Argora Payments Terms

1.1 Parties. These terms are an agreement between Honeycomb Robotics, Inc., dba Argora (“Argora”, “we”, “us”), and the business that sets up Argora Payments (“you”). The person who accepts these terms confirms that they are authorized to accept them for the business.

1.2 Argora is software, not a payment company. Argora provides the software you use to take payments. Argora is not a bank, money transmitter, payment processor or payment institution. We never receive, hold or send your money. Payments are processed by Stripe (section 2). They go into your own Stripe account and are paid out from there to your bank account.

1.3 You are the seller. You are the merchant of record for every payment you take. You are the seller of the goods and services you charge for, and you are responsible to your customers for them: delivery, quality, refunds, returns, receipts, taxes and customer service.

1.4 Your own sales only. You may use Argora Payments only to take payments for your own business’s sales. You may not take payments for anyone else, act as a marketplace or collect money to pass on to other sellers.

1.5 How these terms fit together.

• These terms and the Terms of Service apply together. If they conflict about Argora Payments, these terms win.
• The Stripe Services Agreement (section 2) is between you and Stripe. It governs Stripe’s services. These terms don’t change it.

1.6 Where things are. “Payments settings” means Commerce → Payments, or Books → Settings → Payments. Both show the same account.

2.1 Stripe’s agreement. Payment processing services for merchants on Argora are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a merchant on Argora, you agree to be bound by the Stripe Services Agreement, as the same might be modified by Stripe from time to time. As a condition of Argora enabling payment processing services through Stripe, you agree to provide Argora accurate and complete information about you and your business, and you authorize Argora to share it and transaction information related to your use of the payment processing services provided by Stripe.

2.2 Stripe’s other terms. Stripe also processes personal data under the Stripe Privacy Policy. The banks that sponsor Stripe’s card processing are listed in Stripe’s acquirer disclosure. Bank payments are also covered by Stripe’s ACH terms. Stripe shows its agreement again during setup and records your acceptance there too.

2.3 Agree before you start. You must accept these terms before you can set up Argora Payments. We keep a record of who accepted, which version, when, and from which IP address and browser, and we may give that record to Stripe if Stripe asks for it.

2.4 When you must accept again. We will ask an owner to accept again before you can keep taking payments when:

• we publish a new version of these terms;
• your business changes owners; or
• your business’s tax ID changes.

2.5 No Stripe dashboard. You don’t get a separate Stripe login or dashboard. You set up and manage your Stripe account inside Argora, in Payments settings. Some of those screens are provided by Stripe and appear inside Argora.

3.1 Who can use Argora Payments. Argora Payments is available to businesses, including sole proprietors, that are based in the United States, have a US bank account and take payments in US dollars. Individuals must be at least 18.

3.2 Identity checks. To set up Argora Payments, you give Stripe information about your business and the people who own or control it. Stripe collects this directly, on screens shown inside Argora. You must:

• give accurate and complete information;
• keep it current, including your address, owners and bank account; and
• answer Stripe’s requests for more information in time.

3.3 Stripe decides. Stripe may verify your information, decline your application, or limit, pause or close your account. Argora doesn’t make those decisions and can’t reverse them.

3.4 We may prefill. To save you time, we may fill in parts of the setup form with information you already gave Argora, such as your business name, address, website and email. Check it before you submit.

3.5 Who can manage payments. Only owners of your Argora organization can set up Argora Payments, accept these terms, change the payout bank account or manage the account. Managers can see payments and disputes. You are responsible for what everyone you give access to does.

4.1 Stripe’s list. You may not use Argora Payments for any business or product on Stripe’s Prohibited and Restricted Businesses list, unless Stripe has approved it in writing where that list allows it.

4.2 Argora’s rules. You must also follow the acceptable-use rules in section 5 of the Terms of Service.

4.3 What we do. We ask what your business does when you set up payments. If we believe a business breaks 4.1 or 4.2, we may pause or end its access to Argora Payments and report it to Stripe.

5.1 One fee per payment. For each payment you take, you pay Argora’s fee. There is one all-in rate for each kind of payment:

These are Argora’s current rates. We change them only as 5.7 describes.

5.2 Taken from each payment. Argora’s fee is taken out of each payment as it is made, before the rest reaches your Stripe balance. Your Stripe balance and payouts show what is left after the fee.

5.3 What the fee covers. Argora’s fee includes Stripe’s processing fees. You don’t pay Stripe separately for processing a payment. The only other payment charges are the ones in 5.5.

5.4 Tips and small payments.

• Your rate applies to the payment amount without any tip.
• Argora’s fee on a payment is never less than Stripe’s processing cost for the whole payment, tip included, plus 0.6%, because our own cost is charged on the whole payment. On small payments, or payments with a large tip, the fee can be higher than the rate alone would give.
• The fee is never more than the payment.

5.5 Other charges, passed through at cost. Stripe charges Argora for these, and you pay Argora back at cost, as section 10 describes:

If Stripe changes one of these amounts, the new amount applies from the date Stripe changes it, and we update the amounts shown here.

5.6 Taxes on our fees. Our fees don’t include taxes. Where tax applies to them, we add it. Argora’s payment fees are shown as their own “payment processing” line on your statements and invoices, separate from your Argora subscription.

5.7 Changes to fees. We will tell your organization’s owners at least 30 days before we change a rate in 5.1 or the minimum in 5.4. The new fee applies to payments made after that date. Changes to Stripe’s charges in 5.5 follow Stripe’s timing.

5.8 Your subscription is separate. Argora Payments fees are separate from your Argora plan. Your plan is billed under the Terms of Service.

6.1 Your refund policy. You decide your own refund and return policy. Tell your customers what it is, and follow it and the law.

6.2 How to refund. Make refunds from the order or invoice in Argora. A refund of a card payment goes back to the card that paid. Don’t refund a card payment in cash or by another method, unless the law requires it.

6.3 Who pays for a refund. A refund comes out of your Stripe balance. If your balance is too low, Stripe may take the shortfall from your bank account under the Stripe Services Agreement.

6.4 Argora’s fee is not returned. When you refund a payment, in full or in part, Argora keeps the fee it took on that payment. We don’t charge a separate fee for making a refund.

7.1 What a dispute is. A customer can ask their bank to reverse a payment. This is a dispute or chargeback. For bank (ACH) payments, see section 14.

7.2 You are responsible. You are responsible for every disputed amount. When a dispute is opened, Stripe takes the disputed amount from your Stripe balance. If you win, Stripe returns it.

7.3 We tell you. When a dispute is opened, we email your organization’s owners, show an alert in Argora, and send a notification to the Argora apps where you have notifications on. The alert says how long you have to respond. Keep your owners’ email addresses current. Stripe does not send these alerts to you directly.

7.4 Respond by the deadline. Respond in Disputes in Payments settings: accept the dispute, or submit evidence before the deadline shown. The deadline is set by the card network and Stripe, not by Argora, and it can’t be extended. If you don’t respond in time, you lose the dispute.

7.5 Dispute fees. For each dispute, you pay Stripe’s dispute fee (5.5). It is not returned if you win. If evidence is submitted, you also pay Stripe’s counter fee. If you win, we return the counter fee to you: we set it against anything you owe us, or pay it into your Stripe balance. We recover these fees as section 10 describes.

7.6 We may help. If you haven’t responded and the deadline is close, we may submit evidence for you from your records in Argora, but we don’t have to. If we do, the counter fee in 7.5 applies the same way. Losing a dispute is your responsibility either way.

7.7 Too many disputes. If your dispute or fraud rate is high, Stripe or the card networks may charge extra fees, require changes, or pause or close your account (section 9).

8.1 Where money goes. Stripe pays your available balance out to the US bank account you give during setup. You can change it in Payments settings.

8.2 Timing. Payouts are daily by default, for payments that have become available. Your first payout usually arrives 7 to 14 days after your first payment. After that, Stripe sets how long each payment takes to become available. You can change your payout schedule in Payments settings. Instant payouts aren’t offered.

8.3 Delays. Stripe may delay a payout to review your account or a payment. Your bank may take more time to make a payout available.

8.4 Check your payouts. Check payouts against your records. Tell us of a payout error within 60 days of the payout. After that we may not be able to help fix it.

9.1 What Stripe may do. Stripe may hold your payments or payouts, keep a reserve from your balance, slow your payouts, or pause or close your account. It may do this, for example, because of risk, a high dispute rate, missing information or a legal requirement.

9.2 Argora can’t lift them. Holds and reserves are Stripe’s decision under the Stripe Services Agreement. We will pass on what Stripe tells us, and help you give Stripe what it asks for, but we can’t release your funds.

9.3 Negative balance. If refunds, disputes or other amounts take your Stripe balance below zero, you owe that amount. Stripe may take it from future payments or from your bank account under the Stripe Services Agreement.

10.1 Why this section exists. Stripe bills some charges to Argora that are really yours, such as dispute and counter fees (5.5). We pay them first and then collect them from you. You agree to repay us.

10.2 What we can collect. Under this section we can collect:

• the charges in 5.5 that we paid for you;
• any Argora fee that wasn’t collected when it should have been;
• any other amount Stripe charges Argora because of your account or your payments; and
• overdue amounts for your Argora subscription.

10.3 How we collect. You authorize us to collect what you owe in any of these ways:

• From later payments. We add the amount to Argora’s fee on your later payments until it is paid off. We take no more than $15 from any one payment, and never more than the payment itself.
• From your payment method on file. We charge the card or bank account on file for your Argora subscription.
• By invoice. We send you an invoice, due on receipt.

We usually collect from later payments first. Where a business takes no payments in Commerce, we use the payment method on file.

10.4 What you’ll see. We show each amount we collect, what it was for and which payment it came from in Payments settings. Credits we owe you, such as a returned counter fee (7.5), are first set against anything you owe us; whatever is left is paid into your Stripe balance.

10.5 After you leave. This section continues after Argora Payments or your Argora subscription ends, until everything you owe is paid. Disputes and refunds can arrive months after a payment.

11.1 Electronic notices. You agree that we may give you notices, statements, tax forms and other communications electronically: by email to your organization’s owners, or in Argora. Electronic notices count as written notices. You can download and print them.

11.2 Argora is your channel to Stripe. Because you have no Stripe dashboard, Stripe’s requests reach you through Argora: as a banner in Payments settings and as emails that link back to Argora. You must:

• read and act on these banners and emails, including requests for information about your account, compliance and risk; and
• keep your owners’ email addresses current.

11.3 Changes to Stripe’s agreement. When Stripe tells us that the Stripe Services Agreement is changing, we will tell your organization’s owners promptly, by email and with a banner in Argora.

11.4 Support. For help with Argora Payments, contact Argora, not Stripe: use Help in Payments settings, or email support@argora.net. We handle your question and, where needed, raise it with Stripe for you.

12.1 Network rules. You must follow the rules of the card networks (such as Visa, Mastercard, American Express and Discover) that apply to you, as Stripe describes them in the Stripe Services Agreement.

12.2 No surcharges. You may not add a surcharge, checkout fee or other extra charge to a payment because the customer pays by card through Argora Payments. If we later offer a feature for this, you may surcharge only through that feature and only where the law allows it.

12.3 Card details. Never write down, store or send full card numbers or security codes outside Argora. Enter card details by hand only when the cardholder has authorized the payment.

12.4 Receipts. Give customers a receipt when they ask, or when the law requires one. Argora can send receipts for you.

13.1 Apple’s terms. To use Tap to Pay on iPhone, an owner or admin of your business must accept Apple’s Tap to Pay on iPhone terms with an Apple ID. Apple shows them the first time you use Tap to Pay. Those terms are between your business and Apple.

13.2 Devices. Tap to Pay needs a supported iPhone and iOS version, and Argora Commerce for iPhone. Card readers must be ones Argora supports. Keep devices secure and signed in only for people you trust.

13.3 How to Tap. Make sure staff who take payments know how to use Tap to Pay. The app includes Apple’s “How to Tap” guide.

13.4 Required updates. Stripe sometimes requires a software update for Tap to Pay or card readers. We will tell your owners and ship the update in the Argora app. You must install it by the deadline we give you, which is usually 30 days. If you don’t, in-person payments may stop working until you do.

14.1 Your role. When customers pay a Books invoice from their bank account, you are the Originator under the Nacha Operating Rules. Stripe is the Third Party Sender. Stripe’s ACH terms apply.

14.2 Authorizations. Stripe’s checkout shows the customer the payment authorization and records their agreement. You must:

• take a bank payment only with the customer’s authorization;
• keep a record of each authorization for as long as the Nacha rules require (two years after it ends); and
• give it to us or Stripe when asked.

14.3 Bank payments take time and can be returned. A bank payment takes several business days to clear. It can fail or be returned after it looks successful:

• a consumer can report a payment as unauthorized for up to 60 days after their statement;
• a business account can return a payment within 2 banking days.

Returned amounts come out of your Stripe balance. Any return fee is passed through as 5.5 says.

15.1 Sales tax is yours. You alone are responsible for working out, collecting and paying any sales, use or similar tax on your sales, and for filing your own returns. Argora can calculate tax for some orders, but you must check that your settings are right.

15.2 Argora issues your 1099-K. Argora, not Stripe, is responsible for issuing Form 1099-K for payments on your account. We file it with the IRS and with states that require it, using Stripe’s tax-reporting service. We report every card payment on your account, whatever the total for the year. Bank (ACH) payments are not reported on Form 1099-K.

15.3 Electronic delivery. You agree to receive your 1099-K electronically. It appears in Documents in Payments settings, and we email your owners when it is ready. You can withdraw this consent in Payments settings, and we will then mail a paper copy.

15.4 Your tax ID. You must give a correct taxpayer identification number (TIN) and legal name, matching IRS records. You can’t take payments until Stripe has verified it.

15.5 IRS notices. If the IRS tells us your name and TIN don’t match, we will ask you to correct them. If you don’t, or if the IRS sends a second notice, we will pause your payments until it is resolved. We do this so we don’t have to withhold tax from your payments.

15.6 Taxes on our fees. See 5.6.

16.1 Sharing with Stripe. You authorize us to share with Stripe information about you, your business and your payments, so Stripe can provide its services, check identity, prevent fraud and meet its legal duties. Under the Stripe Services Agreement, Stripe may also get reports about your business and its owners from identity, fraud-prevention and credit-reporting agencies.

16.2 What Argora sees. Stripe collects identity details directly. From your Stripe account, Argora can see:

• your business name and structure;
• the names, email addresses and roles of the people on the account;
• whether your account is verified, what it can do, and payout status; and
• your payments, refunds, payouts and disputes.

Argora can’t see Social Security numbers, dates of birth, ID images or full bank account numbers. We only see whether they were provided.

16.3 What Argora does on your account. You authorize Argora to do the following on your Stripe account for you:

• create the account and request the capabilities Argora Payments needs;
• prefill setup details (3.4);
• create payments, and refunds you ask for, and take Argora’s fee and amounts you owe from them (sections 5 and 10);
• set up locations for in-person payments;
• submit dispute evidence (7.6);
• file and deliver tax forms (section 15);
• pause payments under these terms (4.3, 15.5, 17); and
• read the information in 16.2 to run Argora Payments, support you, and meet our duties to Stripe and the law.

16.4 Your customers’ data. For the customer and order data in Argora, we act as your service provider and use it only to provide the Services to you, as the Terms of Service and Privacy Policy describe. Stripe processes your customers’ payment data for you and also for its own fraud and legal purposes. You must give your customers your own privacy notice that covers the payment data you collect.

16.5 Stripe’s privacy policy. When you provide personal data in connection with Argora Payments, Stripe receives that personal data and processes it in accordance with Stripe’s Privacy Policy.

17.1 You can stop. You can stop using Argora Payments at any time by telling us in Payments settings or at support@argora.net.

17.2 We can pause or end it. We may pause or end your access to Argora Payments, with or without notice, if:

• Stripe pauses or closes your account;
• we believe your business breaks section 4;
• there is a risk of fraud, loss or harm to customers, Argora or Stripe;
• the law, a card network or Stripe requires it; or
• you break these terms, or your Argora subscription ends.

Where we can, we will tell you first and say why.

17.3 Stripe can too. Stripe may pause or close your account under the Stripe Services Agreement, separately from us.

17.4 Your remaining balance. When Argora Payments ends, Stripe pays out your remaining balance to your bank account, after any hold or reserve Stripe keeps to cover refunds, disputes and other amounts.

17.5 What continues. After Argora Payments ends, these continue: what you owe (sections 5, 9 and 10), disputes and refunds on past payments (sections 6, 7 and 14), tax forms for past payments (section 15), and sections 16, 18 and this one.

18.1 What we’re not responsible for. Argora is not liable for:

• what Stripe, Apple, the card networks, banks or Nacha do or don’t do;
• holds, reserves, delayed payouts, or a paused or closed Stripe account;
• outages of Stripe, the card networks, banks, Apple or your internet or devices;
• disputes, refunds, returns or fraud on your payments; or
• your taxes.

18.2 The Terms of Service apply. The disclaimers and limits in sections 9 and 10 of the Terms of Service apply to Argora Payments.

18.3 Our limit for Argora Payments. Our total liability for all claims arising from Argora Payments is limited to the Argora fees you paid on payments in the 12 months before the claim, or $100 if that is more. This limit is part of the limit in Terms of Service §10, not on top of it.

18.4 Your payments aren’t capped. 18.3 doesn’t limit what you owe under sections 5, 9 and 10, or under 18.5.

18.5 You cover us and Stripe. You will defend and pay for Argora and Stripe, and their affiliates, officers and employees, against claims, losses, fines, penalties and costs (including reasonable legal fees) that arise from:

• your goods, services and sales;
• your refunds, disputes and returns;
• fines or assessments from a card network, Nacha or a bank because of you;
• your taxes;
• your breach of these terms or the Stripe Services Agreement; or
• your breaking the law or someone else’s rights.

19.1 Our changes. We may change these terms. We will tell your organization’s owners at least 30 days before a change takes effect. When it does, an owner must accept the new version before you can keep taking payments (2.4).

19.2 Sooner when required. If the law, a card network or Stripe requires a change sooner, we will give as much notice as we can.

19.3 Stripe’s changes. Stripe may change the Stripe Services Agreement on its own notice. We pass that notice on promptly (11.3). Continuing to take payments after a change takes effect means you accept it.

19.4 Contact. Questions about these terms: legal@argora.net. Help with payments: support@argora.net.