SecondSwype Order Form
This Order Form establishes the commercial terms between SecondSwype Inc. ("SecondSwype") and the merchant identified below ("Merchant") and incorporates by reference the agreements listed in Section 4. Together they constitute the binding agreement between the parties for SecondSwype's merchant-of-record recovery processing services.
1. Merchant
The Merchant Corp Name ("Merchant"), a corporation with its principal address at Corp Full Address. The authorized signatory for Merchant is Name & Title, and the billing and settlement contact is Name & Title. The Effective Date of this Agreement is Effective Date.
Sites, store URLs, billing descriptors, settlement bank account, CRM, and associated processing details are disclosed and maintained by Merchant in the SecondSwype KYC & Onboarding Declaration (Section 4), incorporated into this Agreement by reference and to be completed by Merchant as part of onboarding.
2. Commercial Terms
2.1 Fees
SecondSwype's fees are charged only against successfully recovered transactions. There is no setup fee and no subscription. Fees are as follows:
| Fee | Rate | Basis |
|---|---|---|
| Platform Fee | 18% | of recovered gross transaction amount |
| CPA (Cost Per Approved Order) | $1.00 | per approved Recovery Transaction |
| Interchange | 2.8% | of recovered gross transaction amount |
| Chargeback Fee | $40.00 | per chargeback received |
| Alert Fee | $40.00 | per chargeback alert |
2.2 Reserve
SecondSwype holds a rolling reserve of 10% of recovered proceeds, released on a 180-day rolling basis, to cover anticipated refunds, chargebacks, reversals, and offsets. Reserve mechanics, adjustment rights, and post-termination hold are governed by the Merchant Terms and Conditions.
2.3 Settlement
SecondSwype settles net recovered proceeds to Merchant on a monthly statement, after deduction of the fees above, the rolling reserve, refunds, chargebacks, reversals, and other permitted offsets as set out in the Merchant Terms and Conditions.
Monthly Performance Statements are issued on the 10th of each calendar month, covering the previous month's activity. Payments are delivered on the 15th of each calendar month for recovered revenue originating in the previous month. If the 10th or 15th falls on a weekend or bank holiday, delivery moves to the next business day.
2.4 Term and Termination
Either party may terminate this Agreement on 90 days' written notice, subject to the suspension and immediate-termination rights in the Merchant Terms and Conditions. Reserve balances continue to be held and released in accordance with the Merchant Terms and Conditions following termination.
2.5 Order of Precedence
In the event of any conflict between this Order Form and the incorporated agreements with respect to commercial terms (fees, reserves, settlement cadence, site coverage), this Order Form controls. All other terms are governed by the incorporated agreements.
3. Services
SecondSwype acts as merchant of record and recovery processor for eligible declined transactions submitted by Merchant in real time. Submitted declines are evaluated by the S2 Engine; those selected for recovery ("Recovery Transactions," as defined in the Merchant Terms and Conditions) are processed through SecondSwype's recovery rails, and net recovered proceeds are settled to Merchant as described in Section 2 and the Merchant Terms and Conditions.
4. Incorporated Agreements
By signing this Order Form, Merchant acknowledges it has had the opportunity to review, and agrees to be bound by, each of the following, incorporated into this Agreement by reference:
- Merchant Terms and Conditions — secondswype.com/legal/merchant-terms.html
- Data Processing Agreement (DPA) — secondswype.com/legal/merchant-dpa.html
- Privacy Policy — secondswype.com/legal/privacy.html
- Acceptable Use Policy — secondswype.com/legal/acceptable-use.html
- End-User Terms — secondswype.com/legal/end-user-terms.html
- Compliance Overview — secondswype.com/legal/compliance.html
- KYC & Onboarding Declaration — completed and submitted by Merchant; discloses all sites, store URLs, billing descriptors, ownership, and associated processing details, and forms part of this Agreement.
A copy of each incorporated agreement as in effect on the Effective Date, and the completed KYC & Onboarding Declaration, are retained with the executed Order Form.
5. Execution
By signing below, each party represents that the signatory has authority to execute this Agreement on behalf of the named entity, has read and agrees to this Order Form and all incorporated agreements, and agrees that together they constitute the entire agreement between the parties regarding the Services. This Order Form may be executed electronically and in counterparts, each of which is deemed an original and all of which together constitute one agreement.
| SecondSwype Inc. | Merchant |
|---|---|
|
Signature: _____________________ Name: _____________________ Title: _____________________ Date: _____________________ |
Signature: _____________________ Name: _____________________ Title: _____________________ Date: _____________________ |