Terms & Conditions

1. Introduction

We are DirePay ("Company", "We", "Us", or "Our").

We operate the website https://www.direpay.io/ ("Website"), together with our payment gateway, settlement, backoffice, and related payment processing services (collectively, the "Services").

These Terms and Conditions ("Terms") govern your access to and use of the Website.

1.1 Acceptance of Terms

By accessing or using any part of the Website, you agree to be bound by these Terms and any other policies we publish from time to time, including our Privacy Policy. These Terms form a legally binding agreement between you ("User", "you", or "your") and the Company. If you do not agree, you must not use the Website.

1.2 Merchant and Partner Agreements

The Website is primarily intended to introduce our payment gateway Services to prospective merchants and partners. Actual provision of payment processing, settlement, API access, or backoffice Services requires a separate, signed merchant or partner agreement, which will set out the specific commercial terms, fees, service levels, and compliance obligations applicable to your account. In the event of a conflict between these Terms and a separate merchant/partner agreement, the separate agreement takes precedence for matters it covers.

1.3 Contact Information

Questions about these Terms can be directed to the contact details in Section 10.

2. The Website

The Website provides general information about DirePay's payment gateway Services (supported markets, payment methods, integration process, backoffice features, etc.) and facilitates enquiries through our contact form and AI chat assistant. Content on the Website is for general informational purposes only and does not constitute a binding offer, financial advice, or a guarantee of onboarding. Submitting an enquiry, contact form, or chat message does not create a contractual relationship between you and the Company. A live payment processing relationship only begins once (a) you have completed our Website Review / KYB compliance process, and (b) a merchant or partner agreement has been signed by both parties.

3. Eligibility and Prohibited Use

3.1 Eligibility

Our Services are intended for business entities seeking payment gateway and settlement solutions, and are not directed at consumers. By submitting an enquiry or application, you confirm that you are legally authorized to represent the business on whose behalf you are applying, and that your business is lawfully permitted to operate in its target market(s), including holding any required gaming, financial services, or other regulatory licenses applicable to your industry.

3.2 Website Use

You are granted a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Website solely for lawful, personal or internal business purposes in accordance with these Terms. You agree not to:

• Use the Website for any unlawful purpose or in a way that could damage, disable, overburden, or impair it;
• Attempt to gain unauthorized access to any part of the Website or connected systems or networks;
• Use any robot, spider, scraper, or other automated means to access the Website without our express written permission;
• Submit false, misleading, or fraudulent information as part of an onboarding or compliance enquiry.

We may suspend or terminate your access to the Website, and decline to onboard your business, at our sole discretion, including where we reasonably believe these Terms have been breached or where onboarding your business would expose us to legal, reputational, or compliance risk.

4. Intellectual Property

4.1 Ownership

All content on the Website — including text, graphics, logos, icons, images, software, and the compilation and arrangement thereof — is the property of the Company or its licensors, and is protected by copyright, trademark, and other intellectual property laws.

4.2 Limited License

Your license to use the Website and its content does not include any right to: resell or commercially exploit the Website or its content; create derivative works from it; copy account or dashboard data for the benefit of another business entity; or use data mining, robots, or similar extraction tools.

4.3 Trademarks

"DirePay" and associated logos are trademarks of the Company. Merchant, partner, and payment-method logos displayed on the Website (including third-party bank, e-wallet, or brand logos) belong to their respective owners and are used to indicate integration or partnership, not endorsement, unless otherwise agreed in writing.

4.4 Reporting Intellectual Property Infringement

If you believe content on the Website infringes your intellectual property rights, contact us with: a description of the right claimed to be infringed; a description and location of the allegedly infringing content; your contact details; a good-faith statement that the use is unauthorized; and a statement, under penalty of perjury, that you are the rights holder or authorized to act on their behalf.

4.5 Feedback

Any feedback or suggestions you provide about the Company or Website are voluntary, and we may use them without obligation or compensation to you.

5. No Warranty; Service Availability

The Website and the general information on it are provided "as is" and "as available," without warranties of any kind, express or implied, including warranties of accuracy, availability, or fitness for a particular purpose. While we aim for a 99.9% uptime SLA for live merchant integrations, this commitment applies only under a signed merchant/partner agreement and not to general Website availability, which may be interrupted for maintenance or other reasons.

6. Liability

6.1 Limitation of Liability

To the fullest extent permitted by applicable law, the Company shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of or in connection with your use of the Website or its content, whether based on warranty, contract, tort (including negligence), or any other legal theory, and whether or not we have been advised of the possibility of such damages.

6.2 Cap on Liability

To the fullest extent permitted by applicable law, our aggregate liability arising out of or in connection with these Terms shall not exceed five thousand (5,000) USD.

6.3 Exclusions

Some jurisdictions do not permit the exclusion or limitation of certain warranties or liabilities. Where such exclusions are prohibited, our liability will be limited to the fullest extent permitted by applicable law.

6.4 Indemnification

You agree to indemnify and hold harmless the Company, its affiliates, and their officers, directors, employees, and agents from claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from your use of the Website, breach of these Terms, or violation of any third party's rights.

6.5 Indemnification Process

If we seek indemnification from you: we will notify you promptly in writing of the claim; we may assume exclusive defense and control of the matter at our own expense; you will cooperate with us at your own expense; and you will not settle any indemnified matter without our prior written consent, which we will not unreasonably withhold.

7. Compliance, AML, and Third-Party Services

Our Services involve payment processing and are subject to anti-money-laundering (AML), know-your-business (KYB), and other financial compliance obligations. We may request additional information or documentation at any time, suspend transactions, or decline or terminate services where required to comply with applicable law or the policies of our banking and payment partners. The Website may link to or reference third-party payment methods, banks, or brand partners; we are not responsible for the content, availability, or practices of third-party services.

8. Governing Law and Jurisdiction

8.1 Governing Law

These Terms, and any dispute arising out of or in connection with them (including non-contractual disputes), are governed by the laws of the Company's jurisdiction of incorporation, without regard to conflict-of-law principles.

8.2 Jurisdiction

The courts of the Company's jurisdiction of incorporation shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

9. Changes to These Terms

We may modify these Terms at any time at our sole discretion. Changes take effect immediately upon posting on the Website, and it is your responsibility to review them periodically. Continued use of the Website after changes are posted constitutes acceptance of the revised Terms. If you do not agree with the revised Terms, you must stop using the Website. Previous versions of these Terms are available on request via the contact details below.

10. Contact Information