Terms and Conditions

These Terms of Service (“Agreement“) are entered into on the date you register through the socashless.com website (the “Commencement Date“), between:

SoCashless OÜ (registry code 17354297), a company organised under the laws of Estonia, with registered office at Ahtri tn 12, Kesklinna linnaosa, Tallinn, Harju maakond, 15551, Estonia (“SoCashless“, “we“, “us“); and

You / the Client — the business named in the sign-up form completed when you accepted this Agreement.

By registering, you confirm you are authorised to bind the Client and that you accept this Agreement.

SoCashless operates a proprietary cloud-based platform (the “Platform” or “SoCashless System“) providing guest registration and management, point-of-sale (POS) software with cashless transaction functionality, access control, inventory management, voucher functionality, a reporting and analytics dashboard, and supporting NFC form factors (wristbands and cards).

This Agreement is for businesses only. The Platform is not offered to consumers, and consumer-protection withdrawal rights do not apply.

1. For the term of this Agreement, SoCashless provides the Client with access to the following, as applicable to the Client’s plan:
2. Guest registration and management software;
3. POS software, including cashless transaction functionality;
4. Inventory management;
5. Voucher functionality;
6. An online dashboard for registrations, sales, analytics and reporting;
7. Optional third-party integrations (e.g. Cloudbeds, MEWS, Lobby, Siigo, property-management, access-control and ticketing systems), which may carry additional fees;
8. Sales, technical and customer support;
9. NFC venue technologies and form factors (wristbands and cards).

SoCashless provides software only. SoCashless is not a payment institution, e-money institution or other financial institution, does not provide payment services, and does not receive, hold, transmit or settle any funds paid by the Client’s customers. All customer payments are processed and settled directly between the Client and the Client’s own payment provider(s). The Client is solely responsible for arranging and maintaining its payment-acceptance and settlement arrangements and for compliance with applicable rules of its payment providers.

The Service Fee is SoCashless’s charge for providing the Platform. It is calculated as a percentage of the gross transaction value recorded through the Platform at the Client’s location(s), as set out on the Pricing page (https://socashless.com/cashless-pos-plans-and-pricing/). The transaction value is used solely as the basis for calculating the Service Fee and is not a payment received, held or processed by SoCashless.

1. Fees and Charges – The Client shall pay the subscription-based Service Fees (calculated monthly as a percentage of revenue processed through the SoCashless system, as detailed on the Pricing page, the cost of all NFC products purchased via the SoCashless online store, online administration fees, and any other applicable fees under this Agreement. Refer to image 1 below.
2. Payment Due Date – Subscription Service Fees and all other recurring fees are due automatically on the 4th (fourth) day of each calendar month. Fees for NFC products and any one-time charges are due immediately upon completion of the respective purchase or service rendering.
3. Payment Method – The Client shall select and register a valid payment method (credit/debit card or other supported automated method) during the subscription checkout process. All subsequent subscription fees will be charged automatically to the selected payment method on the due date. Payments for NFC products purchased through the online store will be processed using the payment method selected at the time of that purchase.
4. Late Payment and Suspension of Services – If any subscription Service Fees or other recurring fees are not successfully received by the due date, the Client will be notified and given a grace period. If payment is not received within 14 (fourteen) days of the original due date, all services will be automatically suspended until full payment is received. During suspension, the Client will retain liability for all fees that continue to accrue.
5. Termination of Payments and Refunds – Upon termination of the Agreement, the Client shall immediately pay any outstanding fees for services rendered and NFC products supplied up to the termination date, as well as any additional termination-related fees stipulated in the Agreement. No further subscription fees will be charged following the effective date of termination, provided all outstanding amounts have been settled. For details on refunds and returns (including for NFC products), please refer to our Refund and Returns Policy at https://socashless.com/refund_returns/.

During the term of this Agreement, when applicable, the Client will have the following responsibilities, rights, and limitations towards SoCashless and  it is hereby agreed between SoCashless and the Client:

1. The Agreement takes effect on your registration date and renews automatically each month per location, unless cancelled by the Client at least 30 days before the end of the then-current period.
2. Either party may terminate on 30 days’ written notice, without cause and without penalty, provided the notice period is observed.
3. Either party may terminate immediately if the other becomes insolvent, bankrupt, or enters reorganisation or comparable proceedings.

1. The Client records its relevant sales transactions through the Platform, as these form the basis for Service Fee calculation. Persistent or deliberate failure to do so is a material breach and may result in suspension or termination.
2. The Client provides suitable staff to operate the Platform and makes them available for training at mutually agreed times.
3. The Client warrants it is authorised to enter into this Agreement and that doing so breaches no other agreement.For live venue reporting, the Client provides reliable dedicated internet (minimum 50 Mbps over a dedicated WLAN); inadequate connectivity may delay live syncing.
4. The Client is responsible for all taxes on monies it processes through its own operations.
5. The Client must purchase all NFC form factors (wristbands/cards) through the SoCashless store and is responsible for shipping, insurance, import taxes and duties.
6. NFC product prices are subject to market conditions and may vary. Delivery may take up to four weeks depending on local stock.
7. The Client maintains adequate stock of form factors for uninterrupted operation. Service Fees remain payable regardless of the Client’s form-factor stock levels.
8. Platform amendment requests are sent to info@socashless.com.

1. SoCashless acts in good faith and avoids actions that conflict with the Client’s interests in performing this Agreement.
2. SoCashless represents that it is competent, organised and resourced to provide the services with reasonable skill, care and diligence.
3. SoCashless warrants it is authorised to enter into this Agreement.
4. SoCashless may provide additional services on request and invoice for them at a rate agreed in advance.
5. SoCashless may deactivate the Platform where the Client’s account is more than 14 days in arrears.
6. SoCashless is not liable for system failures caused by the Client or its staff, including through installation of third-party applications.

• To the extent SoCashless processes personal data on the Client’s behalf through the Platform (e.g. guest data), the Client is the controller and SoCashless is the processor, and such processing is governed by our Data Processing Agreement and Privacy Policy (https://socashless.com/privacy-policy/), incorporated by reference. SoCashless processes such personal data only on the Client’s documented instructions and in compliance with the GDPR. The Client warrants it has a lawful basis for the personal data it collects and inputs.

1. SoCashless (and its licensors) retain all rights, title and interest in the Platform, the SoCashless System and all related software, trademarks and brands. The Client receives only a non-exclusive, non-transferable right to use the Platform during the term.
2. SoCashless claims no rights in the Client’s own logos, trademarks or brands.
3. During the term, each party may use the other’s marks for marketing relating to the Client’s venue(s); on termination, each removes the other’s marks from its materials.
4. The Client must not copy, disassemble, reverse-engineer or attempt to derive the source of the Platform. Any such act is a material breach and may result in immediate termination and legal action.

Each Party shall indemnify, defend, and hold harmless the other Party from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with any act, omission, or negligence of the indemnifying Party or its employees, agents, or subcontractors.

SoCashless warrants the Platform will materially meet the specifications described for the Client’s plan. Except as expressly stated, the Platform is provided “as is”, and SoCashless disclaims all other warranties to the fullest extent permitted by Estonian law, including implied warranties of merchantability or fitness for a particular purpose.

1. Neither party is liable for indirect, incidental, consequential, special or punitive damages, or lost profits, however arising.
2. Each party’s total aggregate liability under this Agreement is capped at the total Service Fees paid by the Client in the 12 months preceding the event giving rise to the claim.
3. Nothing in this Agreement limits liability that cannot be limited under Estonian law, including liability for intentionally caused damage.

Each party keeps the other’s confidential information (trade secrets, business strategies, financial data, and other non-public information) confidential, using no less than reasonable care, and uses it only for purposes of this Agreement. The parties acknowledge that breach may cause irreparable harm for which injunctive relief may be sought in addition to other remedies.

Each party indemnifies the other against claims, losses, damages and reasonable costs (including reasonable legal fees) arising from its own act, omission or negligence, or that of its employees, agents or subcontractors.

• Independent parties — The parties are independent contractors; nothing creates a partnership, agency or employment relationship.
• Entire agreement — This Agreement, the Pricing page, Refund Policy and Privacy Policy/DPA are the entire agreement and supersede prior understandings.
• Amendment — Changes are valid only in writing. SoCashless may update these Terms on reasonable notice; continued use after the effective date constitutes acceptance.Waiver — Failure to enforce a provision is not a waiver of it.
• Severability — If a provision is invalid, the remainder stands and the invalid provision is replaced with a valid one closest to its intent.
• Assignment — Neither party may assign without the other’s consent (not to be unreasonably withheld), except that SoCashless may assign to a successor in connection with a reorganisation or sale of its business.
• Announcements — Neither party publicises the contents of this Agreement without the other’s written consent.
• Notices — Notices are in writing, in English, by email to the registered addresses (with delivery confirmed) or by personal delivery.

This Agreement is governed by the laws of Estonia. The parties first attempt to resolve any dispute amicably. Failing that, the dispute is submitted to the exclusive jurisdiction of the courts of Estonia (Harju County Court, Tallinn) as court of first instance.

info@socashless.com