UK Services Schedule
Last Modified: 04 April 2025
This schedule describes the additional terms and conditions applicable to Customers who contract with Tipalti Europe Ltd. If in conflict with any other part of the Agreement, this Schedule will control.
- Eligibility
1.1 Opening a Tipalti Account. To open a Tipalti Account, Customer must be approved by Tipalti. Tipalti may request information about Customer’s business and may also use third party sources to obtain information.
1.2 Criteria for Using the Services. To use the Services, Customer must always satisfy all the following conditions: (1) Customer must use the Service for trade, business, or professional purposes only, and (2) Customer must not be a micro-enterprise, charity, or consumer where: “micro-enterprise” means an enterprise which, at the time this agreement is entered into, is an enterprise as defined in Article 1 and Article 2(1) and (3) of the Annex to Recommendation 2003/361/EC of 6th May 2003 concerning the definition of micro, small and medium-sized enterprises; “charity” means a body whose annual income is less than £1 million and is— (A) in England and Wales, a charity as defined by section 1(1) of the Charities Act 2011 (meaning of “charity”); (B) in Scotland, a charity as defined by section 106 of the Charities and Trustee Investment (Scotland) Act 2005 (general interpretation); (C) in Northern Ireland, a charity as defined by section 1(1) of the Charities Act (Northern Ireland) 2008 (meaning of “charity”); and “consumer” means an individual who is acting for purposes other than a trade, business or profession. If any of these conditions become unsatisfied, Customer shall notify Tipalti immediately and stop using the Service. - Making Payments
2.1 Electronic Money Services. For the purposes of the Agreement to which this Schedule applies, “Payment Services” also includes electronic money services provided to Customer by Tipalti.
2.2 Funding with Electronic Money
(a) Customer may add funds to its Tipalti Account by sending funds from a bank account that has been approved by Tipalti in advance. Funds may also be transferred to or from another Tipalti Account. When Tipalti receives funds for Customer, Tipalti will credit the Tipalti Account with electronic money, which will be available for the Customer’s disposal; this should occur on the same Business Day that Tipalti receives such funds. Any electronic money held in a Tipalti Account is not a deposit, and Tipalti does not pay Customer any interest on the balance of any Tipalti Account.
(b) The amount of electronic money added to a Tipalti Account will be the same as the amount that Tipalti receives from Customer, or another customer who is transferring electronic money into Customer’s Tipalti Account.
(c) In certain circumstances, Tipalti may refuse to accept a payment into a Tipalti Account, for example, if Tipalti believes a regulatory requirement means Tipalti must reject it, or the source of funds does not meet Tipalti’s compliance requirements.
2.3 Payment Instructions
(a) Customer may submit Payment Instructions to make payments up to the available balance of its Tipalti Account by accessing the Payer Dashboard. By submitting Payment Instructions, Customer is asking Tipalti to first redeem electronic money in its Tipalti Account to the value of the Transaction plus any Fees. When Tipalti calculates the available balance, Tipalti takes into account the amount of any Transactions already scheduled but not yet completed.
(b) When Customer gives Tipalti Payment Instructions, Customer must include any information Tipalti requires to make the payment, including but not limited to Payee Information, the amount of the payment, and the date that the electronic money is to be redeemed so that the payment may be sent out.
(c) Tipalti may rely on the Payment Instructions provided by Customer or any Customer User and Tipalti has no liability for following any Payment Instruction.
2.4 Withdrawing Funds. To withdraw funds, Customer must first redeem their electronic money. Customer may withdraw funds from its Tipalti Account at any time by designating itself as a trusted beneficiary of a payment for the relevant withdrawal by following the instructions provided in section 2.6 of this Schedule (as if Customer were a Payee). For additional assistance in arranging withdrawals through the Payment Services, Customer can contact the Tipalti Support team at support@tipalti.com.
2.5 Payment Timings
(a) Subject to section 2.5(c), (1) if Customer is paying a Payee in the United Kingdom in Sterling or euro, or in the European Economic Area in euro, the Payee’s financial institution will normally receive the funds by the end of the Business Day after Tipalti receives the Payment Instruction, and (2) payments to the UK in a currency other than Sterling or euro will normally be received by or before the end of the fourth Business Day after Tipalti receives the Payment Instruction. Payments to non-EEA countries, with the exception of the United Kingdom, or to EEA countries in currencies other than euro will normally take between 1 and 4 Business Days.
(b) If Customer sends a payment to a Payee who is also a customer of Tipalti, Tipalti will credit that account with electronic money as soon as Tipalti debits the funds from Customer’s Tipalti Account. Payees that have only a Payee Account will not receive electronic money.
(c) Tipalti must receive Payment Instructions before 2:00 p.m. London time on a Business Day. If Tipalti receives them after that time or on a non-Business Day, Tipalti will treat them as received on the next Business Day. If Customer asks Tipalti to make payments on a future date, Tipalti will treat the instructions as received on that date or the next Business Day if the indicated day is not a Business Day.
2.6 Trusted Beneficiary for Purposes of Strong Customer Authentication.
(a) In order for the Payee to register for a Payee Account, Customer must invite them to do so through a unique link that Customer will send to the Payee. When the Payee registers through the link and uploads its bank account details to the Payee Portal, Customer acknowledges that:
(1) On the uploading of such details the Payee is treated by Tipalti as a “trusted beneficiary” for purposes of the Customer’s Payment Instructions; and
(2) In making a payment for the Customer to the bank account details uploaded through the link, Tipalti will be deemed to have acted on the Customer’s Payment Instructions and will have no liability to the Customer or the intended Payee should such bank account details be incorrect.
2.7 Rejected or Returned Transactions. If a payment is rejected or returned by the Payee or the Payee’s bank or financial institutions, or a correspondent bank or financial institution, then the Funds will be returned to the Tipalti Account as electronic money or used for payments to Tipalti subject to the Order Form. Funds from rejected Transactions will be exchanged back to their original currency by the Tipalti Bank at the then-applicable exchange rate prior to being returned as electronic money. - Payment Services Regulations
3.1 The provisions of Part 6 of the Payment Services Regulations including (without limitation) the following regulations do not apply in relation to the Agreement or the Service: regulations 43 (information required prior to the conclusion of a single payment service contract), 44 (information required after the initiation of a payment order), 45 (information required after receipt of the payment order), 46 (information for the payee after execution), 47 (avoidance of duplication of information), 48 (prior general information for framework contracts), 49 (information during period of contract), 50 (changes in contractual information), 51 (termination of framework contract), 52 (information prior to execution of individual payment transaction), 53 (information for the payer on individual payment transactions), 54 (information for the payee on individual payment transactions), 55 (communication of information), 56 (charges for information), 57 (currency and currency conversion), 58 (information on additional charges or reductions), 59 (burden of proof on payment service provider), 60 (information requirements for account information service providers), 61 (information on ATM withdrawal charges), and 62 (provision of information leaflet).
3.2 The following provisions of Part 7 of the Payment Services Regulations do not apply in relation to the Agreement or the Tipalti Service: regulations 66(1) (charges), 67(3) and (4) (withdrawal of consent), 75 (evidence on authentication and execution), 77 (payer or payee’s liability for unauthorised transactions), 79 (refunds for direct debits), 80 (requests for direct debit refunds), 83 (revocation of a payment order), 91 (defective execution of payer-initiated transactions), 92 (defective execution of payee-initiated transactions) and 94 (liability for charges and interest).
3.3 A period of 30 Business Days will apply instead of the time period set out in regulation 74(1) (notification of unauthorised or incorrectly executed payment transactions) of the Payment Services Regulations. - Unauthorised Transactions
4.1 Customer is responsible for all Transactions authorised using Customer’s login credentials and should check its Transaction history regularly and report any unauthorised Transactions to Tipalti.
4.2 Tipalti treats all Transactions made using Customer’s login credentials as authorised with Customer’s consent pursuant to regulation 67(1) and (2) (Consent and withdrawal of consent) of the Payment Services Regulations, unless Customer has asked Tipalti to block or remove authorisation of a Customer User or has previously notified Tipalti that the login credentials used to authorise the Transaction may be compromised (each an “unauthorised” Transaction).
4.3 Where a Transaction is deemed unauthorised under section 4.2, Tipalti shall refund the amount of the Transaction to the Tipalti Account, provided (1) Customer can produce sufficient evidence that the payment was unauthorised; and (2) Customer notifies Tipalti of the unauthorised Transaction within the timeframe provided in section 3.3.
4.4 Tipalti has no further liability to Customer for an unauthorised Transaction. Tipalti is also not responsible, and will not grant a refund, for unauthorised Transactions resulting from Customer’s fraudulent activity. - Third Party Rights
5.1 This Agreement does not confer any right or benefit under the Contracts (Rights of Third Parties) Act 1999 on any person who is not a party to the Agreement. - General
6.1 How Customer Can Contact Tipalti
(a) If Customer wants to get in touch with Tipalti for any reason, Customer can do so by:
(1) email at support@tipalti.com; and/or
(2) post at our registered address of 2nd Floor, St Martins Court, 10 Paternoster Row, London, EC4 7HP, United Kingdom
6.2 Complaints
(a) If Customer disagrees with the decision Tipalti makes in relation to Customer’s complaint, Customer may be able to refer the matter to the Financial Ombudsman Service free of charge. The Financial Ombudsman Service provides a way of resolving disputes if Customer is unhappy with something Tipalti has done. Details are available from Tipalti on request or Customer can get further information at www.financial-ombudsman.org.uk.
6.3 How Tipalti Is Regulated
(a) Tipalti Europe Ltd, 2nd Floor, St Martins Court, 10 Paternoster Row, London, EC4 7HP, United Kingdom. Registered in England & Wales, No.:12471817. Tipalti Europe Ltd is authorised by the Financial Conduct Authority as an Electronic Money Institution under the Electronic Money Regulations 2011. Our FRN (Firm Reference number) is 942778. - Definitions
In addition to the defined terms in the Agreement, the following terms are defined for the purposes of this Schedule:
“Business Day” means Mondays to Fridays except public and bank holidays in England.
“Payment Services Regulations” means the Payment Services Regulations 2017 (S.I. 2017/752) as amended or replaced from time to time.
“Payee Account” means an account type offered only to Payees that does not include electronic money, payment services, or any other type of regulated financial services. A Payee Account allows Payees to use the Payee Portal to select payment preferences and provide necessary information to receive payments.