Terms of Service

Version 1.0 · Effective [[Effective date]] · Last updated [[Effective date]]

In short: Paysell accepts crypto payments from your buyers into wallets that Paysell controls, credits your merchant balance after deducting a 0.2% fee, and sends funds to your own wallet after you request a withdrawal and a Paysell operator approves it. Paysell holds your funds while they sit on your balance, so this is a custodial service and not a bank account. You are responsible for your own business being legal and properly licensed, and Paysell may ask you to verify your identity, hold funds, or close your account if something looks wrong.

1. Definitions#

"Paysell", "we", "us" means [[Company legal name]], registered in [[Jurisdiction]] under registration number [[Registration number]], registered address [[Registered address]], operating https://paysell.me and the merchant cabinet.

"Merchant", "you" means the person who registers an Account and accepts these Terms. If you register for a legal entity, you confirm you are authorized to bind it, and "you" means both you and the entity.

"Account" means your user account in the merchant cabinet.

"Shop" means a project configured within your Account, with its own API credentials, webhook endpoint and fee rate.

"Invoice" means a payment request created in the cabinet or through the API, specifying an amount, an asset and a payment address, valid for a defined period.

"Supported Assets" means Toncoin (TON) and Tether USD issued as a jetton on The Open Network (USDT on TON). No other network, token or fiat currency is supported.

"Balance" means the ledger record of amounts credited to a Shop and not yet withdrawn.

"Withdrawal" or "Payout" means a transfer of Supported Assets from Paysell-controlled wallets to an address you nominate.

"Buyer" means any person who pays an Invoice.

"Services" means the merchant cabinet, the API, payment acceptance, payouts and related support.

2. Scope and acceptance#

2.1 These Terms form a binding agreement between you and Paysell governing your use of the Services. By creating an Account, or by using the Services, you accept these Terms.

2.2 These documents are incorporated by reference and form part of the agreement: the Fee Schedule and Limits, Acceptable Use Policy, API and Developer Terms, AML/CTF and Sanctions Policy, Merchant Verification (KYC/KYB) Policy, Restricted Jurisdictions, Privacy Policy and Crypto-Asset Risk Disclosure. On a conflict these Terms prevail, except that the Fee Schedule prevails on prices, limits and thresholds.

2.3 Paysell provides the Services to businesses. They are not offered to consumers acting outside a trade, business or profession.

3. Eligibility and registration#

3.1 To register you must be at least 18 years old (or the age of majority where you live, if higher), have full legal capacity, and not be barred from using the Services under these Terms, the Acceptable Use Policy or the Restricted Jurisdictions list.

3.2 Registration requires a valid e-mail address and a password. You must provide accurate information and keep it current. Paysell may refuse registration, or refuse to activate a Shop, at its discretion and without giving reasons.

3.3 You may not register to conceal another person's involvement, operate an Account for an undisclosed third party, or sell, rent or transfer your Account.

3.4 One Account may hold several Shops. Each is reviewed separately; approval of one is not approval of another.

4. The Services#

4.1 What Paysell does. Paysell generates payment addresses, monitors The Open Network for payments to them, credits your Balance when a payment is confirmed, notifies your systems by webhook, and executes Withdrawals after internal approval.

4.2 What Paysell does not do. Paysell does not convert between crypto-assets or to and from fiat currency, does not offer fiat-denominated accounts, does not hedge price movements, does not lend, invest or stake customer assets, does not provide escrow, and is not a party to the underlying sale between you and your Buyer.

4.3 Custody. Funds received for your Invoices are received into wallets controlled by Paysell and are recorded on your Balance as an amount owed to you. You do not hold the private keys and you do not have on-chain control of those funds while they are on your Balance. Balances are not bank deposits, are not e-money, are not covered by any deposit guarantee or investor compensation scheme, and earn no interest. See the Regulatory Status Statement.

4.4 Networks and assets. Only the TON network and the Supported Assets are supported. Sending any other asset, or sending a Supported Asset over any other network, to an address issued by Paysell will in all likelihood result in permanent loss, and Paysell has no obligation and often no technical ability to recover it. Paysell may add further networks or assets in the future, in which case these Terms apply to them as well.

5. Invoices and payment handling#

5.1 Limits. Invoice amounts must fall between 0.1 and 7,000 TON, or between 3 and 10,000 USDT. A Shop may create up to 60 Invoices per hour. Current limits are set out in the Fee Schedule and Limits and may be changed as described in clause 16.

5.2 Expiry. An Invoice expires 2 hours after creation by default. You may configure any expiry between 1 minute and 24 hours per Shop or per Invoice.

5.3 Confirmation. A payment is credited after the transaction is included in the TON masterchain and a further three masterchain blocks have been produced, and after the result is cross-checked against a second independent data source. In normal conditions this takes approximately one minute from payment to webhook, but no timing is guaranteed.

5.4 Underpayment. If a Buyer pays less than the Invoice amount, the Invoice stays open for a further 24 hours so the remainder can be paid, and the partial amount is credited to your Balance. If the remainder never arrives, the Invoice closes unpaid and the partial amount remains on your Balance.

5.5 Overpayment. If a Buyer pays more than the Invoice amount, the entire amount received is credited to your Balance. Paysell does not return the excess to the Buyer and has no mechanism to do so. Any refund of an overpayment is a matter between you and your Buyer. See Refunds, Disputes and Chargebacks.

5.6 Wrong asset. If a Supported Asset other than the one specified is sent to an Invoice address, the amount received is credited to your Balance in that asset but does not settle the Invoice, which remains open until it expires.

5.7 Manual review of large payments. Payments above 500 TON or 2,000 USDT may be held for manual review before crediting, and Paysell may review any payment raising a compliance concern.

5.8 Irreversibility. Blockchain transactions cannot be reversed. Once a payment is made by a Buyer, or a Withdrawal is broadcast by Paysell, it cannot be recalled by Paysell, by you or by anyone else. There are no chargebacks.

6. Balances, fees and withdrawals#

6.1 Processing fee. Paysell deducts a fee of 0.2% from each received payment at the moment it is credited. The fee rate applicable to a Shop is fixed when that Shop is registered and does not change for that Shop unless you agree otherwise in writing.

6.2 Withdrawal fee. Each Withdrawal carries a fee of 0.7 USDT or 0.52 TON, depending on the asset withdrawn, deducted from the amount withdrawn.

6.3 Minimum withdrawal. The minimum Withdrawal is 19 TON or 25 USDT.

6.4 Network fees. Paysell pays the blockchain gas fees for crediting payments. Withdrawals do not carry a separate gas charge; instead, each Withdrawal carries the flat fee described in clause 6.2. Paysell does not charge account maintenance, setup, inactivity, integration or refund fees.

6.5 Manual approval. Every Withdrawal is reviewed and approved manually by a Paysell operator before it is sent. Paysell promises no processing time and offers no service level agreement for Withdrawals, which may take longer at weekends, outside business hours, during compliance review or at times of unusual volume.

6.6 Withdrawal addresses. You are solely responsible for the address you provide. It must be a valid TON address that you or your business controls and that can receive the asset in question. Funds sent to an address you supplied incorrectly are lost, and Paysell owes you nothing in respect of them.

6.7 Two-factor authentication. If two-factor authentication is enabled on your Account, a valid TOTP code is required to request a Withdrawal.

6.8 Set-off. Paysell may set off against your Balance any amount you owe Paysell, including fees, negative balances arising from an error or an unauthorized transaction, and amounts Paysell has paid to a third party because of your acts or omissions.

7. Verification, holds and compliance#

7.1 Paysell may at any time, and without prior notice, require you to verify your identity, the identity of your beneficial owners and officers, your business, your website, your source of funds and the nature of specific transactions, as described in the Merchant Verification (KYC/KYB) Policy.

7.2 Paysell may delay, limit or refuse a Withdrawal, hold all or part of a Balance, restrict Invoice creation, or suspend a Shop or Account where Paysell reasonably believes that verification is outstanding or unsatisfactory; that these Terms or the Acceptable Use Policy have been breached; that the activity is unlawful, fraudulent or connected to money laundering, terrorist financing or sanctions evasion; that a third party such as a law enforcement body, hosting provider or asset issuer has asserted a claim; or that there is a genuine risk to Paysell, other merchants or Buyers.

7.3 Paysell may disclose information about you, your Account and your transactions to law enforcement, regulators and courts where it believes in good faith that it is required or permitted to do so, and may be prohibited by law from telling you.

7.4 A hold may last as long as the underlying concern reasonably requires, including for the duration of a third-party investigation, and is released when the concern is resolved.

7.5 You must not use the Services in or for the benefit of any jurisdiction listed in Restricted Jurisdictions.

8. Your obligations and representations#

8.1 You represent and warrant, on each day you use the Services, that your business is lawful in every jurisdiction where you operate and where your Buyers are located; that you hold every license, registration and permit your business requires, including for gambling, financial services, adult content, pharmaceuticals and any other regulated activity; that the information you have given Paysell is true and complete; that you are not subject to sanctions and are not owned or controlled by a sanctioned person; and that you comply with applicable consumer protection, tax, advertising and data protection law.

8.2 You must publish accurate information for your Buyers about the goods or services, the price, delivery and your refund terms, and must honor those terms.

8.3 You must keep your credentials, TOTP secret, recovery codes and API keys confidential, and must notify Paysell without undue delay if you suspect they have been compromised. Activity through your credentials is treated as your activity.

8.4 You must not circumvent limits or fees, process payments for another business without Paysell's written approval, probe or attack Paysell's infrastructure, or use the Services to launder funds.

8.5 You are responsible for your own tax obligations arising from your use of the Services, including any obligation to account for the value of crypto-assets received.

9. Support#

Support is provided through tickets in the merchant cabinet and at [[Support email]]. Paysell does not provide support by telephone, direct message or social media, and will never ask you for your password, TOTP code, recovery codes or API keys. See Service Availability and Support.

10. Intellectual property#

10.1 Paysell and its licensors own all rights in the Services, the cabinet, the API, the documentation and the Paysell name and marks. You are granted a non-exclusive, non-transferable, revocable license to use them for the purpose of accepting payments through Paysell during the term of this agreement.

10.2 You may use the Paysell name and logo to indicate that you accept payments through Paysell, but not in a way that suggests endorsement of your business or in connection with prohibited activity.

10.3 You retain all rights in your own content, and grant Paysell the license needed to display it where the Services require, such as a Shop name on a payment page.

11. Availability and no warranty#

11.1 The Services are provided "as is" and "as available". Paysell does not warrant that they will be uninterrupted or error-free, or that any confirmation, crediting or payout time will be met.

11.2 Paysell depends on The Open Network, third-party node and data providers, hosting providers and the issuer of USDT. Paysell does not control them and is not responsible for their failures, congestion, forks, reorganizations or decisions, including a decision by the issuer of USDT to freeze an address. See the Crypto-Asset Risk Disclosure.

11.3 Paysell may perform maintenance and may change, suspend or discontinue any feature, giving reasonable notice of planned changes that materially reduce functionality unless the change is urgent or security-related.

12. Liability#

12.1 Nothing in these Terms excludes liability that cannot lawfully be excluded, including liability for fraud or for death or personal injury caused by negligence.

12.2 Subject to clause 12.1, Paysell is not liable for indirect, incidental, special, consequential or punitive damages, or for loss of profit, revenue, business, goodwill or data, or for losses arising from a change in the market value of any crypto-asset.

12.3 Subject to clause 12.1, Paysell's aggregate liability under these Terms in any twelve-month period is limited to the greater of (a) the fees you paid Paysell in the three months before the event giving rise to the claim and (b) any Balance wrongfully withheld by Paysell, where that is the subject of the claim.

12.4 Paysell is not liable for losses caused by your own acts or omissions, including an incorrect withdrawal address, a compromised credential, a lost TOTP device without recovery codes, a misconfigured webhook endpoint, or delivery of goods before a payment was confirmed.

13. Indemnity#

You will indemnify Paysell, its officers, employees and agents against all claims, losses, damages, fines, penalties and reasonable legal costs arising from your breach of these Terms or any incorporated policy, your breach of applicable law or of a licensing requirement, any third-party claim relating to your business, and any content you publish.

14. Term, suspension and termination#

14.1 This agreement starts when you create an Account and continues until terminated.

14.2 You may terminate at any time by withdrawing your Balance and closing your Account through the cabinet or by written notice to [[Support email]].

14.3 Paysell may suspend or terminate your Account or any Shop immediately where clause 7.2 applies, where you breach these Terms, or where required by law; and otherwise on 30 days' written notice without giving reasons.

14.4 On termination your right to use the Services ends. You remain entitled to your Balance, less amounts properly set off under clause 6.8 and subject to any hold under clause 7; Paysell may require verification before releasing a final Balance. A residual Balance below the minimum Withdrawal amount is dealt with as applicable law directs.

14.5 Clauses 6.8, 7.3, 10, 12, 13, 14.4, 14.5, 16 and 17 survive termination.

15. Changes to these Terms#

15.1 Paysell may amend these Terms and any incorporated document. The amended version is published at https://paysell.me/legal with a new version number and effective date, and merchants are notified by e-mail or in the cabinet at least 14 days before a material change takes effect, unless a shorter period is required by law, a regulator or a security concern.

15.2 Continuing to use the Services after the effective date means you accept the change. If you do not accept it, you must stop using the Services, withdraw your Balance and close your Account before that date.

15.3 The fee rate fixed for an existing Shop under clause 6.1 is not changed by an amendment to the Fee Schedule; changed rates apply to Shops registered after the change.

16. Governing law and disputes#

16.1 These Terms and any non-contractual obligations arising from them are governed by [[Governing law]].

16.2 The parties will first try to resolve any dispute informally: raise it through the Complaints Handling Procedure and allow 30 days for a response.

16.3 If it is not resolved, the dispute is submitted to the exclusive jurisdiction of [[Courts or arbitration forum]], seated in [[Jurisdiction]] and conducted in [[Language of proceedings]]. Disputes are resolved individually, and you may not bring a claim as a class or representative action so far as that restriction is permitted by law.

17. General#

17.1 Assignment. You may not assign this agreement without Paysell's written consent. Paysell may assign it to an affiliate or on a merger, reorganization or sale of the business, on notice to you.

17.2 Notices. Paysell may give notice by e-mail to your registered address or by a message in the cabinet; such notice is deemed received on the day it is sent. You must give notice to [[Legal email]].

17.3 Force majeure. Neither party is liable for a failure caused by an event beyond its reasonable control, including network outages, blockchain failures or forks, acts of an asset issuer, denial-of-service attacks, acts of government and natural events.

17.4 Independent parties. Nothing here creates a partnership, joint venture, agency or employment relationship, and no failure to enforce a provision is a waiver of it.

17.5 Severability. If a provision is held invalid, it is severed and the rest remains in force.

17.6 Entire agreement. These Terms and the documents incorporated by reference are the entire agreement between the parties on this subject, replace any prior understanding, and may be enforced only by you and Paysell.

17.7 Language. The English version prevails over any translation.

Contact#

[[Company legal name]] [[Registered address]] [[Jurisdiction]] Registration number: [[Registration number]]

• General and merchant support: [[Support email]] or a ticket in the merchant cabinet
• Legal notices: [[Legal email]]
• Compliance and verification: [[Compliance email]]
• Data protection: [[DPO email]]