat our security measures or misuse your Saved Information. We encourage you to remain vigilant and take responsibility for securing your personal information, knowing that you provide it at your own risk. 

c. If you have reason to believe that the security of your 1Tap Account has been compromised, please contact us immediately at info@xstak.com.

8.7 Dormant Accounts

a. If your 1Tap Account remains inactive for a continuous period of two years, we may consider the account dormant and may close your 1Tap Account at our discretion (a “Dormant Account”). 

b. A 1Tap Account is considered a Dormant Account if you have not done any of the following 1Tap Account activities during a continuous two year period: 

• (i) Making a payment or purchase using 1Tap at a 1Tap Merchant;
• (ii) Adding, updating or removing any of your Saved Information;
• (iii) Initiating account settings changes or updating security preferences;
• (iv) Engaging with customer support related to your 1Tap Account, including inquiries or disputes; and
• (v) Logging in to your 1Tap Account and browsing or reviewing transaction history.

c. Prior to closing the Dormant Account, Headless ecommerce technology private limited will notify you using the email address associated with your 1Tap Account. Starting from the date of our notice to you, we will provide you with a period of 30 days to reactivate your 1Tap Account by logging in and performing any 1Tap Account activity listed above.

d. If Headless ecommerce technology private limited does not receive a response or the account remains inactive after the 30-day notice period, your 1Tap Account will be closed.

9 Disclaimer 

The content and functionality on the Website is provided with the understanding that we are not engaged in making payments. We are an intermediary between banks, Payment Service Organizations, (PSO), Merchants and their users. All content and functionality on the website is provided "as is," without warranty of any kind, either express or implied. Further, we makes no warranties, express or implied, as to the accuracy, or adequacy of the Website or that the services provided or the functionality on the Website will be uninterrupted or error-free or free from any virus or other malicious, destructive or corrupting code, or program.

You hereby acknowledge that the use of the Website and services is at your sole risk. Under no circumstances shall we or any of our predecessors, successors, parents, subsidiaries, affiliates, officers, directors, shareholders, investors, employees, agents, representatives, attorneys and their respective heirs, successors or assigns be liable for any damages, including direct, incidental, punitive, special, consequential or exemplary damages that directly or indirectly result from the use of, or the inability to use, the Website or the services, including for viruses alleged to have been obtained from the Website, even if we have been advised of the possibility of such damages or losses and regardless of the theory of liability.

10. Definitions

Acquiring Bank means any bank(s), financial institution(s), or other partner(s) (as may change) with relationships with any networks.

Available Net Funds means Funds minus XPay Charges transferred to your linked Bank Account.

Business Day means a non-weekend day when banks are open in Pakistan.

Card Payment means a Transaction with Visa, Mastercard, or UnionPay cards.

Charge means an instruction to capture Funds from a Customer's account.

Chargeback means a dispute by a Customer with their card/payment institution.

Customer means any Person using XPay Services to pay you.

Bank Payment means a Transaction where Customers pay using Pakistani bank accounts or mobile wallets.

Settlement means crediting your linked Bank Account after a Bank Payment Transaction.

Effective Date means the date you electronically sign our Terms of Service or open an XPay account, whichever occurs first.

 Funds means the gross amount charged in a Transaction processed using XPay Services.

linked Bank Account means the bank account linked to your XPay Account.

Network means Visa, MasterCard, Union Pay, or similar organizations.

Payment Method means Card Payment or Bank Payment.

Person means natural or legal persons.

Reversal means instruction to return Available Net Funds to a Customers

XPay Account means any XPay account.

XPay Charges means fees paid to Headless E Commerce for making Services available.

XPay Services means payment facilitation and processing.

Settlement Schedule means settlement timelines.

Transaction means a purchase, sale, or order

Website means our website www.xstak.com

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Exhibit A  (Error Resolution)

a. An “Error” means the following:

(i) An unauthorized Transaction (i.e. through theft or fraud).

(ii) When a transaction is incorrectly recorded in your linked Account.

(iii) You send a payment and the incorrect amount is debited from your linked Account.

(iv) An incorrect amount is credited to your linked Account.

(v) A transaction is missing from or not properly identified in your Transaction History as evidenced by you.

(vi) There is a clear computational or mathematical error related to your 1Tap Account that you can evidence.

b. In case of Errors or questions about your electronic transfers

(i) contact us at  info@xstak.com

(ii) Notify us as soon as you can, if you think your statement or receipt is wrong or if you need more information about a transfer listed on the statement or receipt. We must hear from you no later than 60 days after the problem or error appeared on your 1Tap Transaction History.

1. Tell us your name and account number.

2. Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe it is an error or why you need more information.

3. Tell us the amount of the suspected error.

(iii) If you tell us orally, we may require that you send us your complaint or question in writing within 10 business days.

(iv) We will determine whether an error occurred within 10 business days after we hear from you and will correct any error promptly.

(v) We will tell you the results after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.