BizFlowy Payments Service Terms

By using or accessing BizFlowy’s Payments Service, as defined herein, or by signing or otherwise accepting any Subscription Documentation referencing these terms, you (also referred to as “Client”) agree to be bound by the following terms and conditions (the “Payments Service Terms”).

These Payments Service Terms incorporate by reference the BizFlowy Terms of Service which, among other terms, contain provisions governing the resolution of claims (see “Disclaimers”, “Limitations of Liability”, “Dispute Resolution”, “General”). In the event of any conflict or inconsistency between these Payments Service Terms and the BizFlowy Terms of Service, these Payments Service Terms will govern.

Capitalized terms used in these Payments Service Terms without a definition have the same meanings as provided in the BizFlowy Terms of Service. All documents linked in these Payments Service Terms are deemed to be updated from time to time. For the avoidance of doubt, all references in the BizFlowy Terms of Service to the “Agreement” will include these Payments Service Terms.

1. DEFINITIONS

1.1 Payment Processing Services means the ability for you to submit, manage, and complete Transactions with your Customers via the Services. Payment Processing Service Providers are the payment processors that BizFlowy utilizes to enable these services.

1.2 Payments Service means the Payment Processing Services, together with any related functionality that BizFlowy may offer from time to time, as provided by BizFlowy and the Payment Service Providers. Payment Service Providers include the third-party providers used by BizFlowy to facilitate certain features of the Payments Service. BizFlowy may add or remove Payment Service Providers at its discretion.

1.3 Personal Data means information about an identifiable individual or information that, alone or in combination with other information, can be used to identify an individual (not a company, legal entity, or machine), which is transmitted to or accessible through the Services.

1.4 Transaction means a request to capture funds from or for a Customer-associated account with respect to a payment, including the authorization, settlement, and, if applicable, disputes, refunds, and reversals related to that payment request. You initiate Transactions by submitting a request via the Payments Service, and Transactions are enabled by Payment Processing Service Providers.

2. SERVICES

2.1 Use of the Payments Service.
Subject to your performance of all duties and obligations under the Agreement (including any additional terms set forth in your Subscription Documentation), BizFlowy will provide you with access to the Payments Service. BizFlowy has no obligation to perform any services or tasks not expressly set forth in the Agreement or the applicable Subscription Documentation.

2.2 Terminal Products.
If your Subscription Documentation includes any BizFlowy Terminal Products (as defined in the applicable terms), you agree to be bound by the BizFlowy Terminal Terms.

2.3 Limited Payment Services.
BizFlowy may, from time to time and subject to certain restrictions and/or limitations, offer certain limited features of the Payments Service (“Limited Payment Services”), such as the initiation of a Transaction, on a preliminary basis before you have verified your Payment Processing Service Provider account (“PPSP Account”) or linked a valid bank account (“Client Bank Account”) to your PPSP Account. If you use these Limited Payment Services before verifying your PPSP Account or linking a valid Client Bank Account, you acknowledge that you will not be able to complete the Transaction (including settlement and disbursement of funds) until a valid Client Bank Account is connected. Any funds associated with an incomplete Transaction will be deemed Unclaimed Funds and handled accordingly.

2.4 Stored Credentials.
BizFlowy may allow your Customers to store and reuse payment credentials. These credentials may be stored either on your behalf or on the Customer’s behalf. If stored on your behalf, you may instruct BizFlowy to initiate a Transaction with that Customer using the stored credentials, provided that you comply with: (i) the express, documented consent you have received from the Customer; and (ii) these Payments Service Terms and the relevant PPSP Agreement. BizFlowy reserves the right to decline processing any such Transaction until compliance is verified. If credentials are stored on behalf of a Customer, you may not initiate a Transaction using those credentials without the Customer’s express authorization. You are not permitted to access or export stored credentials directly.

2.5 Subscription and Recurring Transactions.
If you use the Payments Service for subscription or recurring Transactions, you must ensure compliance with all applicable laws, regulations, and the rules of the payment method. Specifically, you must:

• Obtain informed consent from Customers prior to initiating recurring or subscription Transactions.
  
• Provide Customers with clear and accessible cancellation procedures for recurring or subscription Transactions.
  
• Promptly honor any cancellation request from a Customer, even if not made through your standard process.
  

3. PAYMENT PROCESSING SERVICES

3.1 Account Registration.
You may access and use the Payment Processing Services only after your Payment Processing Service Provider account (“PPSP Account”) has been activated and verified on BizFlowy’s platform. Activation of your PPSP Account is subject to approval by the relevant Payment Processing Service Provider, which may suspend or terminate your account in accordance with its PPSP Agreement. The information you provide for the PPSP Account must be accurate, current, and complete. Until your account is fully verified, your access will be limited and BizFlowy may terminate your access at any time.

3.2 PPSP Agreement.
Your use of the Payment Processing Services is contingent upon your acceptance of the terms imposed by the relevant Payment Processing Service Provider (each a “PPSP Agreement”). By initiating Transactions via the Payment Processing Services, you agree to the PPSP Agreement(s) of the Payment Processing Service Providers facilitating your payments. Currently, BizFlowy utilizes Stripe as a Payment Processing Services Provider, and Stripe’s PPSP Agreement can be found at https://stripe.com/connect-account/legal. The specific entity and terms applicable will depend on your location. For clarity, BizFlowy is not a party to any PPSP Agreement.

3.3 PPSP Account Management.
The PPSP Agreement governs the management of your PPSP Account, including data administration concerning you, your Customers, and your Transactions, as well as actions such as initiating, refunding, and handling disputes. You consent to the disclosure of your data (including Personal Data) between BizFlowy and the Payment Processing Service Providers for facilitating the Payments Service.

3.4 Responsibility for PPSP Compliance.
BizFlowy is not responsible for any non-compliance by a Payment Service Provider with its PPSP Agreement, applicable laws, or payment method rules, nor for any acts or omissions by any Payment Service Provider in providing services to you or your Customers.

3.5 Termination and Suspension by PPSP.
If a Payment Processing Service Provider terminates or suspends your PPSP Account or PPSP Agreement for any reason, BizFlowy may immediately terminate or suspend your access to the Payments Service, without any liability to you.

4. DATA USE

4.1 Use of Client Data.
In addition to your obligations under the BizFlowy Terms of Service, if you provide Client Data (including Personal Data about Customers) in connection with your use of the Payments Service, you grant BizFlowy and its affiliates a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable right to (i) collect, use, retain, transfer, and disclose Client Data (including to our third-party service providers) in order to provide the Payments Service, and (ii) utilize Client Data to (a) provide the Payments Service, (b) mitigate fraud, financial loss, or other harm, and (c) analyze and improve or incorporate such data into BizFlowy’s products, systems, and tools. All Client Data provided in connection with the Payments Service will be subject to the BizFlowy Privacy Policy.

4.2 Disclosure of Client Data.
BizFlowy may disclose Client Data in response to a data subject access or consumer data request as required by law, provided that, where permitted, we notify you of any such disclosure. Notwithstanding the above, BizFlowy may retain and use Client Data associated with a dispute even after the termination of your Subscription Documentation, as permitted by these Payments Service Terms. For California residents, under the California Consumer Privacy Act (CCPA), BizFlowy acts as a Service Provider for you (the Business) and is prohibited from selling Client Data or using it for purposes other than those specified herein. You instruct BizFlowy that the Business Purpose includes using and retaining Client Data internally to benefit all of BizFlowy’s clients, including for fraud detection and performance optimization, and BizFlowy will comply with these restrictions.

5. CLIENT OBLIGATIONS

5.1 Representations and Warranties.
You represent and warrant that you:

• Will comply with these Payments Service Terms.
  
• Will ensure that your employees, contractors, and agents adhere to these terms.
  
• Will use the Payments Service solely for bona fide commercial Transactions with your Customers, which have been duly authorized.
  
• Will research and, if necessary, contact a Customer before fulfilling a Transaction if there is any suspicion that the Transaction might be erroneous or fraudulent.
  
• Are responsible for managing your relationship with your Customers, including communications, sales, dispute resolution, and handling refunds or returns.
  
• Will provide all legally required notices and obtain all necessary consents for recurring or subscription Transactions.
  
• Will ensure that any invoices generated via the Payments Service comply with applicable law and achieve the intended legal or tax effects.
  

5.2 Additional Representations.
You further represent that:

• You have obtained the necessary consent from Customers for BizFlowy to use Client Data in accordance with these Payments Service Terms.
  
• You have provided all required notices to Customers, as mandated by law.
  
• If applicable, you have secured consent from Customers for the use of automated decision making.
  
• You have afforded Customers the ability to exercise their access rights as required under applicable law.
  
• You comply with all legal requirements and limitations regarding the processing of Personal Data and the data of minors.
  

5.3 Unauthorized Activity.
You are solely responsible for all activities initiated using credentials issued by BizFlowy or any Payment Service Provider. Should BizFlowy incur losses due to unauthorized activity by you or on your behalf, you agree to be financially liable for such losses. BizFlowy may deduct these losses from your PPSP Account or require you to pay them.

6. REQUIREMENTS, LIMITATIONS, AND RESTRICTIONS

6.1 Compliance with Laws.
You must use the Payments Service in a manner that is lawful and comply with all applicable laws, rules, and regulations (“Laws”) governing financial services, consumer protection, privacy, and other relevant areas.

6.2 Prohibited Businesses.
You may not use the Payments Service to benefit any person (including yourself) from any activities that BizFlowy or a Payment Service Provider has identified as restricted (“Prohibited Businesses”). This includes businesses outlined in the BizFlowy Acceptable Use Policy, the Stripe Restricted Business List, and any activities related to pornography, gambling, or firearms. Prohibited Businesses also include any person, organization, entity, or country subject to governmental embargoes or sanctions (e.g., as listed by the U.S. Office of Foreign Assets Control (OFAC)). If you are uncertain whether a business or activity is prohibited, please contact BizFlowy.

6.3 Other Restricted Uses.
You may not use the Payments Service to:

• Facilitate illegal Transactions or personal, family, or household transactions.
  
• Allow access to, or attempt to access, non-public systems or data.
  
• Copy, reproduce, republish, upload, post, transmit, resell, or distribute any data, content, or part of the Payments Service, documentation, or BizFlowy’s website, except as permitted by law.
  
• Act as a service bureau or pass-through agent for the PPSP Account without providing added value to your Customers.
  
• Transfer any rights granted under this Agreement.
  
• Circumvent technical limitations of the Payments Service or enable prohibited functionality.
  
• Reverse engineer the Payments Service except as permitted by law.
  
• Interfere with the normal operation of the Payments Service or affect the use by other BizFlowy users.
  
• Impose an unreasonable or excessively large load on the Payments Service.
  

7. FEES, SETTLEMENT & PAYOUT SCHEDULE

7.1 Fees.
In addition to any other fees due under your Subscription Documentation, you will pay a fee assessed on a per-Transaction basis (“Transaction Fee”), as well as any additional fees for extra features available within the Payments Service (for example, fees for using the Premium Fraud Protection Service). These fees, together with any additional fees, constitute the “Payments Service Fees” and are part of the overall Fees defined in the BizFlowy Terms of Service.

7.2 Determining Fees.
Fees are set at the sole discretion of BizFlowy and are payable in accordance with these Payments Service Terms, the BizFlowy Terms of Service, and your Subscription Documentation. If no specific Payments Service Fees are provided in your Subscription Documentation, you will be subject to BizFlowy’s then-current rates, which are available on the BizFlowy Pricing Page. BizFlowy may revise these fees with thirty (30) days’ notice. In addition, you agree to reimburse BizFlowy for any liabilities incurred due to your unauthorized use of the Payments Service, including any penalties or fines. BizFlowy reserves the right to deduct applicable fees and owed amounts from your PPSP Account; if the balance is insufficient, BizFlowy may debit your Client Bank Account.

7.3 Settlement.
BizFlowy will arrange to settle Transaction funds to your Client Bank Account according to the Payout Schedule specified in your dashboard. You affirm that the designated Client Bank Account is owned by you and is titled in your legal or trade name, and that you are authorized to manage settlements and debits. BizFlowy reserves the right to withhold settlement if it reasonably determines there is a risk of credit, fraud, or other legal issues. If settlement is withheld, BizFlowy will provide a general explanation and outline the conditions for fund release. Additionally, if a Transaction is refunded or reversed, the initial Transaction Fees will not be refunded unless the refund occurs before 9 p.m. local time on the same day the Transaction was initiated.

7.4 Payout Schedule.
Your dashboard will indicate the frequency of payouts to your Client Bank Account (“Payout Schedule”). This schedule may vary by account type, and BizFlowy may delay or withhold payouts if justified under this Agreement. Note that the actual appearance of funds in your bank account may be subject to delays caused by third-party systems outside BizFlowy’s control.

7.5 Reserve & Security Interest.
If your use of the Payments Service presents a risk of liability to BizFlowy, BizFlowy may set aside a portion of funds as a “Reserve.” This Reserve may be funded from your PPSP Account, additional funds you provide, or by debiting your Client Bank Account. BizFlowy may use the Reserve to offset any amounts you owe. Failure to maintain the required Reserve constitutes a breach of this Agreement, and BizFlowy may hold the Reserve until it is no longer deemed necessary. You grant BizFlowy a lien and security interest in the Reserve and agree to execute any documents necessary to perfect this security interest.

7.6 Unclaimed Funds or Dormant Accounts.
Should any funds remain dormant in your PPSP Account or if you fail to maintain a valid link to a Client Bank Account, such funds may be deemed “unclaimed” or “abandoned” under applicable law. In such cases, BizFlowy may be legally required to remit these funds to government authorities. BizFlowy will notify you if funds remain unclaimed beyond the legally prescribed dormancy period. If we are unable to contact you, such funds may be considered abandoned and delivered to the appropriate governmental agency.

8. SUSPENSION & TERMINATION

8.1 Refusal or Suspension of Transactions.
BizFlowy may refuse, condition, or suspend any Transaction if it believes that the Transaction: (i) may violate these Payments Service Terms; (ii) is unauthorized, fraudulent, or illegal; or (iii) poses an unacceptable risk to you, BizFlowy, or any third party. If BizFlowy suspects or knows that you have engaged in such activities, we may share related information with financial institutions, regulatory authorities, or law enforcement, in accordance with our legal obligations.

8.2 Suspension of Access.
BizFlowy may suspend your access to the Payments Service, your PPSP Account, and any funds therein, or terminate these Payments Service Terms, at any time if you breach these terms, a PPSP Agreement, or if your use creates a risk of harm to BizFlowy, a Customer, or any other third party.

8.3 Effect of Termination.
Termination of the Payments Service Terms will immediately revoke your authorization to access the Payments Service, including the ability to submit Transactions via the Payment Processing Services. Termination, however, does not absolve you from liability for Transactions initiated prior to the termination date.

9. LIMITATIONS ON BIZFLOWY’S LIABILITY

9.1 Disclaimer of Liability.
BizFlowy is not responsible for your obligations to your Customers, including accurately describing or delivering the goods or services sold. You are solely responsible for compliance with applicable laws related to your goods or services. This includes customer service, notification, handling of refunds or complaints, issuance of receipts, and other related functions. You agree to indemnify BizFlowy for any losses incurred due to your failure to properly deliver or describe your goods or services, or for non-compliance with legal or contractual obligations to Payment Service Providers or your Customers.

9.2 Additional Risk Allocation.
This Section supplements and does not limit the risk allocation provisions set forth in the BizFlowy Terms of Service.

10. ADDITIONAL SERVICES

10.1 Supplementary Offerings.
BizFlowy may offer additional services that complement the Payments Service (“Additional Services”). Such services are subject to additional terms and conditions, which you agree to when using an Additional Service.

10.2 Applicable Additional Terms.
The additional terms for currently offered Additional Services are as follows:

• 10.2.1 BizFlowy Premium Fraud Protection Service:
  If you use the BizFlowy Premium Fraud Protection Service, you agree to be bound by the BizFlowy Premium Fraud Protection Service Terms.
  
• 10.2.2 Terminal Products:
  If you use any BizFlowy Terminal Products, you agree to be bound by the BizFlowy Terminal Terms.
  
  
• 10.2.3 Stripe Capital:
  BizFlowy may facilitate your access to Stripe Capital, a financing service offered by Stripe. Note that Stripe Capital is provided by Stripe and not by BizFlowy, and your obligations regarding Stripe Capital are solely with Stripe and any other third parties specified in the related agreement. If you obtain financing through Stripe Capital, you agree to abide by its restrictions, including that the funds be used solely for bona fide business purchases and that you use a Stripe payment processor until repayment is completed. Stripe Capital may be subject to beta service terms until such time as Stripe removes the beta label.
  

10.3 Modifications to Additional Services.
BizFlowy reserves the right to add, remove, or modify Additional Services or the terms governing their use at any time.