Legal Terms and Conditions

Last Updated: December 2025

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and PayOut Gate ("PayOut," "we," "us," or "our") governing your access to and use of our payment processing services, platform, and related services (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services.

2. Eligibility and Account Registration

2.1 Eligibility Requirements

To use our Services, you must:

• Be at least 18 years of age or the age of legal majority in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Operate a legitimate business or provide services in compliance with applicable laws
• Not be located in or operate in restricted jurisdictions or sanctioned countries
• Not be listed on any government prohibited or restricted party lists

2.2 Account Registration

To access our Services, you must create an account by providing:

• Accurate and complete business information
• Valid contact details (email, phone number, business address)
• Business registration documents and tax identification numbers
• Identity verification documents for authorized representatives
• Banking and financial information for settlement purposes

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

2.3 Account Verification

We reserve the right to verify your identity, business information, and financial standing through:

• Know Your Customer (KYC) procedures
• Enhanced Due Diligence (EDD) for high-risk businesses
• Ongoing monitoring and periodic re-verification
• Third-party identity verification services

We may suspend or terminate your account if verification cannot be completed satisfactorily.

3. Services Description

3.1 Payment Processing Services

PayOut provides the following services:

• Global Acquiring: Multi-currency payment acceptance across multiple jurisdictions
• Online Payments: E-commerce payment gateway and integration solutions
• Payouts: Mass payout and disbursement services
• Alternative Payment Methods (APMs): Support for digital wallets, bank transfers, and local payment methods
• Fraud Prevention: Real-time fraud detection and risk management tools
• Reporting and Analytics: Transaction reporting, reconciliation, and business intelligence

3.2 Service Limitations

Our Services are subject to:

• Transaction volume and value limits based on your account type and verification level
• Geographic restrictions based on regulatory requirements
• Currency availability and conversion limitations
• Settlement timeframes based on payment method and jurisdiction
• Technical maintenance windows and scheduled downtime

4. Fees and Payment Terms

4.1 Transaction Fees

You agree to pay the fees specified in your pricing agreement, which may include:

• Transaction fees (percentage-based and/or fixed per transaction)
• Currency conversion fees
• Cross-border transaction fees
• Monthly service fees or minimum processing requirements
• Chargeback fees and dispute handling fees
• Setup fees, integration fees, or customization fees

4.2 Reserve Requirements

We may establish a reserve account and hold a percentage of your transaction volume to:

• Cover potential chargebacks, refunds, or disputes
• Mitigate fraud and credit risk
• Comply with regulatory requirements

Reserve percentages and duration will be determined based on your business risk profile and industry.

4.3 Settlement Terms

Settlement of funds will occur according to your agreed schedule, typically:

• Daily, weekly, or monthly settlement cycles
• Subject to reserve holds and risk assessment
• Less applicable fees, chargebacks, and refunds
• Delivered to your designated bank account via bank transfer

4.4 Fee Changes

We reserve the right to modify fees with 30 days' prior written notice. Continued use of the Services after the effective date constitutes acceptance of the new fees.

5. Prohibited Activities and Restricted Businesses

5.1 Prohibited Activities

You may not use our Services to:

• Engage in illegal activities or violate any laws or regulations
• Process transactions involving illegal goods or services
• Facilitate money laundering, terrorist financing, or fraud
• Process payments for sanctioned individuals, entities, or countries
• Engage in deceptive, fraudulent, or misleading practices
• Violate intellectual property rights or third-party rights
• Manipulate transaction data or attempt to bypass security measures
• Engage in excessive chargebacks or fraudulent refund requests

5.2 Restricted Businesses

The following business types are restricted or prohibited:

• Adult content and services (subject to additional terms and higher fees)
• Gambling and gaming (licensed operators may be eligible with additional compliance)
• Cryptocurrency trading and exchanges (subject to regulatory approval)
• Pharmaceuticals and controlled substances
• Weapons, ammunition, and explosives
• Multi-level marketing (MLM) and pyramid schemes
• High-risk industries as determined by our underwriting team

Contact our compliance team if you operate in a potentially restricted industry.

6. Compliance and Regulatory Requirements

6.1 Anti-Money Laundering (AML) and Counter-Terrorist Financing (CTF)

You agree to:

• Implement appropriate AML/CTF policies and procedures
• Monitor transactions for suspicious activity
• Report suspicious transactions to relevant authorities
• Cooperate with our compliance investigations and audits
• Maintain records as required by applicable regulations

6.2 Know Your Customer (KYC)

We conduct KYC due diligence on all customers and may request:

• Government-issued identification documents
• Proof of business registration and operating licenses
• Financial statements and business plans
• Beneficial ownership information
• Source of funds documentation

6.3 PCI DSS Compliance

If you handle payment card data, you must:

• Comply with PCI DSS (Payment Card Industry Data Security Standard)
• Complete PCI compliance questionnaires and attestations
• Implement secure payment processing practices
• Never store prohibited cardholder data (CVV, full magnetic stripe, PIN)

6.4 Data Protection and Privacy

You must comply with applicable data protection laws, including:

• GDPR (General Data Protection Regulation) for EU customers
• CCPA (California Consumer Privacy Act) for California residents
• Other regional data protection regulations

Refer to our Privacy Notice for details on how we process personal data.

7. Chargebacks and Disputes

7.1 Chargeback Process

When a chargeback occurs:

• We will notify you and provide chargeback details
• You have the right to dispute the chargeback by providing evidence
• The chargeback amount plus fees will be deducted from your account
• If you win the dispute, funds will be returned (less non-refundable fees)

7.2 Excessive Chargebacks

Excessive chargeback ratios may result in:

• Increased transaction fees
• Higher reserve requirements
• Account suspension or termination
• Enrollment in card network monitoring programs (VDMP, MCBSP)

Acceptable chargeback ratios are typically below 1% of transaction volume.

7.3 Refunds

You are responsible for processing customer refunds according to your refund policy. Refunds must be:

• Processed to the original payment method
• Completed within a reasonable timeframe
• For the same currency and amount as the original transaction (unless partial refund)

8. Intellectual Property Rights

8.1 Our Intellectual Property

All intellectual property in the Services, including software, trademarks, logos, and content, is owned by PayOut or our licensors. You may not:

• Copy, modify, distribute, or reverse engineer our software or platform
• Use our trademarks or branding without written permission
• Remove or alter copyright notices or proprietary markings

8.2 Your Intellectual Property

You retain ownership of your intellectual property. By using our Services, you grant us a limited license to:

• Display your business name and logo in connection with transaction processing
• Use your business information for service provision and compliance purposes
• Include your business in our customer listings (with your consent)

9. Limitation of Liability and Disclaimers

9.1 Service Warranty Disclaimer

Our Services are provided "as is" and "as available" without warranties of any kind, either express or implied. We disclaim all warranties, including:

• Warranties of merchantability and fitness for a particular purpose
• Warranties of uninterrupted or error-free service
• Warranties regarding accuracy or completeness of content

9.2 Limitation of Liability

To the maximum extent permitted by law:

• Our total liability shall not exceed the fees paid by you in the 12 months preceding the claim
• We are not liable for indirect, incidental, consequential, special, or punitive damages
• We are not liable for lost profits, lost revenue, or business interruption
• We are not liable for third-party actions or services

9.3 Force Majeure

We are not liable for failures or delays caused by circumstances beyond our reasonable control, including:

• Natural disasters, pandemics, or acts of God
• Government actions, regulations, or sanctions
• Network failures, cyberattacks, or telecommunications disruptions
• Labor disputes, strikes, or civil unrest

10. Indemnification

You agree to indemnify, defend, and hold harmless PayOut and its affiliates, officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including legal fees) arising from:

• Your violation of these Terms
• Your violation of applicable laws or regulations
• Your products, services, or business practices
• Third-party claims related to your transactions
• Intellectual property infringement claims
• Data breaches or security incidents caused by your actions

11. Term and Termination

11.1 Term

These Terms remain in effect for as long as you use our Services, unless terminated earlier as provided herein.

11.2 Termination by You

You may terminate your account at any time by:

• Providing 30 days' written notice
• Ceasing use of the Services
• Settling all outstanding obligations and liabilities

11.3 Termination by Us

We may suspend or terminate your account immediately if:

• You violate these Terms or applicable laws
• You engage in prohibited or fraudulent activities
• Your account poses unacceptable risk to us or third parties
• You fail to provide required information or documentation
• You exceed acceptable chargeback ratios
• Required by law or regulatory authorities

11.4 Effects of Termination

Upon termination:

• Your access to the Services will be discontinued
• We may hold funds to cover potential chargebacks and refunds (typically 90-180 days)
• You remain liable for all outstanding fees and obligations
• Provisions relating to intellectual property, indemnification, and liability shall survive

12. Governing Law and Dispute Resolution

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to its conflict of law principles.

12.2 Dispute Resolution

In the event of a dispute, the parties agree to:

• First attempt to resolve the dispute through good-faith negotiation
• Engage in mediation if negotiation fails
• Submit to binding arbitration if mediation is unsuccessful

12.3 Arbitration

Arbitration shall be conducted according to [Arbitration Rules], with the following terms:

• The arbitration shall be held in [Location]
• The arbitration shall be conducted in English
• Each party shall bear its own costs and split arbitrator fees equally
• The arbitrator's decision shall be final and binding

12.4 Class Action Waiver

You agree that disputes must be brought on an individual basis and not as part of a class action, collective action, or representative proceeding.

13. General Provisions

13.1 Amendments

We may modify these Terms at any time by posting updated Terms on our website. Material changes will be notified via email. Continued use of the Services constitutes acceptance of modified Terms.

13.2 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

13.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13.4 Entire Agreement

These Terms, together with our Privacy Notice, Cookies Policy, and any applicable pricing agreements, constitute the entire agreement between you and PayOut regarding the Services.

13.5 Waiver

No waiver of any provision shall be deemed a further or continuing waiver of that provision or any other provision.

13.6 Notices

Notices to you may be provided via:

• Email to your registered email address
• Posting on our website or platform dashboard
• In-app notifications

Notices to us should be sent to: info@payoutgate.io

14. Contact Information

For questions about these Terms, please contact us:

PayOut Gate
General Inquiries: info@payoutgate.io