Terms & Conditions

The following are the terms and conditions of use of the PaymentBrain website. Please read these terms and conditions carefully before you use the PaymentBrain website. By using the PaymentBrain website you indicate that you accept these terms and conditions. If you do not accept these terms and conditions you must not use the PaymentBrain website.

1. PARTIES

1. This Agreement is made between you the customer ("Customer") and Hillclear Ventures Limited, Company No 09449834 registered in the UK having its registered office at 2 Ingleside Close, Beckenham BR3 1QU ("PaymentBrain"); PaymentBrain is a trading name of Hillclear Ventures Limited.

2. In this Agreement, unless the context otherwise requires:

  • "Internet" means the global data network comprising interconnected networks using the TCP/IP ("Transmission Control Protocol/Internet Protocol");
  • "Law" means any law, statute or regulation, guideline or code of conduct (whether or not having the force of law) in any jurisdiction to which PaymentBrain or the Customer is from time to time subject;
  • "Service" means the service provided by PaymentBrain via the PaymentBrain website whereby the Customer may obtain impartial information on the Suppliers and the services and products they offer and, potentially transact with the Suppliers for the provision of those services and/or products;
  • "Software" means any proprietary software utilised by PaymentBrain to enable the Customer to use the Service;
  • "Supplier" means any supplier of services, products and/or goods selected by PaymentBrain from time to time and who is listed on the PaymentBrain website.

3. PaymentBrain reserves the right to amend these terms and conditions at any time. All amendments to these terms will be posted on-line.

The Customer may terminate the Agreement by written notice to PaymentBrain if the Customer does not wish to be bound by such new terms and conditions.

Continued use of the Service or the PaymentBrain website will be deemed to constitute acceptance of the new terms and conditions.

2. PROVISION OF THE SERVICE

1. Use of the PaymentBrain website is currently free. However, PaymentBrain reserves the right to charge the Customer for certain services or impose charges for use of services that were free. The Customer will be clearly notified of any applicable charges before any such services can be selected or before any charges are levied.

2. The Customer shall be responsible for transmitting all payments due to Suppliers on the terms agreed with the relevant Supplier and PaymentBrain shall have no responsibility for transmission of payments to a Supplier.

3. Certain Suppliers will require details of the Customer's credit or debit card and the Customer hereby agrees to provide such details to PaymentBrain where necessary and to the forwarding of such details by PaymentBrain to the relevant Supplier.

3. PAYMENT

1. Use of the PaymentBrain website is currently free. However, PaymentBrain reserves the right to charge the Customer for certain services or impose charges for use of services that were free. The Customer will be clearly notified of any applicable charges before any such services can be selected or before any charges are levied.

2. The Customer shall be responsible for transmitting all payments due to Suppliers on the terms agreed with the relevant Supplier and PaymentBrain shall have no responsibility for transmission of payments to a Supplier.

4. CUSTOMER'S OBLIGATIONS

1. The Customer acknowledges that the Customer will be required to fully and accurately complete a registration process, which will include the creation of a password, in order to have access to saved searches.

2. The Customer warrants that all information provided on registration and during the course of this Agreement is true, complete and accurate and that the Customer shall promptly inform PaymentBrain of any changes to such information.

3. Any password allocated to or created by the Customer to enable the Customer to use the Services shall be kept confidential by the Customer and the Customer shall immediately notify PaymentBrain if any authorised third party becomes aware of that password.

The Customer agrees that any person to whom its user name or password is disclosed is authorised to act as the Customer's agent for the purposes of transacting via the Service. The Customer shall take reasonable steps to prevent unauthorised access to its account via any computer the Customer uses to access its account.

5. INTELLECTUAL PROPERTY RIGHTS

1. All intellectual property rights (including all copyright, patents, trade marks, service marks, trade names, designs (including the "look and feel" and other visual or non-literal elements) whether registered or unregistered) in the PaymentBrain website, information and content on the PaymentBrain website, any database operated by PaymentBrain and Software shall remain the property of PaymentBrain and the Customer shall not obtain, and shall not attempt to obtain any title to any such intellectual property rights.

2. No part of the Service may be reproduced in any form or used in any other way except in accordance with these terms and conditions.

3. PaymentBrain, PaymentBrain.co.uk and the PaymentBrain logo are trade marks of PaymentBrain. You must not use these or any other registered or unregistered trade marks on the Service without the prior written permission of PaymentBrain.

4. PaymentBrain grants the Customer a non-exclusive non-transferable licence to use the Software solely in executable form and only to the extent necessary for use of the Service and for no other purpose.

6. TERMINATION

1. PaymentBrain shall be entitled to suspend the Services and/or terminate this Agreement if:

(i) the Customer commits a breach of Clauses 2.9, 2.10, 2.11 and 2.15 which in PaymentBrain's reasonable opinion is serious enough to merit immediate termination; or

(ii) the Customer commits any breach of these terms and in the case of a breach which is capable of remedy, fails to remedy the same within 7 days after receipt of a notice giving particulars of the breach requiring it to be remedied; or

(iii) PaymentBrain suspects on reasonable grounds that the Customer may have committed or be committing any fraud against PaymentBrain or any Supplier.

2. The right to terminate this Agreement shall not prejudice any other right or remedy of PaymentBrain in respect of any breach or any rights, obligations or liabilities accrued prior to termination.

7. CUSTOMER BREACH

1. The Customer shall compensate PaymentBrain in full for each loss, liability or cost incurred by PaymentBrain arising out of:

  • 1. any claims or legal proceedings arising from the Customer's use of the Services or use of the Services through the Customer's password which are brought or threatened against PaymentBrain by any other person; or
  • 2. any breach of this Agreement by the Customer.

8. LIMITATION OF LIABILITY

1. Nothing in these terms and conditions limits or excludes the liability of PaymentBrain for death or personal injury caused by PaymentBrain's negligence or any other liability which may not be limited or excluded under applicable law.

2. PaymentBrain will use its reasonable endeavours to ensure that information provided to it by Suppliers is accurate but PaymentBrain does not guarantee the accuracy, completeness, legality or suitability for the Customer's needs of any information which is provided to the Customer by any Supplier and/or is accessed or obtained by the Customer via the PaymentBrain website or otherwise through using the Service.

3. Subject to clause 8.1, you agree that PaymentBrain will not be liable for any loss, claim or damage (whether direct or indirect) which arises out of or is in any way connected with:

    (i) any use of the Service, the PaymentBrain website or its contents;
  • (ii) any failure or delay in any component of the PaymentBrain website, the provision of the Service or the provision by any Supplier of its goods, products or services to the Customer;
  • (iii) any use of or reliance upon any information, material, software, products or services obtained through the PaymentBrain website or otherwise through using the Service (including, without limitation, any information, material, software, products or services of any Suppliers); or
  • (iv) any transaction or agreement between the Customer and any Supplier or any attempt to enter into a transaction or an agreement with any Supplier, in all cases even if PaymentBrain has been forewarned of the possibility of such loss or damage.

9. NO PARTNERSHIP / AGENCY

1. Nothing in this Agreement shall be construed to create a joint venture, partnership or agency relationship between the Customer and PaymentBrain and neither party shall have the right or authority to incur any liability debt or cost or enter into any contracts or other arrangements in the name of or on behalf of the other.

10. DATA PROTECTION

1. PaymentBrain shall comply with all applicable data protection laws in the UK. For a description of how PaymentBrain uses personal data the Customer should refer to PaymentBrain's privacy policy.

11. ASSIGNMENT

1. The Customer shall not assign or delegate or otherwise deal with all or any of its rights or obligations under this Agreement. PaymentBrain shall have the right to assign or otherwise delegate all or any of its rights or obligations under this Agreement to any person or entity.

12. FORCE MAJEURE

1. PaymentBrain shall not be liable for any breach of its obligations under this Agreement where it is hindered or prevented from carrying out its obligations by any cause outside its reasonable control, including without limitation by lightning, fire, flood, extremely severe weather, strike, lock-out, labour dispute, act of God, war, riot, civil commotion, malicious damage, failure of any telecommunications or computer system, compliance with any law, accident (or by any damage caused by any of such events).

13. ENTIRE AGREEMENT AND NO WAIVER

1. This Agreement represents the entire understanding between the parties in relation to the subject matter herein and supersedes all other agreements or representations by either party, whether oral or written.

2. No waiver by PaymentBrain of any future defaults, whether of a like or different character. No granting of time or other forbearance or indulgence by PaymentBrain to the Customer shall in any way release, discharge or otherwise affect the liability of the Customer under this Agreement.

14. NOTICES

1. This Agreement represents the entire understanding between the parties in relation to the subject matter herein and supersedes all other agreements or representations by either party, whether oral or written.

2. No waiver by PaymentBrain of any future defaults, whether of a like or different character. No granting of time or other forbearance or indulgence by PaymentBrain to the Customer shall in any way release, discharge or otherwise affect the liability of the Customer under this Agreement.

15. GOVERNING LAW

1. This Agreement shall be governed by and construed in accordance with the laws of England and Wales and both parties hereby submit to the non-exclusive jurisdiction of the courts of England and Wales.