These Terms of Use constitute an electronic agreement between you (hereinafter the "User") and Nylo LLC (hereinafter "NYLO", "we", "us", or "our"), a company incorporated under the laws of Georgia (Law of Georgia “On Entrepreneurs”) with registration number 412790154 and registered address at 88 Avtomshenebeli St, Kutaisi Free Zone, Land Plot 01/298, Kutaisi, Georgia. These Terms apply to the User’s use of the NYLO platform (including any NYLO website or integrated payment interface on third-party websites) and any and all services, products, and content provided by NYLO. As used herein, "NYLO" refers to Nylo LLC, including but not limited to its owners, directors, officers, employees, agents, or other related parties.
These Terms of Use contain important provisions which the User should read carefully before using the NYLO platform or services. The User is solely responsible for understanding and complying with any and all laws, rules, and regulations of his/her jurisdiction that may be applicable to the User in connection with use of NYLO’s services. These Terms of Use incorporate the Privacy Policy and any other policies published by NYLO (on its website or otherwise) by reference. By accepting these Terms of Use, the User agrees to and accepts all such policies.
IF YOU DO NOT ACCEPT THESE TERMS OF USE, YOU ARE NOT PERMITTED TO ACCESS OR USE THE NYLO PLATFORM OR ANY NYLO SERVICES.
1.1. Merchant: A third-party seller of products or services who uses the NYLO platform to receive payments from Users. The Merchant is the counterparty to the User in a transaction; NYLO is not the seller of the Merchant’s goods or services and is not a party to the contract between the User and the Merchant.
1.2. Payment Provider: Any third-party financial institution or payment service provider that processes the User’s payment on behalf of NYLO. This may include the User’s bank, card issuer, electronic wallet provider, or other financial service used by the User to transfer funds. The Payment Provider, upon the User’s payment instruction, transfers the funds to NYLO’s account for settlement to the Merchant.
1.3. Platform: The technology environment provided by NYLO that allows Users to initiate and facilitate payment transactions to Merchants, including any APIs, widgets, or interfaces integrated on third-party Merchant websites or applications.
1.4. Services: All services provided by NYLO, including but not limited to the facilitation of payments from Users to Merchants and related payment processing services.
1.5. Transaction: A payment instruction initiated by the User to transfer a sum of money to a Merchant via the NYLO platform. A Transaction is considered executed when the User’s Payment Provider has transferred the funds to NYLO and NYLO has in turn settled the funds to the Merchant (or is in the process of doing so).
1.6. Transaction Fee: Any fee or commission charged by NYLO (if applicable) for processing a Transaction. Transaction Fees, if any, will be disclosed to the User prior to executing a payment.
1.7. Non-supported Countries: Those countries or jurisdictions to which NYLO does not offer its Services, as listed in Section 11 of these Terms (the “Prohibited Jurisdictions”). This list is subject to change and is generally aligned with high-risk or sanctioned countries.
1.8. User (also referred to as "you"): Any natural person (or entity, where applicable) who uses the NYLO platform to pay a Merchant for goods or services, and who agrees to abide by these Terms of Use. The User must be at least 18 years old (or the age of majority in their jurisdiction) and have the legal capacity to enter into agreements.
(Any other capitalised terms used herein have the meanings given to them in the context of these Terms.)
2.1. Role of NYLO: NYLO provides a platform that allows Users to facilitate payments to Merchants on a business-to-consumer (B2C) basis. NYLO operates solely as an intermediary that transmits the User’s payment request to a Payment Provider and, upon receipt of funds from the Payment Provider, forwards those funds to the Merchant on the User’s behalf on the same day. NYLO is not a bank, e-money institution, or custodial payment service provider to the User; it does not hold User funds except as necessary to settle Transactions with Merchants, and it does not provide any form of account or stored balance to Users.
2.2. No User Account or Wallet: NYLO does not issue individual user accounts, digital wallets, or a user dashboard. The User will not have a personal NYLO account or the ability to store funds with NYLO. Any balance, credit, or transaction history visible to the User is provided by the Merchant’s own platform (for example, an account balance or purchase history with that Merchant). NYLO’s role is limited to payment processing, and it does not provide a user interface for account management or hold a persistent balance for the User.
2.3. Integration with Merchants: NYLO’s Services can be accessed via integrations on third-party Merchant websites, applications, or other interfaces. Merchants may integrate NYLO’s payment gateway (through APIs, widgets, or white-label solutions) into their platforms to enable Users to make payments seamlessly. In each case, NYLO and the Merchant will have a separate agreement governing the provision of NYLO Services on the Merchant’s platform. Users transact with NYLO through these Merchant-integrated interfaces.
2.4. Geographic Restrictions: Depending on the User's country of residence or location, some or all of NYLO’s Services may not be available to that User. It is the User's responsibility to comply with local laws and regulations regarding the use of NYLO’s Services and to refrain from using the Platform if such use is prohibited in the User’s country. NYLO may, in its sole discretion, restrict or disable Services in certain jurisdictions in compliance with legal requirements or NYLO’s risk policies.
2.5. No Involvement in Underlying Sales: NYLO is not a party to the underlying contract of sale or service between the User and the Merchant. NYLO’s sole function is to facilitate the payment from the User to the Merchant. The Merchant remains solely responsible for the products or services it provides to the User, including their quality, safety, delivery, and compliance with any warranties or legal requirements. NYLO does not endorse or assume any liability for any Merchant or any product/service that a Merchant offers. Any dispute regarding the goods or services purchased (such as defective products or failure to deliver) is strictly between the User and the Merchant, and must be resolved in accordance with the Merchant’s policies and applicable law.
2.6. No Custody of Funds / Timing of Settlement: NYLO does not act as a custodian of User funds. When the User initiates a payment, the User’s chosen Payment Provider will collect the funds from the User (for example, by charging the User’s credit card or debiting a bank account) and transfer those funds to NYLO’s designated account. NYLO will then settle the funds to the Merchant, typically on the same business day, to complete the Transaction. While NYLO holds funds briefly for the purpose of settlement, it does not offer any interest, nor any custodial holding of funds for Users. The User’s payment is considered completed once the Payment Provider has successfully transferred the funds to NYLO and NYLO has in turn credited the Merchant.
2.7. Instant Balance Update: Upon a successful Transaction, the Merchant’s platform may reflect the User’s payment immediately (for example, updating the User’s balance or confirming an order). This instant update is based on NYLO’s confirmation to the Merchant that the payment instruction has been received and is being processed. However, the actual clearing of funds is subject to the Payment Provider’s processing timelines. If, for any reason, the payment fails or is reversed after an initial confirmation, the Merchant may adjust the User’s balance or purchase accordingly.
3.1. Right to Use Services: The User is permitted to access and use the NYLO Platform and Services only if he/she agrees to and complies with these Terms of Use. By using the Platform, the User acknowledges acceptance of these Terms and agrees to act in conformity with them at all times.
3.2. Obligation to Read Terms: The User undertakes to read these Terms of Use carefully before initiating any Transaction or using any NYLO Services. Use of the Platform or Services signifies that the User understands and agrees to all terms and conditions herein.
3.3. Compliance with Laws: The User agrees to comply with all applicable laws and regulations related to the use of NYLO Services, including but not limited to laws governing financial transactions, anti-money laundering, anti-fraud, consumer protection, and currency control in the User’s jurisdiction. The User is solely responsible for ensuring that using NYLO’s Services is legal in his/her jurisdiction.
3.4. Information and Cooperation: The User undertakes to provide truthful, accurate, and up-to-date information as required for any Transaction or as requested by NYLO or the Payment Provider. The User must monitor the Transaction process and promptly supply any additional information or documentation requested to complete the Transaction (for example, additional identity verification or payment authentication). Failure to provide such information may result in delays or cancellation of the Transaction.
3.5. Notification of Issues: The User must immediately (without undue delay upon discovery) inform NYLO of any unusual, suspicious, or incorrect activity concerning a Transaction processed via NYLO. This includes but is not limited to noticing that a payment was executed incorrectly or suspecting that a payment instruction was altered or unauthorised. In the event of such issues, the User should contact NYLO support and provide all relevant details. If the User fails to timely notify NYLO of suspicious or abnormal transaction activity, the User may be held responsible for the consequences of any continued misuse of the Service.
3.6. Use of the Service: The User agrees that by initiating a Transaction via NYLO, the Platform (in conjunction with its Payment Providers) will act to process the payment. Specifically, the User agrees and understands that when a payment Transaction is made, NYLO (through the Payment Provider) will receive the monetary sum from the User and then transfer an equivalent amount (minus any applicable fees) to the Merchant designated by the User. The User authorises NYLO to act as an intermediary to complete this transfer of funds to the Merchant.
3.7. Unauthorised Access: The User is responsible for maintaining the security of any credentials, payment instruments, or authentication devices used to initiate Transactions. For example, if the User uses a one-time password or a banking login to confirm a payment, the User must ensure those credentials are kept safe. The User must not share any sensitive authentication codes or allow others to initiate payments on their behalf without authorisation. In the event the User suspects that someone has gained unauthorised access to his/her payment instrument or the NYLO Services (through the Merchant’s platform), the User should notify both NYLO and the relevant Payment Provider immediately. NYLO personnel will never ask the User for sensitive login passwords to external accounts, and any such request should be reported as potential fraud.
3.8. Lawful Purposes Only: The User agrees not to use the Services for any unlawful, fraudulent, or unauthorised purposes. The User shall not initiate any Transaction that is in furtherance of illegal activity, and shall not use the NYLO Platform to transmit or receive funds that are the proceeds of crime or otherwise illegal. Using the Service to engage in criminal activity is strictly prohibited.
3.9. Liability for Violations: The User shall be liable for any damages or losses caused to NYLO, to other users, or to any third party as a result of the User’s violation of these Terms or any applicable laws. In particular, the User agrees to indemnify NYLO for any claims, losses, or expenses that result from the User’s improper or illegal use of the Services or from the User’s infringement of any third-party rights (such as intellectual property rights or privacy rights. Nothing in these Terms shall be construed to limit the User’s liability for fraud, intentional misconduct, or for personal injury or property damage caused by the User’s negligence or violation of law.
3.10. Personal Use of Payment Instruments: The User may only use payment instruments (such as credit/debit cards, bank accounts, or e-wallets) registered or issued in the User’s own name to fund Transactions through NYLO. The use of any payment method that is not legally owned by the User (for instance, using a third party’s card or bank account without authorisation) is prohibited and will be treated as a fraudulent act. NYLO and/or the Payment Provider may verify that the payment instrument is indeed issued to the User, and NYLO reserves the right to refuse or cancel transactions that appear to violate this requirement.
By initiating any Transaction or using NYLO’s Services, the User expressly represents and warrants the following:
4.1. Legal Compliance: The User is following all laws and regulations applicable in the User’s country of residence and any country from which the User accesses NYLO’s Platform or Services. The User’s use of the Services does not violate any applicable sanctions, export controls, or other laws.
4.2. Acceptance of Terms: The User has read, understood, and accepted these Terms of Use in full. The User acknowledges that these Terms constitute a legally binding agreement governing the use of NYLO’s Services.
4.3. Age and Capacity: The User is at least 18 years old (or the age of legal majority in the User’s jurisdiction of residence) and has the full right, power, and authority to enter into this agreement and to perform Transactions via the Platform. If the User is an individual, the User is not a minor and is legally capable of entering into binding contracts. If the User is using the Services on behalf of a business or other entity, the User has the authority to bind that entity to these Terms.
4.4. Use for Legitimate Purposes: The User will only use the Platform to conduct Transactions for legitimate, bona fide purposes in accordance with the conditions set forth in these Terms and applicable law. The User will not use the Services to engage in any activity that is deceptive, fraudulent, malicious, or otherwise prohibited.
4.5. Ownership of Funds: The User represents that all funds used in any Transaction (i) belong to the User and (ii) are from lawful sources. The User will not use the Platform to transfer funds that are not legally theirs or that have been obtained through any illegal activity. Similarly, the User represents that any payment instrument or account used to send or receive funds via NYLO is owned or lawfully controlled by the User.
4.6. No Third-Party Rights Violation: The User warrants that initiating or receiving any Transaction via NYLO does not and will not violate any contract, agreement, or obligation by which the User is bound, nor infringe upon the rights of any third party or any applicable law. This includes (without limitation) not engaging in transactions that would infringe intellectual property rights, privacy rights, or other legal rights of any person or entity.
4.7. Accuracy of Information: All information that the User provides to NYLO or through the Platform (including information provided to any Payment Provider as part of a Transaction) is true, accurate, current, and complete. The User will promptly update any information that becomes outdated or incorrect. The User understands that NYLO or its partners may rely on this information and that any false or misleading information could result in Transaction failure or legal liability.
4.8. Consent to Data Use: The User understands and agrees that personal data and identification information provided by the User in connection with using NYLO’s Services may be shared with appropriately authorised third parties (such as Payment Providers, identity verification services, or government authorities) when required by law or necessary for providing the Services. This sharing will occur, for example, for purposes of preventing crime (such as fraud or money laundering), fulfilling tax or reporting obligations, or as otherwise required to complete the Transaction. Any personal data will be handled in accordance with NYLO’s Privacy Policy and applicable data protection laws.
5.1. Right to Decline or Suspend Transactions: NYLO reserves the right to suspend, delay, or refuse to process any User Transaction at its sole discretion if: (a) the User has violated or NYLO suspects the User is violating these Terms of Use; (b) the User has provided any inaccurate, incomplete, or fraudulent information; (c) the Transaction appears unusual or suspicious under NYLO’s risk parameters; or (d) NYLO is required to do so by law, regulation, or at the request of any competent authority. This includes the right to block or reverse any payment before it is completed to the Merchant if such action is deemed necessary to comply with legal obligations or NYLO’s compliance policies. NYLO may also place a temporary hold on funds (either those incoming from the User or outbound to the Merchant) while investigating any potential breach of these Terms or any suspicious activity.
5.2. Provision of Services: NYLO will use commercially reasonable efforts and due care in providing the Services to the User. This means NYLO will strive to process payments in a timely and secure manner, consistent with industry standards for payment gateways. However, the User acknowledges that the provision of Services might be dependent on third-party systems (such as banking networks and payment processors) and thus absolute continuity or error-free performance cannot be guaranteed.
5.3. Limited Responsibility for Execution: NYLO’s responsibility in a Transaction is limited to the technical and logistical steps of facilitating the payment. Specifically, NYLO is responsible for ensuring that a valid payment request is transmitted to the appropriate Payment Provider, and if funds are received by NYLO, for ensuring that those funds are correctly disbursed to the Merchant designated by the User. NYLO is not responsible for the actual debiting of the User’s account or card (which is performed by the Payment Provider) or for the ultimate availability of funds in the Merchant’s account after NYLO has sent the payment. Once NYLO has properly transmitted the User’s payment instruction and remitted funds as instructed, NYLO’s obligations with respect to that Transaction are fulfilled.
5.4. No Warranty for Uninterrupted Service: To the extent permitted by law, NYLO shall not be liable for any losses or damages (including loss of profits, revenue, business opportunity, or data, or any indirect or consequential losses) arising from factors beyond NYLO’s control or not caused by NYLO’s breach of these Terms. Unless a loss is directly caused by NYLO’s violation of these Terms, NYLO will not be responsible for it. In particular, NYLO is not liable for losses resulting from the User’s or any third party’s failure to act with reasonable care, or from any third-party actions or omissions.
5.5. Third-Party Services and Content: NYLO is not responsible for any damages or losses incurred by the User as a result of using third-party services in connection with NYLO’s Services. This includes any services of Merchants or Payment Providers or any other third party that the User may interact with while using NYLO. If a Merchant’s site or system malfunctions or a Payment Provider fails to process a payment (for example, due to their own technical issues or compliance checks), NYLO is not liable for the consequences of those failures. Any disputes or issues arising from third-party services must be resolved with those third parties directly, unless explicitly stated otherwise.
5.6. System Availability and Downtime: NYLO is not responsible for any malfunction, breakdown, delay, or interruption in the internet connection, or for any reason the Platform may be unavailable at any given time. While NYLO endeavours to maintain continuous operation of its Services, it cannot guarantee that access will never be disrupted. The User acknowledges that the NYLO Platform, like any online service, may experience unplanned outages or downtime.
5.7. No Liability for Payment Delays: NYLO is not responsible for any delay in the processing of payments if such delay is caused by a third-party payment operator or financial institution. For example, if a bank transfer is held by an intermediary bank or if a credit card network experiences latency, NYLO has no control over those processes. NYLO’s role is concluded once it has properly forwarded the User’s payment request and any required funds to the Merchant; any further delays in the banking network are outside NYLO’s control.
5.8. Fraud and Illegal Activity Reporting: If NYLO suspects that a User is engaging in fraud, money laundering, terrorist financing, or any other illegal activity, NYLO will report all necessary information to the relevant law enforcement and regulatory authorities. Such information may include the User’s identity details, transaction records, and any other data required. The User acknowledges that NYLO may freeze or withhold any transactions or funds (to the extent NYLO has control of them) at any time pending investigation, at the request of a government agency or as required by law, or if NYLO, in its discretion, believes the Transaction is suspicious or in violation of these Terms. Users understand that their transactions may be frozen or reversed by NYLO in such cases without notice, if mandated by authorities or legal process.
5.9. No Waiver of Liability Where Not Permitted: Nothing in these Terms of Use shall operate to exclude or limit NYLO’s liability for matters that cannot be excluded by law, such as liability for NYLO’s own fraud, willful misconduct, or personal injury or death caused by NYLO’s negligence. Additionally, any statutory duties or liabilities that cannot be limited or excluded under applicable law will remain in force. All other liability of NYLO is, however, limited or disclaimed to the maximum extent allowed by law, as detailed elsewhere in these Terms.
6.1. Ownership of Platform Content: All content and materials available on the NYLO Platform or any official NYLO website are the property of NYLO or its licensors and are protected by copyright, trademark, trade secret, and other intellectual property laws. This includes (but is not limited to) the software, code, databases, design, text, images, logos, graphics, and user interface of the Platform. Unless otherwise expressly indicated, NYLO retains all proprietary rights in the Services and the Site.
6.2. Restrictions on Use: The trademarks, trade names, service marks, logos, and branding (“Marks”) displayed on the Platform or any NYLO website are owned by NYLO or its respective third-party owners. Users are not granted any license or right to use any of these Marks without the prior written permission of NYLO or the respective owner. All content provided through the Services (including data compilations, page layout, and underlying code) may not be copied, reproduced, modified, republished, uploaded, posted, transmitted, scraped, aggregated, or distributed in any form or by any means without NYLO’s explicit prior written consent. Any unauthorised use of the content or Marks is strictly prohibited and may violate copyright, trademark, and other laws.
6.3. Intellectual Property Infringement Claims: NYLO respects the intellectual property rights of others and expects Users to do the same. If you believe that any content available on the NYLO Platform infringes your intellectual property (for example, if you believe your copyrighted work or trademark is being used without authorisation), please notify NYLO promptly with all relevant details of the claim. You may be asked to provide proof of your rights (such as copyright registration or trademark ownership) and information sufficient for NYLO to locate the allegedly infringing material. Upon receiving a complete and valid notice, NYLO will investigate and, if appropriate, remove or disable access to the infringing content and/or take other appropriate action in accordance with applicable intellectual property laws. Please note that knowingly submitting a false claim of infringement may result in liability for damages.
(Contact information for intellectual property claims can be found on NYLO’s official website https://nylo.pro or by requesting it from NYLO’s support support@nylo.pro)
7.1. KYC by Payment Providers: The User acknowledges that NYLO does not typically conduct independent “Know Your Customer” (KYC) identity verification for end Users, because such KYC obligations are fulfilled by the Payment Provider that the User chooses to initiate the transaction. By using a particular Payment Provider (for example, by using a certain banking service or card), the User will be subject to that provider’s KYC and customer due diligence requirements, and the User agrees to comply with all such requirements. For instance, the Payment Provider may require the User to provide identification documents, proof of address, or other information in order to process a payment on the User’s behalf. If the User fails or refuses to comply with a Payment Provider’s KYC requests, the Transaction will likely be declined or cancelled, and NYLO will be unable to facilitate the payment.
7.2. NYLO’s Right to Request Information: While NYLO itself is not providing financial services directly to the User, NYLO reserves the right to request or obtain additional information about a User or a specific Transaction when necessary to comply with legal requirements or NYLO’s internal policies. This may include verifying the identity of the User or the ownership of the payment instrument, especially in cases of suspicious or high-value transactions. If the User does not provide the requested information or documents, NYLO may, in its discretion, refuse to process the Transaction and may terminate or limit the User’s access to the Services (to the extent possible) to ensure compliance with anti-money laundering (AML) and counter-terrorist financing (CTF) regulations. The User authorises NYLO to directly or indirectly make inquiries that NYLO considers necessary to verify the User’s identity and information. This may involve NYLO obtaining information from third-party sources or databases to confirm the authenticity and accuracy of the documents and details provided.
7.3. Data Protection in Verification: Any personal data collected by NYLO in the course of identity verification or compliance checks will be used strictly for those purposes and protected in accordance with NYLO’s Privacy Policy and applicable data protection laws. NYLO will only request information that is reasonably necessary for compliance and will implement appropriate security measures to safeguard any data collected. By providing any personal data for KYC or compliance purposes, the User consents to NYLO’s use and disclosure of that data to third parties (such as verification service providers or regulatory authorities) as needed to meet NYLO’s legal and regulatory obligations.
7.4. No Service to Certain Users: NYLO actively monitors and screens Users and transactions to prevent providing Services to individuals or entities that are prohibited by law or NYLO policy (such as those on international sanctions lists or in prohibited jurisdictions). If a User is identified as a prohibited party or if a Transaction involves a prohibited country or counterparty, NYLO will refuse service and may report the incident to relevant authorities. Details on prohibited countries and Users are set forth in Section 11 below, and Users must ensure they are not in violation of those restrictions when using the Services.
7.5. Ongoing Compliance: The User understands that compliance is an ongoing process. Even after a Transaction is processed, NYLO or the Payment Provider may conduct subsequent reviews (for instance, if new information arises suggesting a transaction was suspicious). The User agrees to cooperate with any post-transaction investigation or requests, and acknowledges that NYLO may freeze or recall funds if ordered by a regulatory authority or if required to prevent loss or illegal activity.
8.1. Transaction Process: When the User initiates a Transaction via the NYLO Platform (for example, by clicking a payment button on a Merchant’s site and providing payment details), the User is authorising NYLO to communicate that payment instruction to the relevant Payment Provider. The User should carefully review all Transaction details (such as the Merchant’s identity, the amount of the payment, and any associated fees or conversion rates) before confirming the payment order. By confirming the payment, the User consents to NYLO and the Payment Provider proceeding with the Transaction.
8.2. Irrevocability of Payment Orders: The User acknowledges that once a payment instruction is submitted through NYLO and the Payment Provider has been authorised to debit the User’s account or card, the Transaction cannot be reversed or cancelled by the User through NYLO. Transactions are typically processed instantly or in real-time. Therefore, after clicking “confirm” or a similar confirmation action, the User loses the ability to cancel the payment via the Platform. (If the User wishes to request a refund or reversal after the fact, such requests must be directed to the Merchant and will be governed by the Merchant’s refund policy or, if applicable, the Payment Provider’s chargeback process.) The time of execution of a Transaction is the time at which the User’s payment is successfully authorised and captured by the Payment Provider. The User should not initiate a payment unless they are sure they want to complete it, as it may not be possible to recover funds except through the Merchant’s cooperation or other legal means once the Transaction is executed.
8.3. Transaction Receipt: Upon successful completion of a Transaction, NYLO (or the Merchant via the NYLO integration) may provide a confirmation notice or receipt to the User electronically (e.g., on-screen confirmation and/or email receipt). This receipt will typically include details such as the Transaction amount, date/time, a unique transaction ID, and the Merchant’s name. Users are advised to save or screenshot this confirmation for their records. If the User does not receive confirmation of a payment that was seemingly completed, the User should promptly contact the Merchant or NYLO support to verify whether the Transaction was executed to avoid duplicate payments.
8.4. Delays and Holds: The User acknowledges that in some cases, a Transaction may be delayed or placed on hold. Delays can result from NYLO’s or the Payment Provider’s compliance procedures (for instance, automated fraud or AML checks) or from technical issues. In certain cases, the User’s Payment Provider might also put a temporary hold on the transaction amount (for example, an authorisation hold on a card) pending settlement. NYLO does not guarantee any specific timeframe for completion of a Transaction, especially in cases where manual review or additional verification is needed. However, most Transactions will complete within minutes. The User agrees that NYLO is not liable for any losses or inconvenience caused by reasonable delays in processing.
8.5. Notification of Unrecognised Transactions: If the User notices any transaction activity facilitated by NYLO that the User did not authorise (for example, seeing a charge processed by NYLO on their bank statement that they do not recognise), the User must immediately notify NYLO and provide all relevant information to investigate the issue. NYLO will advise the User on steps to take (which may include contacting the Payment Provider to block a card or account, etc.). If the User fails to promptly inform NYLO of an unauthorised or mistaken transaction, NYLO reserves the right to freeze any related funds (if still within NYLO’s control) and the User may be held responsible for losses resulting from delay in reporting. Timely reporting of unauthorised transactions is important to protect the User’s rights (including potential rights to dispute charges with the Payment Provider).
8.6. Cancellation or Recall of Transactions: In some cases, NYLO may be required to cancel or recall a transaction even after it has been executed, if such a request comes from a financial institution involved in the transaction (e.g., a reversal request from the User’s bank or card issuer). For example, a transaction might be reversed if the Payment Provider flags it as fraudulent or if the User initiates a chargeback/dispute. The User agrees to cooperate with NYLO and provide any necessary information in such events, to help determine the reasons and to resolve the matter. If a transaction is cancelled or reversed, this may result in the Merchant not getting paid and the User’s balance with the Merchant (if any) being adjusted downwards accordingly. NYLO bears no responsibility for any loss to the User from such cancellation if it was initiated by the financial institutions or due to the User’s own dispute/chargeback.
8.7. Merchant Errors: If a Merchant informs NYLO that a payment was made in error or in an incorrect amount (for instance, due to a pricing mistake or a technical glitch) and requests a reversal or adjustment, NYLO will handle such requests on a case-by-case basis in accordance with the Merchant’s agreement and applicable laws. NYLO may contact the User to notify them of the issue and, if necessary, to seek the User’s consent or further information. The User is expected to act in good faith to resolve any payment errors (for example, paying any shortfall or agreeing to a refund of an overpayment). NYLO will not arbitrarily reverse a completed transaction without either the User’s consent or a valid legal mandate (such as a court order or valid chargeback outcome).
9.1. Transaction Fees: NYLO reserves the right to charge a Transaction Fee or service fee for each payment processed through the Platform. If applicable, the amount of any such fee and the basis for its calculation will be disclosed to the User before the User confirms the transaction. Transaction Fees may be a flat amount or a percentage of the transaction value, or a combination thereof, depending on the payment method and the arrangement with the Merchant. By proceeding with a transaction, the User agrees to pay all applicable fees. In many cases, the Merchant may choose to absorb NYLO’s fees on behalf of the User; however, if any fee is to be charged to the User, it will be transparently presented.
9.2. External Fees Beyond NYLO: NYLO has no control over, and is not responsible for, any fees or charges that may be imposed by the User’s Payment Provider or other third parties in connection with a Transaction. For example, the User’s credit card issuer or bank might charge cash advance fees, foreign transaction fees, currency conversion fees, or other charges as a result of the payment. Likewise, if the User’s payment involves a currency conversion (because the User’s account/card is in a different currency than the transaction currency), the exchange rate and any conversion fee are determined by the User’s Payment Provider, not by NYLO. NYLO disclaims responsibility for such costs, and the User should consult their agreement with their bank or card issuer for details on any additional fees.
9.3. Consent to Fees: By initiating a Transaction, the User agrees to pay the total amount due, which may include NYLO’s Transaction Fee (if any) in addition to the principal payment amount for the goods/services. The User’s Payment Provider will be authorised to deduct the full amount (price of purchase + fees) from the User’s funding source. NYLO’s portion of the fees (if any) will be collected by NYLO out of the funds received, and the remainder will be forwarded to the Merchant. The User understands that NYLO’s fee, once collected upon a completed transaction, is generally non-refundable, except in cases of processing error or as required by law.
9.4. Fee Changes: NYLO may modify its fee structure from time to time. Any introduction of new fees or changes to existing fees will be communicated through an update to these Terms or through the Merchant interface before the User initiates a transaction, subject to the new fees. Fee changes will not apply retroactively to transactions already completed, but will apply to any future transactions. If the User does not agree with any new or modified fees, the User should discontinue using the Services.
10.1. Right to Refuse for Illegality: NYLO reserves the right to suspend or terminate access to the Services, freeze any in-process funds, or cancel any Transaction at any time if we reasonably suspect that the transaction is illegal or violates these Terms, or if we are required to do so by law or by instructions of any relevant government authority or payment network. This includes actions NYLO may take to comply with laws aimed at preventing financial crime, money laundering, terrorist financing, fraud, or any other illicit activity. NYLO will report any suspicious transaction or activity to the appropriate law enforcement authorities as required by law.
10.2. No Use for Unlawful Purposes: It is strictly forbidden to use the NYLO Platform or Services for any unlawful purpose or to further any illegal activity. The User shall not initiate or receive payments that are in connection with any criminal enterprise, money laundering scheme, terrorist organisation, or other illegal operation. NYLO will actively monitor and prohibit transactions that appear to be in violation of this clause and will cooperate with law enforcement in any investigations.
10.3. Prohibited Activities List: The User shall ensure that they do not use the NYLO Services for any transactions related (directly or indirectly) to the following goods, services, or activities, which are hereby deemed prohibited:
This list is not exhaustive, and NYLO reserves the right to refuse any transaction that it deems to be in violation of the letter or spirit of this Section, even if not specifically listed.
10.4. User’s Covenant: The User agrees that they will not use NYLO’s Services to engage in any of the prohibited activities listed above. The User further agrees to cooperate fully with NYLO in any investigation of suspected illegal transactions and to provide any information reasonably requested by NYLO to verify compliance with this Section.
10.5. Consequences of Illegal Use: If a User is found to be using the Services in connection with any illegal activity or in violation of this Section 10, NYLO will take appropriate action, which may include cancelling the transaction, terminating the User’s access to the Services, reporting the activity to law enforcement, and pursuing any remedies available under law or equity. NYLO will report any suspicious or illicit activity to the relevant authorities as required.
11.1. Right to Restrict Service: NYLO is an independent service provider and reserves the right to accept, restrict, or deny access to the Services for any User, in accordance with NYLO’s internal policies and regulatory obligations. Use of the Services is a privilege, not a right, and NYLO may refuse to facilitate a transaction or provide services to any person or entity at its sole discretion, particularly if required to comply with laws or to manage risk.
11.2. Screening of Users: NYLO actively screens Users and transactions to ensure that Services are not provided to individuals or entities in certain prohibited jurisdictions or who otherwise present prohibited risk factors. This means that if you are located in or a citizen of certain countries, or if NYLO determines that providing the Service to you would violate applicable sanctions or expose NYLO to legal risks, we will not be able to offer our Services to you.
11.3. Prohibited Jurisdictions: Users are not permitted to use NYLO’s Services if they are located in, resident in, or transferring funds to/from any of the following countries or territories (the “Non-Supported Countries” or Prohibited Countries):
Afghanistan, American Samoa, Bahamas, Barbados, Belarus, Bosnia and Herzegovina, Botswana, Burundi, Cambodia, Central African Republic, China, Cuba, Democratic Republic of Congo, Egypt, Ethiopia, Gaza Strip, Ghana, Guam, Guinea-Bissau, Guyana, Iran, Iraq, Jamaica, Japan, Lao People's Democratic Republic (Laos), Lebanon, Libya, Mali, Mauritius, Myanmar (Burma), Netherlands, Nicaragua, Nigeria, North Korea (Democratic People’s Republic of Korea), Pakistan, Panama, Puerto Rico, Russian Federation, Samoa, Serbia, Singapore, Somalia, South Sudan, Sri Lanka, Sudan, Syria, The Northern Mariana Islands, Trinidad & Tobago, Tunisia, U.S. Virgin Islands, Uganda, United Kingdom, United States of America, Vanuatu, Venezuela, West Bank (Palestinian Territory, Occupied), Yemen, and Zimbabwe.
This list may be updated by NYLO from time to time to add or remove countries as required by law or NYLO’s risk assessment. The most current list will be available in the latest version of these Terms or on NYLO’s official website.
11.4. Additional Sanctions Compliance: In addition to the above country restrictions, the User represents and warrants that they:
By using NYLO’s Services, the User confirms all of the above. NYLO relies on these representations in providing the Services.
11.5. False Information: If NYLO determines that the User has provided false information about their identity or location in order to evade these restrictions (for example, using a VPN to appear from a different country, or providing fraudulent identification documents), such conduct will be deemed a serious violation of these Terms. NYLO may immediately terminate Services to such User and report the incident to relevant authorities.
11.6. Consequences of Violation of Geography/Sanctions Rules: Users who, despite the above provisions, attempt to use or successfully use the Service while being in a Prohibited Country, being a Prohibited User, or otherwise in violation of Section 11.4, do so illegally and fraudulently. NYLO reserves the right to immediately suspend or terminate any Services to such Users as soon as such violation is discovered, without any obligation to provide advance notice or any compensation for any disruption or loss of service. Funds involved in transactions that violate these restrictions may be frozen or seized as required by law. The User shall not be entitled to any refunds or recoveries for transactions rendered void by this breach, except as mandated by law.
11.7. User Responsibility for Legal Consequences: Any User who violates the above prohibitions (knowingly or unknowingly) assumes full responsibility for any legal consequences, including potential criminal, civil, or administrative penalties that may arise under applicable law. NYLO will not be liable for any loss, damage, or penalty to the User stemming from the User’s non-compliance with the sanctions and country restrictions set out in these Terms. Furthermore, the User agrees to indemnify and hold NYLO harmless against any claims or losses incurred by NYLO due to the User’s violation of these provisions.
12.1. User Termination: The User may stop using the NYLO Services at any time. Since NYLO does not provide User accounts, there is no formal “account” to close with NYLO; however, the User can effectively terminate this agreement by simply ceasing to initiate new Transactions through NYLO. If the User has any pending or in-progress Transactions, the User should ensure those are completed or properly cancelled before discontinuing use of the Services. Any obligations incurred by the User prior to termination (such as fees for transactions already processed or any liabilities owed to NYLO or a Merchant) will continue to apply.
12.2. NYLO Termination or Suspension: NYLO may, by giving notice where reasonably practicable, terminate or suspend the User’s access to the Services (either directly or through a Merchant’s platform) at any time, for any reason at our sole discretion. This includes NYLO’s right to limit, suspend, or discontinue any aspect of the Service, to refuse to facilitate any new transactions, or to effectively bar a particular User from using the Services. Without limiting the foregoing, NYLO may take such actions for reasons including, but not limited to:
The above grounds are illustrative and not exhaustive. NYLO may also suspend or terminate the availability of the Services to entire groups of users (for example, all users in a certain jurisdiction) if regulatory circumstances change.
12.3. Effect of Suspension/Termination by NYLO: In the event NYLO suspends or terminates the User’s use of the Services, NYLO will, when reasonably possible, provide notice to the User (for example, via email or through the Merchant interface). However, in cases such as suspected fraud or security threats, NYLO may be legally or operationally unable to provide advance notice. Upon termination, the User must immediately cease all use of NYLO Services. Any pending transactions that have not yet been processed may be cancelled at NYLO’s discretion (subject to Section 12.4 regarding funds return). NYLO shall not be liable to the User or any third party for any termination of the User’s access to the Services or for the results of such termination.
12.4. No Effect on Fees Owed: Termination of Services (whether by User or by NYLO) shall not affect the payment of any fees or charges that have accrued or are otherwise due from the User for past transactions. The User remains responsible for any such amounts even after termination. For example, if the User incurred transaction fees prior to termination, those fees remain payable and NYLO reserves the right to pursue collection of such fees.
12.5. Handling of Funds upon Termination/Cancellation: If a Transaction is cancelled (whether due to User request, NYLO’s decision, or a Payment Provider’s action) or if the User’s access to Services is terminated while there are still funds in transit, NYLO will take steps to ensure that any funds already received from the User are returned to the User (minus any applicable fees or charges incurred up to that point), or returned to the originating payment source, as long as doing so would not violate law or instructions from authorities. Specifically, if the User made a payment via a credit/debit card or other payment instrument and the Transaction is cancelled, typically the hold on the User’s card/account will be released by the Payment Provider and no actual charge will occur. If funds have been captured and are in NYLO’s possession at the time of cancellation, NYLO will refund those funds to the original source (e.g., reversing the card charge or sending funds back to the bank account) whenever possible. In cases where an original source return is not feasible (for instance, certain kinds of bank transfers), NYLO will contact the User to arrange an alternative method of return (such as asking for bank account details to send back the funds). The User is responsible for providing correct refund information and cooperating in the return of funds.
12.6. Timing of Refunds: NYLO will strive to return any refundable funds to the User as soon as possible following a cancellation, subject to any mandatory security holding period or compliance review. However, the User acknowledges that when international payments or multiple banks are involved, the refund process can be slower and intermediary banks or payment providers may impose delays. NYLO cannot guarantee the exact time it will take for the User to receive the returned funds, as this depends on the banking system and Payment Provider processes.
12.7. Deductions by Intermediaries: In some cases, when funds are returned, intermediary banks or payment processors may deduct charges from the refunded amount (for example, an international wire transfer might have fees, or currency conversion might occur). NYLO will use reasonable efforts to ensure that any such charges are minimized and, if possible, disclosed to the User in advance. However, the User acknowledges that some charges cannot be avoided or predicted (for instance, a correspondent bank’s fee). The User agrees that such charges are the User’s responsibility and that NYLO is not liable for the difference between the amount sent and amount received if third-party fees are applied during the refund process.
12.8. Survival of Terms: All provisions of these Terms which by their nature should survive termination (including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability, and governing law) shall survive the termination or expiration of Services to the User.
13.1. “As Is” Basis: The NYLO Services are provided on an “as is” and “as available” basis, without any warranty or guarantee of any kind, either express or implied. To the maximum extent permitted by law, NYLO disclaims all representations and warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing or usage of trade. The User understands that the use of the Services is at their own risk.
13.2. No Guarantee of Uninterrupted Access: While NYLO strives to keep the Platform operational, all online services may experience occasional disruptions or outages. NYLO does not guarantee that access to the Platform or Services will be continuous, uninterrupted, or error-free. The User acknowledges that the Service may be affected by factors outside of NYLO’s control, including but not limited to power outages, hardware malfunctions, software bugs, internet connectivity issues, cyber-attacks, or failures of third-party service providers. NYLO shall not be liable for any losses (including lost opportunities or data loss) that result from any interruption, suspension, or termination of the Service or any part of it.
13.3. No Data Warranty: NYLO does not warrant the accuracy, completeness, or timeliness of any data or information provided through the Services. Information regarding transaction status, balances shown by Merchants, or any other content is provided for convenience and general information only, and the User should verify critical information independently. In the event of any discrepancy between the data shown via the NYLO Platform and the actual amounts processed through banking networks, the latter will govern.
13.4. Maintenance and Downtime: NYLO may need to temporarily suspend the Services from time to time to perform maintenance, software upgrades, or other required technical work on the Platform. NYLO will endeavor to schedule planned maintenance during times of lowest usage and, when feasible, to provide reasonable advance notice to Users (for instance, by posting a notice on our website or through the Merchant’s interface). However, in emergency situations (such as to address a security vulnerability or to comply with urgent legal requirements), NYLO reserves the right to perform maintenance immediately and without advance notice. The User acknowledges that maintenance activities may not be predictable or within NYLO’s full control, and thus some downtime may occur even with NYLO’s best efforts to inform Users.
13.5. Limited Service Jurisdictions: NYLO may gradually expand or restrict the availability of Services in certain markets. NYLO does not warrant that the Services (or any part, feature, or functionality of the Services) will be available in every country or language, or that the Services will continue to be offered to Users in a particular jurisdiction. NYLO may cease to offer Services in a jurisdiction if it determines it is legally or commercially impractical to continue doing so.
13.6. User’s Responsibility for Access: The User is responsible for having the necessary devices, internet connection, and compatible software to access the Services. NYLO does not guarantee that the Platform will function on all hardware or devices. Any material downloaded or otherwise obtained through the use of the Service is accessed at the User’s own discretion and risk, and the User will be solely responsible for any damage to their device or loss of data that results from the download or use of any such material.
14.1. No Advice Provided: The User understands and agrees that NYLO does not provide financial, investment, or legal advice in connection with its Services. Any information that may be provided by NYLO or its website – such as general educational content about payment methods, descriptions of services, or FAQs – is for informational purposes only and should not be construed as professional advice. NYLO’s support representatives, while they may provide technical help or information about how to use the Services, are not financial advisors or legal advisors and their communications should not be considered as such.
14.2. User’s Independent Judgment: Any decisions made by the User in using NYLO’s Services (including the decision to purchase goods or services from a particular Merchant, or to use one payment method over another) are made at the User’s own discretion and risk. The User should consider their own financial situation, needs, and risk tolerance, and may seek advice from qualified financial or legal professionals if necessary, before engaging in any transaction. For example, if the User is unsure about the legitimacy of a Merchant or a transaction’s legal implications, the User should exercise caution and perhaps seek legal advice; NYLO will not assess the suitability or legality of the User’s transactions beyond the scope of our compliance controls.
14.3. No Tax Advice: Any mention of taxes or tax implications in any NYLO materials is not intended as tax advice. The User is solely responsible for understanding and fulfilling any tax obligations that arise from their transactions (see Section 15 below). NYLO does not provide tax filing advice or calculations for Users.
14.4. Information Provided “As-Is”: Although NYLO may provide certain information (for example, exchange rates, if applicable, or payment processing times, or general regulatory information), NYLO does not guarantee the accuracy or completeness of this information and it should not be relied upon as authoritative or up-to-date for decision-making. The User should verify critical information independently.
14.5. No Fiduciary Duty: The User acknowledges that NYLO is not acting as a fiduciary or advisor in any capacity to the User; NYLO is purely a service provider facilitating payments. The User agrees that they are not relying on NYLO or any of its employees or agents for advice regarding the appropriateness or legality of any transaction.
15.1. User’s Tax Obligations: The User is solely responsible for calculating, reporting, and paying any and all taxes (including without limitation any sales, use, value-added, goods and services, income, or other taxes) that may be owed to any tax authority in connection with the User’s use of NYLO Services. This may include taxes arising from purchases made via NYLO (e.g., sales tax or VAT on the goods/services purchased from the Merchant), as well as any potential income or other tax consequences if the User is a Merchant or otherwise in a taxable event. NYLO is not responsible for determining whether taxes apply to the User’s transactions, or for collecting or remitting any taxes on the User’s behalf, except to the extent that NYLO is required to do so as per the law of a relevant jurisdiction (for example, if a law required NYLO to collect VAT on service fees charged to Users in certain countries, NYLO would comply as necessary).
15.2. No Liability for User Taxes: NYLO will not be liable for any penalties or interest that the User incurs due to failure to pay taxes associated with the User’s use of the Services. If a tax authority requires NYLO to pay any taxes that were your obligation (e.g., VAT on a purchase where the Merchant did not collect it, and it is later deemed that NYLO should have done so), NYLO may seek reimbursement from the User for such amounts.
15.3. Tax Documentation: NYLO may provide the User with records of transactions (through receipts, history, or other means) which the User may use for tax purposes in consultation with their tax advisor. However, NYLO will not provide any formal tax advice or tax documents to the User (unless required by law in certain jurisdictions, e.g., providing a year-end summary for regulatory compliance). It is the User’s responsibility to maintain their own records for tax reporting.
15.4. Taxes on Fees: If NYLO charges any fees for the Services, and if those fees are subject to any applicable taxes (for example, VAT or GST on service fees), NYLO may add the tax amount to the fees and collect it. Such tax charges, if any, will be communicated or visible to the User. For instance, if a 10 USD fee is subject to VAT at 20%, the User may be charged 12 USD (with 2 USD being VAT). NYLO will then remit such tax to the appropriate tax authorities as required. By using the Service, the User agrees to pay any such applicable taxes on NYLO’s fees.
16.1. Communication Methods: NYLO reserves the right to send notices and communicate with the User by any means of communication available, subject to applicable law and the contact information provided by the User. This may include electronic communications (e.g., email, in-app or on-site notifications via the Merchant’s platform, text messages/SMS, push notifications), postal mail, or telephone calls, as appropriate. The User agrees that NYLO may use the email address or other contact details the User has provided (for example, when the User makes a transaction, they might provide an email for a receipt) to send service-related notices or required disclosures.
16.2. Electronic Notices: The User expressly agrees to receive any notices or communications from NYLO in electronic form, and that such electronic notices have the same meaning and effect as if provided in writing. For example, if these Terms are amended, NYLO might notify the User via an email or a pop-up notice; such notice is deemed sufficient. The User is responsible for keeping their contact information (especially email address and phone number) up to date with the Merchant and/or NYLO to ensure receipt of communications.
16.3. Deemed Receipt: Any notice that NYLO sends to the User will be deemed received by the User: (a) if sent by email, within 24 hours of the email being sent, unless NYLO receives notice that the email was not delivered; (b) if by SMS or push notification, immediately upon sending; (c) if by postal mail, three business days after the date of posting (for domestic post) or seven business days (for international post); or (d) if posted on NYLO’s or the Merchant’s platform, at the moment the User next logs in or visits the platform (provided such posting is in a place visible to Users).
16.4. Official Channels: The primary official communication channel of NYLO will be its official website (and in some cases, its official social media or blog, if applicable) for announcements. However, Users transacting via a Merchant platform may receive communications through that platform. NYLO will consider the communication delivered to the User if it has been delivered to the Merchant’s platform for relay to the User (for instance, a notice shown in the payment interface or a message forwarded by the Merchant). NYLO encourages Users to also stay informed by checking any NYLO pages or FAQ provided through the Merchant interface.
16.5. Language: Communications from NYLO to Users will be in English (unless otherwise required by law or arranged by the Merchant). If we provide a translation of any communication, the English version will govern in the event of any conflict between the English text and a translated version, except as otherwise required by applicable law in a given jurisdiction.
16.6. Customer Support: Users with questions or issues can contact NYLO’s customer support via the email address support@nylo.pro. The availability of support (hours of operation, languages supported, etc.) will be communicated on NYLO’s website or via the Merchant’s platform if they provide first-line support. When contacting support, Users should not include sensitive information (like full card numbers) via email for security. NYLO will never ask a User for their private passwords or full payment card numbers via email or phone.
17.1. Governing Law: This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms of Use or the use of NYLO Services shall be governed by and construed in accordance with the laws of Malta, without regard to its conflict of law principles. The User agrees that the choice of Malta law reflects a neutral ground to govern the interpretation and enforcement of these Terms.
17.2. Jurisdiction: All disputes or controversies arising out of or in connection with the NYLO platform, the Services, or these Terms of Use that cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the courts of Malta. The User and NYLO each irrevocably consent to the personal jurisdiction of the Maltese courts. The court of first instance for any dispute shall be a competent court located in Malta (e.g., in Valletta or as determined by Maltese procedural law).
17.3. Legal Actions and Time Limits: The User agrees that any claim or cause of action arising out of these Terms or the use of the Services must be filed within one (1) year after such claim or cause of action arose, or be forever barred. This means that if the User has a dispute with NYLO, they must take action within 12 months, otherwise the claim will be waived (to the extent permissible under law).
17.4. Injunctive Relief: Notwithstanding the above, nothing in these Terms shall prevent NYLO from seeking injunctive relief or any urgent legal remedy in any appropriate jurisdiction if necessary to prevent immediate and irreparable harm to NYLO or the Services (for example, to stop a cyber-attack, fraud, or infringement of intellectual property).
17.5. Severability: If any provision of these Terms of Use is determined by a court of competent jurisdiction to be invalid, void, or unenforceable, that provision shall be deemed severable from the rest of the Terms and shall not invalidate or render unenforceable the remaining provisions. The invalid provision shall be modified or interpreted, if possible, in such a manner as to be valid and enforceable and to most closely achieve the intent of the original provision. If such modification is not possible, the provision shall be severed and the remaining Terms shall continue in full force and effect.
17.6. Waiver: No failure or delay by NYLO in exercising any right, power, or remedy under these Terms shall operate as a waiver of such right, power, or remedy. Any waiver must be in writing and signed by an authorised representative of NYLO to be effective. A single or partial exercise of any right, power, or remedy by NYLO does not preclude any other or further exercise of that or any other right, power, or remedy.
17.7. Consumer Rights: If the User is using the Services as a consumer (for personal, non-business reasons), mandatory consumer protection laws in the User’s country of residence may provide for certain rights or remedies that cannot be waived by contract. In such cases, the provisions of this Section 17 regarding governing law and jurisdiction shall apply to the maximum extent permitted by such laws.
18.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NYLO, ITS PARENT, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR ANY OF ITS THIRD-PARTY SERVICE PROVIDERS, BE LIABLE TO THE USER OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES WHATSOEVER, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, OPPORTUNITY, OR DATA, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USER’S USE OF OR INABILITY TO USE THE NYLO PLATFORM OR SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THIS INCLUDES, WITHOUT LIMITATION, ANY DAMAGES THAT MAY RESULT FROM: (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THE NYLO PLATFORM, SERVICES, OR ANY RELATED SITE; (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY THIRD-PARTY SITES LINKED TO THE PLATFORM (VIA HYPERLINKS, API INTEGRATION, OR OTHERWISE); (III) ANY PRODUCT, SERVICE, OR TRANSACTION PROVIDED THROUGH THE PLATFORM OR ANY THIRD-PARTY WEBSITE; (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE RESULTING FROM USER’S ACCESS TO OR USE OF THE SERVICES; (V) ANY UNAUTHORIZED ACCESS TO OR USE OF NYLO’S SERVERS, SYSTEMS, OR ANY PERSONAL OR FINANCIAL INFORMATION STORED THEREIN; (VI) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, INCLUDING ANY SYSTEM FAILURES OR COMMUNICATION LINE OR NETWORK INTERRUPTIONS; (VII) ANY BUGS, VIRUSES, TROJAN HORSES, MALWARE, OR OTHER HARMFUL CODE THAT MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM BY ANY THIRD PARTY; (VIII) ANY ERRORS OR OMISSIONS IN THE PLATFORM’S OPERATION; (IX) ANY USER CONTENT OR CONDUCT ON THE PLATFORM, INCLUDING ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; OR (X) ANY OTHER ASPECT OF THE SERVICES OR ANY CONTENT RELATED TO THE SERVICES.
18.2. ADDITIONALLY, THE USER SPECIFICALLY ACKNOWLEDGES AND AGREES THAT, TO THE EXTENT PERMITTED BY LAW, ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE NYLO SERVICES OR THESE TERMS MUST COMMENCE NO LATER THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION IS PERMANENTLY WAIVED. THE USER FURTHER ACKNOWLEDGES AND AGREES THAT IN NO EVENT SHALL NYLO’S TOTAL AGGREGATE LIABILITY TO THE USER FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, OR OTHERWISE) EXCEED THE TOTAL AMOUNT OF FEES (IF ANY) ACTUALLY PAID BY THE USER TO NYLO FOR THE SPECIFIC SERVICE OR TRANSACTION THAT IS THE SUBJECT OF THE CLAIM.
18.3. Applicability: The foregoing limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. If applicable law does not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages, some of the above limitations may not apply to the User. In such cases, NYLO’s liability will be limited to the extent permitted by law.
18.4. Release of NYLO: To the extent that the User has a dispute with one or more Merchants or other third parties arising from the use of the NYLO Services (for example, a dispute concerning the goods or services purchased from a Merchant, or a dispute with a Payment Provider), the User releases NYLO (and its affiliates and service providers, and each of their officers, directors, agents, employees, and representatives) from any and all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. The User will not involve NYLO in such disputes, and acknowledges that NYLO is not responsible for the underlying product or service that is the subject of the transaction.
18.5. No Liability for Force Majeure: Under no circumstances shall NYLO be liable for any delay or failure in performance resulting directly or indirectly from events outside NYLO’s reasonable control (see Section 21 “Force Majeure”).
18.6. Essential Basis: The User acknowledges that NYLO has entered into this agreement and is providing the Services in reliance upon the disclaimers of warranty and the limitations of liability set forth herein, that these disclaimers and limitations reflect an allocation of risk between the parties (with the User’s ability to use the service for little or no fee in exchange for these protections for NYLO), and that these disclaimers and limitations form an essential basis of the bargain between the User and NYLO.
19.1. User’s Agreement to Indemnify: The User agrees to defend, indemnify, and hold harmless NYLO, its parent company, affiliates and subsidiaries, and each of their respective officers, directors, employees, agents, and third-party service providers, from and against any and all claims, liabilities, damages, losses, injuries, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out of or related to: (a) the User’s use of or access to the NYLO Platform or Services, including any actions taken by a third party using the User’s payment credentials or accounts (with or without the User’s permission); (b) the User’s violation of any provision of these Terms of Use or any other policy or rules governing the Services; (c) the User’s violation of any applicable law or regulation in connection with their use of the Services; or (d) the User’s violation of any rights of any third party, including but not limited to any intellectual property rights, privacy rights, or proprietary rights of a Merchant or another user.
19.2. Covered Claims: This indemnification obligation covers, without limitation: claims of third parties (including Merchants) arising from the User’s conduct, fines or penalties imposed by regulatory authorities, any breach of a representation or warranty made by the User in these Terms, and any losses sustained by NYLO due to the User’s intentional wrongdoing or negligence.
19.3. Indemnification Procedure: NYLO will provide prompt notice to the User of any claim or legal proceeding which might give rise to an indemnification obligation. However, any failure to do so will not relieve the User of their indemnification obligation except to the extent that the User is materially prejudiced by that failure. NYLO shall have the right to select its counsel and control the defense and settlement of any claim for which it is indemnified hereunder. The User agrees to cooperate fully with NYLO (at the User’s expense) in defending such claims. The User may not settle or compromise any claim against NYLO without NYLO’s prior written consent.
19.4. Separate Obligations: The User’s indemnification obligations are separate from any other obligations of the User under these Terms or at law. This means that even if a limitation of liability or other provision would prevent NYLO from being liable to the User for certain types of losses, the User may still be obligated to indemnify NYLO for claims involving those types of losses if brought by a third party and arising from the User’s conduct.
19.5. Survival: The indemnification obligations set forth in this Section 19 will survive the termination or expiration of these Terms of Use and remain in effect even after the User ceases to use the NYLO Services.
20.1. Right to Modify Terms: NYLO reserves the right to amend or modify these Terms of Use at any time. Any such changes will typically be made to address legal, regulatory, security, or operational requirements, or to add additional features or improvements to the Services. NYLO will not make changes that have a retroactive negative impact on the User’s rights unless required to do so by law or for safety/security reasons.
20.2. Notice of Changes: In the event of a material change, NYLO will provide notice to Users by publishing the revised Terms of Use on its website (and/or through the Merchant interfaces) and updating the “Last updated” date at the top. In certain cases, NYLO may also provide additional notice of changes via email or other communication channels, especially if required by law. It is the User’s responsibility to review these Terms periodically for any changes.
20.3. Acceptance of Changes: The changes will become effective and deemed accepted by the User on the first use of the Services by the User after the publishing of the revised Terms. If the User does not agree with any modification, the User’s sole and exclusive remedy is to stop using the NYLO Services. Continuing to use the Services (for example, by initiating a new transaction) after the updated Terms have been posted constitutes the User’s acceptance of the revised Terms.
20.4. Scope of Amendments: No amendment shall apply to any dispute between the User and NYLO arising prior to the date on which NYLO posted the updated Terms that include such amendment. For any changes that are required by law, or that pertain to new features of the Service, these may become effective immediately or as required by the law, and in such cases, advance notice may not be possible.
20.5. Minor Changes: Non-material changes (such as clarifications, improvements in wording, or changes that do not reduce the User’s rights or increase their responsibilities) may be made without specific notice to the User beyond posting the updated Terms.
20.6. Entire Agreement: These Terms of Use (including the Privacy Policy and any other documents or policies incorporated by reference) constitute the entire agreement between the User and NYLO with respect to the subject matter hereof, and supersede any prior or contemporaneous agreements, understandings, or communications (written or oral) relating to the use of the Services. Any continued use of the Service following any update to these Terms signifies acceptance of the updated terms.
21.1. Force Majeure Events: NYLO shall not be liable for any delays or failure to perform any obligation under these Terms if such delay or failure results from causes beyond NYLO’s reasonable control, including but not limited to acts of God, natural disasters (such as floods, earthquakes, hurricanes), fires, wars, acts of terrorism, civil disturbances, epidemics or pandemics, power outages, telecommunications or internet failures, labor disputes or strikes (not involving solely NYLO’s employees), changes in law or policy, sanctions or embargoes, or other events or circumstances that are beyond NYLO’s ability to anticipate or control.
21.2. Notice of Force Majeure: If a force majeure event occurs that affects NYLO’s ability to perform the Services, NYLO will make reasonable efforts to notify Users of the situation (for example, by posting a notice on the website or through Merchant communications) and will attempt to mitigate the impact of such event on the performance of its obligations.
21.3. Effects of Force Majeure: During the continuation of a force majeure event, NYLO’s duties and obligations under these Terms (with the exception of obligations to keep information confidential and to protect User data) shall be suspended to the extent that performance is affected by the force majeure. NYLO will not be considered in breach of this agreement to the extent that its performance is prevented by a force majeure event.
21.4. Extended Events: If a force majeure event continues for an extended period such that it becomes commercially unreasonable for NYLO to continue providing the Services, NYLO reserves the right to terminate or re-negotiate this agreement (or particular transactions) upon notice to the User.
21.5. User’s Obligations: The occurrence of a force majeure event does not excuse the User’s obligations to pay any fees already incurred or to take any steps to safeguard their own interests. For example, if due to a force majeure event, a transaction is delayed, the User should still take reasonable steps (like monitoring the transaction status, or contacting their bank if needed) to mitigate any personal loss.
22.1. Third-Party Links: The NYLO website or the payment interface might contain links or references (for example, hyperlinks, banners, buttons) to third-party websites, resources, or services that are not owned or controlled by NYLO. These may include, for instance, links to a Merchant’s terms and conditions, links to Payment Provider websites, or promotional content from partners. These links are provided solely for convenience and informational purposes.
22.2. No Endorsement: The inclusion of any link to a third-party site or service does not imply any endorsement or approval by NYLO of that site, service, or its contents NYLO does not endorse or make any warranties or representations about any third-party websites or any information, software, or other products or materials found there, or any results that may be obtained from using them.
22.3. No Control: NYLO has no control over the content, privacy policies, or practices of any third-party websites or services. The User acknowledges and agrees that NYLO is not responsible or liable for the availability of such external sites or services, and is not responsible or liable for any content, advertising, products, services, or other materials on or available from such websites or resources.
22.4. Assumption of Risk: If the User decides to access any third-party website or service linked through the NYLO Platform, the User does so entirely at their own risk. Such third-party sites are governed by their own terms and policies (including privacy policies), and the User is responsible for reading and complying with those when using them. NYLO shall not be liable for any loss or damage of any sort incurred as a result of any such dealings with third parties or as a result of the presence of such external resources on the Platform.
22.5. User Content and Third-Party Links: If User content (like feedback or messages) is allowed anywhere in the NYLO interface (e.g., a support forum, etc.), any links posted by Users are not vetted by NYLO. NYLO is not responsible for any third-party links posted by Users and clicking such links is at the User’s own discretion.
22.6. Release: The User hereby releases NYLO from any and all liability arising from the User’s use of any third-party website or service, or from the content of any third-party that the User encounters via NYLO. The User further acknowledges that any contracts or agreements formed with third parties (including Merchants or Payment Providers) through the NYLO Platform are solely between the User and that third party, and NYLO is not a party to those agreements.
By using the NYLO Platform and Services, the User acknowledges that they have read, understood, and agree to all the above terms and conditions.