This Payment Services Addendum (this “Addendum”) supplements and is incorporated into the Pool Brain Terms of Service (the “Terms”). Capitalized terms not defined in this Addendum have the meanings given in the Terms.

This Addendum applies only if Customer enrolls in, enables, accesses, or uses the Payment Services. By clicking “Set Up and Connect Stripe,” connecting a Stripe account, enabling payment processing or surcharging, accepting payments, receiving payouts, or otherwise using the Payment Services, Customer agrees to this Addendum. For purposes of this Addendum, Customer means the person or entity bound by the Terms that uses the Payment Services through the Connected Account. An individual accepting this Addendum on behalf of Customer represents that the individual is authorized to bind Customer.

If this Addendum conflicts with the Terms, this Addendum controls solely with respect to the Payment Services. The Terms continue to govern Customer’s use of the Pool Brain platform and all other Services.

“ACH Return” means any return, reversal, rejection, failed debit, insufficient-funds event, unauthorized-entry claim, correction, or similar event relating to an ACH or bank-account transaction.

“Applicable Payment Rules” means all laws, regulations, card-network rules, Nacha Operating Rules, PCI-DSS requirements, Stripe requirements, bank and acquirer requirements, payment-method rules, and other requirements applicable to the Payment Services, Customer’s transactions, payouts, refunds, disputes, fraud prevention, identity verification, or surcharging.

“Chargeback” means any chargeback, dispute, retrieval request, inquiry, reversal, payment challenge, or similar claim relating to a transaction.

“Connected Account” means Customer’s Stripe connected account used with the Payment Services.

“End Customer” means any person or entity that purchases or receives goods or services from Customer or makes or attempts to make a payment to Customer.

“Authorized Representative” means an individual whom Customer authorizes to accept this Addendum, enroll or administer Customer in the Payment Services, provide information or instructions, or otherwise act on Customer’s behalf in connection with the Payment Services or Connected Account.

“Payment Losses” means all chargebacks, refunds, ACH Returns, negative balances, reversals, processing fees, dispute fees, bank fees, card-network or payment-method assessments, regulatory fines or penalties, reserves, collection costs, and other amounts incurred or charged to Pool Brain or Stripe arising from Customer’s transactions, End Customers, Connected Account, surcharging practices, or violation of this Addendum, the Terms, Stripe Terms, or Applicable Payment Rules.

“Payment Services” means payment processing, payment acceptance, stored or recurring payment methods, ACH transactions, connected-account services, payouts, transfers, refunds, Chargeback management, surcharge tools, payment-related reporting, and related functionality made available through Stripe Connect. Payment Services do not include basic invoice creation or payment-status recordkeeping unless used to initiate, process, refund, dispute, surcharge, transfer, or settle a payment.

“Payment Services Fee Schedule” means Pool Brain’s then-current, versioned schedule of fees, rates, pass-through costs, and other charges applicable to the Payment Services, available at the Pool Brain Payment Services Fee Schedule, as presented or linked before Customer accepts this Addendum or enables the applicable Payment Services, and as updated in accordance with Section 11.

“Recovery Account” means each bank account or payment method Customer affirmatively designates in writing or electronically for recovery of amounts owed under the Terms or this Addendum. A bank account or payment method used solely for another Pool Brain billing relationship is not a Recovery Account unless Customer separately designates it as such.

“Stripe Terms” means Stripe’s Connected Account Agreement, Stripe Services Agreement, applicable financial services and payment-method terms, and other Stripe requirements applicable to Customer or the Connected Account.

“Surcharge Feature” means any Pool Brain feature that enables, calculates, displays, applies, collects, or supports a surcharge or similar payment fee charged to an End Customer.

2.1 Stripe Connect. Pool Brain makes the Payment Services available through Stripe Connect only. This Addendum governs the relationship between Pool Brain and Customer with respect to Pool Brain’s Payment Services, fees, recovery rights, reserves, and allocation of payment-related risk. The Stripe Terms govern Stripe’s regulated payment services, eligibility and underwriting decisions, settlement, and payment-method requirements. Stripe and its financial partners, rather than Pool Brain, may provide regulated payment processing, acquiring, money-transmission, or other financial services.

2.2 Stripe Terms. Customer must accept and comply with the Stripe Terms, and Customer may use the Payment Services only after accepting this Addendum and the Stripe Terms, completing required onboarding and verification, and receiving authorization from Pool Brain and Stripe. The Stripe Terms are separate from and in addition to this Addendum and the Terms and do not limit Customer’s obligations to Pool Brain.

2.3 No Guarantee. Pool Brain does not guarantee approval or continued availability of a Connected Account, any payment method or transaction, payout timing, or uninterrupted Payment Services. Stripe may reject, restrict, suspend, delay, reverse, or terminate transactions, payouts, balances, or the Connected Account.

3.1 Information and Verification. Customer shall provide complete and accurate business, tax, banking, identity, transaction, and other information requested by Pool Brain, Stripe, a bank, payment network, or regulator, including any information reasonably needed for a Recovery Account or backup payment method. Customer authorizes Pool Brain and Stripe to verify that information and conduct initial and ongoing identity, business, sanctions, fraud, risk, underwriting, and compliance checks, and Customer shall promptly update any material change in the information provided.

3.2 Authority to Act. Customer authorizes Pool Brain to take actions reasonably necessary to provide and administer the Payment Services, including to connect and configure the Connected Account; submit information and instructions to Stripe; access transaction, payout, refund, dispute, and risk information; transmit or adjust transactions, transfers, payouts, refunds, reserves, holds, fees, and offsets; manage Chargebacks; implement risk controls; and collect amounts Customer owes. Customer authorizes Pool Brain to collect Pool Brain fees through application fees and, to the extent permitted by Stripe, connected-account debits and negative-balance recovery functionality. Customer also authorizes Pool Brain to communicate with Stripe and its financial partners on Customer’s behalf concerning the Connected Account and Payment Services and to receive information and notices relating to Customer’s eligibility, verification, transactions, payouts, disputes, risk status, and compliance.

3.3 Bank Accounts. Customer shall maintain a valid bank account for payouts and recovery of amounts owed and any Recovery Account or backup payment method Pool Brain reasonably requests. Customer represents that it is authorized to use each bank account, Recovery Account, and payment method provided in connection with the Payment Services and authorizes Pool Brain and Stripe to use them as permitted by this Addendum and Applicable Payment Rules.

3.4 Additional Security. Pool Brain may require Customer to provide a security deposit, prefunded reserve, backup payment method, letter of credit, or other reasonable credit support as a condition to initiating or continuing Payment Services, increasing processing volume, or releasing reserves.

4.1 Customer Responsibility. Customer is solely responsible for its goods and services, End Customers, prices, invoices, taxes, receipts, refunds, cancellations, customer support, and all transactions submitted through the Payment Services. Customer shall use the Payment Services only for lawful, bona fide transactions arising from its own business and shall comply with Applicable Payment Rules.

4.2 Authorizations and Records. Customer shall obtain and retain all authorizations, consents, notices, receipts, and records required for recurring payments, stored payment methods, ACH debits, refunds, surcharges, and other transactions. Customer shall promptly provide supporting documentation requested for a Chargeback, audit, investigation, or compliance review.

4.3 Prohibited Use. Customer shall not use the Payment Services for fraudulent, deceptive, unlawful, unauthorized, duplicative, fictitious, or prohibited activity; submit transactions for another person or business; or act as a payment intermediary, payment facilitator, marketplace, money transmitter, or reseller without Pool Brain’s prior written approval.

4.4 Compliance Tools and Monitoring. Pool Brain may provide software, settings, workflows, alerts, templates, or other tools designed to assist Customer with payment operations, fraud prevention, disputes, refunds, and compliance. Those tools do not constitute legal, tax, accounting, or compliance advice and do not guarantee compliance with Applicable Payment Rules. Pool Brain does not control or supervise Customer’s business, transactions, personnel, End Customer relationships, or compliance activities, and Customer remains solely responsible for each of them.

5.1 Fees. Customer agrees to the Payment Services Fee Schedule, presented during enrollment or otherwise made available by Pool Brain, which is incorporated into this Addendum by reference. The Payment Services Fee Schedule may include percentage-based processing rates, fixed per-transaction fees, monthly or platform fees, Chargeback and dispute fees, ACH Return fees, refund-related fees, payout fees, card-network assessments, regulatory or third-party pass-through charges, and other applicable charges, and those charges apply unless the Payment Services Fee Schedule expressly states otherwise.

5.2 Payouts. Payouts are subject to Stripe requirements, bank processing times, risk review, reserves, holds, Chargebacks, refunds, ACH Returns, negative balances, and Applicable Payment Rules. Pool Brain does not guarantee payout timing or availability of funds.

5.3 Customer Responsibility for Payment Losses. Customer is responsible for all Payment Losses, except to the extent finally determined to have been directly caused by Pool Brain’s gross negligence, willful misconduct, or fraud. Customer shall promptly reimburse Pool Brain for Payment Losses charged to or incurred by Pool Brain that are Customer’s responsibility under this Addendum.

5.4 Nature of Payment Obligations. All fees, Payment Losses, Chargebacks, refunds, ACH Returns, negative balances, reserve obligations, fines, assessments, collection costs, and other amounts Customer is required to pay or reimburse under this Addendum are direct payment and reimbursement obligations and are not damages. Those amounts are not subject to any limitation of liability, damages cap, or similar limitation in the Terms.

6.1 Recovery. Customer authorizes Pool Brain and Stripe, to the extent permitted by Applicable Payment Rules, to recover fees, Payment Losses, and other amounts Customer owes by deducting or setting off amounts from transaction proceeds, payouts, balances, credits, reserves, or other amounts payable to Customer; reversing transfers; debiting the Connected Account, any bank account or payment method Customer provides or designates as a Recovery Account, or any backup payment method Customer authorizes; invoicing Customer; withholding future payouts; applying amounts Pool Brain owes to the same legal Customer under this Addendum, the Terms, or another agreement as a setoff against amounts Customer owes under this Addendum; and using other lawful collection methods. Pool Brain is not required to first pursue any End Customer, Stripe, bank, payment network, or other third party for amounts owed.

6.2 ACH Debit Authorization. Customer expressly authorizes Pool Brain, Stripe, and their service providers to initiate ACH debits, credits, account adjustments, and other electronic funds transfers to or from any bank account Customer provides or designates as a Recovery Account, or any backup payment method Customer authorizes, to collect fees, Payment Losses, reserves, negative balances, Chargebacks, ACH Returns, refunds, reversals, and other amounts owed.

6.3 Reserves. Pool Brain may establish, increase, reduce, or release a reserve or holdback based on Customer’s transaction history, Chargebacks, refunds, ACH Returns, fraud or negative-balance exposure, financial condition, business model, seasonality, surcharge practices, Stripe requirements, or other payment risk. A reserve may be funded from transaction proceeds, payouts, bank-account debits, or other amounts payable to Customer and may be maintained after termination for so long as reasonably necessary to cover potential Payment Losses. Pool Brain may implement a reserve through Stripe when available or may require Customer to fund a reserve or provide other credit support under Section 3.4.

6.4 Collection Costs. Customer shall reimburse Pool Brain for reasonable attorneys’ fees, collection-agency fees, court or arbitration costs, and other reasonable costs incurred to collect overdue amounts.

7.1 Responsibility. Customer is responsible for all Chargebacks, refunds, ACH Returns, reversals, unauthorized-payment claims, duplicate charges, failed payments, negative balances, and related fees arising from Customer’s transactions or End Customer relationships.

7.2 Dispute Handling. Pool Brain may, but is not required to, manage or contest a Chargeback or submit evidence on Customer’s behalf. Customer is bound by final decisions of Stripe, issuers, banks, payment networks, and payment-method providers. Customer shall promptly provide requested evidence and cooperate with Pool Brain and Stripe.

7.3 Refunds. Pool Brain or Stripe may process a refund requested by Customer or required by Applicable Payment Rules, Stripe, fraud or risk controls, or a final dispute determination. Customer remains responsible for the refunded amount and related fees.

8.1 Customer Compliance. Customer is solely responsible for determining whether, where, and how it may impose a surcharge or similar payment fee. Customer shall comply with all Applicable Payment Rules, including rules regarding eligible card types, debit and prepaid card restrictions, surcharge caps, cost-of-acceptance limits, notices, disclosures, receipts, registrations, refund treatment, taxes, and recordkeeping.

8.2 Tools Do Not Guarantee Compliance. Pool Brain may provide surcharge settings, calculations, templates, workflows, or sample disclosures for convenience. They are not legal or tax advice and do not guarantee compliance. Customer shall review and approve its surcharge practices and disclosures before use.

8.3 Surcharge Enabled Processing Rate. By enabling or using the Surcharge Feature, Customer agrees to the surcharge-enabled processing rate displayed by Pool Brain at the time the feature is enabled or used and set forth in the Payment Services Fee Schedule. While the Surcharge Feature remains enabled, the surcharge-enabled card-processing rate supersedes any lower custom, negotiated, promotional, or otherwise applicable card-processing rate for eligible card transactions unless the Payment Services Fee Schedule expressly states otherwise. Fixed per-transaction fees, monthly or platform fees, Chargeback fees, refund-related fees, card-network assessments, and other applicable charges continue to apply.

8.4 Risk Allocation. Without limiting Customer’s indemnification obligations under the Terms, those Customer indemnity obligations include third-party claims, fines, penalties, assessments, refunds, Chargebacks, regulatory inquiries, payment-network claims, and End Customer complaints arising from Customer’s surcharge practices or use of the Surcharge Feature.

8.5 Changes or Disablement. Pool Brain may modify, restrict, suspend, or disable the Surcharge Feature or Customer’s surcharge settings if required or advisable based on Applicable Payment Rules, Stripe requirements, legal or regulatory risk, payment-network risk, or customer complaints.

9.1 Payment Data. In addition to the rights granted under the Terms and described in the Privacy Policy, Customer authorizes Pool Brain to collect, use, process, transmit, and disclose to Stripe, banks, payment networks, payment-method providers, fraud and compliance providers, and other service providers information reasonably necessary to provide, secure, administer, and enforce the Payment Services. This may include Customer, owner, representative, bank-account, tax, End Customer, transaction, payout, risk, fraud, dispute, refund, surcharge, and Connected Account information.

9.2 Notices and Consents. Customer is responsible for providing required privacy and payment notices and obtaining required consents from End Customers and Customer personnel, including for recurring payments, stored payment methods, ACH debits, data sharing, transaction communications, and surcharging.

9.3 Payment Data Handling. Customer shall use only payment flows and methods approved by Pool Brain and Stripe and shall comply with applicable PCI-DSS and data-security requirements. Customer shall promptly notify Pool Brain of suspected unauthorized access to payment credentials, transaction data, the Connected Account, or systems used with the Payment Services.

10.1 Payment Services. Pool Brain may suspend, restrict, or terminate the Payment Services if required or requested by Stripe, a bank, payment network, regulator, or Applicable Payment Rules; Customer fails verification or does not provide requested information; Pool Brain reasonably suspects fraud, unlawful activity, excessive disputes or returns, or other payment risk; Customer has an unpaid or likely negative balance; or Customer breaches this Addendum, the Terms, or Stripe Terms.

10.2 Continuing Obligations. Pool Brain may continue to hold reserves, process refunds, respond to Chargebacks, and recover amounts owed after termination. Suspension or termination of the Payment Services does not by itself terminate Customer’s right to use non-payment Services unless the Terms are separately terminated or suspended.

10.3 Effect of Terms Suspension or Termination. Upon expiration or termination of the Terms, or suspension of Customer’s access to the Services, Customer may not initiate or submit new Payment Services transactions. Pool Brain and Stripe may nevertheless complete, settle, reverse, refund, investigate, dispute, or otherwise administer transactions initiated before such expiration, termination, or suspension, and Pool Brain may continue to hold reserves and recover all amounts owed by Customer.

11.1 Changes. (a) Pool Brain may make nonmaterial, administrative, clarifying, operational, security, fraud-prevention, or risk-management changes to this Addendum or the Payment Services by notice through the Pool Brain platform, email, or another reasonable electronic method. Changes required by law, Stripe, a bank, a payment network, a payment-method provider, or an urgent security or risk concern may take effect immediately or on the date specified in the notice. (b) Pool Brain may prospectively update the Payment Services Fee Schedule by providing conspicuous notice before the updated fees take effect. Except for changes required by law, Stripe, a bank, a payment network, or a payment-method provider, Pool Brain will provide reasonable advance notice of any material increase in Pool Brain-controlled fees. Customer’s initiation of a new Payment Services transaction after the effective date of the updated Payment Services Fee Schedule constitutes acceptance of the updated pricing. (c) Pool Brain may require Customer to affirmatively accept an amended Addendum or Payment Services Fee Schedule as a condition to continued use of the Payment Services where the amendment imposes personal guaranty, direct liability, or other obligations on a person or affiliate not already bound, materially broadens Pool Brain’s authorization to debit accounts or payment methods, or where affirmative acceptance is otherwise required by applicable law. If Customer does not provide a required acceptance, Customer may not initiate new Payment Services transactions after the applicable deadline, but Pool Brain may continue administering prior transactions and exercising its surviving rights.

11.2 Electronic Acceptance and Records. Electronic acceptance of this Addendum has the same effect as a handwritten signature. Pool Brain may retain records of acceptance, including the Authorized Representative’s name, title, email address, company, IP address, timestamp, Pool Brain account ID, Stripe account ID, the Addendum version, the Payment Services Fee Schedule version, the rates displayed during acceptance, and any date or time a Surcharge Feature was enabled or disabled.

12.1 Terms Apply. Except as expressly stated in this Addendum, the Terms apply to the Payment Services, including provisions concerning account access, user conduct, indemnification, disclaimers, limitation of liability, suspension and termination, governing law, arbitration, class-action waiver and general provisions.

12.2 Survival. Provisions concerning fees, Payment Losses, Chargebacks, ACH Returns, recovery rights, ACH debit authorization, collection costs, data sharing, electronic records, and other provisions that by their nature should survive will survive suspension or termination of this Addendum. For the avoidance of doubt, reserves, setoff rights, reimbursement obligations, and fee obligations also survive to the extent necessary to administer prior transactions and recover amounts owed.