Payment Terms

These Payment Terms govern payments for Services purchased under the Terms of Service. “Company,” “Customer,” “Users,” “Services,” and “Service Plan” have the meanings given there. Customer is the contracting business, organization, or individual acting in a business capacity that is responsible for payment. An individual User may provide payment instructions only with authority from Customer and the payment-account holder.

These Payment Terms are incorporated by reference into and form part of the Terms of Service. By accepting the Terms of Service, Customer agrees to these Payment Terms. Any conflict between these documents is governed by Section 21.4 of the Terms of Service. Section 15.1 governs amendments, including the thirty (30) day notice period and prospective application. The Privacy Policy describes information practices; acknowledging it does not authorize a charge or debit.

1. Bank Account (ACH) Payments

Customer may use an eligible U.S. bank account where Company offers ACH payments. Customer represents that it is authorized to use that account and shall complete the applicable payment authorization. Debits may cover amounts due under the Service Plan and disclosed taxes, fees, and other authorized charges, within the scope of that authorization. Unless otherwise agreed, ACH transactions are in U.S. dollars.

Company and its payment providers may verify account ownership and payment information as permitted by law. A consumer credit report may be obtained only with a permissible purpose and any separately required authorization. Acceptance of these Payment Terms does not itself supply an otherwise missing authorization.

Customer may revoke authorization for future debits by notifying accountsreceivable@endlesscommerce.com or through another method required by applicable law, its bank, or payment-network rules. Company will give effect to revocation within the applicable processing period. A payment already submitted may not be capable of cancellation, subject to applicable return and dispute rights. Company will not initiate a new debit after revocation becomes effective without valid authorization. Revocation does not cancel amounts Customer owes or committed Services; Customer must arrange another payment method.

2. Card Payments

By providing a card and completing the applicable authorization, Customer permits Company and its payment provider to charge authorized amounts when due, including recurring subscription fees within the disclosed authorization. Customer shall maintain current card details. Advance notices, receipts, authentication, and stored-credential use are subject to applicable law and network rules.

Where permitted, Company may assess a disclosed credit-card surcharge of up to 3.0% of the amount paid by credit card, limited to the lower amount required by applicable law, network rules, or Company’s applicable cost of acceptance. Company will not surcharge debit or prepaid cards where prohibited. A processing-fee provision elsewhere in the service agreement does not permit Company to exceed these limits or charge the same processing cost twice.

Customer may revoke future card-charge authorization by contacting accountsreceivable@endlesscommerce.com or using another legally required method. Revocation is effective within the applicable processing period and does not discharge amounts owed. Company will stop future charges covered by the revoked authorization and may require a replacement payment method. Applicable issuer and network dispute rights remain available.

3. SEPA Direct Debit

Where offered, SEPA direct debit requires a valid mandate authorizing Company or its payment provider to instruct Customer’s bank to debit the designated account. The mandate, applicable scheme, and law govern advance notification, cancellation, refund, and dispute rights. The applicable scheme determines whether consumer or business-to-business protections apply; these Payment Terms do not override them.

Customer may cancel the mandate through its bank or by notifying accountsreceivable@endlesscommerce.com, subject to applicable processing rules. A valid refund or cancellation does not by itself discharge an otherwise enforceable underlying invoice. Customer must arrange an alternative payment method for amounts still owed. If a debit is returned for a reason attributable to Customer, Company may charge a disclosed return fee of up to €5 only to the extent permitted by law and applicable scheme rules.

4. Bacs Direct Debit

Where offered, Bacs direct debit requires a valid Direct Debit Instruction. Company or its payment provider may submit payments within that instruction, subject to required advance notices and the Direct Debit Guarantee. Customer may cancel the instruction through its bank or by notifying accountsreceivable@endlesscommerce.com. These Payment Terms do not restrict applicable cancellation or refund rights under the Guarantee.

Customer remains responsible for valid underlying charges and must arrange another payment method if the instruction is canceled. If a payment is returned for a reason attributable to Customer, Company may charge a disclosed return fee of up to £5 only where permitted by law and applicable scheme rules.

5. Partial Payments, Returned Payments, and Late Charges

Company may submit partial debits or retry a failed payment only within the scope of a valid authorization and applicable law and network rules. Total successful collections must not exceed the amount owed, including properly disclosed and authorized fees. Return fees must be disclosed, lawful, and separately authorized where required; the right to collect an invoice does not independently authorize an additional debit fee.

Overdue principal accrues a single, non-compounding late charge at the lesser of two percent (2%) per month or the maximum lawful rate, calculated for the time outstanding. This is the same charge described in Section 11.3 of the Terms of Service. Company will not assess separate interest and a late fee for the same period under those two provisions. A timely, good-faith invoice dispute is handled under Section 6; if an amount is determined to have been due, the late charge may run from its original due date to the extent permitted by law.

Customer shall reimburse reasonable collection costs, including reasonable attorneys’ fees, incurred to recover amounts lawfully due, subject to applicable law and the dispute-resolution provisions of the Terms of Service. Company shall credit or return duplicate or excess collections as required by law.

6. Invoice Disputes and Offsets

Customer shall send invoice disputes and supporting details to accountsreceivable@endlesscommerce.com within fifteen (15) days after receipt, determined under Section 21.7 of the Terms of Service. Company will review the dispute in good faith. Customer must pay undisputed amounts when due and may withhold only the specifically disputed amount while Company investigates a timely, good-faith dispute. Amounts determined to be due must be paid promptly after resolution. Customer may not offset unrelated claims or counterclaims against invoices.

Failure to dispute within that period constitutes acceptance of the invoice to the extent permitted by law. This contractual period does not shorten non-waivable bank, card-network, direct-debit, or statutory error-resolution and dispute rights. Exercising such a right does not by itself constitute a breach of this agreement. A refund or chargeback does not resolve the underlying commercial dispute or eliminate an otherwise valid payment obligation.

7. Credit and Service Terms

Unless the Service Plan or a separately accepted agreement provides otherwise, payment is due before performance. Company may extend, review, reduce, or revoke discretionary credit for future Services, subject to any binding commitment and notice required by law. Company may require a replacement payment method, deposit, or prepayment if a payment authorization is revoked or a payment fails. Revocation alone does not accelerate charges for future Services that have not become due under the applicable agreement.

Suspension for overdue undisputed amounts is governed by Section 11.5 of the Terms of Service. Accrued storage and committed service charges remain payable as provided in the Service Plan. Withholding or disposing of Inventory is governed by Section 13 and applicable law. Payment failure alone does not authorize data deletion or Inventory disposal.

Except as expressly agreed, Company is not required to advance funds, incur expenses, or guarantee third-party charges for Customer. Customer is responsible for applicable taxes and duties under Section 11.2 of the Terms of Service.

8. Billing Contacts and Records

Company or its payment provider will identify transactions using an Endless Commerce descriptor or another descriptor disclosed for the transaction. Send invoice questions, disputes, and payment-authorization notices to accountsreceivable@endlesscommerce.com. Customer may access available billing records through its account or request them from that address. Customer shall retain invoices, payment authorizations, and receipts needed for its records.

9. Transaction Errors

Customer shall promptly report a suspected unauthorized, duplicate, or incorrect transaction to accountsreceivable@endlesscommerce.com and may also contact its bank or payment provider. Company will investigate and correct errors as required by applicable law and network rules. Company may restrict a payment method for security, fraud prevention, or repeated failures, without restricting mandatory error-resolution rights or altering the agreed amount lawfully owed.

10. Electronic Delivery

Customer agrees to receive invoices, receipts, and payment communications electronically at its designated account email or through its account where permitted. Contractual receipt is governed by Section 21.7 of the Terms of Service. A mandate, law, or network rule requiring a specific notice method, advance period, or actual receipt controls. Customer shall maintain accurate billing contacts and review communications sent to them.

11. General

These Payment Terms do not create a separate contracting entity or make an individual User a guarantor of Customer’s obligations. Company may use authorized payment providers without eliminating its own express obligations. Amendments, severability, notices, and dispute resolution are governed by the Terms of Service. Mandatory payment protections take precedence over inconsistent contractual language.

Effective date: May 10, 2024