Enterprise Terms

Version 1.0
Last Modified: 11/8/2024

These Enterprise Terms require Customers to use arbitration on an individual basis to resolve disputes rather than using jury trials or class actions. These Enterprise Terms contain exclusions, disclaimers, and limitations of liability. Please read these Enterprise Terms carefully.

These Enterprise Terms of Service (the “Enterprise Terms”) govern the Enterprise Subscription Form entered between MoneySwell LLC, a Colorado limited liability company (referred to as “we”, “us” and similar phrases) and the customer identified in that subscription form (the “Customer”), and the Customer’s subscription contemplated in that subscription form.

The Customer may designate individuals (the “Users”) to use the MoneySwell services described at moneyswell.com (the “Services”), subject to the user cap in the Customer’s subscription form. We will use reasonable efforts to make the Services available to the Users during the Customer’s subscription, subject to scheduled downtime, which will generally not occur without prior advance notice to the Users. Please note that our Terms of Service (available at moneyswell.com/terms-of-service) governs each User’s use of the Services, the Customer’s Enterprise Subscription Form, and the Customer’s subscription. If any provision in our Terms of Service conflicts with a provision in these Enterprise Terms, then the provision in these Enterprise Terms will control as between us and the Customer.

Subscriptions & Fees

Purchasing a Subscription

The Customer shall provide us with valid payment information to allow us to charge the Customer for their subscription fees described in the Customer’s Enterprise Subscription Form. When the Customer provides that information, it is authorizing us and our third-party payment vendors (for example, Stripe) to charge all applicable subscription fees to the Customer’s chosen payment method. Alternatively, we may allow the Customer to pay for their subscription using a different payment method (such as ACH), and may provide invoices to the Customer, as agreed to between us and an individual Customer. Unless otherwise agreed between us and an individual Customer, all invoices delivered will be due upon the earlier of (a) the date the Customer’s Users begin using the Services, or (b) 30 days after receipt of the invoice.

All subscription fees must be paid in advance, are non-cancelable, and non-refundable. All fees are exclusive of taxes and similar government assessments of every nature and form (if any), all of which the Customer must pay. We may charge the Customer interest at 1.5% per month for any undisputed subscription fees which the Customer fails to timely pay us in accordance with these Enterprise Terms. If the Customer fails to pay any applicable subscriptions fees associated with its subscription (including if we are unable to successfully charge the payment information the Customer provides to us), then we may terminate the Customer’s subscription (including all User accounts under the subscription and Users’ ability to use the Services) and we may delete all the Customer’s (and Users’) data in our systems.

Term & Termination

Term & Renewals

The Customer’s subscription begins on the start date in the Enterprise Subscription Form and continues during the term described in the Enterprise Subscription Form. All Customer subscriptions automatically renew on an annual basis unless otherwise provided in the Customer’s Enterprise Subscription Form.

Termination

A Customer’s subscription may not be terminated early except as provided in these Enterprise Terms.

Either party may terminate the Customer’s subscription at the end of the then current subscription term by providing written (including email) notice of non-renewal at least 30 days before the end of the then current subscription term.

If the Customer breaches any of the Customer’s material obligations in these Enterprise Terms or any other agreement between us and the Customer, then we may immediately terminate the Customer’s subscription by providing written notice to the Customer (including email). We may also terminate these Enterprise Terms and the Customer’s subscription anytime for convenience by providing 30 days written (including email) notice to the Customer.

Exclusions, Disclaimers, & Limitations of Liability

For clarity, please note that the Exclusions, Disclaimers, and Limitations of Liability provisions in our Terms of Service apply to these Enterprise Terms.

Indemnification

The Customer shall indemnify us and our parents, subsidiaries, and affiliates, and the respective owners, directors, officers, managers, employees, contractors, and other representatives, of us and our parents, subsidiaries, and affiliates (the “Protected Parties”) against all reasonable expenses including attorneys’ fees, costs, and damages of every kind (the “Losses”) arising out of any suit, claim, investigation, or proceeding, which is threatened or brought against a Protected Party, related to the Customer’s or its Users’ (a) use of the Services, (b) breach of these Enterprise Terms or any other policies referenced in these Enterprise Terms, (c) submission of content that violates third party rights or applicable laws, or (d) violation of applicable law. We may, at the Customer’s expense, assume the exclusive control and defense of any such matter. The Customer shall cooperate, at its expense, with our control and defense of any such matter. The Customer shall not settle any such matter without our prior written consent.

Additional Terms

For clarity, the Arbitration, Legal Provisions, and Miscellaneous provisions of our Terms of Service apply to these Enterprise Terms.

Power to Amend These Enterprise Terms

Except for our rights to modify the Services as outlined in our Terms of Service, these Enterprise Terms may not be amended unless the amendment is approved by both parties in writing. Notwithstanding the foregoing, any amendments we make to these Enterprise Terms during the Customer’s subscription will apply to each renewal, with the current version at the time of renewal governing the subscription.

Contact

Unless otherwise required by these Enterprise Terms or by law, the Customer may contact us at contact@moneyswell.com.