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Payout & Commercial Terms

These Payout & Commercial Terms (the "Payout Terms") govern the regulated payout and settlement services that Pabopay provides to platforms and marketplaces (each, a "Platform Customer", "you" or "your") and to the sellers, vendors and other recipients you onboard (each, a "Seller"). They supplement and form part of our Terms of Service; if there is any conflict regarding settlement, payouts or funds flows, these Payout Terms control.

1. Scope of the payout service

Pabopay provides a regulated payout layer that receives, holds, allocates and disburses funds on behalf of you and your Sellers. The service is operated by Pabopay together with its licensed banking, e-money and payment institution partners, who may hold funds in safeguarding or for-benefit-of accounts as required by applicable regulation.

Funds held pending payout are not deposits, do not earn interest for you or your Sellers unless expressly agreed, and are held and reconciled on Pabopay's ledger. You acknowledge that the payout service is subject to the operating rules of the banks, networks and schemes used to move money, and to applicable anti-money-laundering, sanctions and payments regulation.

2. Connected accounts and onboarding

Before a Seller can receive payouts, it must complete onboarding and be approved. Onboarding includes collecting identity, business, beneficial ownership and bank account information, and screening against sanctions, politically exposed person and watchlist databases (know-your-customer and anti-money-laundering, or "KYC/AML").

You authorise Pabopay and its partners to verify this information, to request additional documentation, and to approve, decline, suspend or offboard any Seller. Payouts to a Seller may be withheld until onboarding is complete and any required tax documentation has been collected. You are responsible for ensuring that the information you and your Sellers submit is accurate and kept current.

3. Settlement and payout timing

Once a Buyer payment is captured and any applicable processing, clearing and risk checks are complete, the funds are credited to the relevant balances on our ledger, divided between your Sellers and your platform fee according to the split instructions you provide.

Payouts are then released to Sellers according to the schedule you configure — for example instant, daily, weekly or on demand. Where a payout rail supports real-time settlement (such as SEPA Instant, Pix, FedNow or other local instant schemes), eligible payouts may arrive within seconds; otherwise they typically settle the same business day or the next business day. Settlement times depend on the receiving bank, the destination country, cut-off times, weekends and public holidays, and the completion of any required checks.

  • Payouts may be delayed or held where additional verification, risk review or funding confirmation is required.
  • Failed payouts (for example due to incorrect bank details) are returned to the Seller's balance and may be retried once details are corrected.
  • We are not liable for delays caused by third-party banks, networks, schemes or incomplete or inaccurate payout details.

4. Foreign exchange and disclosed margin

Where a payout is made in a currency other than the currency in which funds were collected, Pabopay converts the amount using a reference interbank rate plus a disclosed FX margin. The applicable margin is shown in your pricing or in the product before a converted payout is confirmed, and the converted amount and rate are recorded on the transaction.

FX rates fluctuate, and the rate applied is the rate in effect at the time of conversion. You are responsible for communicating to your Sellers, where required, that payouts in a foreign currency are subject to conversion and a disclosed margin.

5. Reserves, risk holds and negative balances

To manage exposure from refunds, chargebacks, disputes and fraud, Pabopay may impose a reserve on you or a Seller. A reserve may be a fixed amount, a rolling percentage of volume, or a hold of specific funds, and may be adjusted based on risk, dispute rates, processing history and the nature of the underlying business.

You and each Seller are responsible for maintaining a sufficient balance to cover refunds, chargebacks, fees and other amounts owed. If a balance becomes negative — for example because refunds or chargebacks exceed available funds — you authorise us to recover the shortfall by deducting from current or future balances, from other balances under your platform, or by debiting a registered bank account or card, and you agree to settle any remaining negative balance promptly on request.

6. Refunds, disputes and chargebacks

Refunds initiated through the Services are funded from the relevant Seller's balance (and, where applicable, by reversing the associated platform fee), and are returned to the original payment method. You and your Sellers are responsible for your own refund and cancellation policies and for funding refunds you authorise.

When a Buyer disputes a payment or initiates a chargeback, the disputed amount, together with any applicable network or scheme fee, may be debited from the relevant balance while the dispute is investigated. We will, where the rules allow, provide tools to submit evidence, but the card networks and issuing banks make the final decision. You remain liable for chargebacks, reversals, fines and assessments attributable to your or your Sellers' activity, including where a Seller's balance is insufficient.

7. Fee schedule and invoicing

Fees for the payout and related services are set out on our pricing page or in your order form, and may include per-transaction split fees, payout fees, FX margins, instant-payout fees, chargeback and dispute fees, and fees for optional services. Reference pricing is provided for illustration and the rates that apply to you are those in your pricing or order form.

We may deduct fees and other amounts owed directly from collected funds or balances before payout, or invoice them. Invoiced amounts are due within the period stated on the invoice. We may change fees on prior notice; continued use of the Services after a fee change takes effect constitutes acceptance. All fees are exclusive of taxes unless stated otherwise.

8. Tax reporting responsibilities

Depending on the jurisdictions involved and applicable thresholds, Pabopay or its partners may be required to collect tax documentation from Sellers and to file information returns regarding amounts paid out. This can include United States Form 1099-K reporting for relevant payees, and reporting under the EU Directive on Administrative Cooperation (DAC7) for sellers on digital platforms, as well as equivalent regimes in other jurisdictions.

You agree to cooperate with the collection of required tax forms during onboarding and over time, to provide accurate information, and to facilitate the issuance of any forms or copies to your Sellers. Pabopay does not provide tax advice. Each of you and your Sellers remains responsible for determining and meeting its own tax obligations, including the reporting and payment of any taxes due on amounts received. We do not display or require any tax identification number on this page; such information is collected only through secure onboarding channels where lawfully required.

9. Service levels

Pabopay aims to make the payout service and its APIs available with high reliability and to process eligible payouts within the timeframes described above. Specific availability commitments, support response targets and any service-level credits apply only where expressly agreed in an order form or a separate service level agreement.

Scheduled maintenance, events outside our reasonable control, and actions required to comply with law, manage risk or protect the integrity of the service are excluded from any service-level measurement.

10. Allocation of liability

As between you and Pabopay, you bear the commercial risk of your Platform and your Sellers, including refunds, chargebacks, fines, negative balances and disputes arising from transactions on your Platform. Pabopay is responsible for operating the payout layer in accordance with these Payout Terms and applicable regulation.

The limitations and exclusions of liability set out in the Terms of Service apply to these Payout Terms. Funds held for settlement or payout are not damages and remain payable in accordance with these Payout Terms, subject to reserves, holds, deductions and amounts owed.

11. Termination and return of funds

On termination of the Services, or on offboarding of a Seller, we will pay out remaining funds to the relevant registered payout account once outstanding obligations have been satisfied. We may withhold or delay the return of funds, or maintain a reserve after termination, for a period reasonably necessary to cover potential refunds, chargebacks, fines and other liabilities, consistent with network rules and applicable regulation.

Where we are unable to return funds because payout details are invalid or a recipient cannot be verified, we will hold the funds and attempt to resolve the matter, and will handle any long-unclaimed funds in accordance with applicable unclaimed-property and escheatment laws.

12. Governing law

These Payout Terms are governed by the laws of the State of Wyoming, United States, without regard to its conflict-of-laws principles, and disputes are subject to the governing law and dispute resolution provisions of the Terms of Service. Questions about these Payout Terms can be sent to [email protected], or by post to Pabopay LLC, c/o registered agent, 30 N Gould St, Ste R, Sheridan, WY 82801, USA.