Terms & Conditions

Introduction

1.1 This Merchant agreement (“Merchant Agreement”) applies to and governs your (“You”, “Your”, “User”) use of the FundOnion Pay mobile application and any related services, websites, and portals operated under the FundOnion brand which relate to FundOnion Pay (together, the “Pay Service”).

1.2 The Pay Service is provided by FundOnion Pay Limited (company number 16682197) whose registered office is 44–48 Paul Street, London, United Kingdom, EC2A 4LB (“FundOnion Pay”, “FundOnion”, “We”, “Us”, “Our”).

1.3 This Merchant Agreement incorporates by reference our Privacy Policy and any other policies we notify to you from time to time.

1.4 By downloading, accessing, or using the Pay Service, you agree to this Merchant Agreement. If you do not agree, you must not use the Pay Service.

Summary of Pay Service

2.1 FundOnion Pay is a business payments and financial management service intended for business users. Features may include (without limitation) payment acceptance, transaction tracking, settlement reporting, invoices or payment links, integrations, and insights designed to support business operations and access to business funding.

2.2 The Pay Service may integrate with third-party providers, including payment processors, card networks, open banking providers, fraud prevention providers, identity verification providers, analytics providers, and banking partners (“Third-Party Providers”). Some features may require you to agree to Third-Party Provider terms in addition to this Merchant Agreement.

2.3 The Pay Service is provided on an execution-only basis. We do not provide
financial, legal, tax, or investment advice.

2.4 Where you are a Merchant and separately engage in, or otherwise seek to engage in, general brokerage services offered by the wider FundOnion Group (for example commercial finance broking, introductions to lenders, capital raising support, or FundOnion’s lender panel services), those services are governed by the FundOnion Group user agreement available at https://www.fundonion.com/utility-pages/user-agreement (“User Agreement”).

To the extent you use or seek those additional services in connection with the Pay Service or otherwise, you agree that the User Agreement applies in addition to this Merchant Agreement and that relevant FundOnion entities and terms in that agreement govern those services.

How we handle data

3.1 By using our Website, you expressly consent to us collecting and processing your information in accordance with our Privacy Policy.

3.2 You authorise FundOnion to share your information with relevant Partners for the purposes of managing your enquiry, and acknowledge that Partners may provide us with updates regarding your application or enquiry outcomes.

3.3 FundOnion may share data within the FundOnion Group for operational, compliance, or administrative purposes, as set out in our Privacy Policy.

3.4 We take your privacy seriously. You can read our full Privacy Policy at www.fundonion.com/privacy-policy.

Eligibility and account registration

3.1 You must be at least 18 years old and have authority to act on behalf of the business you represent.

3.2 You agree that all information you provide during registration and ongoing use is true, accurate, complete, and not misleading, and you will keep it up to date.

3.3 We may refuse registration, suspend, or terminate access where we reasonably believe eligibility requirements are not met, information provided is inaccurate, or where required for security, fraud prevention, or compliance reasons.

Regulatory position and relationship to other FundOnion services

4.1 FundOnion Pay Limited is not a bank.

4.2 Certain elements of the Pay Service may be delivered by regulated Third-Party Providers (for example, payment processing or open banking). Where this applies, those services are provided by the relevant Third-Party Provider under their terms and regulatory permissions, and not by FundOnion Pay itself.

4.3 FundOnion group companies may also provide separate services (such as commercial finance brokerage). If you engage those services, separate terms may apply.

4.4 FundOnion Pay Limited partners with Plaid Financial Limited (company number 11103959), an Authorised Payment Institution regulated by the Financial Conduct Authority under firm reference number 804718, which provides payment initiation services. To enable certain features of the Pay Service you may become a user of Plaid’s services by way of this integration. You should ensure you are familiar with Plaid’s terms of service and any associated policies, and you agree that FundOnion Pay acts as agent of Plaid for the purpose of such services. Where Plaid or any other Third-Party Provider delivers regulated services to you in connection with the Pay Service, those services are provided under their terms and regulatory permissions.

Using the Pay Service

5.1 You must use the Pay Service only for lawful purposes and in accordance with this Merchant Agreement.

5.2 You are responsible for maintaining the confidentiality and security of your login credentials and for all activity on your account. You must notify us promptly if you suspect unauthorised access.

5.3 You must not:(a) attempt to gain unauthorised access to the Pay Service or related systems(b) use the Pay Service to process illegal transactions or prohibited goods/services(c) interfere with or disrupt the Pay Service, including by introducing malware(d) reverse engineer, decompile, or otherwise attempt to derive source code except to the extent permitted by law(e) use the Pay Service in a way that infringes any third-party rights

5.4 We may implement reasonable limits, controls, or checks to protect you, other users, and the Pay Service, including limits on transaction size, velocity, features, or access.

Payments, processing, and settlement

6.1 Where the Pay Service enables you to accept or initiate payments, those transactions may be processed by a Third-Party Provider. You authorise us to share necessary data with relevant Third-Party Providers to provide the Pay Service, including for processing, settlement, chargebacks, refunds, fraud monitoring, and compliance.

6.2 Settlement timelines, availability of funds, chargebacks, reversals, and disputes may be determined by the relevant payment method, card network rules, and Third-Party Provider policies. We do not guarantee that funds will be available by a particular date.

6.3 You are responsible for your customer relationships, including delivery of goods/services, customer service, refunds, and compliance with consumer and payment laws applicable to your business.

6.4 You acknowledge that payments may be reversed, charged back, or disputed. You agree to cooperate with us and any Third-Party Provider in relation to disputes and provide information promptly when requested.

Fees

7.1 Fees (if applicable) for the Pay Service, including transaction fees, service fees, chargeback fees, or subscription fees, will be disclosed to you within the Pay Service, on our website, or in a separate fee schedule notified to you.

7.2 You authorise us (and relevant Third-Party Providers where applicable) to deduct applicable fees from settlements or otherwise charge them using agreed payment methods.

Data, privacy, and communications

8.1 We process personal data in accordance with our Privacy Policy.

8.2 You authorise us to share data with Third-Party Providers and within the FundOnion Group where necessary to provide the Pay Service, maintain security, prevent fraud, comply with law, support you, and improve our products.

8.3 We may contact you by email, phone, SMS, push notification, or in-app messaging in relation to the Pay Service, including service notices, security alerts, and operational communications.

8.4 Marketing communications are governed by our Privacy Policy and your preferences. You can opt out of marketing at any time, but you cannot opt out of essential service communications.

Integrations, open banking, and third-party links

9.1 The Pay Service may allow you to connect third-party accounts, banking data, or accounting software. If you choose to connect such services, you authorise us and our Third-Party Providers to access the data you permit, and to use it to provide the Pay Service, including insights and eligibility assessments.

9.2 Third-party websites, SDKs, and services are not under our control. We are not responsible for third-party content, availability, or their actions. Your use of third-party services is governed by their terms and policies.

Intellectual property

10.1 All intellectual property rights in the Pay Service, including software, designs, text, graphics, logos, and content, are owned by or licensed to us.

10.2 We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Pay Service for your internal business purposes during the term of this Merchant Agreement.

10.3 You must not copy, modify, distribute, or create derivative works from the Pay Service except as permitted by law or with our prior written consent.

Availability, changes, and suspension

11.1 We may modify, suspend, withdraw, or discontinue the Pay Service (or any part of it) at any time. Where reasonably practicable, we will provide notice of material changes.

11.2 We may suspend or restrict your access immediately where we reasonably believe it is necessary for security, fraud prevention, suspected misuse, breach of this Merchant Agreement, or compliance with law or Third-Party Provider requirements.

Disclaimers

12.1 The Pay Service is provided on an “as is” and “as available” basis. To the fullest extent permitted by law, we exclude all warranties and representations, express or implied, including accuracy, completeness, fitness for purpose, and non-infringement.

12.2 We do not guarantee that the Pay Service will be uninterrupted, error-free, or free from vulnerabilities, and you are responsible for maintaining appropriate security and backups of your own systems and data.

12.3 Any insights, analytics, or projections provided via the Pay Service are indicative only and may be based on incomplete or delayed information.

Limitation of liability

13.1 To the fullest extent permitted by law, we will not be liable for any indirect, incidental, special, consequential, or punitive losses, or for any loss of profits, revenue, contracts, business, goodwill, data, or anticipated savings arising out of or in connection with your use of the Pay Service.

13.2 Our total aggregate liability to you for all claims arising out of or in connection with the Pay Service will be limited to the fees you paid to us (if any) in the 12 months preceding the event giving rise to the claim. If no fees were paid, our liability will be limited to £100.

13.3 Nothing in this Merchant Agreement limits or excludes liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded or limited by law.

Your indemnity

14.1 You agree to indemnify and keep indemnified us, our group companies, officers, directors, employees, and agents against any claim, loss, liability, cost, or expense (including reasonable legal fees) arising from your breach of this Merchant Agreement, your misuse of the Pay Service, your transactions, your relationship with your customers, or your violation of law or third-party rights, except to the extent caused by our fraud.

Termination

15.1 You may stop using the Pay Service at any time.

15.2 We may terminate this Merchant Agreement and/or close or suspend your account at any time where we reasonably believe you have breached this Merchant Agreement, pose a security or fraud risk, or where required for compliance reasons.

15.3 Termination does not affect rights and obligations accrued prior to termination. Clauses intended to survive termination will do so, including fees, liability limits, indemnities, and governing law.

App store terms

16.1 If you download the app via Apple App Store or Google Play, you acknowledge that those platforms are not a party to this Merchant Agreement and are not responsible for the Pay Service. Your use of the app must also comply with the applicable app store terms.

General

17.1 We may amend this Merchant Agreement by updating it and, where appropriate, notifying you in-app or by other reasonable means. Continued use after amendments constitutes acceptance.

17.2 You may not assign or transfer your rights or obligations under this Merchant Agreement without our prior written consent. We may assign or transfer this Merchant Agreement to a group company or as part of a restructuring or sale.

17.3 If any provision is found invalid or unenforceable, the remaining provisions remain in full force and effect.

17.4 A failure or delay to exercise a right is not a waiver.

Governing law and jurisdiction

18.1 This Merchant Agreement and any disputes arising out of or in connection with it are governed by the laws of England and Wales, and subject to the exclusive jurisdiction of the courts of England and Wales.

Contact

19.1 If you have questions about this Merchant Agreement or the Pay Service, contact hello@fundonionpay.com.