UNC–Payrexx Payment Terms

1. Roles & Scope

• Evanescor GmbH (“UNC”) operates the platform and provides club storefronts and checkout via Payrexx AG.
• Payrexx AG is the payment service provider and may act via acquiring partners and payment networks.
• Club = Merchant of Record. Students/buyers purchase from the Club, not UNC or Payrexx (unless expressly stated otherwise on a specific product/event).

2. Onboarding, KYC & Account Status (Clubs)

• You must complete registration and KYC (incl. business details, owners/representatives, IDs). Until approved, your Payrexx sub-merchant account is provisional and can be suspended or terminated.
• You must keep all info up to date and notify UNC within 3 days of material changes (ownership, insolvency, liquidation, 25%+ asset transfers, etc.).
• You and your representative warrant all submitted information is true, complete, and current.

3. Permitted Use & Prohibited Activities (Clubs)

• You may accept payments only for lawful transactions aligned with your stated club purpose and Payrexx's Prohibited/Restricted list (incl. sanctions/embargo restrictions).
• Not allowed (non-exhaustive): illegal goods/services; P2P transfers; acting as a pass-through/service bureau; reverse engineering, system abuse, unreasonable load; circumventing controls.
• You must publish on your site/checkout: full contact details, prices, delivery info, T&C, payment terms, and—if you offer subscriptions—duration and cancellation method.

4. Student / Buyer Information (Transparency)

• The statement descriptor may show the club name (or a descriptor Payrexx sets). Clubs must ensure buyers can recognize the charge.
• Refunds/returns are the Club's responsibility and must be clearly explained before purchase.
• For questions or complaints, buyers contact the Club first; UNC support helps with platform issues; Payrexx is not the seller.

5. Fees, Pricing Changes & Taxes (Clubs)

• You agree to Payrexx/Acquirer fees and any UNC platform fees as shown in your dashboard/contract. Invoices are due within the stated period; dunning and collection fees may apply on late payment.
• Payrexx may change processing/payout fees and related conditions with notice per its terms. Continued use = acceptance.
• Taxes: You are solely responsible for determining, displaying, charging, reporting, and remitting all applicable taxes. Where required, Payrexx/partners may withhold or report.

6. Payouts, Reserves & Set-offs (Clubs)

• Payouts follow your dashboard settings. Payrexx/Acquirers may delay, suspend, or adjust payouts due to investigations, disputes, chargeback risk, or legal requests.
• Rolling Reserve: Payrexx may hold a percentage of each transaction for a defined time to cover chargebacks/claims (especially for higher-risk models, pre-sales, long fulfillment).
• Set-off/Collection: Amounts you owe (fees, chargebacks, penalties) may be set off against balances, deducted from your bank account, your platform commissions, or invoiced to you.

7. Chargebacks, Disputes & Complaints (Clubs)

• You are fully liable for chargebacks and dispute fees—regardless of reason or timing.
• If Payrexx anticipates a chargeback, it may withhold the at-risk amount until resolution/expiry of dispute windows.
• You must respond to dispute evidence requests promptly (typically within 3 business days) and provide complete documentation. Late/incomplete responses can result in final loss.
• Excessive chargebacks can trigger: higher reserves, higher fees, payout delays, restriction or termination.

8. Security, PCI & Fraud Controls (Clubs)

• You must implement appropriate security controls and comply with PCI-DSS/PA-DSS where applicable. Do not store CVV/CVC.
• Payrexx/partners may require audits or documentation of compliance.
• If fraud or illegal activity is suspected, services may be suspended immediately; Payrexx may notify banks, regulators, or law enforcement.

9. Data Protection & Confidentiality

• For payment processing, Payrexx is an independent controller and/or processor as described in its Privacy Policy; cross-border processing (incl. outside CH/EU) may occur.
• You must obtain all necessary consents and provide legally required privacy disclosures to your buyers, including that payments are processed by Payrexx and data may be shared with acquirers/networks.
• All parties must protect confidential information. Payrexx may use aggregated, non-identifiable data to improve its services.

10. Service Availability & Changes

• Payrexx strives for high availability but may suspend for maintenance (typically off-peak) or modify features at its discretion.
• Neither Payrexx nor UNC guarantees uninterrupted service; no entitlement to specific features or performance levels unless agreed in writing.

11. Term, Suspension & Termination

• These Payment Terms apply from your first use of the Payrexx checkout and continue until ended.
• Payrexx (and by extension UNC for access to its Payrexx integration) may suspend or terminate access for risk, non-compliance, prohibited activities, excessive chargebacks, legal orders, or per network/acquirer instructions.
• After termination: finish open transactions, stop accepting new payments, remove payment logos, and settle all outstanding amounts. Reserves may be held for the applicable period.

12. Liability Allocation

• Clubs are responsible for their products/services, delivery, refunds, communications, and legal compliance.
• To the extent permitted by law, Payrexx disclaims liability for indirect, incidental, special, punitive, or consequential damages and limits any direct liability as set in its terms (often capped to recent fees).
• UNC is not the seller (unless explicitly stated) and is not liable for club obligations to buyers, payment networks, or authorities, except where caused by UNC's own wilful misconduct or gross negligence.

13. Platform Model—Sub-merchant Responsibility (UNC ↔ Clubs)

• Where UNC operates as a platform, clubs are onboarded as sub-merchants.
• UNC may be charged for sub-merchant losses (e.g., unresolved disputes, network fines). In such cases, the Club indemnifies UNC and must reimburse any related amounts.
• Clubs must avoid restricted models, follow brand/network rules, and cooperate with UNC/Payrexx on risk reviews.

14. Notices & Communications

• Payrexx/UNC may deliver notices via dashboard, email, SMS, and/or platform banners. Electronic delivery has the same effect as physical mail.
• Update your contact details to ensure receipt.

15. Governing Law & Venue (Payments)

• For payment-processing matters, Swiss law applies; venue may be Bern to the extent required by Payrexx's terms.
• For general UNC platform use (non-payment matters), see UNC T&C (Swiss law; venue at Evanescor GmbH's seat, where legally permissible).

16. POS Terminals (if used)

If you request Payrexx POS, additional POS terms apply (fees, proper use, return of devices within 10 days after termination, fees for non-return or damage, limited liability for outages).

17. Changes to These Terms

We may update these Payment Terms to reflect changes by Payrexx, networks, or law. Continued use after notice means you accept the changes.