PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING THIS WEBSITE YOU AGREE TO BE BOUND BY THE TERMS OF USE BELOW. THESE TERMS OF USE ARE SUBJECT TO CHANGE. ANY CHANGES WILL BE INCORPORATED INTO THE TERMS OF USE POSTED TO THIS WEBSITE FROM TIME TO TIME. IF YOU DO NOT AGREE WITH THESE TERMS OF USE, PLEASE DO NOT ACCESS THIS WEBSITE.

FizzPay is owned and operated by UTruePay USA LLC and UTruePay (UK) LTD.

UTruePay may refer to either UTruePay USA LLC or UTruePay (UK) LTD as determined by and at the sole discretion of either legal entity.

For the purposes of these terms UTruePay may refer to either UTruePay USA LLC or UTruePay (UK) LTD. Ultimate enforceability of these terms and conditions may be under the jurisdiction of EITHER the United States of America under the governing laws of the United States of America OR the United Kingdom under the governing laws of the United Kingdom at the sole discretion of UTuePay (UK) LTD and, or UTruePay USA LLC and or its associates or affiliates. These Terms of Use of the FizzPay ® Website ("Terms of Use") explain a contractual agreement between you ("you", "your"), on one hand, and UTruePay USA LLC and UTruePay (UK) LTD on the other hand, regarding your use of this web site ("Website") and access to your FizzPay account information or FizzPay services through the Website. You should print a copy of these terms for your records.

Unauthorized use of FizzPay’s Websites and systems including but not limited to unauthorised entry into FizzPay’s systems, misuse of passwords, or misuse of any information posted to a site, is strictly prohibited.

You acknowledge that UTruePay USA LLC and UTruePay (UK) LTD may disclose and transfer any information that you provide through this Website to (i) its affiliates, agents, service providers , or information providers; (ii) to any other person or entity with your consent; or (iii) if we have a right or duty to disclose or are permitted or compelled to so disclose such information by law. You consent to the transmission, transfer or processing of such information to, or through, any country in the world, as we deem necessary or appropriate, and by using and providing information through this Website you agree to such transfers. Use of this Website may be monitored, tracked and recorded. Anyone using this Website expressly consents to such monitoring, tracking and recording.

Furthermore, your use of this Website signifies your agreement to our Privacy Policy, which is incorporated herein by reference and which may also change from time to time. Any purported amendment to these Terms of Use by you must be agreed to by either UTruePay (UK) LTD or UTruePay USA LLC in writing.

Copyright Notices

The works of authorship contained in the FizzPay Website (the "Website"), including but not limited to all design, text, sound recordings and images, are owned, except as otherwise expressly stated, by UTruePay USA LLC or one of its subsidiaries or affiliate companies. Except as otherwise expressly stated herein, they may not be copied, transmitted, displayed, performed, distributed (for compensation or otherwise), licensed, altered, framed, stored for subsequent use or otherwise used in whole or in part in any manner without UTruePay's prior written consent, except to the extent permitted by the United States Federal Copyright Act of 1976 (17 U.S.C. 107), as amended, and then, only with notices of UTruePay's proprietary rights provided that you may download information and print out hard copies for your personal use, so long as you do not remove any copyright or other notice as may be contained in information, as downloaded.

Trademark Notices

FizzPay is the marketing name for certain activities of UTruePay USA LLC and UTruePay (UK) LTD as operator of FizzPay. “FizzPay” and "delivering payment safety" are trademarks of UTruePay USA LLC and UTruePay (UK) LTD. Other featured words or symbols, used to identify the source of goods and services, may be the trademarks of their respective owners.

Web Content and Materials

The information on this Website is for information purposes only. It is believed to be reliable, but UTruePay (UK) LTD and UTruePay (USA) LLC do not warrant its completeness, timeliness or accuracy. The information and materials contained in this Website - and the terms of use of the access to and use of such information and materials - are subject to change without notice. Products and services described, as well as, associated fees, charges, interest rates, and balance requirements may differ among geographic locations. Not all products and services are offered at all locations.

The Terms and Conditions for your FizzPay account are mailed with your first payment summary and payment submission. You may also call us at +44 (0)207 870 1074 in the UK and 415-738-2949 in the USA to request an official copy of the terms and conditions that pertain to your payments and account. In addition, certain portions or pages of this Website are subject to additional disclosures and disclaimers. In the event of a conflict between those disclosures and disclaimers, and these terms of use, the additional disclosures and disclaimers will govern for those portions or pages.

You agree that (i)you will not engage in any activities related to the Website that are contrary to applicable law, regulation or the terms of any agreements you may have with UTruePay USA LLC and UTruePay (UK) LTD; (ii) in circumstances where locations of the Website require identification, you will establish commercially reasonable security procedures and controls to limit access to your password or other identifying information to authorized individuals; (iii) you will not use any device, software, routine, file or other tool or technology, including but not limited to any viruses, trojan horses, worms, time bombs or cancelbots, intended to damage or interfere with the proper working of this Website or to surreptitiously intercept or expropriate any system, data or personal information from this Website; and (iv) you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure, including but not limited to denial of service attacks, "spam" or any other such unsolicited overload technique.

UTRUEPAY USA LLC AND UTRUEPAY (UK) LTD OR ITS SUPPLIERS MAY DISCONTINUE OR MAKE CHANGES IN THE INFORMATION, PRODUCTS OR SERVICES DESCRIBED HEREIN AT ANY TIME WITHOUT PRIOR NOTICE TO YOU AND WITHOUT ANY LIABILITY TO YOU. ANY DATED INFORMATION IS PUBLISHED AS OF ITS DATE ONLY, AND UTRUEPAY DOES NOT UNDERTAKE ANY OBLIGATION OR RESPONSIBILITY TO UPDATE OR AMEND ANY SUCH INFORMATION. UTRUEPAY RESERVES THE RIGHT TO TERMINATE ANY OR ALL WEBSITE OFFERINGS OR TRANSMISSIONS WITHOUT PRIOR NOTICE TO THE USER. FURTHERMORE, BY OFFERING THIS WEBSITE AND INFORMATION, PRODUCTS OR SERVICES VIA THIS WEBSITE, NO DISTRIBUTION OR SOLICITATION IS MADE BY UTRUEPAY TO ANY PERSON TO USE THE WEBSITE OR SUCH INFORMATION, PRODUCTS OR SERVICES IN JURISDICTIONS WHERE THE PROVISION OF THE WEBSITE AND SUCH INFORMATION, PRODUCTS OR SERVICES IS PROHIBITED BY LAW.

Potential Disruption of Service

Access to the Website may from time to time be unavailable, delayed, limited or slowed due to, among other things: hardware failure, including among other things failures of computers (including your own computer), servers, networks, telecommunication lines and connections, and other electronic and mechanical equipment; software failure, including among other things, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or irregularities within particular documents or other content; overload of system capacities; damage caused by severe weather, earthquakes, wars, insurrection, riots, civil commotion, act of God, accident, fire, water damage, explosion, mechanical breakdown or natural disasters; interruption (whether partial or total) of power supplies or other utility of service; strike or other stoppage (whether partial or total) of labor; governmental or regulatory restrictions, exchange rulings, court or tribunal orders or other human intervention; or any other cause (whether similar or dissimilar to any of the foregoing) whatsoever beyond the control of UTruePay.

Links to Other Sites

Links to non-FizzPay websites are provided solely as pointers to information on topics that may be useful to the Websites, and FizzPay has no control over the content on such non-FizzPay websites. If you choose to link to a website not controlled by FizzPay, FizzPay makes no warranties, either express or implied, concerning the content of such website, including the accuracy, completeness, reliability or suitability thereof for any particular purpose, nor does FizzPay warrant that such website or content is free from any claims of copyright, trademark or other infringement of the rights of third parties or that such site or content is devoid of viruses or other contamination. FizzPay does not guarantee the authenticity of documents on the Internet. Links to non-UTruePay websites do not imply any endorsement of or responsibility for the opinions, ideas, products, information or services offered at such sites, or any representation regarding the content at such websites.

LIMITATION OF LIABILITY

BECAUSE OF THE POSSIBILITY OF HUMAN AND MECHANICAL ERROR AS WELL AS OTHER FACTORS, THE WEBSITE (INCLUDING ALL INFORMATION AND MATERIALS CONTAINED ON THE WEBSITE) IS PROVIDED "AS IS" AND "AS AVAILABLE". FIZZPAY AND THIRD PARTY DATA PROVIDERS ARE NOT PROVIDING ANY WARRANTIES AND REPRESENTATIONS REGARDING THE WEBSITE. FIZZPAY AND THIRD PARTY DATA PROVIDERS DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE WEBSITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, FREEDOM FROM VIRUSES OR OTHER HARMFUL CODE, OR FITNESS FOR ANY PARTICULAR PURPOSE. FURTHER, FIZZPAY WILL NOT BE LIABLE FOR ANY DELAY, DIFFICULTY IN USE, INACCURACY OF INFORMATION, COMPUTER VIRUSES, MALICIOUS CODE OR OTHER DEFECT IN THIS WEBSITE, OR FOR THE INCOMPATIBILITY BETWEEN THIS WEBSITE AND FILES AND THE USER'S BROWSER OR OTHER SITE ACCESSING PROGRAM. NOR WILL FIZZPAY BE LIABLE FOR ANY OTHER PROBLEMS EXPERIENCED BY THE USER DUE TO CAUSES BEYOND FIZZPAY'S CONTROL. NO LICENSE TO THE USER IS IMPLIED IN THESE DISCLAIMERS. FIZZPAY AND THIRD PARTY DATA PROVIDERS DO NOT WARRANT THE ACCURACY, ADEQUACY, OR COMPLETENESS OF THE INFORMATION AND MATERIALS CONTAINED ON THE WEBSITE AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE MATERIALS AND INFORMATION. FURTHERMORE, FIZZPAY AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY DELAY, DIFFICULTY IN USE, COMPUTER VIRUSES, MALICIOUS CODE, OR OTHER DEFECT IN WEBSITE, ANY INCOMPATIBILITY BETWEEN THE WEBSITE AND THE USER'S FILES AND THE USER'S BROWSER OR OTHER SITE ACCESSING PROGRAM, OR ANY OTHER PROBLEMS EXPERIENCED BY THE USER DUE TO CAUSES BEYOND FIZZPAY AND ITS AFFILIATES' CONTROL. NO LICENSE TO THE USER IS IMPLIED IN THESE DISCLAIMERS. NOTHING HEREIN SHALL BE CONSTRUED AS LIMITING OR REDUCING FIZZPAY'S RESPONSIBILITIES AND OBLIGATIONS TO CLIENTS IN ACCORDANCE WITH APPLICABLE LAWS AND REGULATIONS. UNDER NO CIRCUMSTANCES WILL FIZZPAY BE LIABLE FOR ANY LOST PROFITS, LOST OPPORTUNITY OR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF ANY USE OF OR INABILITY TO USE THE WEBSITE OR ANY PORTION THEREOF, REGARDLESS OF WHETHER FIZZPAY HAS BEEN APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, WARRANTY, TORT, (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE.

Enforceability and Governing Law

Headings are for reference purposes only. The failure of FIZZPAY to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. In the event any of the terms or provisions of these Terms of Use shall be held to be enforceable, the remaining terms and provisions shall be unimpaired and the enforceable term or provision shall be replaced by such enforceable term or provision as comes closest to the intention underlying the unenforceable term or provision. These Terms of Use shall be subject to any other agreements you have entered into with FIZZPAY. The user's access to and use of the FIZZPAY Website, and the terms of this disclaimer are governed by the laws of the United States of America and the laws of the United Kingdom. YOU AGREE THAT ANY ACTION BROUGHT BY YOU, AT LAW OR IN EQUITY, ARISING OUT OF OR RELATING TO THESE TERMS AND USE OR THIS WEBSITE SHALL BE FILED IN THE UNITED STATES OF AMERICA AND, OR THE UNITED KINGDOM AT THE SOLE DISCRETION OF FIZZPAY, ITS OWNERS, UTRUEPAY USA LLC AND UTRUEPAY (UK) LTD AND YOU HEREBY CONSENT AND SUBMIT TO THE PERSONAL JURISDICTION OF SUCH COURTS FOR THE PURPOSES OF LITIGATING ANY ACTION BROUGHT BY EITHER OF US IN SUCH COURTS.

August 2012