TERMS OF USE

Herein the following definitions will apply:

You refers to any User of the Covery Solution.

Your refers to that which belongs to the User.

We and “Us” refers to Maxpay.

Our refers to that which belongs to Maxpay or the Maxpay parties.

Maxpay means Maxpay Limited, a legal entity registered in Malta with registration number C 66555.

Maxpay parties refers to Maxpay affiliates, subsidiaries and its respective directors, employees, agents and shareholders.

The Site refers to the Covery Site (www.covery.ai) including all its content.

Client means an individual who purchases goods or services from User.

Covery is a risk platform powered by Maxpay Limited. Using Covery Solution or other Maxpay's services, you are also subject to Maxpay's Privacy Policy and the agreement with Maxpay.

You agree to these Terms of Use by registering, accessing, or using this Site or Covery Solutions. If you do not agree, you should stop accessing this Site or Covery Solution immediately and refrain from further access and use of them.

COVERY SOLUTION

We provide you with software and a service to protect your online business from various types of fraud and reduces operational overhead (“Covery Solution”). Covery brings together event chain analysis, feature engineering, rule management and machine learning to obtain the most accurate results. We will provide you with application programming interfaces, SDKs and other technologies (the “APIs“) to enable you to access and implement the Covery Solution.


We carry out risk analysis based on data and/or information submitted by you through the APIs and administrative platform, including your Clients’ personal data (the “Data”) and other data from all the system fundamentals, including risk policies. Covery Solution makes an automated decision whether an event should be accepted, rejected or whether it requires individual attention (the “Result“).

HOW YOU MAY USE THE COVERY SOLUTION

The Site and Covery Solution and all its contents and functions that are available to you are provided “as is” and “as available” for your personal use and information only. Subject to your acceptance of and compliance with these Terms of Use, we provide you with personal, non-commercial, revocable, on the previously agreed territories, non-exclusive, non-sublicensable and non-assignable right to use the Site and Covery Solution only for your personal purposes and always in full accordance with the Terms of Use and the applicable laws.


You may not: use, allow to use or assist other persons to use the Site and Covery Solution or any of its contents for any purpose other than fraud protection of your business unless we give you prior written consent.


Misuse of the Site and Covery Solution, which are contradictory to the Terms of Use and/or applicable laws, will be regarded as a violation of these Terms of Use and intellectual property laws.


You agree that you will not use, copy, modify, adapt, distribute, transmit, translate, display or otherwise exploit the Site and Covery Solution without the prior written consent of Maxpay.


You agree not to remove, obscure, or alter any copyright notice, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Site or Covery Solution. Maxpay reserves all rights not expressly granted in and to the Site and Covery Solution.

DATA PROTECTION

You should be aware that by providing you with Covery Solution we act as a data processor and you act as a data controller in the meaning given by General Data Protection Regulation (GDPR). We process your Data only to provide you the Covery Solution and only on documented instructions from you. You warrant that you obtain prior consent from your Clients to collect, use and process their personal data by Maxpay.


You, as data controller, shall comply with all applicable data protection laws, rules and regulations. You should check if your privacy policy duly discloses your data practices, including using third-party service providers for detection and prevention of fraud.

We warrant to you that we comply with our obligations as a data processor under the applicable legislation.

We implemented the technical and organisational security measures and technological development to ensure an appropriate level of security of personal data.

We will notify you of any personal data breaches (including any unauthorized or accidental access) without undue delay after becoming aware of a personal data breach.

Insofar Covery Solution servers are situated in Europe we do not transfer your Data to any other countries.


Maxpay warrants and represents that:


Your Data will not be disclosed to advertisers or any unauthorized third parties;

We do not use Data to communicate your Clients;

We will not Claim ownership of the Data;

We will not disclose your identifying information to other Covery Solution’s users or other unauthorized third parties;

We respect your privacy and your personal data will be protected as well as your Clients’ information and Data;

We keep your Data, API’s, Result and any information provided by you in confidence in accordance with the terms and conditions set in a separate agreement with Maxpay;


We will use your Data only as described in these Terms of Use and will maintain appropriate administrative, technical and organizational measures to protect Data; We will notify you promptly of any suspected or actual breach of the security of your Data;


We do not use your Data in any manner other than you instruct in writing; We may use your Data for as long as reasonably necessary for the limited purpose of providing fraud detection and prevention services, as determined by Maxpay in its reasonable discretion or for the purpose to comply of with technical and legal requirements related to the security, integrity and operation of Covery Solution. After the termination of the agreement between Maxpay and you, you may request deletion of your Data. We are able to delete your Data or information within ninety days;


We will assist you in ensuring compliance with your duties under GDPR; We do not transfer your Data to any country that does not provide an adequate level of data protection.

VIRUSES

We do not guarantee that the Site is free of viruses/bugs nor that it is totally secure. You are responsible for your entire information technology configuration, computer programs and platforms necessary to access and use the Site. You should make use of your own software for virus protection.


You will not use the Site, API’s and/or and Covery Solution to introduce trojans, viruses, worms, logic bombs or any other material that may harm the Site or its technology. You must not use unauthorized access to the Site, or to the server where the Site is stored or any other server, database or computer connected to the Site or and Covery Solution. You must not implement any attacks on the Site or and Covery Solution using denial-of-service attack or a distributed denial-of-service attack. We will not be liable for any loss/damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may harm your computer equipment, programs, data or other proprietary material due to your use of the Site or in the event that you download any content from it, or from any website linked to it.

INTELLECTUAL PROPERTY RIGHTS

You hereby acknowledge and agree that all information, content and material contained on the Site and Covery Solution platform, API’s are exclusively the ownership of Maxpay, our affiliates, partners, suppliers or licensors who are protected by intellectual property laws and/or international treaty provisions.


You acknowledge that we own or are licensed to use all rights, titles and interests in and to the Site and Covery platform and the Result including, without limitation, all intellectual property rights therein and thereto. By “Intellectual property rights”, we mean any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, whether or not registered or capable of registration, and whether subsisting in any specific country (-ies) or any other part of the world, and any and all other proprietary rights as may be updated and expanded periodically. You acknowledge that, under no circumstances, will you acquire any title or interest to any part of the Site, API’s, the Covery Solution or the Result. You may not reproduce, store, share, distribute or use any of the information, content and material contained on the Site, on the Covery platform and/or the Result either in whole or in part, without our and the respective owner’s prior written consent.

TRADEMARKS

The Maxpay and Covery names and logos are trademarks of Maxpay and our affiliates and subsidiaries. Other marks, graphics, icons, names and logos used or displayed on or through the Covery Site, and the described or offered products or services are trademarks, trade dress and/or service marks of Maxpay and our affiliates and subsidiaries or otherwise are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Maxpay.



You must not copy or use any of the abovementioned trademarks, trade dress and/or service marks, in whole or in part, without our and the respective owner’s prior written consent. You must not use any meta-tags or any other “hidden text” utilizing any of the abovementioned trademarks, trade dress and/or service marks without the prior written permission of Maxpay or the respective owner.

PRIVACY POLICY AND USE OF COOKIES

Use of the Site and Covery Solution is also regulated by our Privacy Policy, the provisions of which are adopted herein by reference so when we refer to these Terms of Use, we also refer to the Privacy Policy.

THIRD PARTY PRODUCTS AND LINKS TO OTHER WEBSITES

The Site may contain third party offers, products and services, as well as links to other websites. Third party products, services and sites may contain information/material that is illegal, unreasonable or such that some users may find inappropriate or offensive. You acknowledge that we assume no responsibility or liability whatsoever for any of the third party products or services or to the content or privacy practices of those third parties, and that these Terms of Use and Privacy Policy do not apply to the third party products, services or websites or to information collected by such third parties.

DISCLAIMER

The Site, the Covery Solution and the Result available to you are provided on an “as is” and “as available” basis with no warranties whatsoever. Maxpay parties and we do not assume any liability whatsoever and disclaim any responsibility for any consequences resulting from your access or use of the Site, the Covery Solution and the Result.


We do not guarantee that the Site and/or and the Covery Solution will be undisturbed or error-free. We do not guarantee that the Site and/or and the Covery Solution will be maintained and kept up-to-date on a regular basis, or that all its products and services will be available anywhere, any time and to all users. The Maxpay parties specifically and explicitly disclaim, to the fullest extent permitted by law, any and all representations, guarantees and warranties (expressed, implied, statutory or otherwise) with respect to the Site, the Covery Solution and the Result, including, without limitation, warranties as to accuracy, performance, merchantability, fitness for a particular purpose, and non-infringement. The Maxpay parties also disclaim any warranties and liability regarding the accuracy, completeness, security, reliability, timeliness, and performance of the Site, Covery Solution and the Result. Some countries and jurisdictions do not allow the exclusion or disclaimer of certain terms or warranties, so the above exclusions in whole or in part may not be applied fully in your country or jurisdiction. If the above exclusions are not fully enforceable under applicable law, they will apply to you to the extent they are enforceable. You may also have other rights that vary from country to country and jurisdiction to jurisdiction.

LIMITED LIABILITY

Nothing in the Terms of Use excludes or limits liability for death or personal injury arising from negligence, or for fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law. Inasmuch as enforceable under applicable law, the Maxpay parties will not be liable for any damage whatsoever, including but not limited to any (i) direct; (ii) indirect; (iii) consequential; (iv) special; (v) exemplary; (vi) punitive; or (vii) incidental damages; including but not limited to damages for loss of income or profits, business interruption, loss of business information, loss of goodwill or reputation (and the like), whether such claim is based on warranty, contract, tort (including negligence), or otherwise, and even if the Maxpay parties, jointly or separately, have been advised of the possibility of such damages or loss.


Such limitation of liability shall also apply whether the damages arise from use, misuse, inability to use and reliance on the Site, Covery Solution and/or the Result, or from the interruption, suspension, or termination of the access or use of the Site and/or Covery Solution for any reason. Such limitation shall apply to the fullest extent permitted by law, notwithstanding a failure of essential purpose of any limited remedy.


Some countries and jurisdictions do not allow the exclusion, disclaimer or limitation of liability of certain types of damages, so the above exclusions may not be fully applied to you in your country or jurisdiction. If the above exclusions are not enforceable under applicable law, and under any circumstance whatsoever, the aggregate liability of the Maxpay parties shall not exceed one hundred U.S. dollars. You may also have other rights that vary from country to country and jurisdiction to jurisdiction.


Without prejudice to the other provisions of the Terms of Use, while these limitations of liability provisions use the Maxpay parties’ definition, the Maxpay parties will not have any joint responsibilities or liabilities (i.e. no member of the Maxpay parties shall be responsible for the damages and losses caused by another member).


FORCE MAJEURE. Neither party will be liable under these Terms of Use for non-performance caused by events or conditions beyond that party's control if the party makes reasonable efforts to perform.

SUSPENSION OF SERVICES

We may without prior notice temporarily suspend or terminate our services in the event:

your activity or your user’s activity is likely to harm the operation of the Covery Solution;

you do not pay us or pay with a delay for providing our services;

you violate your obligations or warranties under these Terms of Use;

you stop transfer Data to us.

INDEMNIFICATION

You will defend, indemnify and hold harmless Maxpay parties, its officers, directors and employees against any third party claim, demand, suit, investigation or proceeding relating to any violation or alleged violation of these Terms of Use by you.

GOVERNING LAW AND DISPUTES

The Site and/or the Covery Solution can be accessed from numerous places and countries all over the world. That shall not be understood as venue or consent to that local jurisdiction as we did not avail ourselves to any other local jurisdiction other than the one stated and expressly implied in these Terms of Use. The construction, validity and performance of these Terms of Use and any claim or dispute arising out of them shall be governed in all respects by the laws of England and Wales. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Use. The competent courts in London, England, shall have exclusive jurisdiction in any legal matter arising from or related to the Site and these Terms of Use. However, this shall not prevent us from bringing any action in the court of any other jurisdiction for injunctive or similar relief.

HOW MAY THESE TERMS OF USE BE CHANGED

We can make amendments to these Terms of Use at any time by the means of publishing a revised edition on the Site. You will be notified of any substantial changes. The revised version will be in effect immediately and be noted by updated date to the end of these Terms of Use. You are entitled to terminate the agreement with Maxpay if you do not agree on any changes. By continuing using Covery Solution, you accept the changes.

MISCELLANEOUS

NO WAIVER. Failure or delay by us to exercise any right, power or remedy under these Terms of Use or to require or enforce strict performance by you of any provision of these Terms of Use, the Privacy Policy and any supplemental or incorporated documents or policies shall not be regarded as a waiver or relinquishment of any such right, power or remedy.


SEVERABILITY. All the provisions of these Terms of Use are distinct and severable. If any court or other authority of competent jurisdiction finds any provision or part of any provision of these Terms of Use, to be invalid, unenforceable or illegal, this shall not impair the operation of these Terms of Use or affect the other provisions, which are valid.


ASSIGNMENT. You may not novate, assign, transfer or sub-contract any rights or obligations under these Terms of Use, or any part thereof, without our prior written permission.

If you have any further questions please feel free to contact us

Last modified: April 25, 2018