Terms

Payblis Master Services Agreement

Payblis, LLC 131 Continental Dr Suite 305 Newark, DE 19713 US +1 (620) 507-9855 office@payblis.com

Payblis SAS 99 Avenue Achille Peretti 92200 Neuilly-Sur-Seine France info@payblis.com

Last Updated: 03/03/2025

Acceptance of Terms

This Master Services Agreement, together with the Data Sharing Addendum and any applicable Order Form (collectively, the “Agreement”), govern the services provided to you (“Supplier” or “you”) by Payblis.

By signing up for our services, downloading, installing, accessing, or using the Services (as defined below), you acknowledge that you have read, understand, and accept this Agreement, and you agree to be bound by the terms contained herein and all incorporated terms, policies, and guidelines (including our Privacy Policy at [insert URL]).

If you do not agree to this Agreement, you may not use the Services in any way. The Services are offered conditional on your acceptance of this Agreement.

We may modify this Agreement from time to time, updating the “Last Updated” date accordingly. Continued use of our Services after such updates constitutes acceptance of the revised Agreement. Disputes will be resolved according to the version in effect at the time the dispute arose.


1. Definitions and Interpretation

1.1 In these Terms of Use, the following terms have the meanings assigned:

  • “Acceptable Use Policy” means Payblis’s policy governing permissible service usage.

  • “Affiliate Entity” means any corporate entity controlling, controlled by, or under joint control with another.

  • “Additional Services” refers to the services described in clause 4.3.

  • “Buyers” means end customers purchasing Products via Payblis Checkout or Payblis Invoicing.

  • “Chargeback” refers to a transaction reversed due to a dispute.

  • “Confidential Information” includes proprietary data, business plans, and trade secrets.

  • “Data Protection Legislation” includes all applicable privacy and data laws in relevant jurisdictions.

  • “Intellectual Property Rights” covers patents, copyrights, trademarks, and trade secrets.

  • “Payblis Checkout” refers to Payblis’s online checkout system.

  • “Payment Scheme Rules” means the regulatory framework of various payment networks.

  • “Product” means the Supplier’s software products and/or digital content sold via Payblis.

  • “Services” means the services provided by Payblis as described in clause 3.

1.2 Interpretation rules:

  • Clause, schedule, and other headings are for convenience only.

  • Words in singular include plural and vice versa.

  • References to laws include amendments and re-enactments.


2. Appointment

2.1 You appoint Payblis as your non-exclusive reseller of the Product globally and will ensure that Payblis’s reseller status is indicated on your website.

2.2 As Payblis is the seller of the Product to Buyers, you shall not invoice Buyers directly. Refunds will be processed exclusively through Payblis.


3. Services

3.1 Payblis will provide the following Services:

  • Set up a Supplier Account on Payblis’s platform.

  • Resell the Product via Payblis Checkout and/or Payblis Invoicing.

  • Facilitate product fulfillment.

  • Manage sales tax obligations and reporting.

3.2 Additional Services may be activated via the Supplier Dashboard.


4. Payblis Discount and Fees

4.1 For each transaction, Payblis shall pay the Supplier the SRP less:

  • Applicable sales tax.

  • Payblis Discount.

  • Other applicable charges.

4.2 Payblis Discount rates:

  • Payblis Checkout: 5% of SRP + $0.50.

  • Payblis Invoicing: 3.5% of SRP.

  • Checkout Recovery: 10% of recovered checkouts.

4.3 As Merchant of Record, Payblis retains the right to set the product price or license fee.


5. Sales Tax and Withholding

5.1 Payblis is responsible for collecting and remitting applicable sales taxes globally. Taxes may be withheld as required by law.


6. Title and License Grant

6.1 Payblis grants you a non-exclusive, non-transferable license to access and use the Supplier Dashboard.

6.2 You grant Payblis a non-exclusive right to resell the Product.


7. After-Sales Support

7.1 Payblis will provide first-tier after-sales support, including invoicing, refunds, and payment reconciliation.

7.2 You are responsible for ongoing customer service and technical support.


8. Fees and Charges

8.1 Payblis reports transactions in the Supplier’s chosen Payment Currency. Conversion fees may apply.

8.2 Payments will be made monthly, provided Supplier Fees exceed the minimum threshold ($100, €100, or £100).

8.3 International bank transfers may incur a $15 fee.

8.4 Chargebacks may result in deductions of up to $20 per dispute.


9. Set-Off Rights

9.1 Payblis may deduct outstanding liabilities from Supplier Fees, including refunds, chargebacks, and compliance fines.

9.2 Payblis may suspend Supplier Accounts for fraud risk or non-compliance.


10. Supplier Obligations

10.1 You must provide accurate Supplier Information and comply with all applicable laws.

10.2 Failure to provide requested information may result in suspension.


11. Representations and Warranties

11.1 You warrant that:

  • You own the Product or are authorized to sell it.

  • The Product complies with all relevant laws and Payblis’s policies.

  • You will provide required after-sales support.

11.2 You agree to indemnify Payblis against claims arising from your breach of these warranties.


12. Limitation of Liability

12.1 Payblis provides Services “as is” without warranties of any kind.

12.2 Payblis’s liability is limited to $50,000.

12.3 Neither party limits liability for fraud, death, or personal injury caused by negligence.


13. Confidentiality

13.1 Each party agrees to protect the other’s Confidential Information.


14. Privacy

14.1 Both parties act as independent data Controllers.

14.2 Payblis complies with all relevant data protection laws.


15. Dormant Accounts

Supplier Accounts with no activity for six months may be subject to dormancy fees or deactivation.


16. Termination

16.1 Either party may terminate with 30 days’ notice.

16.2 Immediate termination may occur for material breaches, insolvency, or fraud.


17. Governing Law

This Agreement is governed by the laws of England, and disputes shall be resolved in English courts.


For questions regarding this Agreement, contact legal@payblis.com.