SWISH END USER LICENCE AGREEMENT

Welcome to Swish. The following are the rules that govern your use of the Swish app.

Please read this End User Licence Agreement (this “Agreement”) carefully before downloading, installing, copying, accessing, or using the Swish application (“Swish” or “the app”).

NetOne Payment Systems Limited (the “Company” or “we”) and you (the “Customer” or “you”) expressly agree to be bound by the terms of this Agreement. By downloading, installing, copying, accessing, or using Swish, you agree to this Agreement.

1. Amendments to these Terms

We reserve the right, in our sole discretion to amend (including without limitation, by the addition of new terms and conditions) this Agreement at any time and from time to time. For convenience only, the date on which this Agreement was last amended is shown below the main heading of this Agreement.

2. Definitions

Applicable Laws mean all applicable laws, enactments, regulations, regulatory policies, regulatory guidelines, industry codes and regulatory licenses which are in force in Zambia from time to time.

Device means a mobile telephone, smartphone, tablet or similar technology.

3. Licence

Subject to the terms and conditions of this Agreement, the Company grants you a non-exclusive, non-transferable limited, conditional and non-sublicensable right to use Swish solely for non-commercial purposes only if, as a condition precedent, you agree that you will not:

  1. Submit any software or other materials that contain any viruses, worms, Trojan horses, defects, date bombs, time bombs or other items of a destructive nature;
  2. Modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of Swish or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of Swish;
  3. Remove any copyright, trademark or other proprietary rights notices contained on Swish
  4. Use any robot, spider, offline reader, site search/retrieval application or other manual or automatic device, tool, or process to retrieve, index, data mine or in any way reproduce or circumvent the navigational structure or presentation of Swish;
  5. Take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;
  6. Reproduce, modify, display, publicly perform, distribute or create derivative works of Swish;
  7. Decode, decrypt, modify, or reverse engineer Swish; or
  8. Use Swish in an attempt to, or in conjunction with, any device, program or service designed to circumvent any technological measure that effectively controls access to, or the rights in, Swish in any way including, without limitation, by manual or automatic device or process, for any purpose.

This license exists only so long as you strictly comply with each of the provisions described in this section. Any use of Swish by you or anyone acting on your behalf that does not strictly comply with each and every provision in this section exceeds the scope of the license granted to you herein, constitutes unauthorized reproduction, display, or creation of unauthorized derivative versions of Swish, and infringes our copyrights, trademarks, patents and other rights in Swish.

4. Registration

When registering for Swish, you will be required to provide certain personal information (for example proof of identity, address, gender etc). You will also be required to provide the Know Your Customer (“KYC”) information that we deem necessary in order for us to comply with Applicable Laws. You must always provide accurate and up to date information to us. We reserve the right not to register you for Swish Plus without this information.

You can only register for, and use, Swish in your own capacity (thus, you cannot carry out transactions in the name of another person or on their behalf). We reserve our right, without having to provide any reasons, to approve or decline your application for registration. You will not be able to register for more than one Swish.

5. Access codes

For security, identification and verification purposes, when using Swish, you will make use of a variety of access codes for different purposes, such as your Personal Identification Number ("PIN"), User ID and Password. These are all called your "access codes". You are responsible for maintaining the confidentiality and secrecy of your access codes. Only you may use your access codes. If you call the Swish helpline, we may, for the purposes of identification and verification, request certain information such as your account or User ID. However, there will never be a reason for the Swish helpline or any of our staff, to request or know your Password or PIN. If you believe your access codes have been compromised, you must immediately contact the Swish helpline.

Until you notify us to deactivate your access codes we will not be responsible or liable for any transactions that are performed without your knowledge or consent and you hereby indemnify us from any loss and damages you suffer as a result.

6. Fees

The use of Swish is free of charge for the Customers.

7. Fraudulent activities

We are committed to ensuring the security of your use of Swish and are entitled to investigate any loss suffered by you which is alleged to have occurred as a result of fraud via Swish. Where you have been a victim of transaction fraud while utilizing Swish, you must inform us immediately as soon as you become aware that a suspicious transaction has occurred on your accounts and open a case at your nearest Zambia Police Station. You will also be required to co-operate with us and the Zambian Police in any investigation conducted into losses that you suffered as a result of such transaction fraud. Only if you have complied with safety measures, including maintaining the confidentiality and secrecy of your access codes, and are not negligent, will we consider to reimburse you after conclusion of the investigation for any actual losses suffered due to such Swish transaction fraud. Any such reimbursement is at our sole discretion.

8. Your instructions

Because we communicate through the Internet, you agree that we are entitled to assume that you have authorized all transactions once your access codes have been entered. This will not apply once we receive notification from you to disable access to your accounts as a result of your access codes having been misplaced or lost or stolen and you have a reference number as verification of such notification. Our records of your transactions will be proof of any instruction you have given us, unless you can prove the contrary. You are responsible for giving correct information and instructions when registering for Swish and when conducting transactions on Swish.

We do provide you with an opportunity to review the entire transaction, to correct any mistakes and to withdraw from the transaction, before finally submitting any transaction. We will try to assist if you make a mistake when giving us an instruction, but we will not be responsible for any loss or damage caused by your error. We will also not be liable for payments made by you to unintended recipients due to the input of incorrect information, nor are we responsible for the verification of the identity of recipients. We cannot reverse or duplicate any erroneous payments you make to other accounts without the specific consent of the account holder. We will not be liable for any act or omission on the part of any institution where such other account is held.

You hereby acknowledge that certain transactions once performed, may not be reversed or terminated, such as the purchase of pre-paid products made available via Swish. An instruction will only be deemed to have been received by us once we have confirmed receipt, or responded thereto, whichever is the earlier. If you are unsure as to whether a transaction has been processed you should contact us before you re-submit the instruction. Re-submitting an instruction may cause us to process the same transaction twice, for which we will not be liable.

9. Ending a session

You must log off the App once you have finished using Swish. If you fail to do so, unauthorized transactions may be conducted, for which we will not be liable.

10. Privacy and Data

We respect your privacy and your personal information. We will take all reasonable measures to protect your personal information and to keep it confidential, even when you are no longer our Customer. If you call our helpline you permit and hereby consent to us to recording your calls for security reasons, and for the purposes of customer care.

We will try to ensure that sensitive payment information provided to us are suitably protected. For such purposes we will implement reasonable security measures which may include cryptographic techniques to protect such information. HOWEVER, WE DO NOT GUARANTEE THE ABSOLUTE SECURITY OF ANY INFORMATION YOU TRANSMIT TO US OR THAT IS TRANSMITTED TO YOU OR ANY OTHER PERSON.

You hereby consent that:

  1. The app may include an advertising function to display or alter the contents of advertisements provided by a third party, which is uploaded on your smartphone while you are using Swish online.
  2. While you are using the app, the Company or the third party provider of such advertisements may use certain information which can be obtained from your smartphone to ensure that the appropriate advertisement is presented within the app and to calculate the number of views of such advertisement.
  3. Data obtained from your smartphone includes the IP address, maker, model, viewable time, location information, and size of an advertisement and your response to an advertisement (if any).
  4. Obtained data, such as total number, may be disclosed to parties other than the advertisement providers and assignees permitted by the Company in a form that does not personally identify the user.
  5. When you click in-app ads, third-party web sites will be displayed.
  6. We may use your email address and mobile phone number which you provided during the registration process to contact you via email and SMS about our services and send promotions and advertisements related to our services. At the time you register or any time thereafter, you can choose to opt-out of receiving email and/or SMS promotions by notifying us in writing.

11. Code of Conduct

In your use of Swish, you agree that:

  1. You agree that you are only authorised to visit, view and to retain a copy of pages of Swish for your own personal use, and that you shall not duplicate, download, publish, modify or otherwise distribute the material on Swish for any purpose other than for personal use.
  2. You may not access Swish for the purposes of redistributing or otherwise using any of our content for your own business purposes.
  3. You may not use your access to Swish in a manner that would bring us, our business and/or any of our affiliates into disrepute.
  4. You agree that you will comply with all Applicable Laws.
  5. You agree that you will not use Swish for any unlawful purpose.
  6. You agree that you will not impersonate any person or entity, whether actual or fictitious, including any employee or representative of our Company.
  7. You agree that you will not post or transfer any material to Swish that is unlawful or violates any third party’s rights, or which is in breach of any copyright or other intellectual property right, or damaging to data, software or the performance of our or any other parties’ computer system.

12. No warranties

To the fullest extent permissible by law, no warranties, whether express or implied, are made of any kind in respect of Swish including in respect of the performance, quality, security, content, information, availability, accuracy, safety or reliability of Swish. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING OR COURSE OF PERFORMANCE OR USAGE OF TRADE. WE ARE NOT RESPONSIBLE FOR THE ACTIONS OR INFORMATION OF THIRD PARTIES, AND YOU RELEASE US FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.

13. Liability

While we will do everything we can to provide continuous operations, Swish does not provide any warranty in relation to the availability of Swish. Without limiting the generality of the foregoing, we do not guarantee continuous access to Swish and make no representation that Swish and/or any products or services offered therein will be available indefinitely or without interruption; or that there will be no delays, failures, errors, omissions or loss of transmitted information. We also make no representations or warranties regarding the amount of time needed to complete processing a transaction, and we cannot be held liable for any losses suffered as a result of a delay. We are not responsible for loss or damage caused due to a technical or other problem (interruption, malfunction, downtime or other failure) that affects the app or a third-party system, or where your personal information or any other data collected through the app is either directly or indirectly lost or damaged because of technical problems, power failures, unlawful acts or harmful computer programs. ALSO BE AWARE THAT VIRUSES OR CODE WHICH MAY HAVE A HARMFUL EFFECT ON YOUR PHONE OR ELECTRONIC DEVICE COULD BE TRANSMITTED TO YOU. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUITABLE PROTECTION MECHANISMS TO PREVENT SUCH HARM FROM OCCURRING.

IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ALL CLAIMS ARISING IN CONNECTION WITH YOUR USE OF THE APP EXCEED THE TRANSACTION VALUE, IRRESPECTIVE OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, STATUTE OR TORT, INCLUDING FOR NEGLIGENCE), SAVE TO THE EXTENT THAT SUCH LIABILITY CANNOT BE EXCLUDED BY LAW. IN NO EVENT WILL WE BE RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR, AND YOU HEREBY KNOWINGLY AND EXPRESSLY WAIVE ALL RIGHTS TO SEEK, DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY TYPE OTHER THAN OUT OF POCKET EXPENSES, AND ANY RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED, ARISING OUT OF OR IN CONNECTION WITH THE APP, THE CONTENT, OR ANY PRODUCT OR SERVICE PURCHASED THROUGH THE APP, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER THE CLAIM IS BASED UPON ANY CONTRACT, TORT, OR OTHER LEGAL OR EQUITABLE THEORY. WITHOUT LIMITING THE FOREGOING, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT WE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR (a) ANY FAILURE OF ANOTHER USER OF THE APP TO CONFORM TO THE CODES OF CONDUCT, (b) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, WHETHER ARISING IN CONTRACT OR IN TORT, RESULTING FROM YOUR ACCESS TO AND USE OF THE APP, (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (d) ANY BUGS, VIRUSES, WORMS, TROJAN HORSES, DEFECTS, DATE BOMBS, TIME BOMBS OR OTHER ITEMS OF A DESTRUCTIVE NATURE WHICH MAY BE TRANSMITTED TO OR THROUGH THE APP, OR (e) ANY ERRORS, MISTAKES, INACCURACIES OR OMISSIONS IN ANY CONTENT. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE APP IS TO STOP USING THE APP. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE ALLOCATION OF RISK BETWEEN US IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN US. IN NO EVENT WILL YOUR ATTORNEYS' FEES BE AWARDED OR RECOVERABLE. OUR LIABILITY WILL BE LIMITED UNDER THIS PARAGRAPH TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND THE PROVISIONS OF THIS PARAGRAPH WILL NOT APPLY TO THE EXTENT APPLICABLE LAW PERMITS THE RECOVERY OF DAMAGES, ATTORNEYS’ FEES OR COSTS OTHERWISE PROHIBITED UNDER THIS PARAGRAPH.

If anyone brings a claim against us related to your use of the App or your violation of this Agreement, you agree to indemnify, defend and hold us and our affiliated companies, event providers, suppliers, advertisers and sponsors, and each of our officers, directors, employees, and agents, harmless from and against any and all claims, damages, losses and expenses of any kind (including reasonable legal fees and costs). We reserve the right to take exclusive control and defense of any claim, and you will cooperate fully with us in asserting any available defenses.

14. Availability of Swish

Swish may be unavailable from time to time due to routine maintenance or emergency repairs or because of the unavailability of any electricity, telecommunication system or networks.

15. Modification, suspension or termination of Swish

We may discontinue providing Swish or any of the products or services offered via the website at any time at our sole discretion. We will however, notify you of this within a reasonable time of these changes being made. You agree that we will not be liable to you or any third party for termination of your access to the app or to your account or any related information.

16. Disputes

For the purpose of this clause “Dispute” means any dispute, difference of view, disagreement, controversy or claim arising out of or relating to this Agreement or the interpretation or performance of provisions of this Agreement or the breach, termination or validity thereof, which the parties are unable to resolve by mutual agreement within a reasonable time. In the event of any Dispute, any party may give notice in writing to the other party to require such Dispute to be referred to the arbitration of a single arbitrator to be agreed by the parties and the arbitration shall be conducted in Lusaka, Zambia. If the parties fail to agree on who shall act as a single arbitrator as above within two calendar months from receipt of the aforesaid notice, then the arbitrator shall be chosen by the Chartered Institute of Arbitrators (Zambia).

17. General

We retain exclusive ownership of all right, title and interest in and to Swish (including its object code and source code), including all intellectual property rights in connection therewith (including but not limited to patents, patent applications, trade secrets, data, models, inventions, know-how, processes, algorithms, software programs, software source documents, formulae, trademarks, service marks, trade names, signs, logos, other indicia of origin, registered and unregistered trademarks, registered designs, and copyrights). You must not act in any way that infringes our intellectual property rights to the app. You must not infringe or remodel any of the programs or software that composes Swish. You shall not duplicate, reproduce or in any way tamper with the services without our prior written consent. You agree that we may use your information to market products, services and special offers from us or other companies that may interest you. We will do this through the Swish app, by text or email. If you decide that you do not wish to receive this, you can contact us and we will stop.

We reserve the right to discontinue, make changes to or review Swish (or any of the services partially or wholly) from time to time in the light of changing market conditions and/or Applicable Laws.

If we do not always use all of our rights, it does not mean that we have given them up (waived them).

We may transfer our rights and obligations under this agreement and our agreements relating to particular services to third parties without first getting consent from you.

Zambian law will govern this Agreement. Should any part of this Agreement be declared invalid, illegal or unenforceable by any court of competent jurisdiction, the remaining provisions will remain valid and enforceable.

 

Last Updated: 1st June 2021

APPENDIX A: REWARDS PROGRAM

SWISH END USER LICENCE AGREEMENT

By requesting participation in the Swish Rewards Program (“Program”), you agree to be bound by all the terms of this Swish Rewards Program Agreement (“Rewards Agreement”). In this Rewards Agreement, the words “you” or “your” mean everyone who applied for, requested or enrolled for Loyalty in the Program. The words “we,” “us,” or “our,” or “Company” mean NetOne Payment Systems Limited and other agents we use under the Program. Unless otherwise defined herein, capitalized terms shall have the meanings given in the Swish End User Licence Agreement governing your account (“User Agreement”).

Program and Rewards Eligibility

  1. You must be a registered Customer to participate in the Program. “SwishPoint(s)” means a numeric figure on a Customer’s Swish Account representing a value of eligible purchases that may be redeemed by a Customer for Rewards in the Program. “Reward(s)” means any items, goods, or services listed in the rewards catalog on the Swish App that a Customer may acquire in exchange for SwishPoints.
  2. Membership in the Program is subject to this Rewards Agreement and the applicable User Agreement. Any failure to comply with this Rewards Agreement or the User Agreements, any fraud or misrepresentation of any information furnished to us or our affiliates by you, or anyone acting on your behalf, may result in the termination of membership in the Program and/or forfeiture of your SwishPoints earned under your Swish Account. Notwithstanding anything to the contrary in this Rewards Agreement, the terms of the applicable User Agreement will control over any inconsistent term in this Rewards Agreement.
  3. In order to earn or redeem SwishPoints under the Program, your Swish Account(s) must be open and in good standing. Any credit on your Swish Account because of a return of goods, chargebacks or for any other reason will result in a corresponding deduction of SwishPoints. Determinations of what constitutes a closed Swish Account or Swish Account in good standing will be made at our sole discretion.
  4. You are not eligible to redeem any available SwishPoints if your Swish Account in the Program is closed.

Termination or Changes to the Program

  1. We reserve the right to terminate the Program or to change the Program rules, benefits, or SwishPoint levels, in whole or in part, at any time with or without notice, even though changes may affect your ability to use accumulated SwishPoints. Your continued participation in the Program after any change shall be deemed to be your acceptance of any such change. If you do not agree to any change of this Rewards Agreement, you must immediately cease participation in the Program. The accumulated SwishPoints do not entitle you to any vested rights with respect to SwishPoints, credits, rewards, or benefits.

Accumulation of SwishPoints

  1. Customers earn one SwishPoints for every Ten (10) Zambian kwacha of eligible purchases. SwishPoints will be deducted for any returns or credits made on your Swish Account.
  2. The following types of transactions do not earn SwishPoints: tax payments, unauthorized or fraudulent charges, and charges.
  3. Purchases must be submitted by eligible merchants in order to earn SwishPoints. We will determine which merchants are eligible to earn SwishPoints.
  4. Questions as to what constitutes a qualifying purchase, as well as any exceptions, are at our sole discretion. We reserve the right to verify and adjust SwishPoints at any time without notice.
  5. SwishPoints are earned and available for redemption a reasonable time after qualifying transactions have been posted. SwishPoint balances and activity can be viewed on the Swish app.

Expiration/Termination of SwishPoints

  1. SwishPoints accrued shall be maintained in the rewards account until they are redeemed or until they expire, whichever occurs first. SwishPoints accrued shall be subject to expiration on the last day of the twenty-four (24) months after they are allocated to your Swish Account. In cases where SwishPoints are for any reason removed from an account, such as for the redemption of Rewards, and later returned, the return of the SwishPoints to the account shall not count as account activity. SwishPoints have no cash value except as described in connection with the Program and may not be used to repay other obligations to us or anyone else.
  2. If your Swish Account is closed for any reason, all unredeemed SwishPoints on your rewards account shall automatically expire and cannot be used or redeemed for any purpose.
  3. Neither you, nor anyone claiming through you, are entitled to compensation from us or anyone else if SwishPoints are lost or terminated in any way.

Redemption of SwishPoints

  1. You may redeem your SwishPoints for Rewards from eligible merchants, and applicable taxes and additional charges up to your available SwishPoint balance..
  2. All redemption of Rewards, and related fees are non-refundable and cannot be changed unless permitted by the terms specific to that redemption and/or purchase. Please review the specific terms and conditions provided at the time of redemption and/or purchase.
  3. Minimum SwishPoint amounts apply for all Rewards.
  4. See the Swish app for details on minimum SwishPoints required.
  5. SwishPoints in your rewards account may only be redeemed while your Swish Account is open and in good standing.
  6. All Program redemptions must be done via the Swish app.
  7. Individual merchants and service providers are responsible for the quality and performance of any goods or services each provides as a benefit under this Program. Any rules of the merchants relating to returns and exchanges apply. We are not affiliated with the providers of goods and services offered through the Program, and we are not responsible for the goods or services offered through the Program. Any disputes concerning Rewards will not affect your payment obligation to us on your Swish Account. We are not responsible for any disputes among Customers and merchants.
  8. For any reason if your Swish Account is not deducted the applicable points for a redemption that you had made for reasons of a technical failure, operational failure or any other failure, we reserve the right to deduct the applicable SwishPoint(s) from your account without further notice.

Miscellaneous

  1. Rewards accounts may not be combined with other rewards accounts. SwishPoints may not be combined with any other type of promotion, frequency rewards program, or certificate(s).
  2. Accumulated SwishPoints do not constitute your property and cannot be bought, sold or transferred in any way (including by reason of death, as a part of a domestic relations matter, or otherwise by operation of law) unless specified herein or otherwise provided by us. Any violation of the foregoing restriction may subject the Swish Account to termination, deduction of SwishPoints from his or her Swish Account, and/or liability for damages and litigation and transaction costs.
  3. Neither our failure to exercise any of our rights under this Rewards Agreement, nor our delay in enforcing or exercising any of our rights, shall constitute a waiver of such rights. If we waive any right under this Rewards Agreement on one occasion, such waiver shall not operate as a waiver to any other occasion.
  4. We may terminate your SwishPoints account in the event that we determine (in our sole discretion) that your involvement in any fraudulent activities may place the Program at risk or disrepute.

Limitation of Liability

  1. Neither we nor any of our agents connected to the Program shall be liable for any bodily harm and/or property damage that may result from your participation in the Program, redemption of SwishPoints, or for the performance by any airline for transportation services or any other type of goods or services whatsoever provided or to be provided through the Program. We do not endorse, guarantee, or warrant the goods and services offered by any merchant, retailer, or other type of service or product supplier participating in the Program. To the fullest extent permitted by law, we specifically disclaim any representations or warranties, express or implied, regarding the Program, SwishPoints, and any products or services, including any WARRANTY OF MERCHANTABILITY or FITNESS FOR A PARTICULAR PURPOSE or implied warranties arising from course of dealing or course of performance.