The English language version of this Payer Terms of Use (available at: https://www.flywire.com/legal/terms-of-use) will prevail over versions in all other languages. Documents or communications in any other languages are for your convenience and only the English language version of them is official.
1. Overview of Flywire Services.
4. User Accounts and Registration.
5.3. Payments to Designated Entities.
5.5. Effective Date of Payment to Designated Entity.
5.7. Material Currency Fluctuations and Other Extraordinary Events.
5.10. Verifying Information; No Changes.
5.11. CANADA: Additional Terms for Payments to or from Canada.
5.12. CHINA: Specific Terms for Payments Made from China.
5.13. INDIA: Additional Terms for Payments made from India.
5.15. UK and EEA: Additional Terms for Payers in the United Kingdom and the European Economic Area.
5.16. United States of America: Additional Terms for Payments Made from the United States.
5.17. Additional Terms for Education and Healthcare Consultants.
5.18. WORLDFIRST (Alipay): Specific Terms for Payments Made Through WorldFirst (Alipay).
8. Third-Party Services and Linked Websites.
9. Termination of Use; Discontinuation and Modification of the Platform.
10. Privacy Policy; Confidentiality; Electronic Disclosure Notice and Consent; Additional Terms.
11. Modification of these Terms.
12. Ownership; Proprietary Rights.
15. Disclaimers; No Warranties.
Introduction.
Welcome, and thank you for your interest in Flywire Payments Corporation, Flywire Healthcare Corporation, Flywire Payments Limited, Flywire Europe, UAB, Flywire Payments Canada, Inc., Flywire G.K., Flywire Serviços Ltda., Flywire Mexico, S.A. de C.V., and Flywire (Singapore) Pte. Ltd., along with their affiliates (collectively, "Flywire", "we" or "us"). Flywire operates the Flywire website at www.flywire.com, along with related websites, networks, and applications (collectively, our “Platform”) and provides other services (together with the Platform, our "Services"). These Payer Terms of Use (“Terms”) govern your use of our Platform.
- If you are located in Australia or paying a Designated Entity in Australia, these Payer Terms of Use - Australia, which are expressly incorporated into these Terms, govern your use of our Platform and supersede these Terms in the event of conflict. Furthermore, if you are located in Australia, Sections 14, 15, 16 and 19.6 of these Terms do not apply to you.
- Users of CohortGo Direct Debit should refer to https://www.flywire.com/legal/direct-debit-terms-of-use.
PLEASE READ THE FOLLOWING TERMS CAREFULLY. BY CHECKING THE BOX, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING THE FLYWIRE PRIVACY POLICY AND THE ELECTRONIC DISCLOSURE NOTICE AND CONSENT (COLLECTIVELY, THESE "TERMS"). If you are not eligible, or do not agree to the Terms, then you do not have our permission to use the Platform.
These Terms provide that all disputes between you and Flywire will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review Section 19 ("Dispute Resolution and Arbitration") for the details regarding your agreement to arbitrate any disputes with Flywire.
1. Overview of Flywire Services.
Flywire helps people live globally and pay locally. We enable businesses, educational institutions, healthcare facilities, and other related billers to collect payments towards fees owed to them by individuals and companies located around the world.
2. Use of the Platform.
2.1 Generally.
Flywire allows users of the Platform to pay bills they receive from businesses, from educational institutions, and from hospitals and associated healthcare facilities, for which we serve as payment agents (each payment recipient, a "Designated Entity"). We may work with local banks, locally licensed payment entities, foreign exchange providers, credit card processors, credit card schemes (such as Visa and MasterCard), and other third-party service providers (each, a "Service Provider") to receive and/or settle payments to a Designated Entity’s bank account.
2.2. Payments Involving Sanctions Targets Are Prohibited.
You acknowledge that Flywire must comply with economic and trade sanctions laws and regulations of the United States and other countries that prohibit or restrict Platform use by certain persons or from certain countries or territories subject to comprehensive sanctions, including, but not limited to, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk People’s Republic (DNR), and Luhansk People’s Republic (LNR) regions of Ukraine (each, a “Sanctioned Location”). You represent and warrant that you are not: (i) located or residing in a Sanctioned Location; (ii) under the control of an entity organized in, or a resident of, a Sanctioned Location; (iii) included on the U.S. Department of the Treasury’s Office of Foreign Assets Control’s list of Specially Designated Nationals and Blocked Persons, HM Treasury’s Office of Financial Sanctions Implementation’s Consolidated List of Financial Sanctions Targets, or other similar sanctions or watch lists as may be issued and updated from time to time by the United Nations, the European Union, or governmental and regulatory authorities anywhere in the world.
3. Eligibility.
You must be at least 18 years of age to use the Platform. By agreeing to these Terms, or by providing a notification to a Designated Entity that payment will be directed to the Designated Entity by Flywire (each, a "Transaction"), you represent and warrant to us that: (a) you are at least 18 years of age; (b) you have not previously been suspended or removed as a user of the Platform; and (c) your registration and your use of the Platform complies with all applicable laws and regulations. If you are using the Platform on behalf of an entity, organization, company, or other payers, you represent and warrant that you have the authority to bind such parties to these Terms, and you agree to be bound by these Terms on behalf of such parties. Flywire’s Platform may not be available in whole or in part in all jurisdictions. We will inform you in the process of signing up or attempting to enter a Transaction whether we can serve your jurisdiction.
4. User Accounts and Registration.
To access certain Platform features, you may be required to register for a user account. When you register for a user account, you may be required to provide us with some information about yourself, such as your email address or other contact information. You agree to provide us only with accurate information, and you agree to keep such information accurate and up-to-date at all times. If you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your user account and password, and you accept responsibility for all activities that occur under your access credentials. You agree to keep your access credentials confidential and secure. If you have reason to believe that your user account has been compromised, then you must immediately notify us at [email protected].
5. Payment.
5.1. Payments Generally.
Entering into a Transaction, or using other features of our Platform, may require you to pay fees and/or may result in compensation for Flywire for currency conversion or other services Flywire provides. Flywire reserves the right to charge higher prices and fees if your Transaction requires additional manual processing or if Flywire must incur additional costs to process it for any reason. In all cases, the total Transaction amount displayed will be inclusive of any fees (including foreign exchange fees charged by us and our Service Providers) applicable to the Transaction. However, the total Transaction amount displayed will not include any fees that may apply to any refund Transactions. By continuing with the Transaction, you agree to pay the total Transaction amount requested by Flywire. We have no control over, and are not responsible for, any fees or charges for the Transaction that a financial institution (such as your bank) or other payment provider, including Service Providers, may impose. We are not responsible for any charges for insufficient funds, chargeback fees, international wire fees, or other, similar charges that any other party might impose on you. We are not responsible for any taxes, duties, levies, withholdings or other liabilities that may be imposed on your Transaction (collectively, "Taxes"), and we are not responsible for any penalty, fine, surcharge, interest, charges or costs relating to such Taxes. You agree to provide Flywire with proof of payment of any Taxes or proof of exemption, as Flywire may reasonably request from time to time.
5.2. Flywire’s Role.
You acknowledge that:
- Flywire is a third-party service provider facilitating payment processing. Except in the case of Direct to Designated Entity Payments or payments for which Flywire acts solely on your behalf (“Specified Payments”), Flywire acts as agent of, and on behalf of, the Designated Entity.
- The Designated Entity, not Flywire, determines the amount you owe the Designated Entity. Flywire is not responsible for any mistakes in the invoices or other notifications you receive that indicate the amounts you owe the Designated Entities.
- Flywire does not determine the payment terms governing your obligation to pay the Designated Entity. These payment terms, including, but not limited to, the payment due date, the amount owed, and the number of installment payments in any payment plan the Designated Entity offers to you, are agreements between you and the Designated Entity. Flywire is not a party to such agreements and has no role in setting the terms of such agreements.
- The payments you make to a Designated Entity are Transactions between you and the Designated Entity and satisfy all or part of your payment obligation to the Designated Entity.
- Flywire does not hold any funds on your behalf and, except in the case of Specified Payments, Flywire does not process or transfer any funds on your behalf.
- In the case of Specified Payments, you authorise Flywire to make payments on your behalf.
- Flywire is not responsible if you do not complete a payment to a Designated Entity.
- Specific terms apply to health insurance products.
5.3. Payments to Designated Entities.
You agree to pay the amount you indicated when you booked the Transaction. If additional charges apply to the processing of the Transaction, we will notify you. Payment is due to the Designated Entity through Flywire at the time you submit your Transaction through Flywire. If, as a result of your Transaction, we are charged insufficient funds fees, chargeback or reversal fees, or other similar fees, you agree to reimburse us for all such fees. In some instances, for Transactions funded from the sender’s bank account, you agree that we or our Service Provider may charge your bank account for less than the amount of the transfer as part of our effort to confirm ownership of the account.
5.4. Payment Instructions.
5.4.1. Transaction Booking.
A Transaction can only be processed to a Designated Entity if a booking is created through the site, through the website of a Service Provider, or through another arrangement that the Designated Entity has established with Flywire. In the event that a booking is not created, Flywire will be unable to process a Transaction until a booking has been created. Additionally, we will not be responsible for any delays in processing or additional charges that may occur, such as, but not limited to, when we receive a payment with no booking or due to movements of the currency market, which may, or may not, result in a payment losing value.
5.4.2. Wire Transfer/Direct Debits.
In order for us to process a payment to your Designated Entity in a timely manner, you must diligently follow instructions. These instructions: (i) are contained in your invoice from your Designated Entity and/or (ii) are sent to the email address you provided on the Platform or on the website of a Service Provider to which you were referred by Flywire. You must either take the instructions to your financial institution or, if available, process the wire transfer or direct debit via your financial institution’s online portal. Our Service Providers may make available additional options for you to initiate a wire transfer/direct debit through their services. If your payment fails or if you have insufficient funds, you must resubmit the payment. You agree that, when you book a Transaction to a Designated Entity through the Platform, if you will be initiating a payment from your bank account, your account must be denominated in the same currency as the Transaction booking information. PLEASE DO NOT MAKE A PAYMENT TO ANY ACCOUNT NUMBER OTHER THAN THE ACCOUNT NUMBER PROVIDED IN THE INSTRUCTIONS. DO NOT MAKE ANY PAYMENTS IN CASH; FLYWIRE DOES NOT ACCEPT CASH.
5.4.3. Credit and Debit Card Payments.
Flywire may make available to you the option to pay the Designated Entity by credit or debit card. If this option is available, your card will be charged in the currency you select during the payment process by Flywire on behalf of your Designated Entity for the amount of the payment and any applicable fees or charges. Such fees or charges will be disclosed to you before you initiate the Transaction and they are non-refundable. The merchant of record for such transactions will be a Flywire affiliate, such as Flywire Payments Canada, Inc., Flywire G.K., Flywire Payments Corporation, Flywire Payments Limited, Flywire Europe, UAB, or Flywire (Singapore) Pte. Ltd.
5.4.4. Representation & Warranty.
YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE, OR ARE OWNER OF, AS APPLICABLE, ANY BANK ACCOUNT, CREDIT OR DEBIT CARD, OR OTHER PAYMENT METHOD USED TO INITIATE A PAYMENT THROUGH FLYWIRE.
5.5. Effective Date of Payment to Designated Entity.
When Flywire receives your funds on behalf of the Designated Entity, your obligation to pay the Designated Entity is discharged. You will receive a payment confirmation email. This will constitute proof of payment for your Transaction to the Designated Entity. Please note that the Designated Entity may take three or more business days to reflect payment in its student, patient, or customer account system.
5.6. Foreign Exchange Fees.
The exchange rate applied to a particular Transaction is effective only for the period of time stated in the instruction, only for that Transaction, and only for the Designated Entity that you indicated you will pay. The payment amount received from the payer, excluding applicable fees and prior to any foreign exchange conversion for the Designated Entity (the "Amount Received"), will be the only amount processed by Flywire on the Designated Entity’s behalf. If you wish to make additional payments, a different exchange rate may apply.
5.7. Material Currency Fluctuations and Other Extraordinary Events.
Flywire may cancel a booked Transaction due to the following circumstances:
- material changes in exchange rate fluctuations;
- typographical, pricing, or other errors (regardless of whether such errors are caused by Flywire); or
- other circumstances beyond our control where Flywire deems it necessary to conduct such cancellation due to its legitimate business interests.
In such instances, you will be provided reasonable notice of the cancellation and have the option to rebook a Transaction at a newly quoted rate.If delivery of the funds you have paid has been initiated, you will receive a refund of the amount sent to us. The refund will be delivered to your originating payment account as soon as is practicable.
5.8. Delays; Availability.
Although we make reasonable efforts to ensure that Transactions are processed in a timely manner, we make no representations or warranties regarding: (i) the time needed to complete processing of a Transaction or (ii) whether we will be able to complete processing of a Transaction. Our ability to complete processing of Transactions depends on many factors outside our control. Your payment may be delayed or canceled, among other reasons:
- in the course of our efforts to verify your identity, validate your Transaction instructions, contact and locate you, and otherwise comply with internal protocols of verification of identity against government-issued sanctions or watch lists, or any other applicable international, national, federal, provincial, or local law.
- if you engage any third-party service provider that Flywire has not designated or approved to process, transfer, and/or settle funds on your behalf. In such situations, Flywire needs to exert additional efforts to verify your service provider’s identity, validate Transaction instructions conducted through such service provider and contact and locate such service provider to ensure that Transactions comply with applicable international, national, federal, state, provincial, or local law.
- Business hours and currency availability may also cause a delay.
The Platform may not be available to all users at all times. We may, in our sole discretion, refuse Transactions that are funded from certain payment instruments.
Nevertheless, you may be entitled to a refund in certain circumstances, at our discretion, as described in these Terms.
5.9. Refunds.
- We are not responsible for refunding payment Transactions made through Flywire to a Designated Entity, unless agreed between Flywire and such Designated Entity. The Designated Entity to which you have made a payment will determine your eligibility for a refund. You, therefore, should contact the Designated Entity directly for further details on obtaining a refund.
- Subject to limited exceptions, Flywire will return all refunds that it processes to the originating account in the originating currency.
- We have no control over, and are not responsible for, any fees or charges that a financial institution (such as your bank) or other payment provider, including Service Providers, may impose in connection with your refund.
- Flywire will determine the applicable rate and other fees applicable to your refund based on prevailing market rates. The amount you receive back may be less than the amount you paid in the original Transaction. Subject to applicable regulations and policies of our banking and payment partners, we may not be able to refund to you an amount that exceeds the amount paid in the original currency.
- We may charge additional fees, including a 1% refund processing charge, that apply to the processing of your refund request. In the event that you receive more than the amount you paid in the original Transaction due to a mistake by your Designated Entity, Flywire, or a Service Provider, you agree to return the excess amount (as determined by Flywire in its sole discretion) to Flywire.
- In the event that you receive more than the amount you paid in the original Transaction due to a mistake by your Designated Entity, Flywire, or a Service Provider, you agree to return the excess amount (as determined by Flywire in its sole discretion) to Flywire.
5.10. Verifying Information; No Changes.
You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate the information you have provided to us. This may include asking you for additional information, requiring you to take steps to confirm ownership of your email address or financial instruments, verifying your information against third party databases or through other sources. We do not let you change the details of your payment once you have submitted such payment details to us. It is your responsibility to make sure your payment details are accurate before you submit them.
5.11. CANADA: Additional Terms for Payments to or from Canada.
Flywire Payments Canada, Inc. operates the Platform for Payers located in Canada, both when they are making payments to Designated Entities in Canada and Designated Entities outside of Canada.
For Payers outside of Canada, an affiliate of Flywire Payments Canada, Inc., such as Flywire Payments Corporation, operates the Platform. The specific Flywire entity that will accept your payment on behalf of your Designated Entity in Canada will be disclosed to you during the payment booking process and/or on your bank and card statements.
5.12. CHINA: Specific Terms for Payments Made from China.
The following terms apply to users of the Platform in China, and supersede any other terms in these Terms which conflict.
- The Platform is made available to users in China in order for such users to initiate payment orders (“Orders”) via Flywire’s locally licensed payment partners in China (“Payment Entities”), to enable users in China to pay invoices they receive from education institutions and businesses.
- You acknowledge that Flywire does not provide any payment or foreign exchange services in China, and that any payment in foreign exchange you make associated with an Order initiated on the Platform is received, processed, and converted by a Payment Entity or its cooperative bank. Flywire may charge you a fee associated with your use of the Platform (“Platform Fee”). You acknowledge that any Platform Fees charged are not in return for any payment or foreign exchange services provided by Flywire on your behalf.
- The rate applied to any payment in foreign exchange made from China will be quoted by a qualified banking institution in China. By applying for or using the Platform, you agree to accept such rate as the relevant banking institution publishes from time to time, regardless of whether it represents the latest or the most favorable foreign exchange price or rate. You further agree and acknowledge that any difference between the quoted rate and the rate implemented at the time of settlement or payment will not be borne or claimed by you.
5.13. INDIA: Additional Terms for Payments made from India.
1. Declarations relating to the Liberalised Remittance Scheme (“LRS”) prescribed by the Reserve Bank of India:
- You declare that the total amount of foreign exchange purchased from or remitted through, all sources in India during the financial year including this application is within the overall limit of the LRS, and you certify that the source of funds for making the said remittance belongs to you and the foreign exchange will not be used for prohibited purposes.
- The total amount of foreign exchange purchased from or remitted through, all sources in India during this financial year including this Transaction is within the applicable annual limit prescribed by Reserve Bank of India.
- The Reserve Bank of India’s FAQs on LRS can be accessed at: https://www.rbi.org.in/
2. Declarations and agreements relating to The Foreign Exchange Management Act, 1999 (“FEMA”):
- You hereby agree to comply with the regulations set forth in Section 10 (5), Chapter III of The Foreign Exchange Management Act, 1999 (“FEMA”) and all applicable rules, regulations, notifications, directions, or orders made thereunder (together with FEMA, “FEMA Legal Framework”).
- You hereby declare that the Transaction does not involve, and is not designed to contravene or evade, any provision of FEMA or the FEMA Legal Framework. You also hereby agree and undertake to provide to us (or our banking or payment partners in India) any information and documents that are required to validate the truthfulness of the above declaration.
- You also undertake that, if you refuse to comply with any such requests to provide information or documents or provide only unsatisfactory compliance with such requests, Flywire’s banking or payment partners in India shall refuse in writing to undertake the Transaction. In addition, if our banking or payment partners in India have reason to believe that you have engaged in, or are contemplating any, contravention or evasion of FEMA, the partner shall report the matter to the Reserve Bank of India.
3. The Government of India has amended section 206C of the Income Tax Act, 1961 (the Act), pursuant to which, effective from October 1 2020 foreign remittances made under LRS will require Tax Collection at Source (“TCS”). You acknowledge and agree to the following in connection with Transactions subject to TCS:
- Flywire is not responsible for determining, calculating, collecting or paying the TCS amounts applicable to your Transaction; instead this will be the responsibility of our banking and payment partners in India.. For some of our banking and payment partners in India, the TCS amounts that they have determined to be applicable to your Transaction will be added to the total booking amount due to be paid by you. Flywire shall not be responsible or liable for ensuring that the TCS amounts so determined or calculated are in compliance with the Act.
- As part of the TCS calculation and payment process, our payment and banking partners in India may require certain documents from you to confirm your source of funds. Failure or any delay in provision of sufficient documentation by you may delay your booking or may cause a Transaction to be cancelled or may result in our banking or payment partners in India applying a higher TCS rate to your Transaction. Flywire shall not be responsible or liable for any such delays, cancellation or higher rate of TCS as applicable.
- In order to ensure the correct calculation of TCS, our banking and payment partners in India have requested that only one booking or payment per payor (based on the relevant PAN number) shall be made per day. You hereby undertake that you shall not make multiple bookings or payments that are subject to TCS on the same day, through Flywire or other payment service providers. Flywire is not responsible nor liable for any losses or penalties suffered by you in connection with TCS amounts collected and paid as a result of multiple bookings or payments made on the same day by you, through Flywire and/or through other payment service providers.
- The applicable TCS amounts, once deducted by our banking or payment partners in India, cannot be refunded to you by our payment or banking partners even in the case of any return or refund Transaction. You can approach your tax authority or consult your tax advisor to enquire about any refund/adjustment.
- Our banking and payment partners in India shall be responsible for providing you with certificates for the TCS collected based on the e-mail contact information you have provided. Flywire is not responsible for any delay in your receipt of a TCS certificate as a result of any incorrect or outdated contact information provided by you.
- If “Education Loan” is selected as a source of fund for a transaction, you confirm with respect to any documents or evidence submitted with respect to such transaction:
- that the evidence submitted is an unaltered original and authentic document that was executed with the financial institution (as defined in section 80E of the Act) and for the purpose of availing education loan for pursuing further education; and
- that the aggregate of all past and present payments made under the LRS of the RBI is within the aggregate loan(s) obtained for the said purpose, and accordingly, you confirm that you are entitled to avail the lower rate of TCS of 0.5% on aggregate of amounts, in excess of Rs 7 lakhs in a financial year, remitted outside India from the amount of education loan taken as mentioned in the above paragraph.
You further declare that you have the authority to provide the declarations and undertakings under this Section 5.13 of the Terms. Updated guidelines on TCS can be accessed here.
4. You acknowledge/understand that Flywire does not hold any licenses in India and all Transactions are made through banking and authorized dealer partners regulated by the Reserve Bank of India.
5.14. IRELAND: Additional Terms for Payments to Designated Entities in the Republic of Ireland; Visas.
If a student requires a visa to study at certain Designated Entities in the Republic of Ireland, Flywire must confirm that the Irish Naturalisation and Immigration Service ("INIS") has approved the visa application before delivering the funds to the Designated Entity. To facilitate this process, Flywire will collect certain information from you or from the Designated Entity, such as the visa application number, at the time you submit your Transaction (if available) or after the Designated Entity informs Flywire that the INIS has made a decision on the visa application. If the INIS approves the visa, Flywire will deliver the funds to the Designated Entity. If the INIS rejects the visa application, then the refund process set forth above shall govern.
5.15. UK and EEA: Additional Terms for Payers in the United Kingdom and the European Economic Area.
For your reference, please find below the definitions of certain terms used in the payment experience:
FXMark-up means the total currency conversion charges for your payment transaction expressed as a percentage mark-up over the latest available euro foreign exchange reference rates issued by the European Central Bank.
Flywire FXRate means the exchange rate used for your payment transaction.
5.16.United States of America: Additional Terms for Payments Made from the United States.
- Flywire as Agent of Designated Entity; Satisfaction of Your Payment Obligation. Except as otherwise noted below, Flywire acts as agent of, and on behalf of, the Designated Entity you are paying. The payments you make to a Flywire affiliate acting as agent of the Designated Entity that you are paying satisfy all or part of your payment obligation to the Designated Entity.
- Certain Credit and Debit Card Payments and eStore Payments; Flywire Fees. If you are in the United States and making healthcare-related payments via credit or debit card or eStore payments (regardless of payment method) to a Designated Entity in the United States, your payment will go directly to your Designated Entity (collectively, “Direct to Designated Entity Payments”). With respect to all Direct to Designated Entity Payments, Flywire does not serve as agent of the Designated Entity, and your Designated Entity maintains its own card or direct debit processing facilities. With respect to such payments, the Designated Entity will be the merchant of record. Flywire may impose fees or charges on such payments, and one of the Flywire affiliates listed in Section 5.4.3 above will be the merchant of record for these fees or charges. Such fees or charges will be disclosed to you before you initiate the Transaction, and they are non-refundable.
- The Electronic Disclosure Notice and Consent (E-Sign Act) may be found in Section 10.3 below.
- The Error Resolution, Consumer Liability, & Unauthorized Transactions Policy is incorporated by reference into, and made part of, these Terms.
- At any time, you may contact Flywire via phone (1 800 346 9252 (toll free)), email ([email protected]), or online.
5.17.Additional Terms for Educational and Medical Consultants.
Flywire makes certain functionality available to educational and medical consultants (sometimes referred to as “Agents”). For terms applicable to Agents and users of such functionality, please refer to our Agents Terms of Use.
5.18. WORLDFIRST (Alipay): Specific Terms for Payments Made Through WorldFirst (Alipay).
The following terms apply specifically for payments made to your educational institution via WorldFirst:
1. Flywire has partnered with WorldFirst (a subsidiary of Alipay) to facilitate the collection of certain payment amounts due to educational institutions in China (the “Ultimate Beneficiaries”). For the purpose of Transactions processed for WorldFirst, you acknowledge the following:
- WorldFirst is a Designated Entity for the purpose of these Terms, and Flywire is a third-party service provider acting as agent of, and on behalf of, WorldFirst. Flywire has no contractual or any other relationship with the Ultimate Beneficiary.
- The Ultimate Beneficiary, not Flywire, determines the amount you owe to such Ultimate Beneficiary.
- Flywire does not determine the payment terms governing your obligation to pay the Ultimate Beneficiary. These payment terms, including, but not limited to, the payment due date, the amount owed, and the number of installment payments in any payment plan the Ultimate Beneficiary offers to you, are agreements between you and the Ultimate Beneficiary. Flywire is not a party to such agreements and has no role in setting the terms of such agreements.
- The payments you make to an Ultimate Beneficiary are Transactions between you and the Ultimate Beneficiary and satisfy all or part of your payment obligation to the Ultimate Beneficiary.
- Flywire is not your financial institution and is not acting as a money transmitter. Flywire does not receive, hold, process or transfer any funds on your behalf.
- Flywire is not responsible if you do not complete a payment to an Ultimate Beneficiary.
2. When Flywire receives your funds on behalf of WorldFirst, as a Designated Entity, Flywire shall assume your obligations to pay the Ultimate Beneficiary. When WorldFirst receives the relevant funds from Flywire, WorldFirst shall assume your obligations to pay the Ultimate Beneficiary. You acknowledge that once Flywire has settled your funds with WorldFirst, WorldFirst shall be responsible for onward remittance of the funds to the Ultimate Beneficiary and Flywire will have discharged its obligations to settle with the Designated Entity. You will receive a payment confirmation email once your funds have been received by WorldFirst. Please note that the Ultimate Beneficiary may need additional time to reflect payment in its student account system once funds have been received from WorldFirst.
3. To comply with WorldFirst’s requirements, Flywire will only process Transactions for WorldFirst from payers or from financial institutions in countries or territories which are subject to, and supervised by, authorities with oversights of anti-money laundering and countering the financing of terrorism requirements (“AML/CFT”) that are consistent with the standards set by the Financial Action Task Force (“FATF”), which is in a jurisdiction that is a member of the FATF or a FATF-Style Regional Body or not identified as high risk subject to increased monitoring by the FATF for compliance with AML/CFT requirements (“Supported Jurisdictions”). Any bookings you make that are indicated to be from a jurisdiction that is not a Supported Jurisdiction will be rejected by Flywire or WorldFirst during the booking process. All bookings will be subject to further verification by Flywire and/or WorldFirst for this purpose before they are fully confirmed and booked and Flywire may reach out to you to request further information if needed. If upon review any actual payments for a particular booking made from you is paid was through a financial institution from a jurisdiction that is not a Supported Jurisdiction, or if Flywire or WorldFirst is unable to verify the original of the actual payment for whatever reason (including by not limited to not receiving adequate information from the payor as requested during the booking review process), Flywire and or WorldFirst will cancel such booking. If the booking is cancelled by Flywire before funds have been settled with WorldFirst, Flywire will arrange for a return of the funds to you. If at the time the booking is cancelled by WorldFirst for any reason including but not limited to for the reason that the funds did not originate from a Supported Jurisdiction, and the funds have already been settled with WorldFirst, Flywire will only be able to return the amounts to you only after we have receive the relevant return of funds from WorldFirst, which may significantly delay the timing of such return of funds.
4. To comply with WorldFirst’s requirements, Flywire shall not process any refunds for Transactions originally made through Flywire to WorldFirst which have settled with the Ultimate Beneficiary. The Ultimate Beneficiary to which you have made a payment will determine your eligibility and method of payment for the refund. You, therefore, should contact the Ultimate Beneficiary directly for further details on obtaining any refund.
6. User Content.
6.1. User Content Generally.
Certain features of the Platform may permit users to upload content, including reviews, data, text, and other types of works ("User Content") and to publish User Content on the Platform. You retain copyright and any other proprietary rights that you may hold in the User Content that you post to the Platform.
6.2. Limited License.
6.2.1. Grant to Flywire.
By posting or publishing User Content, you grant Flywire a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or later developed.
6.2.2. Grant to User.
Flywire grants you a limited, revocable, non-sublicensable license to access and use the Platform and all content, data, information, and materials included on the Platform (the "Flywire Website Materials") solely for your own personal use, or, if you are using the Platform on behalf of an entity, organization, company, or other payers, solely for the internal business use of such entity, organization, company, or group of payers. All such personal and internal business uses of these limited licenses are subject to these Terms. All other rights are reserved by Flywire. You agree that you will not modify, copy, distribute, resell, transmit, display, perform, reproduce, publish, license, create derivative works from, frame in another web page, or use the Platform or Flywire Website Materials except as explicitly authorized in these Terms. You agree that you will not use the Platform or any of the Flywire Website Materials other than for their intended purpose or in any way that is unlawful or harms us or our suppliers.
6.3. User Content Representations and Warranties.
You are solely responsible for your User Content and the consequences of posting or publishing User Content. By posting or publishing User Content, you affirm, represent, and warrant that:
a. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Flywire and users of the Platform to use and distribute your User Content as necessary to exercise the licenses granted by you in this section, in the manner contemplated by Flywire, the Platform, and these Terms; and
b. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Flywire to violate any law or regulation.
6.4. User Content Disclaimer.
We are under no obligation to edit or control User Content that you or other users post or publish, and we will not be in any way responsible or liable for User Content. Flywire may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that, when using the Platform, you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Flywire with respect to User Content. We expressly disclaim any and all liability in connection with User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Flywire does not permit copyright-infringing activities in connection with anyone’s use of the Platform.
7. Prohibited Conduct.
BY USING THE PLATFORM, YOU AGREE NOT TO, AND AGREE TO PROCURE YOUR THIRD PARTY SERVICE PROVIDERS (IF ANY), NOT TO:
- use the Platform for any illegal purpose or in violation of any international, national, federal, state, provincial, or local law;
- violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
- post, upload, or distribute any User Content or other content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
- interfere with security-related features of the Platform, including by: (a) disabling or circumventing features that prevent or limit use or copying of any content; or (b) reverse engineering or otherwise attempting to discover the source code of any portion of the Platform, except to the extent that applicable law expressly permits the activity;
- interfere with the operation of the Platform or any user’s enjoyment of the Platform, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of the Platform; (c) attempting to collect personal information about another user or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Services, or violating any regulation, policy, or procedure of any such network, equipment, or server;
- use the Platform for any of the following activities: sexually oriented materials or services, gambling activities, fraud, money-laundering, the funding of terrorist organizations, or the purchase or sale of tobacco, firearms, prescription drugs, or other controlled substances;
- use the Platform other than for the processing of payments to a Designated Entity;
- use the Platform to submit a Transaction on behalf of any other person unless there is a legal reason to do so and provided there is a relationship between the parties;
- register for more than one user account on the Platform, without our prior written permission;
- provide false, inaccurate, or misleading information;
- refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
- use an anonymous proxy;
- use any robot, spider, other automatic device, or manual process to monitor or copy our Platform without our prior written permission;
- frame any elements of the Platform with any other website without our prior written permission;
- perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Flywire user account without permission, or falsifying your age, date of birth, name or address information, or the country from which your payment will come;
- sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 12) or any right or ability to view, access, or use any Material;
- refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
- use the Platform in any manner not expressly authorized by Flywire, including, without limitation, aggregation of payments without the payer and payment details that Flywire, its Service Providers, and/or other financial institutions require and any behavior that suggests or implies a partnership, affiliation, joint venture, or other relationship with Flywire; or
- attempt to do any of the acts described in this Section 7, or assist or permit any person in engaging in any of the acts described in this Section 7.
8. Third-Party Services and Linked Websites.
Flywire may provide tools through the Platform that enable you to export information, including User Content, to third-party services, including through features that allow you to link your user account on Flywire with an account on the third-party service, such as Twitter or Facebook, or through our implementation of third-party buttons (such as "like" or "share" buttons). By using one of these tools, you agree that we may transfer that information to the applicable third-party service. Third-party services are not under our control, and we are not responsible for any third-party service’s use of your exported information. The Platform may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content. We prohibit the use of any links to the Platform from any other websites unless we approve the establishment of the link in advance.
9. Termination of Use; Discontinuation and Modification of the Platform.
You may terminate your user account at any time by contacting payer support at [email protected]. If you terminate your user account, you remain obligated to pay all outstanding fees relating to your use of the Platform, if any, incurred prior to termination. If you violate any material provision of these Terms, your permission to use the Platform will terminate automatically. In addition, Flywire may terminate your user account on the Platform or suspend or terminate your access to the Platform; or modify, or discontinue operation of, the Platform (including by limiting or discontinuing certain features of the Platform), at any time, where Flywire deems it necessary due to a change in regulation or circumstances beyond its control, and/or to protect its legitimate business interests including but not limited to instances where there is a suspicion of fraud or breach of security.
10. Privacy Policy; Confidentiality; Electronic Disclosure Notice and Consent; Additional Terms.
10.1. Privacy Policy.
Please read the Flywire Privacy Policy carefully for information relating to our collection, use, storage and disclosure of your personal information. The Flywire Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
10.2. Confidentiality Notice.
If you are making a payment to a healthcare institution in the United States, please know that the information that you access through Flywire may be privileged, confidential, and/or protected health information (“PHI”). The information may be subject to protection under applicable law, including the Health Insurance Portability and Accountability Act of 1996, as amended (“HIPAA”). In addition, the information is intended for the sole use of the patient or authorized party. Unless you are the patient, the legal guardian of the patient, or have the express consent of the patient, any use, viewing, dissemination, distribution, printing or copying of this information is strictly prohibited and may subject you to criminal or civil penalties. You should not attempt to access any information beyond this point if you do not meet these requirements and acknowledge them.
10.3. Electronic Disclosure Notice and Consent.
We require that you create a user account to access certain features of the Platform. When you create a user account, you agree that we may provide you with any Communications in electronic form. Our business model is designed to deliver Communications to you electronically. If you do not consent to your receipt of Communications electronically, you will not be permitted to access the Platform features that require you to have a user account.
- Scope of Communications to be Provided in Electronic Form: “Communication” means any legal or regulatory disclosures, notices, privacy policies, terms of use, and all other information related to the Platform and/or the Services, including, but not limited to, information that we are required by law to provide you in writing.
- Method of Providing Communications to You in Electronic Form: All Communications that we provide to you in electronic form will be provided either (1) via email, (2) by access to a website that we will designate in an email notice we send to you at the time the information is available, or (3) to the extent permissible by law, by access to a website that we will generally designate in advance for such purpose.
- Updating Your Contact Information. You must have an active e-mail address in order to create and maintain your user account. You must promptly notify us of any change in your e-mail address or other contact information. You may change your e-mail address on record by navigating to ”My Profile” in the “My Account” menu on the Platform and updating your contact information. If you fail to update or change an incorrect or invalid e-mail address or other contact information, you understand and agree that all Communications shall nevertheless be deemed to have been provided to you if they were made available to you in electronic form on our websites, e-mailed to the e-mail address we have for you in our records, or delivered through other electronic means.
- Withdrawal of Consent to Electronic Communications. If you are accessing features of the Platforms that required you to create a user account, you may withdraw your consent to receive electronic Communications at any time by [email protected]. If you choose to withdraw your consent, however, you will lose access to all features of the Platform that required creation of a user account. Any withdrawal of your consent will be effective only after we have had a reasonable period of time to process your withdrawal and will not affect the legal validity, enforceability and binding effect of any Communication you received, electronic or otherwise, before the effective date of the withdrawal of your consent.
- Your Option to Receive Paper Copies. Our business model is designed to provide Communications to you in electronic format only, however, you can obtain a paper copy of a Communication at any time by printing it from the Platform.
- Hardware and Software Requirements. To receive Communications in electronic form, you must have access to:
- an Internet web browser which is capable of supporting HTML and 128-bit SSL encryption;
- connection to the Internet;
- a current version of a program that accurately reads and displays Portable Document Format or "PDF" files, such as Adobe® Acrobat Reader® version 8.0 and above (available for downloading at http://www.adobe.com/products/...); and
- a computer or other device which is capable of supporting all of the above. You will also need a printer if you wish to print out and retain Communications on paper and electronic storage if you wish to retain Communications in electronic form.
- Federal Law: You acknowledge and agree that your consent to electronic Communications is being provided in connection with a transaction affecting interstate commerce that is subject to the federal Electronic Signatures in Global and National Commerce Act (the “Act”), and that you and we both intend that the Act apply to the fullest extent possible to validate our ability to conduct business with you by electronic means, including, but not limited to permitting us to use electronic signatures and obtain them from you as part of your use of the Platform.
10.4. Additional Terms.
Your use of the Platform is subject to all additional terms, policies, rules, or guidelines applicable to the Platform or certain features of the Platform that we may post on or link to from the Platform (the "Additional Terms"), such as end-user license agreements for any downloadable software applications or rules applicable to a particular feature or content on the Platform, subject to Section 12. All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
11. Modification of these Terms.
We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, you may be required to accept the modified Terms in order to continue to use the Platform. Modifications to these Terms will be effective upon publication. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
12. Ownership; Proprietary Rights.
12.1. Generally.
The Platform is owned and operated by Flywire. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code and object code), products, software, services, and all other elements of the Platform ("Materials") provided by Flywire are protected by intellectual property and other laws. All Materials included on the Platform are the property of Flywire or our third-party licensors. Except as expressly authorized by Flywire, you may not use the Materials. Flywire reserves all rights to the Materials not granted expressly in these Terms.
12.2. Trademarks.
The trademarks, logos and service marks appearing on the Platform, including, but not limited to, the trademark "Flywire", are the trademarks and service marks of Flywire. Other company, product, and service names and logos used and displayed on the Platform may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to us. Nothing on the Platform should be construed as granting, by implication or otherwise, any license or right to use any of trademarks and service marks displayed on the Platform, without our prior written permission in each instance.
13. Feedback.
If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Platform ("Feedback"), then you hereby grant Flywire an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Platform and create other products and services.
14. Indemnity.
You are responsible for your use of the Platform, and you will defend and indemnify Flywire and its service providers (and the respective officers, directors, employees, consultants, affiliates, subsidiaries, and agents of Flywire and its service providers) (together, the "Flywire Entities") from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (a) your access to, use of, or alleged use of, the Platform; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.
15. Disclaimers; No Warranties.
THE PLATFORM AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PLATFORM ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE FLYWIRE ENTITIES DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE PLATFORM AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PLATFORM, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. THE FLYWIRE ENTITIES DO NOT WARRANT THAT THE PLATFORM OR ANY PORTION OF THE PLATFORM, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE PLATFORM, WILL BE UNINTERRUPTED (INCLUDING BUT NOT LIMITED TO INTERRUPTIONS THAT MAY AFFECT THE RECEIPT, PROCESSING, ACCEPTANCE OR SETTLEMENT OF PAYMENT TRANSACTIONS), SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND THE FLYWIRE ENTITIES DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PLATFORM OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PLATFORM WILL CREATE ANY WARRANTY REGARDING ANY OF THE FLYWIRE ENTITIES OR THE PLATFORM THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE PLATFORM, YOUR DEALING WITH ANY OTHER USER, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PLATFORM. YOU UNDERSTAND AND AGREE THAT YOU USE THE PLATFORM, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE PLATFORM AND ANY ASSOCIATED SITES OR PLATFORM, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE PLATFORM), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE PLATFORM OR THE DOWNLOAD OR USE OF THAT MATERIAL OR CONTENT. SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
16. Limitation of Liability.
IN NO EVENT WILL THE FLYWIRE ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE PLATFORM OR ANY MATERIALS OR CONTENT ON THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY FLYWIRE ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. EXCEPT AS PROVIDED IN SECTION 19.4, THE AGGREGATE LIABILITY OF THE FLYWIRE ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE PLATFORM OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO FLYWIRE FOR ACCESS TO AND USE OF THE PLATFORM IN THE 12 MONTHS PRIOR TO THE EVENT(S) OR CIRCUMSTANCES GIVING RISE TO CLAIM; OR (B) $100. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 16 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
17. Governing Law.
These Terms are governed by the laws of the Commonwealth of Massachusetts without regard to conflict of law principles. If a lawsuit or court proceeding is permitted under these Terms, then you and Flywire agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Suffolk County, Massachusetts, U.S.A. for the purpose of litigating any dispute. Notwithstanding the foregoing, when payers in Canada and Singapore use the Platform in connection with making credit or debit card payments, their use of the Platform will be governed by the laws of Canada and Singapore, respectively. We operate the Platform from our offices in Massachusetts, and we make no representation that Materials included in the Platform are appropriate or available for use in other locations.
18. General.
These Terms, together with the Privacy Policy and any other terms or agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Flywire regarding your use of the Platform. Except as expressly permitted above, these Terms may be amended only by a written agreement signed by authorized representatives of all parties to these Terms. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. Upon termination of these Terms, Sections 3, 5, 7 through 21, along with the Privacy Policy and any other accompanying agreements, will survive.
19. Dispute Resolution and Arbitration.
19.1. Generally.
In the interest of resolving disputes between you and Flywire in the most expedient and cost-effective manner, you and Flywire agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND FLYWIRE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
19.2. Exceptions.
Despite the provisions of Section 19.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable national, federal, state, provincial, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
19.3. Arbitration.
Any arbitration between you and Flywire will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Flywire.
19.4. Notice; Process.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or other similar courier service or, only if such other party has not provided a current physical address, then by electronic mail ("Notice"). Flywire’s address for Notice is: Flywire, Attn: Legal Department/Terms, 141 Tremont Street, 10th Floor, Boston, Massachusetts 02111 U.S.A. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Flywire may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Flywire must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Flywire will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by Flywire in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.
19.5. Fees.
If you commence arbitration in accordance with these Terms, Flywire will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Suffolk County, Massachusetts, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address or as determined by the AAA if your billing address is outside the United States. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Flywire for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
19.6. No Class Actions.
YOU AND FLYWIRE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Flywire agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
19.7. Modifications to this Arbitration Provision.
If Flywire makes any future change to this arbitration provision, other than a change to Flywire’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to Flywire’s address for Notice, in which case your user account with Flywire will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
19.8. Enforceability.
If Section 19.6 is found to be unenforceable or if the entirety of this Section 19 is found to be unenforceable, then the entirety of this Section 19 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 17 will govern any action arising out of or related to these Terms.
19.9. Complaints Resolution for Payors in Australia and New Zealand.
Australia and New Zealand have dispute resolution processes in place to address enquiries and complaints.
Our Compliance Team upon receipt of your complaint will ask you to set out your complaint in writing, providing as much detail as possible so that it can fully investigate it. For Australia, within 30 days from the date we received your original complaint; and for New Zealand within 45 days from the day we received your original complaint; you should receive a written decision.
If you are not satisfied with the decision, you may refer the complaint to the Australian Financial Complaints Authority (AFCA) for Australia; or the Financial Services Complaints Limited (FSCL) for New Zealand. The AFCA and FSCL are independent external dispute resolution schemes and their details are as follows:
Australian Financial Complaints Authority Limited (AFCA)
GPO Box 3
Melbourne VIC 3001 Australia
1800 931 678
Fax (03) 9613 6399
www.afca.org.au
[email protected]
Financial Services Complaints Limited (FSCL)
Level 4, 101 Lambton Quay
Wellington 6145 New Zealand
1800 347 257
Fax (04) 472 3728
www.fscl.org.nz
[email protected] | [email protected]
If you have any questions or wish to make a complaint, please email us at [email protected].
20. Force Majeure.
We will not be liable for any failure or delay in performance to the extent that performance, in part or in whole, is rendered impossible by a Force Majeure Event. A Force Majeure Event includes any acts of God, natural disasters, terrorism, armed hostilities, sabotage, war or any escalation or worsening of acts of war, epidemic, pandemic or disease outbreak (including the SARS-CoV-2 virus), strike, fire, flood, governmental acts or orders or restrictions, failure of suppliers, failure of the Internet, or any other reason where failure to perform is beyond the reasonable control of the non-performing party.
21. Contact Information.
The Platform is operated by Flywire. You may contact us by sending correspondence to our headquarters, located at 141 Tremont Street, 10th Floor, Boston, Massachusetts 02111 U.S.A., or by emailing us at [email protected].
Last Updated: November 4, 2024