Terms & conditions
Last version 22/05/2023
SWAY TERMS OF BUSINESS
Last updated on: 02/09/2024
INTRODUCTION
These are the terms and conditions (the “Terms”) on which we provide our Services. We will ask you to accept these terms and conditions when you sign-up to use our Services on our App. If you do not agree to comply with these Terms, do not use our Services. Please contact us if you have questions.
ABOUT US AND OUR SERVICES
We are Sway Money Ltd., a company registered in England and Wales with company number 13808531 and a registered office at 483 Green Lanes, London, England, N13 4BS (“Sway”, “we”, “us”). We own and operate the website https://sway.money (the “Website”) and the Sway Money Application (the “App”) through which you can access and use the Services.
Sway helps enable businesses to accept payments from their Customers for the goods and/or services they sell.
Sway is not authorised by the Financial Conduct Authority (“FCA”) and we cannot provide payment services ourselves so we have entered into the arrangements detailed below (see clause 3, immediately below) so that we can help you accept payments from your Customers.
WE WORK WITH STRIPE AND TINK (OR OTHER SIMILAR ORGANISATIONS) WHEN PROVIDING SERVICES TO YOU INCLUDING RECEIVING PAYMENTS
We have agreements with other companies so that we can provide services to you.
We work with Stripe (meaning Stripe Payments UK Limited, a company registered in England and Wales with company number 08480771 and a registered office at 7th Floor, The Bower Warehouse, 211 Old Street, London, EC1V 9NR) so that you accept payments from your Customers. Stripe is authorised by the FCA as an electronic money institution and can issue electronic money and provide payment services. Stripe provides payment acquiring services which means they allow businesses such as you to accept payments, such as card payments, from their Customers.
We also work with Tink (meaning Tink Financial Services Limited, a company registered in England and Wales with company number 12347825 and a registered office at Sweden House, 5 Upper Montagu Street, London, W1H 2AG). Tink is authorised by the FCA as an authorised payment institution and can provide various payment services.
Tink is an authorised payment institution that that provides payment initiation services. Payment initiation services enable your Customers to pay you directly, for the goods and/or services you sell, from a bank or payment account they hold with another financial services business such as a bank or other payment service provider.
When you accept these Terms, you also agree to enter into an agreement with Stripe (the “Stripe Agreement”) on the terms set out on Stripe’s website at https://stripe.com/gb/legal/connect-account The Stripe Agreement will enable you to accept payments, such as card payments and payments made via devices such as mobile phones (each of which we will refer to as a Card Payment in this Agreement), from your Customers for the goods and/or services you provide and which the Stripe Agreement refers to as Stripe Payment Services. Under the Stripe Agreement we are referred to as a Stripe Connect Platform. You pay us for the use of the Stripe Payment Services but you may also owe Stripe additional amounts in respect of refunds, disputed transactions, and other amounts as detailed in the Stripe Agreement. You must ensure you review and understand the Stripe Agreement and any other connected terms or agreements that may apply to you use of the Services in connection with Stripe.
From time to time, we might need to change the companies who we work with to provide the Services to you. Where we do this, we will make you aware of this by updating these Terms and our Privacy Policy. If any such change has a material impact on how we provide the service to you or to these Terms, we will notify you in advance and you should contact us if you have any concerns or questions.
HOW YOU CAN CONTACT US AND HOW WE WILL CONTACT YOU
To contact us, please email us at support@sway.money or using the online chat feature on our Website https://sway.money.
If we need to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us when you contacted us or when you created your account with us. You agree to keep your Account up to date with your correct contact details.
THESE TERMS AND CONDITIONS, PLUS OUR PRIVACY AND COOKIE POLICIES APPLY TO YOUR USE OF OUR WEBSITE AND OUR SERVICES
These terms and conditions (“Terms”) apply to all your use of our Services. Our Privacy Policy explains how we use your personal data, including when we might share it with third parties such as Stripe and Tink. Our cookie policy also applies to your use of our Website.
ADDITIONAL TERMS WHICH MAY APPLY TO YOU
In addition to the Stripe Agreement which also applies to you (see clause 3.5 for details) where our Website or App links to a third party, such as the third party we use to carry out identity checks, the third party’s own terms and conditions and privacy policy will also apply to you.
Where you access or use any third party sites or resources you do so at your own risk and we have no liability to you in relation to this. You are responsible for reading and complying with any terms and conditions which apply to such third party resources and for paying any additional fees which might apply.
DEFINITIONS AND INTERPRETATION THAT APPLIES TO THESE TERMS
The following definitions applies to this Agreement along with any definitions made with the Terms:
Account means the account we set-up for you which allows you to access and use the Services and the App;
Agreement means the agreement between you and us which includes these Terms, the Cookies Policy, the Privacy Policy, and the information you provide to us when you sign-up to use our Services;Appmeans the Sway Money application available on Apple and Android smart devices;
Business Day means a day, other than a Saturday, Sunday, or public holiday in England, when banks in England are open for business;
Business Hours means the period from [9.00 am to 5.00 pm] on any Business Day;Card Paymenthas the meaning given to it in clause 3.5;
Card Payment Fee means the Fee we charge you for each Card Payment made to you by a Customer as set out on our Pricing Page;
Cookies Policy means our cookies policy available at: https://sway.money/cookie-policy; Customermeans a person who buys goods and/or services from you;
Fees means any of the fees we charge for provision of the Services to you which includes the Periodic Fee and the Card Payment Fee;
Partner means any of the entities we work with in order to provide you the Services as detailed in clause 3;
Payment Scheme means a card and/or payment scheme that operates a payment network that facilitates payments such as Visa and MasterCard;
Payment Scheme Rules means the rules set by a Payment Scheme that apply to transactions made through the Payment Scheme;
Periodic Fee means either the monthly fee or annual fee set out in the Pricing Plan you selected when you signed up to use the Services as detailed on our Pricing Page;
Pricing Page means our pricing page available on our Website at https://sway.money/pricing, and on the Subscription section of the App, that sets out the Fees payable by you for the provision of the Services;
Pricing Plan means either the monthly or annual pricing option set out on our Pricing Page;
Privacy Policy means our Privacy Policy available at https://sway.money/privacy
Services means the services that we agree to provide you under this Agreement and includes:the ability to accept payments from your Customers via the payment acquiring services provided by Stripe; the ability to allow your Customers to pay your directly using payment initiation services provided by Tink; the provision of an Account that allows you to access and use the App in order to accept payment from your Customers; the ability to accept contactless Card Payments; the provision of monthly transaction statements; the ability to add custom notes to payments; the ability to add tips to a payment; customer support services relating to the above; and such other services as we may make available through or App from time to time.
Website means https://sway.money.
The following rules of interpretation apply to this Agreement:
Clause headings shall not affect the interpretation of this Agreement;
A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);
Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular;
A reference to legislation or a legislative provision is a reference to it as amended, extended, or re-enacted from time to time;
A reference to legislation or a legislative provision shall include all subordinate legislation made from time to time under that legislation or legislative provision;
A reference to writing or written includes email; and
Any words following the terms including, include, in particular, for example or any similar expression shall be interpreted as illustrative and shall not limit the sense of the words preceding those terms.
ACCOUNT CREATION AND VERIFICATION PROCESS
To use our Services, you must first sign-up by requesting an account (“Account”) on our App. You are responsible for keeping your Account and your security details (such as your username and password and any other information that we will provide to you so that you can use and access your Account) safe and secure and you agree that you will not let anyone else access or use your Account or your security details.
You must notify us immediately if you know or believe someone else has access to or used your Account and / or has access to your security details/Account and you will take all reasonable steps to secure the Account and your security details.
As part of the sign-up process, we will ask you to provide certain information to us so that we and our Partners can verify your identity information at the time you attempt to create an Account, when the total value of Card Payments we process for you reaches £500 or when we or our Partners need to do so for legal or regulatory reasons. Full details of what information we require for our verification process is available on our Website and it will also be explained as part of the sign-up process.
If we accept your request to sign-up for an Account we will confirm this to you immediately and you will be able to use and access our App and Services.
If we do not accept your request to sign-up for an Account, we will notify you immediately and you will not be able to use our Services. If we do so, we will provide you with contact details so that you can contact us and provide more information so that we can set-up an Account for you.
We may contact you at any time to ask you to provide us with additional information or documents in relation to your use of the Services which are necessary for our own compliance purposes (for example, evidence of proof of funds, evidence of source of wealth). We may suspend your use of the Services until we have received the required information or evidence and it has been approved by our compliance team.
You warrant and represent that:
all information which you provide to us in connection with the verification process or any other compliance process is complete, accurate and up to date;
you are permitted to share the information with us;
you will let us know if any of the information changes by updating your information in your account or by letting us know by email (where you cannot update the information through your account).
YOUR WARRANTIES AND REPRESENTATIONS
You warrant and undertake that:
you have the power to enter into this Agreement;
you will not use your Account or the Services for any illegal purposes;
you are a business (which includes sole traders);
you will only use the Services in connection with the sale of goods and/or services by you to your Customers;
you comply with all applicable laws, rules, and regulation in relation to the operation of your business and the sale of goods and/or services to your Customers;
you are responsible for the use of your Account in accordance with these Terms and you shall indemnify us for all costs, losses, expenses, and fines resulting from your use of your Account in breach of these Terms;
your employees, contractors or agents that act on your behalf in relation to this Agreement shall be made aware of the Terms of this Agreement and shall comply with them;
you have, and comply with, all necessary rights, consents, licences, and approvals for the operation of your business and to allow you to access and use the Services in compliance with this Agreement and applicable laws, rules, and regulations;
you are solely responsible for, and Sway disclaims all liability for, the supply of goods and/or services you sell to your Customers through the use of the Services and any obligations you may owe to your Customers;
neither your business nor your use of the Services violates or infringes any third party rights including Intellectual Property Rights and you have obtained any necessary rights and permissions to enable you to carry out your business and use the Services; and
you shall be liable to Stripe in relation to any refunds, disputes, chargebacks, fines, or other amounts you may owe Stripe as set out in the Stripe Agreement.
RESTRICTIONS
You can only use the Services for the purpose of, and in connection with, selling goods and/or services to your Customers.
You agree that you will not:
use the Services for personal purposes or any purpose not connected with your business;
use the Services to engage in illegal, fraudulent, deceptive, or harmful activity;
carry out any action that, whether intentional or not, adversely impacts the operation of the Services, our App or our Website
attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the software we use in our Website or App and to provide our Services in any form or media or by any means;
attempt to reverse compile, disassemble, reverse engineer, or otherwise reduce to human-perceivable form all or any part of the software in our Website or App or which we use to provide our Services to you;
access all or any part of our Services to build a product or service which competes with our Services; or
license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services available to any third party.
You agree that you will not access, store, distribute or transmit any viruses, or any material during your use of the Services, our App or our Website that:
is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
facilitates illegal activity;
depicts sexually explicit images;
promotes unlawful violence;
is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
is in any manner otherwise illegal or causes damage or injury to any person or property.
You agree that you will not use or misuse the Service, our App or our Website in such a way as may (or may reasonably be expected to) overload or otherwise compromise our App, our Website or our Services or use them in any way which may reasonably be expected to be outside the parameters of normal usage.
You agree that you will not use our App, Website or Services to view, access or copy material or data other than your own data which you have inputted into your Account.
You agree to only use the Services in accordance with this Agreement
If you breach any of the terms of this clause 10, we may suspend or withdraw your access to our Services, the App and/or our Website.
If you breach any of the terms of this clause 10, you will indemnify us against any costs, losses, expenses and fines we may incur as a result of your breach.
USING OUR SERVICES
Once we have confirmed that an Account has been created for you, you can access your Account using the App and configure it so that your Customers can pay you for goods and/or services you supply by making Card Payments, using acquiring services provided by Stripe, or making a payment using payment initiation services provided by Tink. The App allows you to accept payments by:
allowing you to provide a QR code to your Customer that allows them to either make a Card Payment to you, using acquiring services provided to you by Stripe, or make a payment to you using payment initiation services provided by Tink; or
using our Tap to Pay feature that allows your Customers to make contactless payments, using the acquiring services provided to you by Stripe, to you using the device you use the App on.
You will only be issued with one Account, but you can use this Account on multiple devices that support the App. We may limit the number of devices you can use the App on or restrict, suspend, or terminate your ability to access the App if we are concerned about the security of a device or your Account or the activity conducted through a device.
You agree that you will only use the Services to accept payments from your Customers for the purchase of goods and/or services from you, and in relation to refunds relating to the same, and that you shall not use the Services to make or receive payments for any other purpose or reason.
You shall comply with the requirements relating to refunds and chargebacks set out in clause 16 and in the Stripe Agreement.
We shall not be liable to you if the issuer of the payment instrument or payment account used by your Customer refuses to execute a payment transaction.
We or our Partners may not accept, or initiate, a payment transaction if:
you are in breach of this Agreement;
you are in breach of the Stripe Agreement;
it would be illegal to do so; or
a regulator, court or other government body instructs us to do so.
EXCHANGE RATES
If payments are made to you in a currency other than pounds sterling (GBP) they will be converted into pounds sterling as set out in the Stripe Agreement which includes details of the exchange rate that will be applied.
Payments made to you by payment initiation services can only be made in pounds sterling.
PAYMENTS TIMELINE
Payments made to you using payment initiation services provided by Tink shall typically be credited to your nominated account within two hours of the Customer making the payment and at the latest at the end of the same Business Day as the payment is made.
The Stripe Agreement sets out the timings of when you will receive payments made to you by your Customers using payment acquiring services provided by Stripe.
SERVICE AVAILABILITY
Our Website, App and Services are provided ‘as is’. There may be times when our App, Website or Service is unavailable for you to use due to maintenance, repairs or upgrades to our systems or the systems of any party, including our Partners, used to provide the Service. We will aim to notify you in advance of any maintenance work but may not always be able to do so. Please contact us if you cannot access or use your Account or if your Customers are unable to make payments to you using the Services.
OUR FEES & FEE CHANGES
Our fees (the “Fees”) are set out on our Pricing Page at https://sway.money/pricing. When you apply for an Account, you will choose a Pricing Plan and agree to pay the Periodic Fee (either a monthly or annual fee) as well as a Card Payment Fee for each Card Payment a Customer makes to you. For the avoidance of doubt you will not be charged a fee for payments that Customers make to you using payment initiation services provided by Tink.
Under this Agreement you may also owe Stripe additional amounts in respect of refunds, disputed transactions, and other amounts as detailed in the Stripe Agreement.
We may increase our Fees by giving you at least 30 days’ notice. If you do not wish to pay the increased Fees, you are under no obligation to continue to use our Services and you may also terminate this Agreement by letting us know that you wish to close your Account. Once we have given you 30 days’ notice of the Fee increase, if you continue to use the Services to receive payments you will be deemed to have accepted the Fee increase and the new Fees will apply.
REFUNDS
You must process Customer requests for refunds in accordance with all applicable laws and regulations, Payment Scheme Rules and as detailed in the Stripe Agreement.
UNRECOGNISED TRANSACTIONS AND CONCERNS OVER ACCOUNT SECURITY
If:
you identify transactions that you are not expecting or do not relate to the sale of goods and/or services to a Customer;
you have concerns about the security of your Account or any device that you have used to access it;
you believe your Account has been accessed without your consent or has otherwise been compromised,
please contact us immediately by:
telephoning us on +44 7822 013540; or
emailing us at support@sway.money
CHANGES TO SERVICES AND THESE TERMS
We may change this Agreement, including any Fees, by giving you at least 30 days’ prior notice by sending an email to the email address you provided when you signed up to use the Services, or as updated by you from time to time.
If you are not happy with the proposed changes you are entitled to terminate the Agreement before the changes take effect by sending an email to support@sway.money.
If we have not heard from you by the time the changes are due to take effect, you will be deemed to have accepted the changes.
We may change the Service or this Agreement immediately:
to reflect changes in relevant laws and regulatory requirements, including changes stipulated by our Partners;
to make minor technical adjustments and improvements which don’t affect your use of the Service; or
to reflect changes to the Services made by us. If such changes would likely have a significant impact on your use of the Service, we will let you know in advance by email.
SUSPENDING OR WITHDRAWING OUR SERVICES
We may cancel or refuse to process any payment or impose limitations on the size, frequency, and time frame of the payments we allow through your use of the Services. If we cancel, refuse to process a payment, or impose any such limitation we do not have to give you a reason for doing so.
We can suspend or withdraw the supply of Services:
where we are concerned about the security of your Account or your security details, or we become aware of suspect that your account or security details are being used in an unauthorised, unlawful, or fraudulent manner;
where you are in breach of this Agreement or the Stripe Agreement;
to deal with a technical problem or make technical changes;
to update, modify or withdraw the service to reflect changes in relevant laws and regulatory requirements, including changes stipulated by our Partners; or
to make changes to the Service (see clause 18: “Changes to services and these Terms”).
In addition, we may also suspend or withdraw access to the Services from you if you fail to provide us with information we require in connection with our verification process or to satisfy our regulatory compliance requirements when requested and/or if we reasonably believe any information which you have provided to us is incorrect, inaccurate, or incomplete (including where such information is requested by a Partner).
If we need to suspend our Services, we will let you know in advance unless the problem is urgent or an emergency or if we are prohibited by law or regulation from informing you.
WE ARE NOT RESPONSIBLE FOR EVENTS OUTSIDE OF OUR CONTROL
If our supply of your Service is delayed by an event outside our reasonable control, we will contact you as soon as possible to let you know and do what we can to reduce the delay (if anything). If you have any questions, you can contact our Customer Service Team by email at support@sway.money or by phone on +44 7822 013540.
WHEN WE CAN END OUR AGREEMENT WITH YOU
We can end our Agreement with you for a Service and claim any compensation due to us (including our costs, losses, expenses, and any fines) if:
you are in breach of this Agreement in a material way;
you do not, within a reasonable time of us asking for it, provide us with information, cooperation, or access that we need to provide the Service; or
if do not provide us with information we require in connection with our verification process or to satisfy our regulatory compliance requirements when requested and/or if we reasonably believe any information which you have provided to us is inaccurate or incomplete (including where such information is requested by our Partners).
OUR LIABILITY TO YOU IF SOMETHING GOES WRONG
We do not exclude or limit in any way our liability to you where it would be unlawful to do so.
We are not responsible for any delays, delivery failures or other loss or damages resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that our services may be subject to limitations, delays, and other problems inherent in the use of such communications facilities.
We are not responsible for the delivery of services provided by our Partners.
We are not liable to you:
where you have failed to use the App or our Services in accordance with this Agreement;
for any errors you made in providing information to us such as providing us or our Partners with incorrect bank details;
for any unusual or unforeseeable circumstances beyond our reasonable control;
if the issuer of your Customer’s payment card or account refuses to authorise a payment to you;
for the malfunction of a mobile device or other equipment, software or services required for the successful technical performance of an operation which is beyond our reasonable control;
where we are acting in compliance with the applicable legal or regulatory requirements or any other applicable rules or guidelines;
where you act fraudulently or with gross negligence;
for any loss or damage caused by a virus, denial of service attack dissemination or other technologically harmful material that may infect a computer or other device or equipment, software programs, data, or other proprietary material in connection with your account;
for any disputes arising between you and your Customer in relation to the goods and/or services you have sold them; or
where we, Stripe, or Tink refuse to accept any payment or restrict, block, or deactivate your Account in accordance with this Agreement and/or the Stripe Agreement.
We exclude all implied conditions, warranties, representations, or other terms that may apply to our App, Website or any content on it or to our Services.
We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
use of, or inability to use, our App; or
use of or reliance on any content displayed on our App or Website.
In particular, we will not be liable for:
loss of profits, sales, business, or revenue;
business interruption;
loss of anticipated savings;
loss of business opportunity, goodwill, or reputation; or
any indirect or consequential loss or damage.
Except for where we cannot legally limit our liability (as noted above), and subject to the exclusions noted above, our liability to you is limited in the aggregate to an amount equal to sum of all Fees paid by you to us.
COMPLAINTS
We hope you will enjoy using our App, Website and Services. If you need to contact us for any reason, please contact us by email at support@sway.money or by phone on +44 7822 013540.
If you have a complaint about the payment services provided to you in connection with this Agreement you should contact us initially, but we may refer your complaint to Stripe if the issue relates to payment acquiring.
You can contact Stripe using the contact details set out in the Stripe Agreement.
OTHER IMPORTANT TERMS WHICH APPLY
We can transfer our Agreement with you, so that a different organisation is responsible for supplying Services. We will tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the Agreement.
You can only transfer your Agreement with us to someone else if we agree to this.
These Terms are the entire agreement between us and they supersede all other previous agreements, promises, assurances, warranties, representations, and understandings between us, whether written or oral, relating to its subject matter.
You and we each agree that in entering into this agreement neither of us relies on, and shall have no remedies in respect of, any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in this Agreement. Nothing in this Agreement will limit or exclude any liability for fraud.
Nobody else has any rights under this Agreement. This Agreement is between you and us. Nobody else can enforce it and neither of us will need to ask anybody else to sign-off on ending or changing it.
If a court invalidates some of this Agreement, the rest of it will still apply. If a court or other authority decides that some of this Agreement is unlawful, the rest will continue to apply.
Even if we delay in enforcing this Agreement, we can still enforce it later. We might not immediately chase you for not doing something (like paying us the Fees) or for doing something you are not allowed to, but that does not mean we cannot do it later.
The Agreement between us, including these Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England.
Each party irrevocably agrees that the courts of England shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement or its subject matter or formation.