The ShopBase Marketplace Payments Policy (or the “Policy”) sets out your rights and responsibilities when you use ShopBase Marketplace Payments on ShopBase powered websites, so please read it carefully. By using ShopBase Marketplace Payments, you’re agreeing to the Policy.
The Policy is a legally binding contract between you and OpenCommerce Group, Inc.
a. Our role:
ShopBase Marketplace Payments allows sellers to (a) accept payment by authorized credit and debit card transactions, some bank transfers services, PayPal (where available), transactions using Apple Pay, and transactions using Google Pay, (b) have those funds credited to a seller’s payment account with ShopBase, and (c) have those funds deposited into a seller’s designated bank account. ShopBase reserves the right to add or remove payment methods accepted by ShopBase Marketplace Payments in its sole discretion, with notice where required by applicable law.
Neither ShopBase nor ShopBase Marketplace Payments is a bank, payment institution, or money services business, but are instead, respectively, a supplier of the ShopBase Platform Services supplied under the ShopBase Platform Terms and of the Payments Services under this Agreement.
ShopBase Marketplace Payments is only available to sellers who are at least 18 years old who register and are approved for a payment account with ShopBase. ShopBase Marketplace Payments is currently available to sellers in Australia, Austria, Belgium, Bulgaria, Canada, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, Hungary, Indonesia, Ireland, Israel, Italy, Latvia, Lithuania, Luxembourg, Malaysia, Malta, Mexico, Morocco, Netherlands, New Zealand, Norway, Philippines, Poland, Portugal, Romania, Singapore, Slovakia, Slovenia, South Africa, Spain, Sweden, Switzerland, Turkey, United Kingdom, United States and Vietnam.
Sellers may only use ShopBase Marketplace Payments for the sale of items listed on ShopBase Powered Websites, and agree to ship sold items once a payment transaction is complete and reflected in their payment account. ShopBase reserves the right to terminate a seller’s access to ShopBase Marketplace Payments if the seller uses ShopBase Marketplace Payments in any other manner.
Buyers may authorize a payment with any major credit or debit card accepted by ShopBase, by certain bank transfer services, through PayPal (where available), Apple Pay, Google Pay.
Buyers and Sellers benefit from ShopBase having visibility into payments made on ShopBase powered websites via ShopBase Marketplace Payments, because it can make the Services easy to use and enables ShopBase powered websites to more effectively provide support to sellers or buyers where relevant. It also can help reduce fraud and other types of misuse of the ShopBase platform.
b. The Processor:
The Processor is Stripe, Inc., organized under the laws of Delaware, which is a technical services provider and may offer the services as an agent of one or more financial institutions in United States (each, a “Financial Services Provider”). The processing and settlement of Transactions (as defined below) (“Payment Processing”) is carried out by the Processor and any of the Financial Services Providers under a separate Stripe Connected Account Agreement, including the United States Stripe Services Agreement and the applicable Financial Services Terms, and to the extent you use a payment method that is subject to additional terms, the Payment Terms (collectively, the “Processor Terms”). By accepting this Agreement, you are also accepting and agreeing to be bound by the Processor Terms, which is the legal agreement between you and the Processor.
ShopBase is not a party to the Processor Terms and is not liable to you in respect thereof. By accepting this Agreement and the Processor Terms you are agreeing to the creation of an account with the Processor for Payment Processing (the “Processor Account”). We reserve the right to change the Processor, subject to the terms of our agreement with the Processor. In the event of any inconsistency between this Agreement and the Processor Terms, this Agreement shall prevail, except in the event of any inconsistency between this Agreement and the Processor Terms concerning Payment Processing or the Processor Account, in which case the Processor Terms shall prevail.
The Processor’s role is to accept and process credit card, debit card and other types of payments (collectively “Cards”) with respect to sales of your products and services through internet-based transactions (“Card Not Present Transactions" or “CNP Transactions”). If applicable, POS Equipment permits transmission of data to the Processor from in-person, point-of-sale transactions (“Card Present Transactions" or “CP Transactions”), as well as manually entered transactions (“Keyed Transactions”). CNP Transactions, CP Transactions and Keyed Transactions shall be referred to herein, collectively, as “Transactions”.
ShopBase has engaged third-party service providers to perform many of the services related to payment processing, including card processing, disbursements, currency exchange, identity verification, fraud analysis, and regulatory compliance.
ShopBase partners with Worldpay, PayPal, Adyen, and other licensed payment providers to facilitate card payments and other payments and the disbursement of funds to sellers. The provider and processing time for your payment will vary based on the country in which you're located. If there are insufficient funds in your bank account when our provider processes the payment for your purchase, ShopBase reserves the right to contact you directly and to seek payment.
ShopBase may share your personal or transactional information with those third-party service providers for purposes related to payments processing.
By using a third-party service, you may also be subject to an agreement with the third party. For example, PayPal is a third-party service provided by PayPal Holdings, Inc. and is subject to the PayPal User Agreement. Apple Pay is a third-party service provided by Apple Inc. and is subject to the Apple Pay Terms and Conditions. Google Pay is a third-party service provided by Google Payment Corp. and is subject to the Google Pay Terms of Service for US users, non-US users, and India residents. Payment methods made available by Klarna are third-party services provided by Klarna Inc. to buyers and are subject to Klarna’s Terms and Conditions and Privacy Notice.
If ShopBase receives notice that your shop's content or activity violates a third party's service agreement, we may at our sole discretion take action against your account to comply with their policies. Such actions may include canceling a transaction, disabling listings from your shop, suspending or terminating you selling privileges, or removing certain payment methods.
In countries where PayPal is available and can be integrated with ShopBase Marketplace Payments, Integrated PayPal allows sellers to receive funds from PayPal purchases directly into their ShopBase payment account, without the need to manage a separate PayPal account. This means that if a buyer pays with PayPal, the funds from the order will be credited to a seller's payment account along with the rest of the orders. The standard ShopBase Marketplace Payments Payment Processing Fee (described below) applies to orders that go through integrated PayPal; there is no additional PayPal fee.
ShopBase Marketplace Payments functionality may be made available, modified, or discontinued by us at any time without notice and is subject to the limitations in ShopBase’s Terms of Service.
As a security measure, we may impose transaction limits on buyers and sellers. For example, we may impose limits relating to the value of any transaction, deposit, or adjustment, or limits relating to the cumulative value of all transactions, deposits, or adjustments during a period of time. We may also impose limits related to the number of transactions per day or other period of time. We will not be liable to a seller: (a) if we do not proceed with a transaction, deposit, or adjustment that would exceed any limit established by us, or (b) if we permit a buyer to withdraw from a transaction.
ShopBase may refuse service of ShopBase Marketplace Payments to anyone, for any reason, at any time.
ShopBase reserves the right to decline or refund transactions that we believe to be: (a) high risk, (b) fraudulent, (c) inability to deliver promised products/service (no fulfillment update after 21 days since the order date), in violation of (d) trade sanctions and Digital Millennium Copyright Act (DMCA) or (e) ShopBase's Terms of Service.
In the event that a buyer does not make payment for the purchase of a legitimate item sold using ShopBase Marketplace Payments (e.g., where the buyer used a stolen or unauthorized credit card), ShopBase may provide limited payment protection to the seller, in the interest of fairness.
ShopBase will send you any relevant notices regarding your use of ShopBase Marketplace Payments in accordance with our Electronic Communications Policy.
A. Use of ShopBase Marketplace Payments.
If you live in a country in which ShopBase Marketplace Payments is available, you are required to sign up for ShopBase Marketplace Payments, except as otherwise determined by ShopBase in its sole discretion. Using ShopBase Marketplace Payments will result in your shop accepting payment through authorized credit and debit card transactions, some bank transfer services, PayPal, Apple Pay, and Google Pay. For you to sign up for ShopBase Marketplace Payments and receive payment for transactions made through ShopBase Marketplace Payments, you must provide all required information and complete all required steps, including in some markets, verifying your bank account, for compliance purposes. Without this information, ShopBase cannot pay you!. If you live in a country in which ShopBase Marketplace Payments is available and you do not provide ShopBase with this information, ShopBase may refuse you access to the Services until you do so.
B. Payment Accounts.
A payment account allows sellers to track payment amounts, refunds, and fees related to transactions and seller services. Sellers must provide accurate personal information as requested during registration, and are responsible for maintaining and updating that information as necessary. Sellers will not impersonate any person or use any name they are not legally authorized to use. Sellers authorize us, and authorized agents, to verify their information (at registration and on occasion when using the Services) by accessing public records and obtaining credit reports about the sellers. ShopBase verifies sellers’ information in order to safeguard the integrity of the marketplace and reduce the risk of fraud, money laundering, terrorist financing, and the violation of trade sanctions.
Payment accounts are only available to individuals who are eligible to be sellers on ShopBase powered websites and who have a valid credit or debit card on file with ShopBase, unless they are exempt from this requirement. Sellers who have bank accounts established in Austria, Germany, and the Netherlands are not required to have a credit card on file with ShopBase to have a payment account.
Sellers agree to resolve any disputes directly with a buyer or with the assistance of the dispute management and refund tools available on ShopBase, and in accordance with our Terms of Service. In the event that a dispute is escalated to ShopBase’s Support Team, ShopBase reserves the right to issue a refund to a buyer and recoup such funds from the seller if a transaction is found to be in violation of ShopBase’s policies.
In the event that a buyer submits a chargeback, ShopBase will respond to the credit card networks on behalf of the seller involved in the transaction; the seller agrees to provide any requested information to us within five calendar days of the request. ShopBase reserves the right to recoup funds associated with buyer chargebacks from the seller.
We will inform sellers of each transaction, or of other information pertaining to ShopBase Marketplace Payments, using our standard communication procedures, including by email or through ShopBase's Messages tool.
Refunds or adjustments paid by ShopBase to buyers for payments made through ShopBase Marketplace Payments may be initiated using the refund functionality in the seller's payment account for a period of 180 days after the purchase was made. The ShopBase Marketplace Payments Platform does not have refund functionality after 180 days from the original purchase date. Any such funds paid by ShopBase to cover refunds will be deducted from the seller’s payment account balance. If there are insufficient funds to cover the amount of the refund, the balance will be charged to the seller’s card on file or added to the seller’s payment account. Refunds issued by ShopBase will be in the original form of payment, and if such payment is not available, a ShopBase credit will be issued.
F. International Trade Laws.
You agree that your use of ShopBase Marketplace Payments will not involve any countries, entities, individuals, or items prohibited by sanctions, embargoes, regulations, or orders administered by the US Department of Treasury’s Office of Foreign Assets Control (“OFAC”) or other government agencies
G. Information on Cardholder Charges.
Please note that your bank or card provider may charge additional fees (including cross-border fees) for transactions that you make on ShopBase. These fees are not charged by ShopBase and are at the discretion of your bank. Please contact your bank for further details.
Each seller appoints ShopBase as its agent for the limited purpose of receiving, holding, and settling payments to seller. ShopBase will settle payments that are actually received by ShopBase to each seller, less any amounts owed to ShopBase and subject to these Terms. Each seller agrees that a buyer payment received by ShopBase, on behalf of seller, satisfies the buyer's obligations to make payment to seller, regardless of whether ShopBase actually settles such payment to seller. If ShopBase does not settle any such payments as described in these Terms to a seller, such seller will have recourse only against ShopBase and not the buyer.
A. Payment Account
All funds resulting from a completed transaction will be reflected as a balance in a seller’s payment account. Transactions are considered complete at the later of once the payment is approved by ShopBase or our fraud analysis service provider. Any refunds, adjustments, or other amounts paid to buyers in connection with purchases, or for funds received since the last payment day, are also applied to the seller’s payment account balance.
Funds displayed in a seller’s payment account balance are eligible for deposit (the “Available Funds”) into a seller’s bank account, subject to any applicable reserve(s) and corresponding reserve limit, hold, or deposit delay, as described in Section B. Reserves; Holds and Delays below, and as otherwise determined by the seller’s bank.
For deposits below designated thresholds in certain markets, a deposit fee will apply. See Section 9 below for details on deposit fees. A deposit minimum also applies to deposits in certain markets. Funds will only be available for deposit if they exceed the applicable deposit minimum.
B. Reserves; Holds and Delays
To protect the security and integrity of our marketplace, the users of the ShopBase services, and ShopBase, ShopBase may take account-level or transaction-level actions based on risk-based criteria, like the criteria listed below. Some of our decisions about reserves, holds and delays may be based on criteria that demonstrates a seller’s ability to fulfill orders in a manner consistent with ShopBase’s policies. These criteria are essential to our management of risk and the protection of ShopBase and our users. ShopBase reserves the right to use a combination of reserves, deposit delays, and holds on your account.
A Reserve is an amount of money pending settlement as indicated in your payment account. A Reserve will be placed on your account if we believe there may be a high level of financial risk associated with you, your account, your business model, or your transactions.
When a Reserve is applied on your payment account, it means that a percentage of the funds in your payment account balance is held on an ongoing basis, and will not be made available for disbursement as Available Funds for a specified period of time. The Reserve percentage applies to amounts from your sales that would otherwise be available for disbursement. The percentage Reserve applied to your account is determined by your risk level and is used to create a threshold amount (explained in detail below) that applies to your payment account balance while you are in Reserve. You’ll be notified by email if a Reserve is applied to your Payment Account. The email you receive notifying you that you are in Reserve will include details of the Reserve, including the period of Reserve and the percentage applied to your Payment Account.
Reserve funds will be used to address potential financial risk such as refunds, chargebacks, claims, or seller fees and charges, where your Available Funds do not sufficiently cover such charges. Reserve funds that are not used to address refunds, chargebacks, claims or seller fees, where applicable, will be released to you in full at the end of the corresponding Reserve period on a rolling basis. However, Reserve funds will not be released if, during the Reserve period relating to a particular sale, a buyer raises a case against you, or files a chargeback, and you do not have sufficient funds in your Available Funds to cover a potential refund. ShopBase relies on different risk factors (and whether and how these factors have changed over time) to determine whether and how much of a Reserve should be applied to your payment account, including:
Types of Account Reserves:
A fixed reserve is a fixed percentage of your payment account balance at the time a Reserve is placed on your account, which will be held for a specified period of time. After that, the same percentage of each of your subsequent sales will be held in Reserve, each for a specified period of time. Reserve funds will be held for such period and where applicable, will be used to address chargebacks, refunds, and pay seller fees. Reserve funds will be released on a rolling basis after the corresponding Reserve period expires, unless a case is raised against you by a buyer. Any funds above the Threshold Amount of your Reserve will be available to be disbursed as described in Section 7A.
A variable reserve is a percentage, determined as appropriate by ShopBase’s risk team, of a seller’s payment account balance (i) delayed prior to being included as part of a seller’s Available Funds for a period of up to 180 days or (ii) deducted from a seller's payment account as a reserve for a period of up to 90 days. A variable reserve may be placed on a seller’s payment account balance in addition to any applicable Fixed Reserve in ShopBase’s sole discretion. Account Reserves are placed on an account on a case by case basis, in reference to the factors listed above and other risk-based criteria, and are reviewed from time to time. ShopBase may deem a seller eligible for reduction in the percentage or removal of a Reserve due to a change in our risk-assessment of a seller based on the factors listed above, or as a result of a seller’s positive performance, such as a reduction in cases or an improvement in the seller’s fulfillment of orders. ShopBase may increase the Reserve percentage held and/or the period for which the Reserve applies based on our re-review of a seller account against the factors listed above, and other risk-based criteria. If we change the terms of a Reserve due to a change in our risk assessment, we’ll notify you of the new terms.
Holds and Delays
In some cases, deposits to a seller's bank accounts could be temporarily delayed by an issue at ShopBase, ShopBase’s third-party service providers, or a seller’s bank. We’ll do our best to communicate with any affected seller as soon as we can.
Separately, if we believe that a seller's actions may result in buyer disputes, chargebacks, increased risk of fraud, counterfeiting, or other claims, then we may, in addition to any applicable Reserve and in our sole discretion, put a hold or deposit delay on the seller’s payment account balance.
If ShopBase places a hold or deposit delay on a seller’s account, we’ll do our best to communicate with the affected seller as appropriate as soon as we can.
We always work hard to avoid and minimize any delays. However, please note that ShopBase is not obligated to refund any fees or reimburse any expenses due to holds or delayed deposits.
C. Country and Currency Options
Available Funds can only be deposited into bank accounts, in the domestic currency of the account, in the United States, Australia, Canada, the European Union, Hong Kong, Indonesia, Israel, Malaysia, Mexico, Morocco, New Zealand, Norway, Philippines, Singapore, South Africa, Switzerland, Turkey, United Kingdom and Vietnam in the following currencies: US Dollars (USD), Australian Dollars (AUD), Canadian Dollars (CAD), Swiss Francs (CHF), Danish Krone (DKK), Euros (EUR), British Pounds (GBP), Hong Kong Dollars (HKD), Indonesian Rupiah (IDR), Israeli Shekel (ILS), Moroccan Dirham (MAD), Mexican Peso (MXN), Malaysian Ringgit (MYR), New Zealand Dollars (NZD), Norwegian Krone (NOK), Philippine Peso (PHP), Swedish Krona (SEK), Singapore Dollars (SGD), Turkish Lira (TRY), South African Rand (ZAR) and Vietnamese Dong (VND).
D. Scheduled Deposits
ShopBase will instruct our payments partners to initiate a deposit of a seller’s Available Funds into the seller’s bank account on a daily, weekly, biweekly, or monthly basis. Sellers can select the frequency of disbursements from their payment account in their account settings. When a seller selects daily disbursements, disbursements will be made on each day that the seller's payment account has a balance equal to or greater than the minimum daily disbursement thresholds listed below. When a seller selects weekly, biweekly, or monthly disbursements, disbursements will be made on every applicable Monday. In this policy we'll refer to the date of disbursement as the "Payment Date." Deposits into a seller’s bank account will generally be credited within three (3) to five (5) business days from the date ShopBase initiates the deposit request. The actual timing of the deposit may depend on how quickly a seller’s bank processes the request.
The Payment Date will fall on the next business day (Monday through Friday, excluding bank holidays) if the scheduled Payment Date falls on a non-business day. If a seller elects to change the frequency of disbursements, the following deposit will be initiated on the next business day if the seller selects daily disbursements, or on the next applicable Monday if the seller selects weekly, biweekly, or monthly disbursements. When a seller either initially provides or later changes their bank account information, the seller must wait at least five (5) calendar days to request a deposit into a bank account as a security precaution. The next scheduled deposit after a change to bank account information will occur on the next applicable Payment Date after a period of five (5) calendar days from the date of the requested change.
A. We reserve the right, in our sole discretion, to seek reimbursement from a seller in any of the following circumstances: (a) we provide a refund to a buyer because a seller did not promptly deliver the goods or we otherwise determine, consistent with Section 5 (Seller Rights and Responsibilities], that a refund is warranted in a particular circumstance, (b) we discover erroneous or duplicate transactions related to a seller, (c) we receive a chargeback from a buyer's credit card issuer or reversal of payment for the amount of a buyer's purchase from a seller, or (d) a seller does not act in accordance with ShopBase’s policies.
B. We may obtain reimbursement of any amounts owed by a seller to ShopBase by deducting from future payments owed to the seller, reversing any credits to the seller’s payment account balance, charging the seller's card on file, charging the seller’s payment account, or seeking reimbursement from the seller by any other lawful means, including by using third-party collections services. You authorize us to use any or all of the foregoing methods to seek reimbursement. ShopBase may suspend your selling privileges at any time pending payment of your outstanding balance.
A. Overview. ShopBase charges a fee (the “Payment Processing Fee”) for processing each transaction through ShopBase Marketplace Payments. The fee amount will be assessed on the gross order amount, including shipping and tax (if applicable). Payment Processing Fees will be reflected in your payment account and will be deducted from the total amount of the payment at the time the payment is considered complete. We reserve the right to modify the Payment Processing Fee at any time. For deposits below designated thresholds in certain markets, a deposit fee will apply, as described in the table below. Deposit fees are deducted from your Available Funds and reflected in your payment account at the time of your scheduled deposit. In the event of any partial or full refunds credited back to a buyer, the Payment Processing Fee and other applicable fees will be recalculated based on the adjusted sale price. The difference between the original Payment Processing Fee and the adjusted Payment Processing Fee will be applied to the refund amount being credited back to the seller. Other applicable fees will be refunded to the seller's payment account. Deposit fees will be refunded if the deposit is returned to a seller’s payment account.
B. Fee Amount. Payment Processing Fees vary based on the location of a seller’s bank account.
C. Listing Currency Conversion Considerations for Sellers. When a seller lists and subsequently sells an item in a currency other than the currency of the seller's payment account, ShopBase will settle the associated transaction proceeds in the currency of the seller's payment account. When such a service is required, ShopBase applies an additional 2.5% currency conversion fee. Calculation rates are updated regularly.
D. Value-Added Tax (VAT). Depending on your business status and location, ShopBase may be required to charge VAT on seller fees accrued each month and remit it to the relevant tax authority. VAT is collected on ShopBase Marketplace Payments processing fees for sellers located in eligible ShopBase Marketplace Payments countries where required.
E. Browsing Currency Considerations for Buyers. In the case of a buyer purchasing from a seller who lists in a currency other than the buyer's browsing currency, ShopBase will automatically calculate the listing price in the buyer's browsing currency. If a seller chooses to show rounded prices to buyers browsing the site in a currency other than the seller’s listing price, ShopBase will display the rounded price to a buyer in the buyer’s browsing currency. When such a calculation is required, ShopBase applies an additional currency conversion charge. Calculation rates are updated regularly.
F. Interest. In the United States, ShopBase may earn interest (or other compensation) from the balances in our bank accounts because of the timing difference between our being paid by buyers and our paying sellers (when our bank account is being debited to pay Available Funds in payment accounts to sellers).
Internal Revenue Service regulations require that we file a Form 1099-K to report unadjusted annual gross sales information for sellers located in the United States or being paid in USD in certain circumstances.
To comply with these regulations, sellers who approach 150 (one hundred and fifty) transactions in a calendar year, regardless of sales volume and aggregated across his or her Shops, will be required to provide taxpayer-identification information to ShopBase.
ShopBase is also required to report tax information to local tax authorities in certain countries outside the US. These reporting obligations are triggered when sellers make sales via ShopBase to buyers in those countries and the sales (in the aggregate) exceed the applicable VAT or local tax threshold (which may be based on transactions or sales value) in a calendar year.
To comply with these reporting obligations, ShopBase requires that you add your taxpayer name and VAT ID to your ShopBase shop as you approach the VAT sales threshold or local reportable threshold in the relevant country or countries. Your ShopBase selling privileges may be suspended until you provide this information.
Sellers may terminate this contract and their acceptance of ShopBase Marketplace Payments at any time by adjusting the Settings in their account with ShopBase. ShopBase may also terminate or suspend a seller’s use of ShopBase Marketplace Payments at any time.
Upon termination, any non-disputed Available Funds will be deposited into a seller’s bank account. ShopBase reserves the right, upon termination of access to ShopBase Marketplace Payments, to set off against any payments to be made to the seller, an amount determined by us to be adequate to cover any anticipated chargebacks, refunds, adjustments, or other amounts that might be paid to buyers in connection with purchases from the seller's payment account for a prospective 180-day period. At the end of the 180-day period following termination, we will disburse to the seller any amount not used to offset chargebacks, refunds, adjustments, or such other amounts paid to buyers, or seek reimbursement from the seller via any of the means authorized in this Policy for any additional amount required to offset chargebacks, refunds, adjustments, or other amounts paid to buyers, as applicable.
Items You Purchase. You understand that ShopBase does not manufacture, store, or inspect any of the items sold through ShopBase Powered Websites. We provide the software & venue; the items in ShopBase Powered Websites are produced, listed, and sold directly by independent sellers, so ShopBase cannot and does not make any warranties about their quality, safety, or even their legality. Any legal claim related to an item you purchase must be brought directly against the seller of the item. You release ShopBase from any claims related to items sold through our Services, including for defective items, misrepresentations by sellers, or items that caused physical injury (like product liability claims).
Content You Access. You may come across materials that you find offensive or inappropriate while using our Services. We make no representations concerning any content posted by users through the Services. ShopBase is not responsible for the accuracy, copyright compliance, legality, or decency of content posted by users that you accessed through the Services. You release us from all liability relating to that content.
People You Interact With. You can use the Services to interact with other individuals, either online or in person. However, you understand that we do not screen users of our Services, and you release us from all liability relating to your interactions with other users. Please be careful and exercise caution and good judgment in all interactions with others, especially if you are meeting someone in person. This Help article has some good advice about handling in-person meetings.