Terms of Service

Agreement to Terms

By creating an account or using Payoup's services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

By using Payoup, you represent that you are at least 18 years of age and have legal capacity to enter into these Terms. If you are using Payoup on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

1.1 Buyer Acceptance

All buyers (customers) making payments through the Payoup platform acknowledge and agree that by completing a payment transaction, they have read, understood, and accepted these Terms of Service, the Payment and Refund Policy, and the Acceptable Use Policy. Relevant policy links are presented on the payment page before the transaction is confirmed, and completing the transaction constitutes acceptance of these terms.

1.2 Modifications

We may modify these Terms at any time. Changes will be effective immediately upon posting to our website. Your continued use of our services after any changes constitutes acceptance of modified Terms.

1.3 Electronic Communications

By using Payoup, you consent to receive electronic communications from us, including emails, notifications, and other electronic messages. You agree that all communications will satisfy any legal requirement that such communications be in writing.

2. Our Services

2.1 Service Description

Payoup is a technology (SaaS) platform that provides the commercial, operational and technological infrastructure required to offer and sell products and services supplied by independent service providers to customers.Payoup acts as the principal seller and Merchant of Record in customer transactions.Payoup appears as the invoicing party on customers’ bank and card statements. Payoup provides technology infrastructure, platform services (including CRM, invoicing, online stores and analytics), and onboarding support.

Freelancers and other independent service providers may set and list their products and services, together with the selling price, through the Payoup platform. As a rule, Payoup adopts and approves the price set and listed by the service provider as the Retail Price to be applied to the customer; at its own commercial discretion and in accordance with its pricing policy, Payoup may apply this price as submitted, modify it, or set a different Retail Price.

When a product or service is offered for sale by Payoup, the relevant freelancer or independent service provider acts not as an independent seller or party towards the customer, but as Payoup's independent supplier and subcontractor (Service Provider/Supplier). As part of the same commercial transaction, Payoup sells the listed product or service to the customer at the applicable Retail Price as the principal seller (Merchant of Record), and purchases the same product or service from the service provider at the applicable Supplier Price. Each customer order automatically and simultaneously triggers Payoup's purchase of the relevant product or service from the service provider on a back-to-back basis, matching the customer sale; it does not require any separate negotiation or prior stock.

The Supplier Price is calculated automatically on the basis of the selling price the service provider sets on the Payoup platform, taking into account Payoup's applicable commercial margin and the deductions applied under the relevant commercial terms. The exact Supplier Price and the net amount the service provider will receive are shown transparently to the service provider in the dashboard, before and after each sale. This amount is the commercial purchase price at which Payoup buys the relevant product or service from the service provider and constitutes Payoup's commercial payable to the service provider. The sale to the customer is concluded solely between Payoup and the customer; the service provider has no separate sales or payment relationship with the customer. The service provider undertakes the contractual supply obligations towards Payoup with respect to the production, performance, delivery and related technical support of the product or service.

All payments are processed by licensed third-party payment processors. KYC/KYB verification, AML monitoring and legality checks are carried out in cooperation with licensed payment processing partners. Supplier payments are made through licensed third-party payment service providers. As the principal seller, Payoup is the commercial party to the transaction with the customer and is responsible for payment coordination, chargeback and refund management, compliance oversight and the customer relationship. The service provider is responsible for producing and delivering the supplied service and for providing the related technical support and revisions; this responsibility for delivery, quality and support runs to Payoup, rather than directly to the customer. Payoup actively monitors service quality, issues warnings for delayed deliveries, intervenes in customer complaints and provides 24/7 customer support. Payoup reserves the right to take actions such as refunds, order cancellations or account restrictions where deemed necessary to protect customer satisfaction and platform integrity. Payoup also provides SaaS tools supporting freelancers and service providers, including AI-powered online stores and e-commerce websites, invoicing, CRM and client management, order management, subscription management, revenue analytics, reporting and API/embed integration.

• Payoup Global: a verified service provider pool from which Payoup sources the services it sells as principal seller, with order management and delivery tracking
• Payment links, allowing service providers and businesses to share a payable link with clients
• Subscription management and recurring billing for regular clients
• Automatic and proforma invoicing, including tracking of off-platform sales
• Client management (CRM), including client lists, order history, and communication tracking
• Payment analytics, reporting, and revenue tracking dashboard
• API and embed integration for connecting external websites to Payoup checkout
• Online store builder with customisable themes, product management, and custom domain support
• Multi-currency support (135+ currencies)

2.2 Service Availability

We strive to maintain high availability of our services, but we cannot guarantee uninterrupted access. We may temporarily suspend services for maintenance, updates, or other technical reasons.

2.3 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time, with or without notice.

3. User Accounts

3.1 Account Creation

To use our services, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials.

3.2 Account Verification

We may require you to verify your identity and business information before you can use certain features of our services. You agree to provide accurate information and cooperate with our verification process.

3.3 Account Security

You are responsible for maintaining the security of your account, including:

• Using a strong, unique password
• Not sharing your login credentials
• Notifying us immediately of unauthorized access
• Keeping your contact information updated

3.4 Account Termination

You may terminate your account at any time by following the account deletion process. We may also suspend or terminate your account for violations of these Terms or other reasons.

4. Payment Processing

4.1 Payment Processing Services

As described in Section 2.1, all payments are processed by licensed third-party payment processors. Payoup appears as the billing entity on customer bank/card statements.

KYC/KYB, AML, and legality screening are conducted together with licensed payment processor partners (see Section 4.7).

4.2 Transaction Processing

When a payment is made through Payoup checkout:

• The payment is collected by Payoup via our licensed payment processor
• The payment processor deducts its own commission, any rolling reserve, and per-transaction fees (these fees are not set by Payoup)
• Payoup sells the product or service to the customer at the applicable Retail Price and, as part of the same commercial transaction, purchases the underlying product or service from the supplier at the applicable Supplier Price. Payoup's commercial margin consists of the difference between the Retail Price and the Supplier Price and is Payoup's own commercial revenue. The Supplier Price is calculated on the basis of the selling price the service provider sets on the platform, taking into account Payoup's applicable commercial margin and the deductions applied under the relevant commercial terms. The Supplier Price constitutes a commercial payable owed by Payoup to the supplier
• The payment processor's settlement period (e.g. T+3, T+7) determines only when the customer payment is settled to Payoup; it does not change the underlying supplier obligation. Once the applicable settlement conditions are met, Payoup pays the Supplier Price to the supplier's verified bank account through a licensed third-party payment service provider. Bank transfer charges (SWIFT/SEPA fees, correspondent bank deductions) may apply to the supplier payment; these are determined by the payment processor and banking infrastructure

For API/Embed integration transactions, the same payment flow applies. Payoup remains the billing entity regardless of whether the customer was redirected from an external website.

• The business integrates Payoup checkout on their own website via API or embed code
• Customer is redirected to Payoup checkout to complete payment securely
• Payment is processed under Payoup's merchant account; Payoup appears on customer statements
• Same margin structure and payment process applies

4.3 Payment Methods

We support various payment methods including Visa, Mastercard, Amex, Apple Pay, Google Pay, bank transfers, and digital wallets. Availability of specific payment methods may vary by region.

4.4 Chargebacks and Disputes

Payoup coordinates with the payment processor on all chargeback disputes. The chargeback process works as follows: (1) Payoup immediately forwards the chargeback notification to the service provider. (2) The service provider must submit evidence and documentation within the specified timeframe (typically 5 business days). (3) If evidence is not submitted in time, the chargeback is automatically deemed lost. (4) If a chargeback is lost, Payoup may recover the disputed amount and any applicable chargeback fees determined by the payment processor from amounts otherwise payable to the service provider. Some payment processors may charge an additional fee for the evidence submission process; this fee is also non-refundable. (5) If such amounts are insufficient, Payoup may offset the outstanding amount against future amounts otherwise payable to the service provider or otherwise recover the amount in accordance with the applicable supplier agreement.

Payoup acknowledges that card scheme rules (Visa, Mastercard, etc.) grant cardholders the right to dispute transactions directly with their issuing bank at any time. This right is not restricted by these Terms.

You agree to cooperate fully with any investigation and provide requested evidence promptly. An excessive chargeback rate (exceeding 1% of monthly transactions) may result in account review, additional reserves applied by the payment processor, or permanent account suspension. See Section 4.7 for details.

4.5 Additional Documentation Requirements

Payoup reserves the right to request additional documentation, proof of service delivery, identification documents, or transaction-related evidence at any time to ensure compliance with applicable regulations, anti-fraud policies, and risk management procedures.

Failure to provide requested documentation may result in delayed supplier payments, temporary account restrictions, or account suspension.

Digital Products Refund Policy

For digital products, software, licenses, and instantly delivered services, refund requests may be restricted after delivery has occurred and the customer has begun using the product. However, refunds will be considered if the service does not match the description, was not delivered, or cannot be used due to a technical defect. All refund requests are reviewed in accordance with our Refund Policy, applicable consumer protection laws, and card scheme rules. The customer's right to dispute transactions directly with their issuing bank is preserved under all circumstances.

4.6 Buyer Rights and Limitations

Customers (buyers) making payments through the Payoup platform are subject to the following conditions:

• Unauthorized transactions: If you believe your card has been used without authorization, you must notify our support team within 48 hours of the transaction. Payoup will initiate an investigation. You also retain the right to dispute the transaction directly with your issuing bank under card scheme rules.
• Non-delivery of service: If a service or product is not delivered by the supplier, the customer can file a complaint through Payoup support channels using their order number. Payoup will involve the supplier in the process and evaluate evidence from both parties.
• Dispute process: Once a complaint is filed, Payoup notifies both the customer and the supplier, requests evidence from both parties, and renders a decision based on its evaluation. Customers also retain the right to dispute transactions directly with their issuing bank under card scheme rules.
• Chargeback process: Buyers are encouraged to use Payoup's internal dispute resolution mechanism before filing a chargeback. However, Payoup acknowledges that card scheme rules grant cardholders the right to dispute transactions directly with their issuing bank at any time. Where a chargeback results in a financial loss to Payoup, Payoup may recover the disputed amount and applicable chargeback fees from amounts otherwise payable to the supplier, subject to the applicable supplier agreement.
• Scope of responsibility: Payoup manages payment coordination and customer-facing transaction support and is responsible for its obligations as Merchant of Record. Chargeback processing is handled by the payment processor in accordance with applicable card scheme and acquiring rules. Payoup does not itself perform the underlying service; the supplier remains responsible to Payoup for the delivery, quality and conformity of the supplied product or service.
• Refund rights: Refund requests are evaluated within the scope of Payoup's Refund Policy and applicable consumer protection rules. Customers also retain the right to dispute transactions through their issuing bank under card scheme rules.

4.7 Platform Role and Responsibility

Payoup is the billing entity on all transactions processed through its platform (see Section 2.1). In practice, this means:

• All payments are processed by licensed third-party payment processors. Payoup appears as the billing entity on customer statements and coordinates compliance screening, supplier payment coordination, and dispute resolution on the platform.
• Payoup records the Retail Price as the customer sale and the Supplier Price as a commercial payable owed by Payoup to the supplier. Payoup's commercial margin consists of the difference between the Retail Price and the Supplier Price and is Payoup's own commercial revenue. Following settlement of the customer payment by the payment processor (e.g. T+3, T+7), Payoup pays the Supplier Price arising under the applicable commercial terms to the supplier's verified bank account through a licensed third-party payment service provider. Supplier payments may occur automatically or on the service provider's request, depending on account settings.
• Payoup coordinates with the payment processor to manage chargebacks and disputes. KYC/KYB, AML, and legality screening are conducted together with licensed payment processor partners.
• Payoup acknowledges that card scheme rules (Visa, Mastercard, etc.) grant cardholders the right to dispute transactions directly with their issuing bank at any time, regardless of these Terms. Payoup does not restrict this right.
• As principal seller (Merchant of Record), Payoup is responsible for payment transactions, chargeback management, KYC/AML, and legal compliance, and is the commercial counterparty to the customer. The service provider remains fully responsible for producing and delivering the service and for providing the related technical support and revisions; this delivery, quality and support responsibility runs to Payoup as its supplier rather than directly to the customer. The customer relationship and customer complaints are handled directly by Payoup in its own name, and Payoup reserves the right to pursue the service provider for any losses caused by the service provider.
• If a customer files a chargeback, the payment processor handles the dispute with the acquiring bank. Where a chargeback results in a financial loss to Payoup, Payoup may recover the disputed amount and applicable chargeback fees from amounts otherwise payable to the supplier. If such amounts are insufficient, Payoup may offset the outstanding amount against future amounts otherwise payable to the supplier or otherwise recover it in accordance with the applicable supplier agreement.

As principal seller (Merchant of Record), Payoup is the commercial counterparty to the customer on all transactions. The service provider remains responsible for producing and delivering the service and for providing the related technical support and revisions; this responsibility for delivery, quality and support runs to Payoup (not directly to the customer), and Payoup is responsible to the customer for the overall transaction. This does not limit Payoup's right to pursue the service provider for any losses arising from non-delivery, poor quality, or chargebacks caused by the service provider.

5. Fees and Pricing

5.1 Payoup Margin

Payoup's commercial margin under the applicable pricing structure is 5.9% + $0.50 per transaction (3.9% for Premium members). This margin is Payoup's own commercial revenue as principal seller and consists of the difference between the Retail Price at which Payoup sells to the customer and the Supplier Price at which Payoup purchases the product or service from the supplier. When a supplier lists a price, that price is the starting Retail Price; the Supplier Price payable to the supplier is calculated on the basis of that listed price, taking into account Payoup's applicable commercial margin and the deductions applied under the relevant commercial terms. The exact Supplier Price is calculated and shown transparently to the supplier in the dashboard before and after each sale.

5.2 Transaction Fees

Where the applicable Payoup pricing structure includes a fixed transaction fee of $0.50 per payment, this fee forms part of Payoup's stated commercial margin and is not charged separately in addition to that margin. No additional hidden fees are charged by Payoup.

5.3 Subscription Plans

An optional Premium Membership plan is available at $19.99/month, offering priority support, lower margin rates, higher limits, and faster supplier payments. All online store and business features are included in the Premium plan.

5.4 Currency Conversion

We may apply currency conversion fees for international transactions. The exchange rate used is stated before the transaction is completed.

5.5 Fee Changes

We reserve the right to change our fees at any time. Fee changes will be notified to you in advance and will apply to transactions processed after the effective date.

6. User Responsibilities

6.1 Accurate Information

You agree to provide accurate, complete, and current information when using our services. You must update your information promptly if it changes.

6.2 Compliance with Laws

You must comply with all applicable laws and regulations when using our services, including tax obligations, anti-money laundering laws, and industry-specific regulations.

6.3 Service Quality

If you provide services to clients through Payoup, you agree to:

• Deliver services as described
• Maintain professional standards
• Communicate clearly with clients
• Resolve disputes professionally

6.4 Account Monitoring

You agree to monitor your account activity regularly and report any unauthorized or suspicious activity to us immediately.

7. Prohibited Activities

7.1 Illegal Activities

You may not use Payoup for any illegal activities, including but not limited to:

• Fraud, money laundering, or terrorist financing
• Sale of illegal goods or services
• Violation of applicable laws or regulations
• Intellectual property infringement

7.2 Platform Abuse

You may not:

• Attempt to gain unauthorized access to our systems
• Use automated tools to access our services
• Interfere with or disrupt our services
• Reverse engineer our technology

7.3 Misrepresentation

You may not misrepresent your identity, qualifications, or the services you provide. All information provided must be accurate and truthful.

7.4 Spam and Unsolicited Communications

You may not use our services to send spam, unsolicited communications, or marketing messages without proper consent.

8. Intellectual Property

8.1 Our Intellectual Property

Payoup and its licensors own all intellectual property rights in our services, including but not limited to:

• Software and technology
• Website design and content
• Trademarks and logos
• Documentation and materials

8.2 License to Use

We grant you a limited, non-exclusive, non-transferable license to use our services for your personal or business use in accordance with these Terms.

8.3 Your Content

You retain ownership of content you provide to us, but you grant us a license to use, store, and process such content as necessary to provide our services.

8.4 Feedback

Any feedback or suggestions you provide about our services may be used by us without restriction or compensation.

9. Disclaimers

9.1 Service Availability

We do not guarantee that our services will be available at all times or that they will be error-free. We are not liable for any downtime, interruptions, or technical difficulties.

9.2 Third-Party Services

Our services may integrate with third-party services and platforms. We are not responsible for the quality, availability, or performance of such third-party services.

9.3 No Warranties

We make no warranties or representations about the accuracy, reliability, completeness, or timeliness of our services. All services are provided "as is" without any warranties.

9.4 Financial Advice

We do not provide financial, legal, or tax advice. You should consult with qualified professionals for such advice.

10. Limitation of Liability

10.1 Limitation of Liability

To the fullest extent permitted by law, Payoup shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, or goodwill.

10.2 Maximum Liability

Our total liability to you for any cause of action shall not exceed the amount you have paid to us in the six months preceding the claim.

10.3 No Joint Liability

Each party is liable only for its own actions and omissions. No party shall be liable for the actions or omissions of the other party.

10.4 Force Majeure

We are not liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, terrorism, or natural disasters.

11. Indemnification

11.1 User Indemnification

You agree to indemnify, defend, and hold harmless Payoup and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in connection with:

• Your use of our services
• Your violation of these Terms
• Your violation of any rights of another
• Any dispute between you and another user

11.2 Defense of Claims

We have the right to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

12. Account Termination

12.1 Termination by User

You may terminate your account at any time by following the account deletion process in your account settings or by contacting our support team.

12.2 Termination by Payoup

We may suspend or terminate your account immediately if:

• You violate these Terms
• You engage in prohibited activities
• You provide false or misleading information
• Your account poses a security risk
• You fail to pay applicable fees

12.3 Effect of Termination

Upon termination, your right to use our services ceases immediately. We may delete your account and associated data, subject to our legal obligations.

12.4 Survival

Sections 9, 10, 11, and 12 of these Terms shall survive termination of your account.

13. Dispute Resolution

13.1 Good Faith Negotiation

If you have any dispute with Payoup, we encourage you to contact us first to try to resolve the issue informally.

13.2 Governing Law

These Terms are governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of laws principles.

13.3 Jurisdiction

Subject to the arbitration provision below, the courts of England and Wales shall have exclusive jurisdiction for the enforcement of any arbitral award and for any application for interim or injunctive relief.

13.4 Arbitration

Any dispute arising out of or in connection with these Terms that cannot be resolved informally shall be finally resolved by binding arbitration in accordance with the rules of the London Court of International Arbitration (LCIA), which rules are deemed incorporated by reference. The seat of arbitration shall be London, England, and the language of the arbitration shall be English. This arbitration provision governs; the reference to the courts of England and Wales applies only to enforcement of awards and applications for interim or injunctive relief.

14. Changes to Terms

14.1 Right to Modify

We reserve the right to modify these Terms at any time for any reason, including to reflect changes in our services, business practices, or applicable law.

14.2 Notice of Changes

We will provide notice of material changes to these Terms by:

• Posting the updated Terms on our website
• Sending email notifications to registered users
• Displaying prominent notices in our services

14.3 Continued Use

Your continued use of our services after any changes to these Terms constitutes acceptance of the modified Terms.

15. Contact Information

For questions about these Terms of Service, please contact us: