In these Terms unless the context requires otherwise:
- in respect of the AMEX Payment Services, American Express Australia Limited;
- in respect of the Card Scheme Services, the Card Scheme Acquirer, being Cuscal Limited;
- in respect of the Non-Scheme Payment Services, the Non-Scheme Acquirer, being FlexeWallet Pty Ltd; and
- in respect of the BNPL Payment Services, the BNPL Provider, being Zip Co Limited.
Acquiring Services means the AMEX Payment Services, the Card Scheme Services, the Non-Card Scheme Services and the BNPL Payment Services.Acquiring Services means the AMEX Payment Services, the Card Scheme Services, the Non-Card Scheme Services and the BNPL Payment Services.
AMEX means American Express Australia Limited;
AMEX Payment Services means the services to be provided by Zeller under these Terms in relation to AMEX Transactions and Transactions in relation to the "Japan Credit Bureau" Payment Method operated by JCB.
Applicable Law means the Corporations Act, and any other statute, statutory instrument or general law that is applicable to a party in connection with these Terms, together with:
- regulation or best practice industry guidance notes issued by AusPayNet, ASIC, the OAIC, AUSTRAC, or a similar Australian regulator;
- any non-statutory rule of any Industry Body that is applicable to the governance of Card processing, such as the PCIDSS; or;
- any other non-statutory rule or a non-statutory mandatory code of conduct applicable to the Zeller Services or the processing of Card Scheme Transactions or Non-Scheme Transactions, including Scheme Rules,
as amended, consolidated or replaced from time to time.
Application Form means the application form to become a User made available on the Website or by Zeller, from time to time.
ASIC means the Australian Securities and Investment Commission, the Australian regulator responsible for financial services licensing, regulation and enforcement.
AusPayNet means the Australian Payments Network, the body responsible for issuing regulation and guidelines relating to payment systems, devices and frameworks.
Australian Consumer Law means the Australian Consumer Law, Schedule 2 of the Competition and Consumer Act 2010 (Cth).
BNPL Provider means Zip Co Limited.
BNPL Payment Services means the services to be provided by Zeller under these Terms in relation to BNPL Transactions.
Breach Notice has the meaning given to that term in clause 22.3(a).
Business Day means a day other than Saturday or Sunday on which banks are open for general banking business in Sydney.
Business Hours means 9:00am to 5:30pm AEST/AEDT (as applicable) on a Business Day.
(c) a valid financial transaction card issued by a member or affiliate of a Card Scheme;
(d) any other financial transaction card or financial transaction method in respect of a Payment Method.
Cardholder means a person to whom a Card has been issued.
Card Data or Cardholder Data means any 'cardholder data' or 'sensitive authentication data' as those terms are defined in the PCIDSS.
Card Scheme means any association that provides common branding for Payment Methods and sets rules and regulations concerning use of those Payment Methods. This includes schemes known as Visa, MasterCard, and EFTPOS and any other Payment Methods supported by the Card Scheme Acquirer.
Card Scheme Acquirer means Cuscal Limited ACN 087 822 455.
Card Scheme Payment Method means any Payment Method provided by or in respect of a Card Scheme.
Card Scheme Services means the services to be provided by Zeller under these Terms in relation to Card Scheme Transactions.
Change in Control means, in respect of a person (the first person), when:
- the person or persons who Controlled the first person cease to Control the first person; or
- the person or persons who did not Control the first person Control the first person.
Chargeback means a Transaction that is charged back to the User, whether initiated by the Acquirer. Cardholder or Zeller, in accordance with these Terms and any Applicable Laws.
Claim means in relation to a party, a demand, claim, action or proceeding made or brought by or against that party, however arising and whether present, unascertained, future or contingent.
Confidential Information means all information belonging or relating to Zeller and/or the Zeller Services, whether oral, graphic, electronic, written or in any other form, that:
- is or should reasonably be regarded as, confidential to Zeller; or
- is not generally available to the public at the time of disclosure other than by reason of a breach of these Terms.
Control has the meaning given in section 50AA(1) of the Corporations Act.
Corporations Act means the Corporations Act 2001 (Cth).
Credit Reporting Body has the meaning given to this term in the Privacy Laws.
Data means all Card Data and Transaction Data stored or processed by Zeller or the User under these Terms.
Data Breach means an actual or suspected loss of or unauthorised access to Data.
Defect means if the Terminal hardware does not conform to the applicable specifications and that the User is not able to use the Zeller Services in line with these Terms.
Direct Debit Authority means the authority from you to us contained in Part E of these Terms.
Documentation means the documentation relating to the Zeller Services to be provided by Zeller described in clause 6(a).
EFT System means the system through which, on instructions received by the User, a Cardholder's bank account is debited and the User Account is credited or vice versa as the case may be:
- in relation to goods or services supplied by the User through a Store to the Cardholder; or
- with the amount of any refund in respect of goods or services supplied by the User through a Store to the Cardholder.
Fees means the fees as referred to in clause 15 and set out at https://myzeller.com/pricing.
Force Majeure Event means any act, event or cause including:
- an act of God, peril of the sea, accident of navigation, war, sabotage, riot, act of terrorism, insurrection, civil commotion, national emergency (whether in fact or law), martial law, fire, lightning, flood, cyclone, earthquake, landslide, storm or other adverse weather conditions, explosion, power shortage, strike or other labour difficulty (whether or not involving employees of the party concerned), epidemic, quarantine, radiation or radioactive contamination;
- an action or inaction of a Government Agency, including expropriation, restraint, prohibition, intervention, requisition, requirement, direction or embargo by legislation, regulation, decree or other legally enforceable order; or
- breakdown of plant, machinery or equipment or shortages of labour, transportation, fuel, power or plant, machinery, equipment or material,
To the extent that the act, event or cause directly or indirectly results in a party being prevented from or delayed in performing one or more of its obligations under these Terms and that act, event or cause is beyond the reasonable Control of that party.
GST has the meaning given to that term in section 195-1 of the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Industry Body includes the Australian Payments Network (APN) (formally known as the Australian Payments and Clearing Association (APCA)), Australian Prudential Regulatory Authority (APRA), the Reserve Bank of Australia (RBA), the Australian Securities and Investments Commission (ASIC), and any other regulatory body regulating a Card Scheme Transaction or Non-Scheme Transaction from time to time, and any recognised securities exchange including ASX and Chi-X.
Invalid Transaction has the meaning given in clause 5.2.
JCB means JCB Co., Ltd.
Loss means losses, liabilities, claims, proceedings, actions, demands, damages, costs, charges, expenses or diminution in value, however arising, and whether present or future, fixed or unascertained, actual or contingent.
Merchant Category Code means the four digit number used to classify a merchant by the type of goods or services it provides.
Non-Scheme Acquirer means FlexeWallet Pty Ltd trading as ChinaPayments.
Non-Scheme Body means any person, entity or body that provides or administers any Non-Scheme Payment Method.
Non-Scheme Payment Method means any Payment Method that is not cash or a Card Scheme Payment Method, including payment by use of:
- the Payment Method known as "AliPay";
- the Payment Method known as "WeChatPay"; or
- any other Payment Method supported by the Non-Scheme Acquirer. Non-Card Scheme Services means the services to be provided by Zeller under these Terms in relation to Non-Card Scheme Transactions.
Non-Card Scheme Services means the services to be provided by Zeller under these Terms in relation to Non-Card Scheme Transactions.
OAIC means the Office of the Australian Privacy Commissioner.
Offline Transactions means a Transaction where no authorisation is received from the relevant Card Scheme or Non-Scheme Body.
Payment Facilitator means a User who providing acquiring services to sub-merchants or who otherwise seeks to make the Zeller Services available to a third party merchant.
Payment Method means a method by which a consumer transacts with the User for payment of goods or services received by that consumer from the User, including by use of a card or other device (including virtual and digital devices and electronic chips).
PCIDSS means the Payment Card Industry Data Security Standard published by the PCI Security Standards Council or such other minimum standards for enhancing payment and account security required by Zeller, or any Card Scheme, from time to time.
Personal Information means information or an opinion (including information or an opinion forming part of a database), whether true or not, and whether recorded in a material form, electronic form or otherwise, about an identified individual or an individual who is reasonably identifiable, and includes anything that is defined as personal information or as sensitive information in the relevant Privacy Laws.
Privacy Law means any applicable Law, statute, regulation, ordinance, code, standard or requirements of any government, governmental or semi-governmental body which relates to privacy or health information, including without limitation the Privacy Act 1988 (Cth) and the Australian Privacy Principles under that Act, the Spam Act 2003 (Cth) and the Do Not Call Register Act 2006 (Cth), and any Australian (including State or Territory) legislation from time to time in force which relates to or affects privacy rights or Personal Information.
Recurring Transaction means when the User is authorised to make regular drawings on a Card at predetermined intervals (not to exceed one year between Transactions) with the Cardholder’s written authority.
Related Corporation means, in the case of a party, any entity that is Controlled by, or under common Control with, that party, including but not limited to, subsidiary corporations or entities.
Sale Refunds has the meaning given to that term in clause 4.6.
Scheme Rules means any rules issued by a Card Scheme, from time to time, to govern its respective Payment Method.
Security Deposit means an amount payable by the User to Zeller to be held by Zeller as security for any amounts payable by the User under these Terms, as determined in accordance with clause 8.
Service Providers means Zeller's service providers as appointed from time to time, including but not limited to the Acquirers;
Suspendable Action means Zeller reasonably considers that:
- the User has, or is likely to have, breached these Terms or any Applicable Law;
- the User has failed to provide Zeller with any information it has requested under these Terms; or
- if it does not suspend the Zeller Services or any of them, the User's conduct, or continuation of the User's conduct, will result in a breach by either the User or Zeller of these Terms or any Applicable Law;.or
- risk assessments are required to be completed by Zeller.
Suspended Service has the meaning given to it in clause 9.2.
System means your systems for accessing the Zeller Services;
Transaction means any sales transaction or sales refund transaction effected pursuant to these Terms between a Card Holder and the User.
Terminal means an electronic terminal obtained by the User from Zeller for the processing of Transactions from time to time.
Terminal Warranty Period means the period in which Zeller will fix or refund for a Defect, being 12 months.
Transaction Data means any data generated by Zeller in the processing of a Transaction, and includes any data produced as the result of processing, or failing to process, a Transaction, but excludes Card Data.
Unlawful Act means, collectively and individually, when Zeller's involvement in a Transaction or performance of any service in respect of that Transaction might in any way cause Zeller to:
- to breach any Applicable Law;
- to deal in any way with any person (natural, corporate or governmental) that is sanctioned, or is connected in any way to any person that is sanctioned, under economic and trade sanctions imposed by the United Nations, the European Union or any country;
- to breach any sanction of any kind imposed by any country (including any sanction that supports a decision or resolution of the United Nations Security Council);
- to deal in any way with any person (natural, corporate or governmental) that has been listed or named by any government, or independent authority (such as the United Nations or the European Union), as a person who is in any way suspected of being involved (or potentially involved) in terrorism or in any activities connected with terrorism; or
- to be involved (whether directly or indirectly) in any Transaction which involves the proceeds of unlawful conduct or which involves proceeds which might be applied for the purposes of unlawful conduct.
Zeller Account has the meaning given to it under clause 11.
Zeller MasterCard has the meaning given to it under clause 12.
Zeller Services has the meaning given to that term in clause 1(a).
Zeller System means the systems used by Zeller and its Service Providers to process Transactions in performing the Zeller Services (and includes Terminals, internet payment gateways, the switch, network routers, firewalls, load balancers and VPN concentrators and any other Acquirer hardware or software owned by or under the responsibility of Zeller or its contractors which are related to the Zeller Services), but excluding the User System and systems of Card Schemes.