Terms & Conditions

Welcome to Cake! By accessing or using our website, app, or services, you agree to the following terms. Please read them carefully.

General Terms and Conditions

1. Welcome to Cake Capital

1.1. Cake Capital (referred to herein as “Cake Capital”, “we”, “us”, etc.) is available to provide Services to you (“you” or the “Customer”).

1.2. For each Service you wish to take, you will be required to enter into Service Terms with Cake Capital.

1.3. These General Terms and Conditions and the Fee Schedule are incorporated by reference into the contract formed by execution of the Service Terms and, together, these documents contain all the legally binding terms and conditions agreed between you and Cake Capital (separately) regarding your Account and the Services. Together these documents form the legal agreement between you and Cake Capital. These documents are referred to here and in each set of Service Terms collectively as the “Agreement”.

1.4. By signing the Service Terms, you agree that you have read and understood the Agreement and that you agree to accept its terms in their entirety.

1.5. The Agreement is effective until terminated in accordance with its terms. Only you and we have any rights under the Agreement; the Agreement does not give rights to any party that is not you (the Customer) or Cake Capital.

1.6. Our up-to-date Agreement is available on the Cake Capital Platform and you can request a copy of it on paper or on another durable medium (such as a downloadable pdf document) at any time during the course of our contractual relationship by contacting us.

1.7. Unless the context requires or the Service Terms provide otherwise, the definitions and rules of interpretation set out in Schedule 1 to these General Terms and Conditions shall apply throughout the Agreement.

2. About Cake Capital

2.1. Cake Capital is a global payment system that revolutionizes payments for businesses by making them faster, more convenient, more secure, and much less expensive to process.

3. How to Contact Us

Please contact us if you have any questions about the Agreement. Please refer to our contact details on the Cake Capital website.

4. How We Contact You

4.1. We will contact you in English by email or by such other communication channel as you have elected. When we need to contact you, we will use the contact details we hold for you.

4.2. Please always make sure your contact details are up to date as we may need to contact you about fraud, or suspected fraud, relating to your Account. We will not be responsible for any losses you may incur as a result of us using contact details which are out of date. Any communications or documents from us will be in English.

5. Our Services and Fees

5.1. Cake Capital shall supply the Services to you in accordance with the terms of this Agreement.

5.2. The Services are subject to the fees set out in the Fee Schedule. The Fee Schedule currently in effect is available on request and on the Cake Capital Platform.

5.3. The Services will be provided to you by Cake Capital as the Processor and may involve the use of Buckzy Payments Inc. as a sub-processor for certain payment processing services.

6. Opening an Account

6.1. When you open an Account, you are representing and undertaking that:

6.1.1. You have full authority to enter into this Agreement with us;

6.1.2. If an individual, you are over 18 years old;

6.1.3. If a legal entity, you are duly organized and validly existing under the laws of the jurisdiction of your organisation or incorporation and, if relevant under such laws, in good standing; and

6.1.4. You will cooperate in the provision of information we need to process your application – even once your Account is open – to meet our legal and regulatory requirements. We, or someone acting for us, might sometimes need to ask for more information from you (e.g. if there are apparent changes in the nature of your business).

6.2. You cannot open or continue to hold an Account if your business or activity relates to any illegal activities.

6.3. We retain full discretion as to whether to open an Account for you and whether to close it.

7. Data Processing and Sub-processing

7.1. For the purposes of providing the Services, Cake Capital acts as the Processor of your data. You, the Customer, are the Controller.

7.2. You hereby authorize Cake Capital to engage the following entities as sub-processors for various aspects of our service delivery:

7.2.1. SardineAI Corp. - for fraud detection and risk assessment services; 7.2.2. LION.LIGHTNING.UNICORN INC. - for data analytics and processing services; 7.2.3. MINERVA AI - for artificial intelligence and machine learning services; 7.2.4. Buckzy Payments Inc. - for payment processing services; 7.2.5. Dotfile SAS - for data management and storage services; 7.2.6. TrueBiz, Inc. - for business verification and compliance services.

7.3. Cake Capital will ensure that all sub-processors are bound by data protection obligations compatible with those of Cake Capital under this Agreement.

7.4. Cake Capital remains fully liable to you for the performance of all sub-processors' data protection obligations.

7.5. Cake Capital may add or remove sub-processors from time to time, provided that we give you reasonable notice of any such changes and ensure that any new sub-processors are subject to equivalent data protection obligations.

8. Reliance

8.1. In accordance with relevant law and regulation as applicable in each jurisdiction, Cake Capital may rely on customer due diligence measures applied by you to your underlying customers.

8.2. In accordance with this Reliance, you agree that:

8.3. From time to time, and on request, you will provide Cake Capital with customer due diligence records held by you on your underlying customers in order for Cake Capital to meet its own regulatory requirements, or if required for Cake Capital to comply with banking requirements placed on it;

8.4. You will comply with all relevant regulatory requirements in relation to your anti-money laundering and sanctions obligations;

8.5. You will notify Cake Capital of any restriction you place on your underlying customers, or cancellation of any of your underlying customers' accounts, unless to do so would constitute tipping off; and

8.6. If you are authorised or licensed by any governmental or judicial authority, you will maintain good standing with such authority and will notify Cake Capital of any potential or actual restriction or suspension of the authorisation or license granted by such authority.

9. Confidentiality

9.1. You and we agree to hold each other's Confidential Information confidential and not to disclose it to any third party or to use it for any purpose other than in connection with the relationship established by this Agreement.

10. Liability

10.1. Our liability to you in respect of any losses arising under or in connection with this Agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the total fees paid by you to us in the 12 months preceding the event giving rise to the claim.

11. Governing Law and Jurisdiction

11.1. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

11.2. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

12. Security and Account Protection

12.1. You are responsible for maintaining the security of your Account credentials and must not share them with any third party.

12.2. You must notify us immediately if you become aware of any unauthorized access to your Account or any security breach.

12.3. Cake Capital implements appropriate technical and organizational measures to protect your data, including encryption and secure data transmission protocols.

13. Termination

13.1. Either party may terminate this Agreement by giving 30 days' written notice to the other party.

13.2. Cake Capital may terminate this Agreement immediately if you breach any material term of this Agreement.

13.3. Upon termination, all rights and obligations under this Agreement shall cease, except for those provisions that by their nature should survive termination.

14. Intellectual Property

14.1. All intellectual property rights in the Cake Capital platform and services remain the property of Cake Capital.

14.2. You are granted a limited, non-exclusive, non-transferable license to use the Cake Capital platform solely for the purposes of receiving the Services.

15. Force Majeure

15.1. Neither party shall be liable for any failure or delay in performance under this Agreement which is due to fire, flood, earthquake, elements of nature or acts of God, wars, riots, civil disorders, rebellions or revolutions, or any other cause beyond the reasonable control of such party.

16. Amendment

16.1. Cake Capital may amend these Terms and Conditions at any time by providing you with 30 days' written notice.

16.2. Your continued use of the Services after such notice period shall constitute acceptance of the amended terms.

17. Entire Agreement

17.1. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and communications relating to the subject matter hereof.

Schedule 1 - Definitions

Account means your user account with Cake Capital through which you access the Services.

Agreement means these General Terms and Conditions together with any Service Terms and Fee Schedule.

Cake Capital Platform means the technology platform provided by Cake Capital for accessing the Services.

Confidential Information means any non-public information concerning a party, including but not limited to financial and business information.

Controller means the natural or legal person which determines the purposes and means of the processing of personal data.

Customer means any person who opens an Account with Cake Capital.

Fee Schedule means the schedule of fees applicable to the Services as provided to the Customer.

Processor means a natural or legal person which processes personal data on behalf of the Controller.

Services means the payment processing and related services provided by Cake Capital.

Service Terms means the specific terms and conditions applicable to each Service.

Sub-processor means any processor engaged by Cake Capital to assist in fulfilling its data processing obligations.