1. In General
Prommt is a trading name of Little Pond Ltd, a company registered under the laws of Ireland.
Prommt is a cloud based platform which is licenced by Registered Merchants to enable “Registered Merchants” to collect monies online and on smart phones. The Prommt income collection system is operated and controlled by the Registered Merchants.
Access to and use of this website and the services available through this website (collectively, the “Services”) are subject to the following terms and conditions. By using the Services, you are agreeing to all of the Terms of Service, as may be updated by us from time to time. You should check this page regularly to take notice of any changes we may have made to the Terms and Conditions of Service.
In these Terms and Conditions, the following definitions shall apply:
“You/User” means any person, firm or company who makes a Payment directly to a Registered Merchant via the Prommt website.
“Registered Merchants” are any businesses which register with Prommt and any other natural or legal persons using this website for any reason, and any of their or its employees, consultants and authorised agents who may use the Prommt website.
Registered Merchants can join Prommt at the absolute discretion of Prommt. Businesses who upon investigation are deemed to be eligible will be allowed to register on the site. Registered Merchants are also bound by our Merchant Terms and Conditions.
Prommt reserves the right to close an account if any user is seen to be using proxy IPs (Internet Protocol addresses) in order to attempt to hide the use of multiple accounts, or disrupts any of our services in any way.
In this instance your contract will be with the Registered Merchant and as such the Registered Merchant will be responsible for providing the service and all queries should be referred to the Registered Merchant.
Prommt shall not have any responsibility for or liability in connection with the activities of any Registered Merchants registered with this Website.
“Website” means the website www.Prommt.com. This website provides an online platform where payments can be made by the user to Registered Merchants.
Access to this Website is permitted on a temporary basis, and we reserve the right to withdraw or amend the Services without notice. We will not be liable if for any reason this Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of this Website.
Registered Merchants upload data to the Prommt system via a secure website. Registered Merchants agree to keep passwords secure. Registered Merchants have a unique identity and they access data via a user name and password.
Registered Merchants will contact users via SMS, email and other format messages. The messages inform the users of information including a payment request with a link to a payment form where the users can fill in their payment card details and complete payment to the Registered Merchant.
3.3 Users Experience
The user will click on a link to open a secure web page where the payment request details are displayed. These details include the Registered Merchant, the User’s name, Order Details and the amount requested. The page also enables the user input their credit or debit card details to complete the payment.
The user verifies the details and clicks PAY NOW.
The user can contact Registered Merchants directly to organise a full refund. Prommt work directly with Registered Merchants on all issues relating to payments and refunds.
In order to contract with Prommt you must be over 18 years of age and possess a valid credit or debit card issued by a bank acceptable to us. Prommt retains the right to refuse any request made by you.
3.6 Use of Your Payment
Users hereby acknowledge that Prommt has no control over the use of Payments which are made to Registered Merchants.
Prommt takes no responsibility for users’ dissatisfaction with the use of Payment to any Registered Merchant.
If users are dissatisfied with the use of Payment users may contact the Registered Merchant directly.
You must not misuse this Website. You will not: commit or encourage a criminal offence; transmit or distribute a virus, trojan, worm, logic bomb or post any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene; hack into any aspect of the Service; corrupt data; cause annoyance to other users; infringe upon the rights of any other person’s proprietary rights; send any unsolicited advertising or promotional material, commonly referred to as “spam”; or attempt to affect the performance or functionality of any computer facilities of or accessed through this Website. Breaching this provision would constitute a criminal offence under the Computer Misuse Act 1990. Prommt will report any such breach to the relevant law enforcement authorities and disclose your identity to them.
We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Website or to your downloading of any material posted on it, or on any website linked to it.
The intellectual property rights in all software and content made available to you on or through this Website remains the property of Prommt or its licensors and are protected by copyright laws and treaties around the world. All such rights are reserved by Prommt and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Website nor may you use any such content in connection with any business or commercial enterprise.
You shall not modify, translate, reverse engineer, decompile, disassemble or create derivative works based on any software or accompanying documentation supplied by Prommt. Prommt is a trade mark belonging to Prommt. No licence or consent is granted to you to use this mark in any way, and you agree not to use these marks or any marks which are colourably similar without the written permission of Prommt.
The material displayed on this Website is provided without any guarantees, conditions or warranties as to its accuracy. Unless expressly stated to the contrary to the fullest extent permitted by law Prommt and its suppliers, content providers and advertisers hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity and shall not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Website or the Linked Sites and any materials posted thereon, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise. This does not affect Prommt’s liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law.
You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
You must not establish a link from any website that is not owned by you.
This Website must not be framed on any other site, nor may you create a link to any part of this Website other than the home page. We reserve the right to withdraw linking permission without notice.
Except where expressly stated to the contrary all persons (including their names and images), third party trademarks and images of third party products, services and/or locations featured on this Website are in no way associated, linked or affiliated with Prommt and you should not rely on the existence of such a connection or affiliation. Any trade marks/names featured on this Website are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to Prommt.
You agree to indemnify, defend and hold harmless Prommt, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages and/or costs (including, but not limited to, legal fees) arising from your use this Website or your breach of the Terms of Service.
Prommt shall have the right in its absolute discretion at any time and without notice to amend, remove or vary the Services and/or any page of this Website.
If any part of the Terms of Service is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Service will not be affected all other clauses remaining in full force and effect. So far as possible where any clause/sub-clause or part of a clause/sub-clause can be severed to render the remaining part valid, the clause shall be interpreted accordingly. Alternatively, you agree that the clause shall be rectified and interpreted in such a way that closely resembles the original meaning of the clause /sub-clause as is permitted by law.
We operate a complaints handling procedure which we will use to try to resolve disputes when they first arise: please let us know if you have any complaints or comments.
If you breach these conditions and we take no action, we will still be entitled to use our rights and remedies in any other situation where you breach these conditions.
These terms and conditions are to be construed in accordance with the laws of Ireland and in the event of any dispute or claim associated with these terms and conditions, that dispute or claim shall be subject to the exclusive jurisdiction of the Irish courts.
The above Terms of Service constitute the entire agreement of the parties and supersede any and all preceding and contemporaneous agreements between you and Prommt. Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by a Director of Prommt.
Use of our Service
a. are the only terms and conditions upon which We are prepared to make the Service;
b. shall govern your use of any Service made available to You as a Customer and/or as a Non-billable Customer; and
c. shall govern Your access to, and use of, the Service to the exclusion of all other terms and conditions.
d. For the avoidance of doubt, any reference to the Service in these Terms and Conditions shall be interpreted to include where the Service is made available to both Customers and Non-billable Customers except where expressly stated otherwise.
2. The Service
a. send and receive Email, SMS and / or other format messages;
b. Include links within such messages to payment completion forms that enable your customers make payments to you via a 3rd party Payment Gateway. You will have your own agreement directly with the 3rd party Payment Gateway. (For the avoidance of doubt, our service does not include the processing of any payments: you and your chosen Payment Gateway are solely responsible for this and we accept no liability in relation to any aspect of such Payments).
c. any service that We make available to You during the term of the Agreement, as more particularly defined in the Signature Page or as part of Your online registration.
2. Any such message and any other Service that we may make available to You, shall be referred to in these Terms and Conditions as a “Transaction”.
3. Non-billable Customers
a. trial one or more elements of the Service described in the above clause 2; and / or
b. use any element of the Service described in the above clause 2 or any other service made available by Us to You free of charge from time to time at Our absolute discretion.
c. The Service will only be made available to you as a Non-billable Customer for either a limited period of time and/or limited number of Transactions as specified on the Signature Page or as part of Your online registration (“Trial Period”).
d. Your access to the Service as a Non-billable Customer shall terminate immediately as soon as the Trial Period expires. In the event that the Trial Period is limited both in time and by the number of transactions, the Trial Period shall expire as soon as either limit is reached (i.e. whichever occurs first).
e. For the avoidance of doubt, if You have not agreed to become a Customer then following expiry of the Trial Period, You shall have no access to the Services. If You wish to make use of the Services, You will be required to enter into an agreement with Us for the provision of the Services.
4. Availability and Interruption of the Service
a. factors affecting the operation of the Service and / or preventing Transactions from being successfully conducted such as, by way of example, geographical or topographical shortcomings in the network of any telecommunications network operator (“Network Operator”), network capacity, physical obstructions or atmospheric conditions; or
b. factors preventing end-users from receiving messages, such as, by way of example, anti-spam filters; or
c. any shortcomings or service availability of any nature whatsoever in the platform, systems and any other relevant services provided by a Payment Gateway.
a. that the Service will be available to You at all times or free from faults or interruptions;
b. the receipt by any intended recipient of any message using the Service (as applicable);
c. the successful processing, reporting, or receipt of, any payments made by an end user of the Service to you or any credits made by you to an end user of the Service.
a. You are in material breach of the Agreement and / or any applicable codes of practice, guidelines, rulings or regulations of any national telecommunications regulatory authority or other competent body or authority (“Regulator”) relating to the Service that may be introduced or made from time to time during the continuation of the Agreement and with which You must comply or to which You have agreed to be bound (“Codes”);
b. You are doing or have done anything unlawful in the course of using or relating to Your use of the Service;
c. a Network Operator, Payment Gateway, or a Regulator requires it;
d. at any time the number of Transactions that You are conducting exceeds any forecast You have given Us of the number of Transactions that You expected to conduct at that time (“Forecast”) or, in the absence of any applicable Forecast, the number of Transactions conducted by You at any time causes or is likely to cause congestion to any telecommunications network; or
5. Freedom of Information
6. Confidentiality and Data Protection
7. Customer and Non-Paying customer support
8. Customer Charges and Payment
a. use any pre-payment or deposit that You have provided to Us as full or part payment of any outstanding sum;
b. suspend Your access to the Service and / or cease to allow any Transactions to be conducted by You until payment of any outstanding sum is received by Us in full and cleared funds from You; and / or
c. without prejudice to any of Our rights, to charge simple interest on the outstanding sum, calculated at the rate of 8% per annum above the base rate of the European Central Bank applying from time to time to run from the due date for payment until receipt by Us of any outstanding sum in full and cleared funds whether or not after judgment and without prejudice to any of Our other rights or remedies.
9. Credit Status
11. Your Liabilities and Obligations
a. use the Service or permit the Service to be used to send messages to any end-user for marketing purposes without that end-user’s explicit request for or prior consent to receiving them. If You are sending any message for commercial purposes to any of Your end-users , You must give those end-users the right to opt out of receiving any further messages sent by You for commercial purposes (and You shall promptly process any end user’s election to opt out);
b. use the Service or permit the Service to be used to convey messages to any end user, the frequency and number of which is excessive in Our reasonable opinion;
c. use the Service or permit the Service to be used for any improper, fraudulent, immoral or unlawful purpose;
d. use the Service or permit the Service to be used for the transmission of any material which is of a defamatory, offensive, abusive, obscene or menacing character or nature;
e. use the Service or permit the Service to be used in a manner that infringes the intellectual property rights or any other proprietary rights of any third party; or
f. use the Service or permit the Service to be used in a manner that may injure or damage any person or property or cause the quality of the Service to be impaired.
a. send only messages that comply with all applicable laws, regulations and Codes and that contain nothing which is likely to cause offence in view of the generally prevailing standards of decency and propriety from time to time.
b. comply with all reasonable directions and instructions issued by Us from time to time in relation to the Service.
c. comply with and observe at all times all applicable laws, regulations and Codes and any directions, recommendations and decisions of any Regulator; and
d. not act in any manner likely to bring Us, the Service or any Network Operator or Payment Gateway into disrepute.
e. be liable for any resultant fines and penalties arising from failure to agree to the above conditions.
a. modify or create derivative works of the software, programs, and other applications underlying the Service (the “Software”);
b. sublicense, lease, rent, assign, distribute, repackage, rebrand, or otherwise transfer or disclose the Software, any portion thereof or any documentation to any third party; or
c. cause, assist or permit any third party (including an end-user) to do any of the foregoing. For the avoidance of doubt, the restrictions in this clause 12.8 do not prohibit You from embedding in Your own technology offerings the APIs that We make available to You for purposes of accessing the Service.
12. Our Liability to You
13. Disclaimer of Warranties
a. Your use of the Service is at Your sole risk. The Service is provided on an “as is” and “as available” basis. We and Our licensors expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement;
b. We and Our licensors make no warranty that (i) the Service will meet your requirements, (ii) the Service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Service will be accurate or reliable, (iv) the quality of any information or other material obtained by you through the Service will meet your expectations, or (v) that any errors in the software associated with the Service will be corrected;
c. any material downloaded or otherwise obtained through the Service is done at Your own discretion and risk, and You will be solely responsible for any damage to Your computer system or loss of data that results from the download of any such material; and
d. no advice or information, whether oral or written, obtained by you from Us or through or from the Service shall create any warranty not expressly stated in this agreement.
14. Contract Period and Termination
a. references in the Agreement to the “Service” shall mean all or any component part(s) of the Service as altered; and
b. if you are a Customer the Customer Charges shall be correspondingly altered.
a. give Us written notice to that effect within the 7-working day period from and including the Contract Start Date set out in the Signature Page, such notice to take effect immediately; or
b. give Us no less than the Required Notice Period, such notice to take effect no sooner than the End Date. If You wish to terminate the Agreement with effect from any date preceding such End Date and are unable to do so for cause or any other reason under these Terms and Conditions, if you are a Customer under the Agreement then You must pay Us the Customer Charges due for each month (or part thereof) remaining of the Initial Term post-termination, such Customer Charges to be calculated on the basis of the monthly Customer Charges as set out in the Signature Page (as varied if applicable), and any prepayment of Customer Charges that You have made to Us will not be credited or refunded.
a. the other party becomes insolvent, makes any arrangement with or for the benefit of its creditors, goes into compulsory or voluntary liquidation, has a receiver, administrative receiver, liquidator or other similar official appointed over its assets, is subject to an administration or similar order or ceases trading;
b. the other party commits a material breach of the Agreement and (where such breach is capable of remedy) fails to remedy the breach within 14 days of a written notice from the party not in breach requiring its remedy; or
c. any licence required for Us to operate the Service is revoked, terminated or modified or, in the case of new licence requirements being imposed, the applicable licence:
(i) is not granted to Us; or
(ii) is granted to Us but in such a way as to prevent Us from continuing to make the Service available or a Network Operator or Payment Gateway from enabling Us to make the Service available.
a. You will immediately cease to use the Service; and
b. all monies then owing to Us under or in connection with the Agreement will become immediately due and payable.
15. Force Majeure
a. make a change to any terms of the Agreement to take account of a change in the law, in which case we will, wherever possible, notify you in advance of any such change;
b. make a change to any material term of the Agreement to take account of any commercial or financial grounds outside of our control (for example a change in the terms of the network providers or the provision of services by such network providers or by Payment Gateways) provide that we shall notify you of any change to any material term of the Agreement and You shall within 30 days of the date of Our notice be entitled to terminate the Agreement; and
c. make a change to any term of the Agreement, which does not materially affect the Services by publishing notice of the change on Our website at www.Prommt.com and making the revised terms and conditions available on Our website.
Use of our Website by Merchants
18. Use of the website
a. no documents or related graphics on the Website are modified in any way;
b. no graphics on the Website are used separately from accompanying text; and
c. our copyright and trade mark notices and this permission notice appear in all copies.
19. Website access
20. Visitor material and conduct
a. that is threatening, defamatory, obscene, indecent, seditious, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy or which may cause annoyance or inconvenience; or
b. for which you have not obtained all necessary licences and/or approvals; or
c. which constitutes or encourages conduct that would be considered a criminal offence, give rise to civil liability, or otherwise be contrary to the law of, or infringe the rights of any third party in, the UK or any other country in the world; or
d. which is technically harmful (including, without limitation, computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data).
21. Links to and from other websites
a. you do not remove, distort or otherwise alter the size or appearance of our logo;
b. you do not create a frame or any other browser or border environment around the Website;
c. you do not in any way imply that we are endorsing any products or services other than its own;
d. you do not misrepresent your relationship with us nor present any other false information about us;
e. you do not otherwise use any of our trade marks displayed on the Website without our express written permission;
f. you do not link from a website that is not owned by you; and
g. your website does not contain content that is distasteful, offensive or controversial, infringes any intellectual property rights or other rights of any other person or otherwise does not comply with all applicable laws and regulations.
4. You shall fully indemnify us for any loss or damage we suffer or any of our group companies suffer for breach of paragraph 21.2
24. Governing law and jurisdiction