Terms of Service

1. Who these Terms apply to

These Terms apply to:

1. Visitors browsing or using the Nordgate website;
2. Buyers who purchase or attempt to purchase eligible products or services through a Nordgate checkout;
3. Vendors and Submerchants, including approved software sellers, digital service providers, platforms, creators, and other commercial partners whose products or services are made available through Nordgate;
4. Authorized Users using Nordgate on behalf of a Vendor, including employees, contractors, administrators, directors, beneficial owners, representatives, or other authorized persons.

If you use Nordgate on behalf of a company or other legal entity, you confirm that you are authorized to bind that entity to these Terms.

2. Nordgate's role as Merchant of Record

For certain transactions processed through the Nordgate platform, Nordgate acts as the Merchant of Record. This means that, for those transactions, Nordgate is the legal seller of record to the Buyer for payment and transaction purposes.

Where Nordgate acts as Merchant of Record, Nordgate may be responsible for:

1. processing the Buyer's payment and making available supported payment methods;
2. issuing payment receipts, tax receipts, or invoices to the Buyer where applicable;
3. calculating, collecting, reporting, or remitting applicable VAT, GST, sales tax, or other indirect taxes where required by law or where Nordgate acts as Merchant of Record;
4. handling payment-related refunds, claims, disputes, and chargebacks;
5. conducting fraud, sanctions, AML, risk, KYB/KYC, and compliance checks;
6. making settlement payments to approved Vendors in accordance with the applicable agreement between Nordgate and the Vendor.

When Nordgate acts as Merchant of Record, the Buyer may see NORDGATE FINANCIAL or a related descriptor on their bank, card, wallet, or payment account statement. The exact descriptor may vary depending on the payment method, payment provider, card scheme, bank, country, currency, and transaction type.

Nordgate checkout flows may use wording such as "Pay with Nordgate", "Secure payment via Nordgate", or similar customer-facing wording. Payment options may be made available through third-party payment providers, payment partners, banks, card schemes, wallets, or local payment methods.

3. Vendor's role

Although Nordgate may act as Merchant of Record for payment and transaction purposes, the Vendor remains responsible for the underlying product, software, service, content, licence, access rights, documentation, support deliverables, and performance obligations made available to the Buyer.

The Vendor is responsible for ensuring that its products and services are lawful, accurately described, fit for their advertised purpose, and delivered in accordance with the Vendor's product terms, service description, licence terms, or other applicable documentation.

Nordgate may assist with buyer support, billing support, receipts, refunds, claims, disputes, and transaction-related matters. Product-specific technical support, account access, fulfilment, service performance, product functionality, and product defects may require involvement from the Vendor.

4. Relationship between Nordgate and Vendors / Submerchants

Vendors may only use Nordgate after approval by Nordgate. Approval may require KYB/KYC checks, website review, product review, sanctions screening, beneficial ownership checks, risk assessment, compliance review, and acceptance of Nordgate's commercial agreement.

Each Vendor must enter into a separate agreement with Nordgate. That agreement may include a service level agreement, submerchant agreement, merchant of record services agreement, platform agreement, or other commercial terms.

The Vendor agreement may govern, among other things:

1. settlement schedule, payout currency, fees, and revenue share;
2. reserves, holds, rolling reserves, settlement delays, and payment method limits;
3. refund and chargeback liability;
4. prohibited products and restricted activities;
5. compliance, KYB/KYC, AML, sanctions, fraud, tax, and reporting obligations;
6. transaction monitoring, audit rights, data and reporting obligations, and information requests;
7. support obligations, termination rights, and suspension rights.

If there is a conflict between these public Terms and a signed Vendor agreement, the signed Vendor agreement will prevail for the Vendor relationship, unless stated otherwise.

5. Supported products and services

Nordgate is designed primarily for approved digital commerce, software, SaaS products, digital tools, developer tools and APIs, online platforms, digital content, online services, digital licences, educational digital products, and creator digital products.

Supported categories may include, subject to approval:

1. software products and SaaS products;
2. cloud-based tools, developer tools, APIs, and online platforms;
3. digital content, digital media, digital licences, and creator digital products;
4. online learning and educational digital products;
5. online services and similar digital services approved by Nordgate.

Certain categories, including gaming-related digital goods, AI tools, cybersecurity tools, online education with certification claims, and other higher-risk software or digital services, may require prior written approval, enhanced due diligence, and payment partner approval.

Nordgate may refuse, suspend, or terminate support for any product, Vendor, transaction, region, country, currency, or payment method that Nordgate considers high-risk, prohibited, unsupported, misleading, unlawful, or inconsistent with these Terms, Nordgate's Acceptable Use Policy, or applicable law.

6. Payment methods

Nordgate may make available various payment methods depending on the Buyer's country, currency, product type, risk profile, Vendor eligibility, payment provider availability, and compliance requirements.

Payment methods may include, where available and approved:

1. credit and debit cards;
2. bank transfers;
3. digital wallets;
4. local payment methods;
5. alternative payment methods;
6. Skrill- or Paysafe-supported payment methods, where available, approved, and made available through Nordgate's payment partners;
7. other methods made available through Nordgate's third-party payment providers or payment partners.

Nordgate does not guarantee that every payment method will be available for every Buyer, Vendor, product, currency, or country. We may add, remove, suspend, or limit payment methods at any time for legal, compliance, risk, commercial, technical, provider-related, or payment partner-related reasons.

7. Third-party payment providers

Nordgate may use third-party payment processors, payment providers, acquiring banks, payment institutions, card schemes, wallets, local payment providers, fraud tools, tax providers, compliance providers, identity verification providers, technology vendors, and other service providers to provide the Services.

Those third parties may process transaction data, personal data, payment data, risk data, compliance data, tax data, dispute data, and other information as necessary to provide the Services, support payment flows, manage risk, comply with law, and meet payment partner requirements.

Public availability, naming, branding, and display of payment methods or payment provider names may depend on the applicable provider's rules, approvals, and technical configuration.

8. Prices, currencies, taxes, and fees

Prices may be displayed in the currency selected by Nordgate, the Vendor, or the Buyer, depending on the checkout configuration and availability of payment methods.

The final amount payable by the Buyer may include:

1. product or service price;
2. taxes, including VAT, GST, sales tax, or similar indirect taxes where applicable;
3. payment method fees, where allowed and disclosed;
4. currency conversion or cross-border fees charged by the Buyer's bank, card issuer, wallet, or payment provider;
5. other charges disclosed before purchase.

Nordgate may calculate, collect, report, or remit applicable taxes where required by law or where Nordgate acts as Merchant of Record. The Buyer is responsible for reviewing the total amount before completing the payment.

9. Receipts and invoices

Where Nordgate acts as Merchant of Record, Nordgate is responsible for issuing the Buyer's payment receipt, tax receipt, or invoice where applicable.

Receipts or invoices may include:

1. EMPYRA LTD, trading as Nordgate, as Merchant of Record;
2. Buyer details;
3. product or service description;
4. Vendor name or product provider;
5. payment amount, currency, taxes, and payment method;
6. transaction date, order reference, receipt number, or invoice number.

Buyers may request a copy of their receipt or invoice by contacting support@nordgate.financial.

10. Refunds

Refund eligibility depends on the product type, applicable law, the Vendor's product terms, Nordgate's Refund Policy, payment method rules, delivery status, usage, and the circumstances of the transaction.

Where Nordgate acts as Merchant of Record, payment-related refund requests should be submitted to Nordgate at support@nordgate.financial.

Refund requests should normally be submitted within 14 calendar days from the date of purchase, unless a different refund period is shown at checkout, stated in the Vendor's product terms, stated in Nordgate's Refund Policy, required by applicable consumer law, or required by payment method rules.

Nordgate may approve, reject, or partially approve refund requests after reviewing the transaction, applicable law, product delivery status, Vendor input, fraud indicators, abuse risk, chargeback history, and other relevant factors.

Refunds are usually returned to the original payment method unless this is unavailable, technically impossible, legally restricted, or commercially unreasonable. After Nordgate initiates an approved refund, the funds typically appear in the Buyer's account within 5-10 business days, although timing may vary depending on the payment method, bank, card issuer, wallet, local payment provider, payment processor, country, and currency.

11. Chargebacks, disputes, and claims

If a Buyer has a payment-related issue, the Buyer should contact Nordgate before initiating a chargeback or external dispute with a bank, card issuer, wallet provider, or payment provider.

Nordgate is responsible for handling payment-related claims, refunds, disputes, and chargebacks where Nordgate acts as Merchant of Record. Nordgate may request information from the Buyer and the Vendor to investigate the dispute, including proof of purchase, product delivery evidence, account records, communication logs, usage records, refund history, fraud indicators, and other relevant information.

Nordgate may contest chargebacks and disputes where Nordgate believes the transaction was valid, authorized, delivered, non-refundable, abusive, fraudulent, or otherwise not eligible for reversal. Vendors are required to cooperate with Nordgate in dispute handling and may be financially responsible for refunds, chargebacks, chargeback fees, penalties, losses, or other amounts under their agreement with Nordgate.

12. Subscriptions and recurring payments

Nordgate does not currently support subscriptions or recurring payments as a standard service unless specifically approved by Nordgate and, where required, its payment partners.

If a subscription or recurring payment model is approved for a Vendor, the checkout or Vendor terms will display relevant subscription terms before purchase, including price, billing interval, renewal terms, cancellation method, trial terms if applicable, applicable taxes, and payment method.

Where an approved subscription or recurring payment is available, Buyers may cancel through the Vendor account dashboard or partner portal where available, or by contacting Nordgate at support@nordgate.financial. Cancellation stops future renewals but does not automatically result in a refund for amounts already paid unless required by law or approved under Nordgate's refund process.

13. Buyer responsibilities

Buyers agree to:

1. provide accurate payment, billing, tax, and contact information;
2. use only payment methods they are authorized to use;
3. comply with applicable laws;
4. not use the Services for fraud, abuse, sanctions evasion, money laundering, illegal activity, or prohibited transactions;
5. not attempt to bypass payment, tax, fraud, compliance, geographic, or risk controls;
6. not misuse refund, dispute, or chargeback processes;
7. promptly contact Nordgate if they believe a transaction is unauthorized or incorrect.

Nordgate may refuse, suspend, cancel, refund, or reverse a transaction where Nordgate suspects fraud, unauthorized use, sanctions risk, illegal activity, payment abuse, product risk, or violation of these Terms.

14. Vendor responsibilities

Vendors agree to:

1. provide accurate business, ownership, product, website, settlement, tax, and compliance information;
2. complete KYB/KYC and due diligence checks requested by Nordgate;
3. maintain accurate product descriptions, pricing, refund information, and customer-facing disclosures;
4. deliver products and services as advertised and provide product-related support to Buyers;
5. comply with all applicable laws, regulations, Nordgate's Acceptable Use Policy, and the applicable Vendor agreement;
6. cooperate with refunds, disputes, chargebacks, compliance reviews, audits, and information requests;
7. not submit prohibited, misleading, illegal, infringing, high-risk, or unsupported products;
8. not process transactions for third parties not approved by Nordgate;
9. not use Nordgate to disguise the true seller, product, transaction purpose, or source of funds.

Nordgate may suspend or terminate any Vendor that fails to meet these obligations.

15. Prohibited activities

You may not use Nordgate for activities that are unlawful, prohibited, restricted, misleading, deceptive, high-risk, or otherwise unacceptable to Nordgate or its payment partners.

Prohibited or restricted activities may include, without limitation:

1. illegal goods or services, fraud, scams, deceptive practices, or misleading claims;
2. money laundering, terrorist financing, sanctions evasion, illegal financial services, or transaction laundering;
3. counterfeit goods, intellectual property infringement, unauthorized reselling, or unapproved third-party processing;
4. gambling, betting, casinos, lotteries, games of chance, or similar gambling-related activities;
5. unlicensed financial products, investment schemes, crypto, virtual currency, digital assets, or regulated services;
6. weapons, explosives, dangerous goods, illegal drugs, controlled substances, unlicensed pharmaceuticals, and adult content or adult services;
7. products or services that violate card scheme, bank, payment provider, local payment method, or Nordgate rules;
8. any activity listed in Nordgate's Acceptable Use Policy.

The full Acceptable Use Policy is available at: https://www.nordgate.financial/acceptable-use-policy

16. Compliance, KYC, KYB, AML, and sanctions screening

Nordgate may conduct compliance, fraud, sanctions, AML, KYC, KYB, transaction monitoring, adverse media, PEP, source of funds, source of wealth, and risk checks.

Nordgate may request information or documents from Buyers, Vendors, directors, beneficial owners, representatives, or other relevant parties. Nordgate may delay, suspend, block, reject, refund, reverse, or terminate transactions or accounts where Nordgate determines that additional review is required or where Nordgate identifies unacceptable risk.

Nordgate may report suspicious activity, prohibited activity, fraud, sanctions exposure, or other compliance concerns to competent authorities, payment providers, financial institutions, regulators, financial intelligence units, or law enforcement where required or permitted by law. Nordgate may retain records as required by applicable law, payment provider rules, regulatory obligations, or internal risk controls.

17. Account access and security

Vendors and Authorized Users are responsible for maintaining the confidentiality of account credentials, API keys, dashboard access, and any authentication tools. Vendors must promptly notify Nordgate of any suspected unauthorized access, security incident, credential compromise, data breach, or misuse of the Services.

Nordgate may suspend access where Nordgate suspects unauthorized use, account compromise, fraud, security risk, or violation of these Terms.

18. Platform availability

Nordgate aims to provide reliable access to its website, checkout, dashboard, APIs, support tools, and related services. However, Nordgate does not guarantee uninterrupted, error-free, or always-available service.

Service availability may be affected by maintenance, updates, technical issues, third-party providers, payment networks, banks, local payment methods, force majeure, compliance holds, or other events. Nordgate may modify, suspend, or discontinue any part of the Services at any time.

19. Intellectual property

Nordgate owns or licenses all rights in the Nordgate website, platform, checkout, APIs, software, documentation, logos, trademarks, designs, text, graphics, interfaces, workflows, and related materials.

You may not copy, modify, reverse engineer, distribute, resell, sublicense, or exploit Nordgate's intellectual property except as expressly permitted by Nordgate in writing.

Vendors retain ownership of their own products, content, trademarks, software, documentation, and materials. Vendors grant Nordgate the rights necessary to display, sell, process, support, promote, describe, and administer transactions involving their products through the Nordgate platform.

20. Data protection and privacy

Nordgate processes personal data in accordance with its Privacy Policy. The Privacy Policy is available at: https://www.nordgate.financial/privacy-policy

By using Nordgate, you acknowledge that Nordgate may process personal data for purposes including payment processing, fraud prevention, compliance, tax, support, invoicing, analytics, dispute handling, account administration, settlement, onboarding, and legal obligations. Where required, Nordgate and Vendors may enter into additional data processing terms.

21. Third-party services and links

Nordgate may integrate with or link to third-party services, payment providers, identity verification tools, tax providers, support tools, analytics providers, cloud providers, or Vendor websites.

Nordgate is not responsible for third-party websites, products, terms, policies, outages, errors, or practices, except where Nordgate is legally responsible as Merchant of Record for a transaction. Your use of third-party services may be subject to additional terms.

22. Disclaimers

To the maximum extent permitted by law, the Services are provided on an "as is" and "as available" basis.

Nordgate does not guarantee that every Buyer will be able to complete payment, every payment method will be available, every Vendor will be approved, every country or currency will be supported, every transaction will be free from fraud, disputes, chargebacks, tax issues, compliance reviews, or payment delays, or every product sold by a Vendor will meet the Buyer's expectations.

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

23. Limitation of liability

To the maximum extent permitted by law, Nordgate will not be liable for indirect, incidental, special, consequential, exemplary, punitive, or loss-of-profit damages, including loss of revenue, data, business opportunity, goodwill, or anticipated savings.

For Vendors, Nordgate's aggregate liability will be limited to the amounts payable under the applicable Vendor agreement, subject to any mandatory legal requirements. For Buyers, Nordgate's liability in relation to a transaction will not exceed the amount paid by the Buyer for the relevant transaction, except where applicable law requires otherwise.

Some jurisdictions do not allow certain limitations of liability, so some limitations may not apply to you.

24. Indemnity

Vendors agree to indemnify and hold harmless Nordgate, its directors, officers, employees, contractors, partners, payment providers, and affiliates from claims, losses, liabilities, damages, penalties, fees, costs, and expenses arising from:

1. Vendor products or services, inaccurate product descriptions, or failure to deliver products or services;
2. intellectual property infringement;
3. violation of law, breach of these Terms, or breach of the Vendor agreement;
4. refunds, disputes, chargebacks, or Buyer claims attributable to the Vendor;
5. fraud, prohibited activity, compliance breaches, or inaccurate information provided to Nordgate.

25. Suspension and termination

Nordgate may suspend, restrict, or terminate access to the Services at any time where Nordgate believes that these Terms or a Vendor agreement have been breached, a transaction, Buyer, Vendor, or product creates unacceptable risk, required information has not been provided, activity is prohibited or unsupported, a payment provider, bank, regulator, card scheme, or law enforcement authority requires or recommends suspension, or continued access may expose Nordgate or its partners to liability.

Termination does not affect rights or obligations that accrued before termination, including payment obligations, refunds, disputes, chargebacks, taxes, reserves, reporting, and compliance obligations.

26. Changes to these Terms

Nordgate may update these Terms from time to time. The updated version will be posted on the Nordgate website with a revised effective date.

Continued use of the website or Services after the updated Terms become effective means that you accept the updated Terms. For material changes affecting Vendors, Nordgate may provide notice by email, dashboard notification, or other reasonable means.

27. Governing law and jurisdiction

These Terms are governed by the laws of England and Wales. The courts of England and Wales will have jurisdiction over disputes arising from or relating to these Terms, except where applicable consumer protection law gives a Buyer mandatory rights in another jurisdiction.

Nothing in this section limits any mandatory consumer rights that cannot be waived under applicable law.

28. Consumer rights

Nothing in these Terms limits any mandatory consumer rights that cannot be waived under applicable law. Buyers may have additional rights depending on their country of residence, product type, payment method, and applicable consumer protection rules.

For digital products, software, SaaS products, digital content, online services, or immediately delivered services, cancellation and refund rights may vary depending on whether the Buyer has consented to immediate performance or digital delivery, whether delivery has started, whether the product has been accessed, activated, downloaded, used, or consumed, and applicable consumer protection law.

29. Contact

For payment support, receipts, refunds, disputes, chargebacks, or Merchant of Record questions, contact: support@nordgate.financial.

For business, partnership, or Vendor onboarding enquiries, contact: onboarding@nordgate.financial.

For general enquiries, contact: info@nordgate.financial.

EMPYRA LTD, trading as Nordgate. Company number 14984613, registered in England and Wales.

Registered office: 27 Old Gloucester Street, London, WC1N 3AX, United Kingdom.

Website: https://www.nordgate.financial

30. Merchant of Record notice for checkout