This document was last updated on February 20th, 2026
This SeamlessPay Services Agreement (“Agreement”) is a legally binding agreement between Seamless Payments, Inc. (“SeamlessPay,” “we,” “us,” or “our”) and the individual or entity accessing or using the Services (“Merchant,” “Customer,” “you,” or “your”). This Agreement governs access to and use of SeamlessPay’s payment infrastructure technology platform, including gateway connectivity, payment orchestration services, authentication enablement, tokenization services, fraud prevention integrations, reporting tools, APIs, dashboards, analytics, documentation, and related software or infrastructure (collectively, the “Services”).
This Agreement is intended to clearly allocate operational responsibilities, financial risks, regulatory obligations, cybersecurity responsibilities, and liability exposure between the parties while acknowledging the inherently multi-party, regulated, and evolving nature of global payment ecosystems.
By registering for, integrating with, accessing, or using the Services, you agree to be bound by this Agreement. If you enter this Agreement on behalf of an organization, you represent that you have authority to bind that organization.
For purposes of this Agreement, the following definitions apply. Defined terms apply whether singular or plural and shall be interpreted broadly to maximize enforceability consistent with applicable law.
Account means any credential, authentication profile, API key, login, certificate, or access mechanism enabling use of the Services.
Authentication Services means technologies facilitating transaction authentication, identity verification, fraud scoring, or liability-shift enablement, including 3-D Secure or similar protocols.
Chargeback means any transaction dispute, reversal, retrieval request, or similar process initiated by a Financial Institution, Payment Network, or customer.
Customer Data means any data transmitted through or generated by use of the Services, including transaction data, payment credentials, authentication data, metadata, and Personal Data.
Data Protection Laws means all applicable privacy and data security laws, including GDPR, UK GDPR, CCPA/CPRA, PSD2-related data requirements, and similar global regulations.
Financial Institution means banks, acquiring banks, issuing banks, payment institutions, electronic money institutions, regulated processors, or similar entities.
High-Risk Merchant means any Merchant designated by SeamlessPay as presenting elevated fraud, compliance, financial, operational, or reputational risk.
Merchant Environment means all systems, endpoints, integrations, personnel, contractors, vendors, credentials, and infrastructure controlled by Merchant.
Payment Network means card networks, bank transfer networks, real-time payment rails, digital wallet providers, ACH operators, or similar payment infrastructure.
Security Incident means unauthorized access to Customer Data within SeamlessPay’s controlled production environment, excluding incidents originating within the Merchant Environment.
Subprocessor means third parties engaged by SeamlessPay to process data or provide infrastructure supporting the Services.
Interpretive principles:
SeamlessPay operates exclusively as a payment technology infrastructure provider. The Services facilitate connectivity between merchants, processors, authentication networks, tokenization providers, fraud detection vendors, and financial institutions but do not themselves constitute regulated financial services unless explicitly agreed in writing.
Except where expressly stated otherwise:
All financial services are provided by third-party Financial Institutions. Nothing in this Agreement creates a fiduciary, agency, joint venture, or partnership relationship.
This positioning applies globally, including under PSD2, UK Payment Services Regulations, and analogous regimes.
Payment infrastructure inherently depends on multiple independent parties including Financial Institutions, Payment Networks, authentication providers, tokenization vendors, fraud service providers, telecommunications infrastructure, and cloud hosting providers. SeamlessPay does not control these entities and cannot guarantee their availability, performance, or security posture.
Merchant acknowledges that:
Accordingly, SeamlessPay is not responsible for third-party outages, breaches, delays, or operational failures.
Merchant retains primary responsibility for:
Merchant acknowledges that failures within its environment may expose both parties to risk and accepts responsibility for such risks.
Security in payment ecosystems is shared. SeamlessPay maintains commercially reasonable administrative, technical, and organizational safeguards but does not guarantee prevention of Security Incidents. Cyber threats evolve rapidly, and even robust safeguards cannot eliminate risk.
To the fullest extent permitted by law, SeamlessPay shall not be liable for:
Merchant agrees to indemnify SeamlessPay for:
SeamlessPay shall not be liable for data restoration costs, notification obligations, credit monitoring expenses, forensic investigations, or regulatory response costs except where required by law.
Merchant generally acts as Data Controller or Business; SeamlessPay acts as Processor or Service Provider. SeamlessPay processes data solely to provide Services, prevent fraud, maintain system integrity, and comply with legal obligations.
International data transfers may occur and may rely on:
SeamlessPay does not guarantee Merchant compliance with GDPR, PSD2/SCA, AML, sanctions, or similar regulations.
SeamlessPay may designate Merchant as high risk based on chargeback ratios, fraud indicators, industry classification, regulatory exposure, or Payment Network monitoring thresholds.
Where elevated risk exists, SeamlessPay may:
Merchant remains fully responsible for fraud losses, disputes, and regulatory obligations.
Fees may include transaction fees, platform fees, authentication fees, data service fees, network pass-through costs, and risk-related charges.
SeamlessPay may:
Such actions do not create custodial or fiduciary obligations.
SeamlessPay operates complex infrastructure dependent on third-party systems. Continuous availability cannot be guaranteed. Scheduled or emergency maintenance may occur without liability.
Unless expressly agreed in a separate SLA:
SeamlessPay may modify Services to address security threats, regulatory changes, or operational improvements without prior notice where necessary.
SeamlessPay may offer Beta Services or experimental features. These are provided “as is,” may contain vulnerabilities or incomplete functionality, and may be modified or discontinued at any time.
SeamlessPay provides no SLA, compliance assurance, or performance guarantee for Beta Services and assumes no liability arising from their use.
SeamlessPay may identify Merchant as a customer in marketing materials using Merchant name and logo, provided no confidential information is disclosed. Merchant may request removal upon reasonable written notice.
THE SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.” SeamlessPay disclaims all warranties, including merchantability, fitness for purpose, non-infringement, security guarantees, regulatory compliance guarantees, and performance guarantees.
TO THE FULLEST EXTENT PERMITTED BY LAW, SEAMLESSPAY SHALL NOT BE LIABLE FOR:
SeamlessPay’s total aggregate liability arising out of or relating to these Terms shall not exceed the greater of:
$5,000 USD; or
The amount paid to SeamlessPay in the 3 months preceding the claim. Not to include any third party fees collected by SeamlessPay such as Interchange, card brand, network, or acquirer fees.
This limitation applies regardless of theory of liability.
Merchant shall indemnify SeamlessPay from claims arising from Merchant business activities, fraud, regulatory violations, network rule violations, data protection violations, or breach of this Agreement. These obligations survive termination.
SeamlessPay may suspend or terminate Services immediately where fraud risk, regulatory exposure, sanctions risk, network rule requirements, or material breach is identified.
Merchant shall not use the Services in violation of sanctions, export controls, or anti-money laundering regulations. SeamlessPay may suspend Services immediately for compliance risk.
This Agreement is governed by New York law. Disputes shall be resolved by binding arbitration unless prohibited by law. Class actions and jury trials are waived where permitted.
This Agreement constitutes the entire agreement between the parties. If any provision is unenforceable, remaining provisions remain effective. Liability, indemnification, regulatory allocation, and survival provisions continue after termination.
Copyright . All rights reserved.
Copyright . All rights reserved.