Payment Account Terms & Conditions EU/UK

This Agreement governs your access to and use of the Services made available through the Spendbase Platform, including any Account, Card, payment functionality and related products or services provided in connection with the Programme.

The Services are provided by Partnerway OÜ, trading as Spendbase, a company incorporated in Estonia under registration number 16379208 with its registered office at Harju maakond, Tallinn, Kesklinna linnaosa, Tornimäe tn 3 // 5 // 7, 10145, Estonia (“Spendbase”, “we”, “us” or “our’).

Certain Services are provided by regulated financial institutions partnering with Spendbase. Accounts, E-Money and Cards made available under the Programme are provided by Moorwand Ltd, a company incorporated in England and Wales with company number 08491211 and authorized by the Financial Conduct Authority under the Electronic Money Regulations 2011 (FRN 900709). Information about Moorwand’s authorization can be found in the Financial Services Register at https://register.fca.org.uk.

In the United Kingdom, your Spendbase Digital banking Account and Card is issued by Moorwand Ltd. Moorwand Ltd is authorised by the Financial Conduct Authority under the Electronic Money Regulations 2011 (Firm Reference Number 900709) to issue electronic money and payment instruments.

In the European Economic Area, your Spendbase Digital banking Account and Card is issued by Heuro SAS, in partnership with Moorwand Ltd. Heuro SAS is authorised by the Autorité de Contrôle Prudentiel et de Résolution (ACPR) under licence number 17478 to issue electronic money and payment instruments.

Moorwand Ltd is a Principal Member of Mastercard International Incorporated. The Card is issued under licence from Mastercard International Incorporated. Mastercard and the circles design are registered trademarks of Mastercard International Incorporated.

By applying for, accessing or using the Services, you confirm that you have read, understood and agree to be bound by this Agreement.

Business Use Only. The Services are intended solely for business and commercial purposes. You may only use the Services on behalf of a business that has been approved by Spendbase. Cards may only be issued to individuals authorized by that business. The Services must not be used for personal, family, or household purposes.

The following documents form part of this Agreement and are incorporated by reference:

(a) Fees and Limits;

(b) the Privacy Notice; and

(c) the Digital Wallet Terms and Conditions.

Applicable fees, charges, foreign exchange rates and transaction limits are set out in the Fees and Limits available through the Platform or Website.

Funds held in connection with the Services are not bank deposits and are not protected by any deposit guarantee scheme. Where funds are received in exchange for E-Money, they are safeguarded in accordance with applicable legal and regulatory requirements.

This Agreement is concluded in English. Any translation is provided for convenience only and, to the extent permitted by applicable law, the English version shall prevail.

In this Agreement:

“Account” means an account made available through the Services.

“Agreement” means these Terms and Conditions, together with the Fees and Limits, Privacy Notice, Digital Wallet Terms and Conditions (where applicable), and any other documents expressly incorporated by reference, each as amended from time to time in accordance with this Agreement.

“Applicable Law” means any applicable law, regulation, rule, regulatory requirement, court order, sanction, guidance, direction or card scheme rule applicable to the Services, the Business Customer, a Cardholder, Spendbase or any Regulated Service Provider.

“Business Customer” means a legal entity, sole trader, partnership, charity, public body or other organization approved by Spendbase as the holder of an Account and established in a jurisdiction supported by the Regulated Service Provider and updated from time to time.

“Business Day” means a day on which banks are generally open for business in England, excluding Saturdays, Sundays and public holidays.

“Card” means a Virtual Card or Physical Card issued under the Programme.

“Cardholder” means an individual authorised by the Business Customer to use a Card.

“E-Money” means electronically stored monetary value issued in exchange for funds.

“Merchant” means any retailer, supplier, service provider or other person that accepts a Card as a means of payment

“Physical Card” means a physical payment card issued under the Programme.

“Platform” means the Spendbase website, mobile application, and related systems through which the Services are provided.

“Regulated Service Provider” means for the UK: Moorwand Ltd. Moorwand Ltd is authorised by the Financial Conduct Authority under the Electronic Money Regulations 2011 (Register ref: 900709) for the issuing of electronic money and payment instruments and registered in England & Wales No. 8491211. 9DU. Registered office Fora, 3 Lloyds Avenue, London, EC3N 3DS, United Kingdom; and for EEA: Heuro SAS is authorised by the Autorité de Contrôle Prudentiel et de Résolution (ACPR) under licence number 17478.

“Security Credentials” means passwords, passcodes, authentication credentials, one-time passcodes, biometric identifiers and other security measures used to access the Services.

“Services” means the products and services made available through the Platform.

“Transaction” means any payment, transfer, withdrawal, refund, chargeback or card transaction processed through the Services.

“Virtual Card” means a digital payment card issued without a physical form.

References to the singular include the plural and vice versa. References to legislation include any amendment or replacement of that legislation. The words “including” and “includes” do not limit the meaning of the words preceding them.

2.1 Eligibility. To use the Services, you must: (a) be a Business Customer approved by Spendbase; (b) provide all information and documentation reasonably requested by us; (c) satisfy our onboarding, verification and compliance requirements; and (d) comply with this Agreement and Applicable Law. We may refuse an application or decline to provide any Service at our discretion where permitted by Applicable Law. You must remain eligible to use the Services throughout the duration of this Agreement. We may restrict, suspend or terminate access to any Service if we reasonably believe that you no longer satisfy our eligibility, compliance, legal or regulatory requirements.

2.2 Authority. The individual accepting this Agreement on behalf of the Business Customer confirms that they are duly authorized to act on behalf of the Business Customer and to bind it to this Agreement. The Business Customer is responsible for all actions taken by its authorized representatives, Cardholders, and other authorized users.

2.3 Verification and Compliance Checks. Before providing the Services, and at any time during the business relationship, we or our Regulated Service Providers may carry out identity, verification, sanctions, anti-money laundering, fraud prevention and other compliance checks. You must promptly provide any information or documentation reasonably requested for such purposes. Failure to provide requested information may result in delays, restrictions, suspension or termination of the Services.

2.4 Keeping Information Up to Date. You must promptly notify us of any change to: (a) your legal name; (b) registered office or business address; (c) ownership or control structure; (d) authorized representatives; (e) contact details; or (f) any other information previously provided to us. We may require supporting evidence of any such changes.

2.5 Authorized Users and Cardholders. The Business Customer may authorize individuals to access the Services and use Cards on its behalf. The Business Customer must ensure that all authorized users and Cardholders comply with this Agreement and any instructions issued by the Business Customer. The Business Customer remains fully responsible for all use of the Services by its authorized users and Cardholders.

3.1 Account. Once your application has been approved, we may provide you with an Account through the Platform. The Account enables you to hold E-Money, fund Cards, make and receive payments where available, and access other Services that we make available from time to time. The Account is intended solely for use in connection with your business activities and must not be used for personal, family or household purposes. Where available, an Account may be assigned an IBAN, account number, sort code or other unique identifier. You must ensure that any payment instruction contains the correct identifier. We may rely on the identifier provided in a payment instruction and will not be responsible for any loss resulting from an incorrect or incomplete identifier supplied by you

3.2 E-Money. Funds credited to your Account are exchanged for E-Money issued by the relevant Regulated Service Provider. E-Money does not constitute a deposit and no interest will be paid on E-Money balances unless expressly stated otherwise.

3.3 Funding Your Account. You may add funds to your Account using the methods supported through the Platform from time to time. We may impose limits, verification requirements or other conditions on the receipt of funds where required for operational, security, legal or regulatory reasons. We may refuse, delay or return any payment where reasonably necessary to comply with Applicable Law, protect the security of the Services or manage financial crime risk.

3.4 Available Balance. You may only use funds that have been credited to your Account and are reflected in your available balance. Certain transactions may result in funds being temporarily unavailable, including card authorizations, payment disputes, chargebacks, refunds, reversals or regulatory restrictions.

3.5 Statements and Transaction Information. Information relating to your Transactions will be made available through the Platform. You may view and download your transaction history and account information at any time during the relationship. Where required by Applicable Law, transaction information will be provided in a durable medium free of charge at least once each month.

3.6 Keeping Sufficient Funds. You must ensure that sufficient funds are available in your Account to cover Transactions, fees, chargebacks, refunds and any other amounts payable under this Agreement. If your Account acquires a negative balance for any reason, you must immediately repay the outstanding amount upon demand. We may recover any amount owed to us from funds held in your Account or otherwise due to you.

3.7 Restrictions. We may place restrictions on your Account, refuse to process a Transaction, delay a payment or require additional information where reasonably necessary to comply with Applicable Law, investigate suspected fraud or financial crime, protect the security of the Services or comply with the requirements of a Regulated Service Provider or card scheme.

3.8 Set-Off. Without affecting any other rights or remedies available to us, we may set off any amount owed by you to us under this Agreement against any funds held in your Account or otherwise payable to you.

3.9 Dormant Accounts. Where an Account remains inactive for an extended period, we may apply restrictions, request updated information or close the Account in accordance with Applicable Law and our operational procedures. We may contact you before taking such action where required by Applicable Law.

3.10 Safeguarding of Funds. Funds received in exchange for E-Money are safeguarded by the applicable Regulated Service Provider in accordance with Applicable Law. E-Money is not a deposit and is not covered by any deposit guarantee scheme or deposit insurance scheme.

4.1 Issuing Cards. Subject to eligibility, verification and ongoing compliance requirements, we may issue one or more Cards linked to your Account. Cards may be issued as Virtual Cards, Physical Cards or both. A Card may only be issued to and used by an individual authorized by the Business Customer. All Cards remain the property of the applicable issuer and may only be used in accordance with this Agreement.

4.2 Delivery and Activation. Physical Cards may be delivered to the Cardholder or another recipient authorized by the Business Customer using a delivery method selected by us. The Business Customer is responsible for ensuring that delivery information remains accurate and up to date. A Physical Card may not be used until it has been activated using the method specified by us.

4.3 Using Cards. Cards may be used to make Transactions wherever the applicable card scheme is accepted, subject to any restrictions imposed by us, the applicable Regulated Service Provider, the card scheme, Applicable Law or the Merchant. You must ensure that sufficient funds are available in your Account before authorizing a Transaction. We may decline a Transaction where there are insufficient funds available, where a Transaction would exceed an applicable limit or restriction, or where we reasonably consider the Transaction to present a legal, regulatory, security or fraud risk.

Availability of ATM withdrawals, cash withdrawals, and other card features may depend on the Card type and may be restricted, limited, or unavailable.

Physical Cards may support contactless Transactions, subject to applicable limits, security requirements and card scheme rules.

4.4 Card Controls. The Business Customer may establish spending limits, usage restrictions and approval controls for Cards through the Platform where such functionality is available. The Business Customer remains responsible for all Transactions made using Cards issued under its Account.

4.5 Authorisations. Certain Transactions may require an authorization to be placed against your available balance before the final Transaction amount is known. This commonly occurs in connection with hotels, vehicle rentals, subscriptions, recurring payments and similar transactions. Where an authorization is placed, the relevant amount may be unavailable for use until the Transaction is completed, reversed or expires in accordance with applicable card scheme rules.

4.6 PINs and Card Security. Where a Physical Card is issued with a PIN or other authentication method, the Cardholder must take reasonable steps to keep it secure and separate from the Card. PINs, security codes, and authentication credentials must not be disclosed to any unauthorized person.

4.7 Card Expiry, Renewal and Replacement. Cards are valid until the expiry date displayed on the Card unless cancelled, suspended or terminated earlier. We may replace, renew or reissue a Card at any time for operational, security, legal or regulatory reasons. A fee may apply for replacement or expedited delivery of a Card, as set out in the Fees and Limits. Upon expiry, cancellation, replacement or termination of a Physical Card, the Cardholder must immediately cease using the Card and securely destroy it in accordance with our instructions.

4.8 Digital Wallets. Where available, a Card may be added to a Digital Wallet. Use of a Digital Wallet is subject to the applicable Digital Wallet Terms and Conditions and the terms of the relevant wallet provider.

4.9 Lost, Stolen or Compromised Cards. If a Card is lost, stolen, misappropriated or used without authorization, you must notify us without undue delay through the Platform or Customer Support. We may suspend, restrict, replace or cancel the Card and take any action reasonably necessary to protect the Account, the Business Customer, Spendbase, the applicable Regulated Service Provider or the card scheme.

5.1 Authorizing Transactions. A Transaction is authorized when you or an authorized Cardholder provides consent using a Card, Security Credentials, a Digital Wallet, an approval workflow, or any other authentication method accepted by us. We may rely on any instruction or Transaction that appears to have been authorised by you or an authorised user.

5.2 Refusing Transactions. We may refuse to execute a Transaction or impose additional security checks where reasonably necessary to:

(a) comply with Applicable Law;

(b) prevent fraud, financial crime or unauthorized use;

(c) protect the security of the Services;

(d) comply with requirements imposed by a Regulated Service Provider or card scheme; or

(e) where insufficient funds are available.

Where legally permitted, we will inform you of the refusal and, where appropriate, the reasons for it.

5.3 Transaction Execution. Once a Transaction has been authorized and received, it cannot normally be revoked. Transaction execution times depend on the payment type, currency, destination and applicable payment scheme. Information regarding expected execution times is available through the Platform and may be updated from time to time.

5.4 Foreign Exchange. Where a Transaction is made in a currency different from the currency of the Account, the Transaction will be converted at the exchange rate applicable when the Transaction is processed. The applicable exchange rate, any mark-up and any foreign exchange fees will be disclosed in the Fees and Limits or through the Platform. Changes to reference exchange rates may take effect immediately and without prior notice.

5.5 Refunds and Reversals. A refund, reversal or cancelled Transaction may not be available immediately after it has been processed by a Merchant, card scheme or payment provider. We will credit the relevant amount to your Account once the funds have been received by the applicable Regulated Service Provider.

5.6 Transaction Records. Details of Transactions will be available through the Platform and may also be provided in a durable medium where required by Applicable Law.

6.1 Security. You must take all reasonable steps to keep your Account, Cards, Security Credentials, devices and authentication methods secure at all times and prevent their unauthorised use. The Business Customer must maintain appropriate internal controls governing access to the Services and the use of Cards. Physical Cards must be kept secure and must not be provided to, shared with, or used by any unauthorized person. You must notify us without undue delay if you become aware of the loss, theft, misappropriation or unauthorised use of a Card, Security Credential or device used to access the Services.

6.2 Notification of Security Incidents. You must notify us without undue delay if you become aware of, or suspect, the loss, theft or unauthorized use of a Card, the compromise of Security Credentials, unauthorized access to the Account, an unauthorized or incorrectly executed Transaction, or any actual or suspected fraud affecting the Services. Upon notification, we may suspend or replace a Card, reset Security Credentials or take any other action reasonably necessary to protect the Account and the Services.

6.3 Unauthorized Transactions. If you believe that a Transaction was not authorized by you or an authorized Cardholder, you must notify us as soon as possible and, in any event, no later than 13 months after the date on which the Transaction was debited from the Account. We may require information and supporting documentation reasonably necessary to investigate the matter.

6.4 Liability. The Business Customer is responsible for Transactions authorized by its authorized representatives, authorized users, and Cardholders. Subject to Applicable Law, the Business Customer may also be responsible for losses arising from fraud, intentional misconduct or a failure to comply with this Agreement. You will not be liable for losses arising from unauthorized Transactions occurring after you have notified us of the loss, theft or compromise of a Card or Security Credentials, unless you have acted fraudulently.

6.5 Investigations. We may investigate any suspected unauthorized Transaction, security incident, or fraudulent activity and may request information, documentation, or cooperation from you during the investigation. Where we reasonably determine that a claim was unfounded or that a Transaction was properly authorized, we may reverse any provisional credit applied to the Account.

7.1 Merchant Disputes. If you have a dispute relating to goods or services purchased using a Card, you should first attempt to resolve the dispute directly with the relevant Merchant. Spendbase is not responsible for the quality, safety, legality or delivery of any goods or services purchased using the Services.

7.2 Requesting a Chargeback or Investigation. Where a Card Transaction may be eligible for a chargeback or other card scheme dispute process, you may request that we investigate the Transaction. You must provide all information and supporting evidence reasonably requested by us within the timeframe specified by us or the applicable card scheme. Failure to provide requested information may prevent us from pursuing the claim.

7.3 Refunds. Any refund relating to a Card Transaction will be credited to the Account once it has been received by the applicable Regulated Service Provider. We are not responsible for delays caused by Merchants, acquiring banks, card schemes or other third parties involved in processing the refund.

7.4 Our Role. We may assist with a Transaction dispute, chargeback request or card scheme claim where available, but we do not guarantee that any dispute will be resolved in your favour or that any amount will be recovered. Any chargeback, retrieval request or dispute process remains subject to the rules of the applicable card scheme and the decisions of the parties involved in the dispute process.

7.5 Reversal of Credits. Where we apply a provisional credit to the Account pending completion of an investigation, we may reverse that credit if the claim is rejected, withdrawn, found to be invalid or otherwise determined in favour of the Merchant or another party.

7.6 Fees. We may charge fees in connection with chargebacks, retrieval requests, dispute investigations or unsuccessful claims where permitted by Applicable Law and disclosed in the Fees and Limits.

7.7 Authorized Push Payment Fraud. Where applicable, you may be entitled to reimbursement for certain Authorized Push Payment (APP) fraud losses in accordance with Applicable Law, mandatory reimbursement requirements, payment system rules or regulatory requirements. Eligibility for reimbursement may depend on the circumstances of the claim, compliance with applicable reporting requirements and any exceptions permitted under Applicable Law or the relevant reimbursement scheme. Further information regarding APP fraud protection and reimbursement rights is available through the Platform or upon request

8.1 Acceptable Use. You must use the Services in accordance with this Agreement and Applicable Law. You must not use the Services for any unlawful, fraudulent, deceptive or abusive purpose, or in any manner that could expose Spendbase, a Regulated Service Provider, a card scheme or another customer to legal, regulatory, financial or reputational risk.

8.2 Compliance Requirements. We may request information, documentation or explanations from you at any time in order to comply with legal, regulatory, risk management, fraud prevention, sanctions screening or anti-money laundering requirements. You must provide the requested information within a reasonable timeframe specified by us.

8.3 Restrictions and Suspension. We may block, refuse, delay, restrict or suspend any Transaction, Card, Account or Service immediately where we reasonably believe that:

(a) this is necessary to comply with Applicable Law or a regulatory obligation;

(b) the security of the Account, Card or Services may be compromised;

(c) unauthorised, fraudulent or suspicious activity may have occurred;

(d) information previously provided to us is inaccurate, incomplete or misleading;

(e) you have breached this Agreement; or

(f) continuing to provide the Services may expose us, a Regulated Service Provider or a card scheme to legal, regulatory, financial or reputational risk.

Where legally permitted, we will notify you of the restriction or suspension and the reasons for it.

8.4 Duration of Restrictions. Any restriction or suspension may remain in place for as long as reasonably necessary to investigate the matter, satisfy legal or regulatory requirements, protect the security of the Services or mitigate the relevant risk. We are not responsible for losses arising from actions reasonably taken under this Section.

9.1 Fees and Charges. Fees, charges, foreign exchange mark-ups and other amounts payable in connection with the Services are set out in the [Fee and Limits]. By using the Services, you authorize us to deduct any applicable fees, charges and other amounts due under this Agreement from your Account.

9.2 Taxes. Unless stated otherwise, all fees are exclusive of any applicable taxes, duties or similar governmental charges, which shall be payable by you where required by Applicable Law.

9.3 Insufficient Funds. You must ensure that sufficient funds are available in your Account to cover any fees or charges payable under this Agreement. If any fee, charge or other amount payable by you results in a negative balance, you must promptly repay the outstanding amount upon demand.

9.4 Changes to Fees. Changes to fees and charges will be communicated in accordance with Section 11.

9.5 Cashback. Subject to this Agreement, the Business Customer may be eligible to receive cashback in respect of qualifying Card Transactions.

(a) Cashback is calculated based on the aggregate value of eligible settled Card Transactions processed during the applicable calculation period across Cards linked to the same Account. 

(b) Cashback rates, eligibility thresholds, excluded Transaction types and any applicable limitations are set out in the Fees and Limits or otherwise communicated through the Platform.

(c) Certain Business Customers may be eligible for customised cashback rates, thresholds or programme terms. Where applicable, such terms will be displayed in the Business Customer’s Account or otherwise communicated by us and shall prevail over any standard cashback terms.

(d) Cashback will not accrue in respect of Transactions that are reversed, refunded, charged back, disputed, fraudulent, unlawful or otherwise determined by us to be ineligible or made via ATM.

(e) We may adjust, withhold, reverse or recover cashback where reasonably necessary to correct an error, reflect a refund or reversal, prevent abuse of the cashback programme, comply with Applicable Law, or address fraudulent, suspicious or improper activity.

(f) We may refuse to award cashback where we reasonably believe that Transactions have been undertaken primarily to generate cashback, manipulate transaction volumes, circumvent programme rules or obtain an unintended benefit.

(g) We may modify cashback rates, eligibility criteria, thresholds or programme terms for individual Business Customers where agreed between the parties or otherwise communicated through the Platform.

(h) Cashback has no cash value until credited to the Account and may not be transferred, assigned or otherwise disposed of.

(i) Unless otherwise specified, cashback will be credited to the Account on a monthly basis following completion of the applicable calculation period.

(j) Cashback is discretionary and does not form part of any regulated payment service or electronic money service.

10.1 Termination by You. You may terminate this Agreement and close your Account at any time by contacting us through the Platform or Customer Support and following any reasonable closure procedures. Termination will not affect any rights or obligations that arose before the date of termination.

10.2 Termination by Us. We may terminate this Agreement for any reason by providing at least 90 days’ prior notice in a durable medium. 

We may terminate or suspend this Agreement immediately, or close your Account, Cards or access to the Services without prior notice where we reasonably consider it necessary to:

(a) comply with Applicable Law or a regulatory requirement;

(b) prevent fraud, financial crime, money laundering, terrorist financing or unauthorized use;

(c) protect the security or integrity of the Services;

(d) comply with requirements imposed by a Regulated Service Provider, card scheme or competent authority;

(e) address a breach of this Agreement;

(f) manage legal, regulatory, financial, operational or reputational risk; or

(g) where continued provision of the Services is no longer commercially, operationally or legally feasible.

10.3 Termination Notices. Where we provide notice of termination, we will provide information regarding: (a) the effective date of termination; (b) how you may submit a complaint in relation to the termination decision; and (c) any applicable rights to refer a complaint to an ombudsman service, alternative dispute resolution body or other competent authority. Where permitted by Applicable Law, the termination notice may also include a general explanation of the reasons for termination.

We may limit, withhold or decline to provide reasons for termination where disclosure would be unlawful, contrary to regulatory requirements, prejudicial to the prevention or detection of crime, fraud, money laundering, terrorist financing or other financial misconduct, or otherwise restricted by Applicable Law.

10.4 Effect of Termination. Upon termination of this Agreement:

(a) your right to use the Services will cease;

(b) Cards linked to the Account may be cancelled or deactivated;

(c) pending transactions may still be processed;

(d) any fees, liabilities or obligations accrued before termination will remain payable;

(e) you must immediately stop using all Cards and Security Credentials associated with the Services; and

(f) any Physical Cards linked to the Account must immediately cease to be used and must be securely destroyed or returned to us if requested.

10.5 Remaining Funds. Following termination, any remaining funds will be returned or redeemed in accordance with Applicable Law and the procedures communicated to you, subject to amounts that must be retained to cover pending Transactions, chargebacks, disputes, legal obligations or amounts owed to us. We may require verification of identity, authority or entitlement before releasing funds.

10.6 Survival. Any provision of this Agreement that by its nature is intended to survive termination shall continue in effect after termination.

11.1 Changes. We may amend this Agreement, the Fees and Limits, or any document incorporated by reference from time to time. Where required by Applicable Law, we will provide notice of the proposed change in a durable medium before the change takes effect.

11.2 Material Changes. Where a proposed change is materially detrimental to you or where notice is required by Applicable Law, we will provide at least 30-day prior notice before the change becomes effective. During the notice period, you may terminate this Agreement without charge and with immediate effect.

11.3 Acceptance of Changes. Unless Applicable Law requires otherwise, you will be deemed to have accepted a notified change if you do not object to the change before it becomes effective. Continued use of the Services after a change takes effect will constitute acceptance of the updated terms.

11.4 Changes Required by Law. We may make changes with immediate effect where reasonably necessary to comply with Applicable Law, a regulatory requirement, a card scheme requirement, a court order or a requirement imposed by a Regulated Service Provider. Where practicable, we will notify you of such changes as soon as reasonably possible.

12.1 Communications. You agree that we may communicate with you electronically through the Platform, email or any other contact details you have provided to us. By entering into this Agreement, you consent to receiving communications, notices, statements, disclosures and other information relating to the Services by electronic means, unless Applicable Law requires otherwise. You may withdraw your consent to electronic communications at any time. However, where electronic communications are necessary for the provision of the Services, withdrawal of consent may result in restrictions on your use of the Services or termination of this Agreement. You are responsible for ensuring that your contact details remain accurate and up to date and for regularly reviewing communications made available through the Platform. English is the language used for communications during the relationship unless otherwise agreed.

12.2 Durable Medium. Where required by Applicable Law, we will provide information in a durable medium. You may request a copy of this Agreement and certain other information relating to the Services at any time during the relationship.

12.3 Recording and Monitoring. We may monitor, record and retain communications between you and us for security, training, quality assurance, fraud prevention, dispute resolution and legal or regulatory purposes.

12.4 Data Protection. We process personal data in accordance with our Privacy Notice, which forms part of this Agreement. The Privacy Notice explains how we collect, use, share, retain and otherwise process personal data in connection with the Services.

13.1 Contacting Us. If you are dissatisfied with the Services, please contact Customer Support in the first instance. Details of how to submit a complaint are available through the Platform and in our Complaints Policy.

13.2 Complaint Handling. We will investigate complaints fairly, consistently and promptly in accordance with our Complaints Policy and Applicable Law. We may request additional information or documentation where reasonably necessary to investigate a complaint. We will communicate the outcome of our investigation and any available escalation options in accordance with Applicable Law.

13.3 Escalation. If you remain dissatisfied after we have completed our review of your complaint, you may be entitled to refer the complaint to an applicable ombudsman service, alternative dispute resolution body, regulatory authority or competent court, depending on your eligibility, jurisdiction and the Services provided. Where required by Applicable Law, we will provide information regarding the applicable complaint escalation options when issuing our final response.

13.4 Financial Ombudsman Service. Where eligible under Applicable Law, customers may have the right to refer a complaint to the Financial Ombudsman Service in the United Kingdom or another competent dispute resolution body in the relevant jurisdiction. Information regarding applicable redress procedures and eligibility requirements will be provided as part of the complaint handling process.

14.1 Our Liability. We will be responsible for losses suffered by you to the extent they are directly caused by our breach of this Agreement, negligence, fraud or wilful misconduct. Nothing in this Agreement excludes or limits any liability that cannot be excluded or limited under Applicable Law.

14.2 Events Outside Our Reasonable Control. We will not be liable for any delay, interruption, failure or unavailability of the Services arising from circumstances beyond our reasonable control, including acts of government, regulatory action, failures of telecommunications networks, payment systems, card schemes, banking partners, service providers, utilities, cyberattacks, labour disputes or other events beyond our reasonable control.

14.3 Third-Party Services. The Services may rely on third-party providers, including Merchants, card schemes, Regulated Service Providers, payment systems, banking partners and technology providers. To the maximum extent permitted by Applicable Law, we are not responsible for the acts, omissions, products, services, failures or insolvency of any such third party.

14.4 Indirect Losses. To the maximum extent permitted by Applicable Law, we will not be liable for any indirect, incidental, consequential, special or punitive damages, including loss of profit, loss of revenue, loss of business opportunity, loss of goodwill, loss of anticipated savings or business interruption.

14.5 Mitigation. Each party shall take reasonable steps to mitigate any loss or damage that it suffers in connection with this Agreement.

14.6 Regulatory Restrictions. We will not be liable for any loss resulting from actions reasonably taken by us to comply with Applicable Law, regulatory requirements, sanctions obligations, card scheme rules or requirements imposed by a Regulated Service Provider.

15.1 Entire Agreement. This Agreement, together with any documents incorporated by reference, constitutes the entire agreement between the parties in relation to the Services and supersedes any prior discussions, understandings or agreements relating to its subject matter.

15.2 Assignment. You may not assign, transfer, charge or otherwise dispose of any of your rights or obligations under this Agreement without our prior written consent. We may assign, transfer or novate this Agreement, or any of our rights and obligations under it, to any affiliate, successor, Regulated Service Provider or other third party, provided that doing so does not materially reduce your rights under this Agreement.

15.3 No Waiver. Any delay or failure by either party to exercise a right or remedy under this Agreement shall not constitute a waiver of that right or remedy.

15.4 Severability. If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect.

15.5 Third-Party Rights. A person who is not a party to this Agreement shall not have any right to enforce any provision of this Agreement except where expressly provided by Applicable Law.

15.6 Governing Law and Jurisdiction. This Agreement and any non-contractual obligations arising out of or in connection with it shall be governed by the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement, except where Applicable Law requires otherwise.