Payments Terms of Service

These Payments Terms of Service (“Payments Terms”) are a binding legal agreement between you and Popless that govern the Payment Services (defined below) conducted through or in connection with the Popless Platform. When these Payments Terms mention “Popless,” “we,” “us,” or “our,” it refers to the Popless company you are contracting with for Payment Services. 

Popless Payments provides payments services to Members publishing, offering and booking Sessions and Host Services, including services in connection with the. These payment services may include (if available) the following (collectively, “Payment Services”): 

• Collecting payments from Guests (“Payin”), by charging the payment method associated with their Popless account, such as credit card, crypto, debit card, bank account, or PayPal account (“Payment Method”);

• Effecting payments to Hosts Payout Accounts (“Payout”) and (“Withdrawals”) to a financial instrument associated with their Popless account, such as a PayPal account, bank account, a prepaid card, or a debit card (“Payout Method”);

• Effecting payments to a third-party Payout Method designated by a Host;

• Collection and payment of charitable donations;

• Payment collection services; and

• Other payment-related services in connection with Host Services.

In order to use the Payment Services, you must be at least 18 years old, must have a Popless account in good standing in accordance with the Popless Terms of Service (“Terms”), and must keep your payment and personal information accurate and complete.

The Terms separately govern your use of the Popless Platform. If you see an undefined term in these Payment Terms, it has the same definition as in the Terms.

1. Your use of the Payment Services

1.1 Popless Payment Services

By using the Payments Services, you agree to comply with these Popless Terms. Popless may temporarily limit or suspend your access to or use of the Payment Services, or its features, to carry out maintenance measures that ensure the proper functioning of the Payment Services. Popless may improve, enhance and modify the Payment Services and introduce new Payment Services from time to time. Popless will provide notice to Members of any changes to the Payment Services, unless such changes do not materially increase the Members’ contractual obligations or decrease the Members’ rights under these Payments Terms.

1.2 Third Party Services

The Payment Services may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services are subject to different terms of service and privacy policies, and Members should review them. Popless is not responsible or liable for the use of such Third-Party Services. Links to any Third-Party Services are not an endorsement by Popless of those Third-Party Services.

1.3 Your Popless Account

Popless may enable features that allow you to authorize other Members or third parties to take certain actions that affect your Popless account. You may authorize a third party to use your Popless account if the feature is enabled for your Popless account. You acknowledge and agree that anyone you authorize to use your Popless account may use the Payment Services on your behalf and that you will be responsible for any payments made by such person.

1.4 Verification

You authorize Popless, directly or through third parties, to make any inquiries we consider necessary to verify your identity and information you provide. This may include (i) screening you against third-party databases or other sources, (ii) requesting reports from service providers, (iii) asking you to provide a form of government identification (e.g., driver’s license or passport), your date of birth, your address, and other information; or (iv) requiring you to take steps to confirm ownership of your email address, Payment Method(s) or Payout Method(s). Popless reserves the right to terminate, suspend, or limit access to the Payment Services in the event we are unable to obtain or verify any of this information.

1.5 Additional Terms

Your access to or use of certain Payment Services may be subject to, or require you to accept, additional terms and conditions. If there is a conflict between these Payments Terms and terms and conditions applicable to a specific Payment Service, the latter terms and conditions will take precedence with respect to your use of or access to that Payment Service, unless specified otherwise.

2. Guest Terms

2.1 Adding a Payment Method

When you add a Payment Method to your Popless account, you will be asked to provide billing information such as name, billing address, and financial instrument information either to Popless Payments or its third-party payment processor(s). You authorize Popless Payments and its payment service providers to collect and store your Payment Method information.

2.2 Payment Method Verification

When you add or use a new Payment Method, Popless may verify the Payment Method by (i) authorizing your Payment Method for one or two nominal amounts via a payment service provider, and asking you to confirm those amounts, or (ii) requiring you to upload a billing statement. We may, and retain the right to, initiate refunds of these amounts from your Payment Method. When you add a Payment Method during checkout, we will automatically save and add that Payment Method to your Popless account so it can be used for a future transaction. You can remove the Payment Method from your Popless account as long as it is not associated with an active or future reservation.

2.3 Payment Authorization

In order to use certain Site Services, You must provide account information for at least one valid Payment Method. You allow Popless to charge your Payment Method (including charging more than one payment method), either directly or indirectly, for all fees due (including any applicable taxes) in connection with your Popless account, including Damage Claim amounts in accordance with the Terms and with Section 6.

When You authorizes a payment using a Payment Method via the Popless Platform, You represents and warrants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed under this Agreement or the other Terms of Service cannot be collected from your Payment Method(s), you ar solely responsible for paying such amounts by other means.

By providing Payment Method information through the Site and authorizing payments with the Payment Method, Member represents, warrants, and covenants that: (a) You are legally authorized to provide such information; (b) You are legally authorized to make payments using the Payment Method(s); (c) if You are an employee or agent of a company or person that owns the Payment Method, that You are authorized by the company or person to use the Payment Method to make payments on Popless; and (d) such actions do not violate the terms and conditions applicable to your use of such Payment Method(s) or applicable law. When Client authorizes a payment using a Payment Method via the Site, Client represents and warrants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed cannot be collected from Client’s Payment Method(s), Client is solely responsible for paying such amounts by other means.

Because the use of any Payment Method may be limited by applicable law or by written agreement with your financial institution, Popless is not liable to any Member if Popless does not complete a transaction as a result of any such limit, or if a financial institution fails to honor any credit or debit to or from an account associated with such Payment Method. Popless will make commercially reasonable efforts to work with any such affected Members to resolve such transactions in a manner consistent with this Agreement.

2.4 Automatic Update of Payment Method

If your Payment Method’s account information changes (e.g., account number, routing number, expiration date) as a result of re-issuance or otherwise, we may acquire that information from our financial services partners or your bank and automatically update your Payment Method on file.

2.5 Timing of Payment

Popless Payments generally charges the Total Price due after the Host accepts your booking request. However, if you pay with a push Payment Method (such as Sofort), Popless will collect the Total Price due at the time of your booking request or after the Host accepts your booking request. Popless may offer alternative options for the timing and manner of payment. Any additional fees for using those alternative payment options will be displayed via the Popless Platform and included in the Total Price, and you agree to pay such fees by selecting the payment option. Additional terms and conditions may apply for the use of an alternative payment option. If Popless is unable to collect the Total Price due, as scheduled, Popless will collect the Total Price due at a later point in accordance with Section 5.3. Once the payment for your requested booking is successfully completed, you will receive a confirmation email.

2.6 Currency

Popless will process each transaction in the currency you select via the Popless Platform. The currencies available to make payments may be limited for regulatory or operational reasons based on factors such as your selected Payment Method, your country of residence, and/or your Popless contracting entity(ies). Any such limitations will be communicated via the Popless, and you will be prompted to select a different currency or Payment Method. Note that if your Popless contracting entity’s location is different than the country of your Payment Method, or your selected currency is different than your Payment Method's billing currency, your payment may be processed outside of your country of residence. As a result, certain fees may apply and the amount listed on your card statement may be different from the amount shown at checkout. For example, if you make a booking using a U.S. issued card, but select Euro as your currency, your payment may be processed outside the U.S., and banks and credit card companies may impose international transaction fees and foreign exchange fees. In addition, if you select to pay with a currency that is different than your Payment Method's billing currency, your bank or credit card company may convert the payment amount to your billing currency associated with your Payment Method, based on an exchange rate and fee amount determined solely by your bank. Popless is not responsible for any such fees and disclaims all liability in this regard. Please contact your bank or credit card company if you have any questions about these fees or the applicable exchange rate.

2.7 Booking Request Status

If a requested booking is declined because it is not accepted by the Host, you cancel the booking request before it is accepted by the Host, or Popless cancels the booking, any amounts collected by Popless and due to you pursuant to the policies described in Section 5.5, will be refunded to you, and any pre-authorization of your Payment Method will be released (if applicable) in accordance with Section 5.5.2

2.8 Payment Restrictions

Popless reserves the right to decline or limit payments that we believe (i) may violate Popless’s risk management policies or procedures, (ii) may violate these Payments Terms or the Terms, (iii) are unauthorized, fraudulent or illegal; or (iv) expose you, Popless, or others to risks unacceptable to Popless.

2.9 Payment Service Providers

Popless may involve the use of third-party payment service providers. These payment service providers may charge you additional fees when processing payments in connection with the Payment Services, and Popless is not responsible for any such fees and disclaims all liability in this regard. Your Payment Method may also be subject to additional terms of use. Please review them before using your Payment Method.

2.10 Your Payment Method, Your Responsibility

Popless is not responsible for any loss suffered by you as a result of incorrect Payment Method information provided by you.

2.11 Different Ways to Pay

2.11.1 Payment Plan

2.11.1.1 Popless may make available to Guests the option to pay a portion of the booking’s Total Price at the time of booking and pay the remainder of the Total Price at a later time prior to check-in (“Payment Plan”). Availability of this option may depend on the Listing and/or Payment Method.

2.11.1.2 If you choose a Payment Plan, the Popless Platform will notify you during check out of the amount, currency and schedule of each payment due. On the following payments due date, Popless will automatically charge the original Payment Method you used to make the booking.

2.11.1.3 If you make a modification to a booking made with a Payment Plan, Popless will notify you of the revised payment schedule, as applicable. If the modification increases your Total Price, you may be required to make an additional partial payment of the new Total Price at the time of the modification.

2.11.1.4 You agree that by selecting a Payment Plan, you may not be able to pay for the booking with a different Payment Method or pursuant to a different payment schedule.

2.11.1.5 If Popless is unable to collect your payment, Popless will notify you of such declined payment, and require you to complete the payment using an alternative Payment Method within 72 hours of the notice. If you fail to complete the payment, you authorize Popless to cancel the booking on your behalf. If the booking is canceled, you will be refunded based on the Host’s cancellation policy. You acknowledge that you may incur fees for cancellations pursuant to the Host’s cancellation policy.

2.11.2 Recurring Payments

2.11.2.1 For certain bookings (such as for Sessions which repeat weekly), Popless may require a Guest to make recurring, incremental payments toward the Total Price owed (“Recurring Payments”). More information on Recurring Payments (including the amount and the frequency of payments) will be made available via the Popless Platform if applicable to a booking.

2.11.2.2 If Recurring Payments apply to a confirmed booking, then the Guest authorizes Popless to collect the Total Price due.

2.11.2.3 Guests may stop a Recurring Payment by notifying Popless orally or in writing at least three (3) business days before the scheduled date of the payment. Popless may require you to give written confirmation of a stop-payment order within fourteen (14) days of an oral notification. If you fail to provide written confirmation within those fourteen (14) days, Popless is not obligated to honor your request to stop any future Recurring Payments. If you have any questions regarding your Recurring Payments, please contact Popless.

2.3 Non-payment

If a Member is in “Default”, meaning the Members fails to pay the Service Fees or any other amounts when due under the Terms of Service, Popless will be entitled to the remedies described in this Section 6.4 in addition to such other remedies that may be available under applicable law. For the avoidance of doubt, Members will be deemed to be in default on the earliest occurrence of any of the following: (a) Member fails to pay the Host Fees when due, (b) Host fails to pay a balance that is due or to bring, within a reasonable period of time but no more than 30 days, an account current after a credit or debit card is declined or expires, (c) Member fails to pay an invoice issued to the Member by Popless within the time period agreed or, if none, within 30 days, (d) Member initiates a chargeback with a bank or other financial institution resulting in a charge made by Popless for Popless Fees or such other amount due being reversed to the Member, or (e) Member takes other actions or fails to take any action that results in a negative or past-due balance on the Member’s account.

If Members are in default, Popless may, without notice, temporarily or permanently close the Members Account and revoke their access to the Popless Platform, including Members authority to use the Site to process any additional payments, open and agreed upon any Engagement, or obtain any additional Host Services from other Members through the Site. However, Members will remain responsible for any amounts that accrue on any open Enagegemnt at the time a limitation is put on the Member’s Account as a result of the default. Without limiting other available remedies, Members must pay Popless upon demand for any amounts owed, plus interest on the outstanding amount at the lesser of one and one-half percent (3.5%) per month or the maximum interest allowed by applicable law, plus attorneys’ fees and other costs of collection to the extent permitted by applicable law.

Popless, at our discretion and to the extent permitted by applicable law, may set off amounts due against other amounts received from Guests or held by Popless for Guests and/or make appropriate reports to credit reporting agencies and law enforcement authorities, and cooperate with credit reporting agencies and law enforcement authorities in any investigation or prosecution.

3. Host Terms

3.1 Payment Collection

Popless generally collects the Total Price of a booking at the time the Guest’s booking request is accepted by the Host, unless noted otherwise.

3.2 Valid Payout Method

In order to receive a Payout you must have a valid Payout Method linked to your Sessions account. When you add a Payout Method to your Popless account, you will be asked to provide information such as name, government identification, tax ID, billing address, and financial instrument information either to Popless or its third-party payment processor(s). Depending on the Payout Method selected additional information may be required, such as: residential address, name on the account, account type, routing number, account number, email address, payout currency, identification number and account information associated with a particular payment processor. Providing requested information is required for a Payout Method to be valid. The information Popless requires for a valid Payout Method may change, and Popless may request additional information at any time; failing to provide requested information may result in Popless temporarily placing a hold, suspending, or canceling any Payout until the information is provided and, if necessary, validated. You authorize Sessions to collect and store your Payout Method information. Popless may also share your information with governmental authorities as required by applicable law.

3.3 Timing of Payout

3.3.1 Popless allows Hosts to Withdraw funds that are available and payable to a Hosts upon Host’s request. A Host can request Withdrawal of available funds any time.

3.3.2 Subject to and conditional upon successful receipt of the payments from Guest, Popless will generally initiate Payouts to your Popless Payout Account: (i) for Sessions, 24 hours after the start of the Session; and (ii) for all other Host Services, at the time specified via the Popless Platform.

3.3.3 Popless may offer you a different Payout time or trigger for payment, which may be subject to additional terms and conditions. For example, certain Hosts in Europe will receive Payouts 48 hours after the Session end-time. Such Payout timeline may be updated once the Host meets certain eligibility criteria. The time it takes to receive Payouts once released by Popless may depend upon the Payout Method you select.

3.4 Payout

Your Payout for a booking will be the Total Price less applicable fees like Popless service fees and applicable taxes. In the event of cancellation of a confirmed booking, Popless will remit the amount you are due (if any) as provided in the Terms and applicable cancellation policy.

3.5 Payout Restrictions

Popless may temporarily place a hold, suspend, or cancel any Payout for purposes of preventing unlawful activity or fraud, risk assessment, security, or completing an investigation; or if we are unable to verify your identity, or to obtain or verify requested information. Furthermore, Popless may temporarily place a hold on, suspend, or delay initiating or processing any Payout due to you under the Terms as a result of high volume Booking cancellations or modifications arising from a Force Majeure Event (as defined below).

If we believe, in our sole discretion, that you have violated the conditions and restrictions of the Terms of Service or this agreement, including by committing or attempting to commit fraud or other illicit acts on or through the Popless Platform, Popless may refuse to process or may hold the disbursement of Host Fees and take such other actions with respect to the Payout Account as we deem appropriate in our sole discretion and in accordance with applicable law.

Without limiting the foregoing, Popless, in its sole discretion and to the extent permitted by applicable law, may also refuse to process or may hold the disbursement of the Host Fees or any other amounts and offset amounts owed to us if: (a) we require additional information, such as Hosts’s tax information, government-issued identification or other proof of identity, address, or date of birth; (b) we have reason to believe the Hosts Fees may be subject to dispute or chargeback; (c) we suspect fraud; (d) we believe there are reasonable grounds for insecurity with respect to the performance of obligations under this Agreement; or (e) we deem it necessary in connection with any investigation or required by applicable law. If, after investigation, we determine that the hold on the disbursement of the Host Fees is no longer necessary, Popless will release such hold as soon as practicable.

3.6 Currency Conversion

Popless will remit your Payouts in the currency you select via the Popless Platform. The currencies available may be limited for regulatory or operational reasons based on factors such as your selected Payout Method, your country of residence, and/or your Popless contracting entity(ies). Any such limitations will be communicated via the Popless Platform, and you will be prompted to select a different currency or Payout Method. Note that payment service providers may impose transaction, currency conversion or other fees based on the currency or Payout Method you select, and Popless is not responsible for any such fees and disclaims all liability in this regard.

3.7 Limits on Payouts

For compliance or operational reasons, Popless may limit the amount of a Payout. If you are due an amount above that limit, Popless may make a series of Payouts (potentially over multiple days) in order to provide your full Payout amount.

3.8 Payment Service Providers

Popless may involve the use of third-party payment service providers. These payment service providers may charge you additional fees when processing Payouts in connection with the Payment Services (including deducting charges from the Payout amount), and Popless is not responsible for any such fees and disclaims all liability in this regard. Your Payout Method may also be subject to additional terms of use. Please review them before using your Payout Method.

3.9 Handling of Funds

Popless may combine amounts that it collects from Guests and invest them as permitted under applicable laws. Popless will retain any interest it earns on those investments.

3.10 Your Payout Method, Your Responsibility

Popless is not responsible for any loss suffered by you as a result of incorrect Payout Method information provided by you.

3.11 Different ways to get paid

3.11.1 Split Payouts

If you provide Host Services jointly with one or more other Hosts as part of a team, business or other organization (“Host Team”), Popless may make available to such Hosts the option to allocate between the members of the Popless Team the total Popless Payout for a booking. Popless will execute such payments at the instruction of one or more members of the Host Team and is not responsible for any losses related to errors or omissions made by the Hosts in providing such payment instructions.

4. Appointment of Popless as Limited Payment Collection Agent

4.1 Each Host, including each Host Team member, hereby appoints Popless as the Host’s payment collection agent solely for the limited purpose of accepting and processing funds from Guests purchasing Host Services on the Host’s behalf.

4.2 Each Host, including each Host Team member, agrees that payment made by a Guest through Popless, shall be considered the same as a payment made directly to the Host, and the Host will provide the Host Service booked by the Guest in the agreed-upon manner as if the Host has received the payment directly from the Guest. Each Host agrees that Popless Payments may refund the Guest in accordance with the Terms. Each Host understands that Popless’ obligation to pay the Host is subject to and conditional upon successful receipt of the associated payments from Guest. Popless guarantees payments to Host(s) only for such amounts that have been successfully received by Popless from Guests in accordance with these Payments Terms. In accepting appointment as the limited payment collection agent of the Host, Popless assumes no liability for any acts or omissions of the Host.

4.3 Each Guest acknowledges and agrees that, notwithstanding the fact that Popless Payments is not a party to the agreement between you and the Host(s), including each Host Team member, Popless acts as each Host’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Host(s). Upon a Guest’s payment of the funds to Popless, the Guest’s payment obligation to the Host(s) for the agreed upon amount is extinguished, and Popless is responsible for remitting the funds successfully received by Popless to the Host(s) in the manner described in these Payments Terms. In the event that Popless does not remit any such amounts, the Host(s) will have recourse only against Popless and not the Guest directly.

5. General Terms

5.1 Fees

Popless may charge fees for use of certain Payment Services and any applicable fees will be disclosed to you in the Terms or via the Popless Platform.

5.2 Payment Authorizations

You authorize Popless to collect from you amounts due pursuant to these Payment Terms and/or the Terms by either (i) charging the Payment Method associated with the relevant booking, or any other Payment Method on file that you authorize in your Popless account (unless you have previously removed the authorization to charge such Payment Method(s)), or (ii) by withholding the amount from your future Payout. Specifically, you authorize Popless to collect from you:

• Any amount due to Popless (e.g., as a result of your bookings, Booking Modifications, cancellations, or other actions as a Guest, Host or Member of the Popless Platform), including reimbursement for costs prepaid by Popless on your behalf. Any funds collected by Popless will set off the amount owed by you to Popless and extinguish your obligation to Popless.

• Any amount due to a Host from a Guest which Popless collects as the Host’s payment collection agent as further set out in Section 4 above.

• Taxes, where applicable and as set out in the Terms.

• Any amount you pay through the Resolution Center in connection with your Popless account.

• Any Damage Claim amounts owed to Popless in accordance with the Terms and Section 6.

• Overstay penalties payable under the Terms, including any cost and expenses incurred in collecting the overstay penalty.

• Any service fees or cancellation fees imposed pursuant to the Terms (e.g., if, as a Host, you cancel a confirmed booking).

• Any amounts already paid to you as a Host despite a Guest cancelling a confirmed booking or Popless deciding that it is necessary to cancel a booking in accordance with the Terms, Guest Refund Policy, Extenuating Circumstances Policy, or other applicable cancellation policy. You agree that in the event you have already been paid, Popless will be entitled to recover the amount of any such guest refund from you, including by subtracting such refund amount out from any future Payouts due to you.

If you owe an amount at any time after a booking, such as with Payment Plan or Recurring Payment charges, Booking Modifications, resolution center payments, or Damage Claims (“Additional Amounts”), you authorize Popless to collect payments for such Additional Amounts by charging your Payment Method associated with the relevant booking without any further action on your part. Popless will notify you in writing before any Additional Amounts are charged.

If your Payment Method associated with the relevant booking is determined to be expired, invalid or otherwise not able to be charged for any reason (such as insufficient funds), you remain responsible for any uncollected amounts and Popless may charge the Payment Method related to your booking again or use any other Payment Method on file associated with your Popless account, if available, to collect such Additional Amounts. Any amount not collected for any reason will be subject to any remedies that may be available, including, but not limited to, referral to a collections agency, or pursuit of available causes of action or claims against you.

If Popless has reason to believe that you as a Host participated in fraudulent activity, such as an overpayment scam, booking fraud or other fraud, and Popless released the payout for such Session, Popless may recoup from you such amount by reducing, setting off or debiting the amount from any future Payouts owed to you.

In addition to any amount due as outlined above, if there are delinquent amounts or chargebacks associated with your Payment Method, you may be charged fees that are incidental to Popless collection of these delinquent amounts and chargebacks. Such fees or charges may include collection fees, convenience fees or other third-party charges.

5.3 Collections

5.3.1 If Popless is unable to collect any amounts you owe under the Terms and these Payments Terms, Popless may engage in collection efforts to recover such amounts from you.

5.3.2 Popless will deem any owed amounts overdue when: (a) for authorized charges, one hundred and twenty (120) days have elapsed after Popless first attempts to charge your Payment Method or the associated services have been provided, whichever is later; and (b) for withholdings from a Host’s future Payouts, two hundred and seventy (270) days have elapsed after the adjustment is made to the Host’s Popless account or the associated services have been provided, whichever is later.

5.3.3 Popless will deem any overdue amounts not collected to be in default when three hundred and sixty five (365) days have elapsed: (a) for authorized charges, after Popless first attempts to charge your Payment Method or the associated services have been provided, whichever is later; and (b) for withholdings from a Host’s future Payouts, after the adjustment is made to the Host’s Popless account or the associated services have been provided, whichever is later.

5.3.4 You hereby explicitly agree that all communications in relation to amounts owed will be made by electronic mail or by phone, as provided to Popless by you. Such communications may be made by Popless, or by anyone on their behalf, including but not limited to a third-party collection agent.

5.4 Payment Processing Errors

5.4.1 Popless will take the necessary steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the original Payout Method or Payment Method used or selected by you, so that you end up receiving or paying the correct amount. This may be performed by Popless or a third party such as your financial institution. We may also take steps to recover funds sent to you in error (including but not limited to an event of duplicate payments made to you due to a processing error), by reducing, setting off and/or debiting the amount of such funds from any future Payouts owed to you.

5.4.2 To the extent you receive any funds in error, you agree to immediately return such funds to Popless.

5.5 Refunds

5.5.1 Any refunds or credits due to a Member pursuant to the Terms, Extenuating Circumstances Policy, Guest Refund Policy, and Experiences Guest Refund Policy will be initiated and remitted by Popless in accordance with these Payments Terms.

5.5.2 Subject to this Section 5.5.2, Popless will initiate the refund process immediately. In certain instances, the refund process may include the option to receive credit in lieu of a cash refund; if this option is made available to you, the timing of your refund will be communicated via the Popless Platform. The time it takes to receive any cash refund or for any pre-authorization of your Payment Method to be released will vary based on the Payment Method and any applicable payment system (e.g., Visa, Mastercard, etc.) rules. In the event of a Force Majeure Event that may affect the processing and settlement of refunds, Popless will initiate and process the refund as soon as is practicable.

5.6 Reimbursements

In addition, notwithstanding any other provision of the Terms of Service and to the extent permitted by applicable law, we reserve the right to seek reimbursement from you, and you will reimburse us, if we: (i) suspect fraud or criminal activity associated with your payment, withdrawal, or Engagement; (ii) discover erroneous or duplicate transactions; or (iii) have supplied our services in accordance with this Agreement yet we receive any chargeback from the Payment Method used by you, or used by your Guest if you are a Host, despite our provision of the Site Services in accordance with this Agreement.

You agree that we have the right to obtain such reimbursement by instructing Popless to charge the applicable Account, and any other accounts you hold with us, offsetting any amounts determined to be owing, deducting amounts from future payments or withdrawals, charging your Payment Method, or obtaining reimbursement from you by any other lawful means. If we are unable to obtain such reimbursement, we may, in addition to any other remedies available under applicable law, temporarily or permanently revoke your access to the Popless Platform and close your Account.

6. Damage Claims and Damage Amounts

6.1 If Popless determines that you are responsible for Damage Claim amounts, pursuant to the Terms, you authorize Popless via Popless Payments to charge the Payment Method used to make the booking in order to collect Damage Claim amounts, up to a maximum amount as set by Popless that may vary by country/region. If Popless is unable to collect from the Payment Method used to make the booking, you agree that Popless may charge any other Payment Method on file in your Popless account at the time of the Damage Claim (unless you have previously removed the authorization to charge such Payment Method(s)).

6.2 You agree that Popless may seek to recover from you under any insurance policies you maintain and that Popless may also pursue against you any remedies it may have available, including, but not limited to, referral to a collections agency, or pursuit of causes of action or claims against you, including in relation to a Damage Claim, or payment requests made by Hosts under the Host Damage Protection.

7. Abandoned Property

If Popless holds funds due to you (e.g., because we are unable to issue you a Payout or refund) or you do not use a gift card or gift credit for the relevant period of time set forth by your state, country, or other governing body in its unclaimed property laws, we may process the funds due to you in accordance with our legal obligations, including by reporting and escheating (sending) such funds to the appropriate governing body as required by applicable unclaimed property laws.

8. Prohibited Activities

8.1 You are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to your use of the Payment Services. In connection with your use of the Payment Services, you may not and you agree that you will not and will not assist or enable others to:

• breach or circumvent any applicable laws or regulations;

• breach or circumvent any agreements with third parties, third-party rights, or the Terms, Additional Legal Terms, Policies, or Standards;

• use the Payment Services for any commercial or other purposes that are not expressly permitted by these Payments Terms;

• register or use any Payment Method or Payout Method with your Popless account that is not yours or you do not have the authorization to use;

• avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Popless or any of Popless’ providers or any other third party to protect the Payment Services;

• take any action that damages or adversely affects, or could damage or adversely affect, the performance or proper functioning of the Payment Services;

• attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Payment Services; or

• violate or infringe anyone else’s rights or otherwise cause harm to anyone.

8.2 You may not use or assist others to use the Payment Services to send or receive funds: (i) into any United States embargoed countries; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals, the U.S. Department of Commerce’s Denied Persons List or Entity List, UK Sanctions List and HM Treasury Department Consolidated List, United Nations Consolidated List or European Union Consolidated List. You represent and warrant that: (i) neither you nor your Host Services are located or take place in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government, UK or European Union list of prohibited or restricted parties. In addition to complying with the above, you must also comply with any relevant export control laws in your local jurisdiction.

9. Force Majeure

Popless shall not be liable for any delay or failure to fulfill any obligation under these Payments Terms resulting from causes outside the reasonable control of Popless, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, epidemics or disease, strikes or shortages of transportation facilities, fuel, energy, labor or materials (“Force Majeure Event”).

10. Disclaimers

10.1 If you choose to use the Payment Services, you do so voluntarily and at your sole risk. To the maximum extent permitted by law, the Payment Services are provided “as is”, without warranty of any kind, either express or implied.

10.2 Notwithstanding Popless’ appointment as the limited payment collection agent of Hosts pursuant to Section 4, Popless explicitly disclaims all liability for any act or omission of any Member or other third party. Popless does not have any duties or obligations as agent for each Host except to the extent expressly set forth in these Payments Terms, and any additional duties or obligations as may be implied by law are, to the maximum extent permitted by applicable law, expressly excluded.

10.3 If we choose to conduct identity verification on any Member, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a Member or guarantee that a Member will not engage in misconduct in the future.

10.4 The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights or warranties which cannot lawfully be excluded. However, the duration of any statutorily required warranties shall be limited to the maximum extent (if any) permitted by law.

11. Liability

11.1 Except as provided in Section 11.2, you acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Payment Services remains with you. If you permit or authorize another person to use your Popless account in any way, you are responsible for the actions taken by that person. Neither Popless nor any other party involved in creating, producing, or delivering the Payment Services will be liable for any incidental, special, exemplary, or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Payments Terms, (ii) from the use of or inability to use the Payment Services, or (iii) from any communications, interactions, or meetings with other Members or other persons with whom you communicate, interact, transact, or meet with as a result of your use of the Payment Services, whether based on warranty, contract, tort (including negligence), product liability, or any other legal theory, and whether or not Popless has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Except for our obligations to pay amounts to applicable Hosts pursuant to these Payments Terms or an approved payment request under the Host Damage Protection, in no event will Popless’ aggregate liability arising out of or in connection with these Payments Terms and your use of the Payment Services including, but not limited to, from your use of or inability to use the Payment Services, exceed (i) the amounts you have paid or owe for bookings via the Popless Platform as a Guest in the twelve (12) month period prior to the event giving rise to the liability, or if you are a Host, the amounts paid by Popless to you in the twelve (12) month period prior to the event giving rise to the liability, or (ii) one hundred U.S. dollars (US$100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Popless Payments and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you. If you reside outside of the U.S., this does not affect Popless Payments’ liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter, or any other liability which cannot be excluded or limited under applicable law.

12. Indemnification

To the maximum extent permitted by applicable law, you agree to release, defend (at Popless’ option), indemnify, and hold Popless and its affiliates and subsidiaries, and their officers, directors, employees, and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Payments Terms; (ii) your improper use of the Payment Services; (iii) your failure, or our failure at your direction, to accurately report, collect or remit taxes; or (iv) your breach of any laws, regulations, or third-party rights.

13. Modification, Term, Termination, and other Measures

13.1 Modification

Except as otherwise required by applicable law, Popless may modify these Payments Terms at any time. If we make material changes to these Payment Terms, we will post the revised Payment Terms on the Popless and update the “Last Updated” date at the top of these Payment Terms. If you are affected by the modification, we will also provide you with notice of the modifications at least thirty (30) days before the date they become effective. If you do not terminate your agreement before the date the revised Payment Terms become effective, your continued use of the Payment Services will constitute acceptance of any changes to the revised Payments Terms.

13.2 Term

This agreement between you and Popless reflected by these Payment Terms is effective when you create a Popless account or use the Payment Services and remains in effect until either you or we terminate this agreement in accordance with Section 13.3.

13.3 Termination

You may terminate this agreement at any time by sending us an email or by deleting your Popless account. Terminating this agreement will also serve as notice to cancel your Popless account pursuant to the Terms. Without limiting our rights specified below, Popless may terminate this agreement for convenience at any time by giving you thirty (30) days' notice via email to your registered email address. Popless may also terminate this agreement immediately without notice if (i) you have materially breached your obligations under this agreement; (ii) you have provided inaccurate, fraudulent, outdated, or incomplete information; (iii) you have violated applicable laws, regulations, or third-party rights; or (iv) Popless believes in good faith that such action is reasonably necessary to protect other Members, Popless, or third parties.

13.4 Suspension and Other Measures

Popless may limit or temporarily or permanently suspend your use of or access to the Payment Services (i) to comply with applicable law, or the order or request of a court, law enforcement, or other administrative agency or governmental body, (ii) if you have breached these Payments Terms, the Terms, applicable laws, regulations or third-party rights, (iii) if you have provided inaccurate, fraudulent, outdated, or incomplete information regarding a Payment Method or Payout Method, (iv) for any amounts you owe under these Payments Term that are overdue or in default, or (v) if Popless believes in good faith that such action is reasonably necessary to protect the personal safety or property of Popless, its Members, or third parties, or to prevent fraud or other illegal activity. Further, for unsuccessful payment due to card expiration, insufficient funds, or otherwise, we may temporarily suspend your access to the Payment Services until we can charge a valid Payment Method.

13.5 Appeal

If Popless takes any of the measures described in Section 13.3 and 13.4 you may appeal such a decision by contacting customer service.

13.6 Effect of Termination

If you cancel your Popless account as a Host or Popless takes any of the measures described above, Popless may provide a full refund to any Guests with confirmed booking(s), and you will not be entitled to any compensation for pending or confirmed bookings that were canceled. If you cancel your Popless account as a Guest, Popless will initiate a refund for any confirmed booking(s) based on the Listing’s cancellation policy. If your access to or use of the Payment Services has been suspended or limited or this agreement has been terminated by us, you may not register a new Popless account or attempt to access and use the Payment Services through a Popless account of another Member.

13.7 Survival

Sections 5 through 20 of these Payments Terms shall survive any termination or expiration of this agreement.

14. Governing Law and Dispute Resolution

14.1 If you are contracting with Popless, these Payments Terms will be interpreted in accordance with the laws of the State of California and the United States of America, without regard to conflict-of-law provisions. Legal proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 15 must be brought in state or federal court in San Francisco, California, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in San Francisco, California.

15. United States Arbitration Agreement

15.1 Application

This Arbitration Agreement only applies to you if you are contracting with Popless. If you are not contracting with Popless, and you nevertheless attempt to bring any legal claim against Popless in the United States, this Arbitration Agreement will apply for determination of the threshold issue of whether this Section 15 applies to you, and all other threshold determinations, including residency, arbitrability, venue, and applicable law.

15.2 Overview of Dispute Resolution Process

Popless is committed to participating in a consumer-friendly dispute resolution process. To that end, these Payment Terms provide for a two-part process for individuals to whom this Section 15 applies: (1) an informal negotiation directly with Popless’s customer service team (described in Section 15.3), and if necessary (2) a binding arbitration administered by the American Arbitration Association (“AAA”). You and Popless each retain the right to seek relief in small claims court as an alternative to arbitration.

15.3 Mandatory Pre-Arbitration Dispute Resolution and Notification

At least 30 days prior to initiating an arbitration, you and Popless each agree to notify the other party of the dispute in writing and attempt in good faith to negotiate an informal resolution. You must send your notice of dispute to Popless by mailing it to Popless’ agent for service: CSC Lawyers Incorporating Service, 2710 Gateway Oaks Drive, Suite 150N, Sacramento, California 95833. Popless will send its notice of dispute to the email address associated with your Popless account. A notice of dispute must include: the party’s name and preferred contact information, a brief description of the dispute, and the relief sought. If the parties are unable to resolve the dispute within the 30-day period, only then may either party commence arbitration by filing a written Demand for Arbitration (available at www.adr.org) with the AAA and providing a copy to the other party as specified in the AAA Rules (available at www.adr.org).

15.4 Agreement to Arbitrate

You and Popless mutually agree that any dispute, claim or controversy arising out of or relating to these Payments Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or any use of the Payment Services (collectively, “Disputes”) will be settled by binding individual arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and Popless agree that the arbitrator will decide that issue.

15.5 Exceptions to Arbitration Agreement

You and Popless each agree that the following causes of action and/or claims for relief are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction (as defined by Section 15): (i) any claim or cause of action seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack); (ii) a request for the remedy of public injunctive relief; or (iii) any individual claim of sexual assault or sexual harassment arising from your use of the Popless or Host Services. You and Popless agree that the remedy of public injunctive relief will proceed after the arbitration of all arbitrable claims, remedies, or causes of action, and will be stayed pending the outcome of the arbitration pursuant to section 3 of the Federal Arbitration Act.

15.6 Arbitration Rules and Governing Law

This Arbitration Agreement evidences a transaction in interstate commerce and the Federal Arbitration Act governs all substantive and procedural interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules”) then in effect, except as modified here. The AAA Rules are available at www.adr.org. In order to initiate arbitration, a completed written demand (available at www.adr.org) must be filed with the AAA and provided to the other party, as specified in the AAA rules.

15.7 Modification to AAA Rules - Arbitration Hearing/Location

In order to make the arbitration most convenient to you, Popless agrees that any required arbitration hearing may be conducted, at your option: (a) in the U.S county where you reside; (b) in San Francisco County; (c) via phone or video conference; or (d) if all parties agree, by solely the submission of documents to the arbitrator.

15.8 Modification of AAA Rules - Attorney’s Fees and Costs

Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Rules and, where appropriate, limited by the AAA Consumer Rules. If such costs are determined by the arbitrator to be excessive, Popless will pay all arbitration fees and expenses. Either party may make a request that the arbitrator award attorneys’ fees and costs upon proving that the other party has asserted a claim, cross-claim or defense that is groundless in fact or law, brought in bad faith or for the purpose of harassment, or is otherwise frivolous, as allowed by applicable law and the AAA Rules.

15.9 Arbitrator’s Decision

The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award any relief allowed by law or the AAA Rules, but declaratory or injunctive relief may be awarded only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.

15.10 Jury Trial Waiver

You and Popless acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.

15.11 No Class Actions or Representative Proceedings

You and Popless acknowledge and agree that, to the fullest extent permitted by law, we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative or consolidated proceeding. Unless we agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If there is a final judicial determination that applicable law precludes enforcement of the waiver contained in this paragraph as to any claim, cause of action or requested remedy, then that claim, cause of action or requested remedy, and only that claim, cause of action or requested remedy, will be severed from this agreement to arbitrate and will be brought in a court of competent jurisdiction. In the event that a claim, cause of action or requested remedy is severed pursuant to this paragraph, then you and we agree that the claims, causes of action or requested remedies that are not subject to arbitration will be stayed until all arbitrable claims, causes of action and requested remedies are resolved by the arbitrator.

15.12 Severability

Except as provided in Section 15.11, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement will be given full force and effect.

15.13 Changes to Agreement to Arbitrate

If Popless changes this Section 15 after the date you last accepted these Payments Terms (or accepted any subsequent changes to these Payments Terms), you may reject that change by sending us written notice (including by email) within thirty (30) days of the date the change is effective. Rejecting a new change, however, does not revoke or alter your prior consent to any earlier agreements to arbitrate any Dispute between you and Popless (or your prior consent to any subsequent changes thereto), which will remain in effect and enforceable as to any Dispute between you and Popless.

15.14 Survival

Except as provided in Section 15.12 and subject to Section 13.7, this Section 15 will survive any termination of these Payments Terms and will continue to apply even if you stop using the Payment Services or terminate your Popless account.

16. Miscellaneous

16.1 Interpreting these Payments Terms

Except as they may be supplemented by additional terms and conditions, policies, guidelines, or standards, these Payments Terms constitute the entire agreement between Popless and you regarding the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Popless and you regarding the Payment Services. If any provision of these Payments Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.

16.2 No Waiver

Popless’ failure to enforce any right or provision in these Payments Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Payments Terms, the exercise by either party of any of its remedies under these Payments Terms will be without prejudice to its other remedies under these Payments Terms or otherwise permitted under law.

16.3 Assignment

You may not assign, transfer, or delegate this agreement or your rights and obligations hereunder without Popless’ prior written consent. Popless may without restriction assign, transfer, or delegate this agreement and any rights and obligations, at its sole discretion, with thirty (30) days’ prior notice.

16.4 Notices

Unless specified otherwise, any notices or other communications permitted or required under this agreement, will be in writing and given by Popless via email or Popless Platform notification, and depending on your notification setting, messaging service (including SMS and WeChat). The date of receipt will be deemed the date on which Popless transmits the notice.

17. Additional Clauses for Users that are Businesses

The following paragraphs also apply if you are using the Payment Services as a representative (“Representative”) acting on behalf a business, company or other legal entity (in such event, for purposes of the Payments Terms, “you” and “your” will refer and apply to that business, company or other legal entity).

17.1 You accept the Payment Terms and you will be responsible for any act or omission of employees or third-party agents using the Payment Service on your behalf.

217.2 You and your Representative individually affirm that you are authorized to provide the information described in Section 2.1 and Section 3.2 and your Representative has the authority to bind you to these Payments Terms. We may require you to provide additional information or documentation demonstrating your Representative’s authority.

17.3 You represent and warrant to us that: (i) you are duly organized, validly existing and in good standing under the laws of the country in which your business is registered and that you are registering for receiving the Payment Services; and (ii) you have all requisite right, power, and authority to enter into this agreement, perform your obligations, and grant the rights, licenses, and authorizations in this agreement.

17.4 If you are using your Payment Method for the benefit of your employees or other authorized third-party in connection with Popless for Work, as permitted by your account, you authorize Popless to charge your Payment Method for bookings requested by employees at your company or other permitted third-party.

17.5 For any Payout Method linked to your Popless account, you authorize Popless to store the Payout Method, remit payments using the Payout Method for bookings associated with your Popless account and take any other action as permitted in the Payments Terms in respect of the Payout Method.

17.6 If you handle, store or otherwise process payment card information on behalf of anyone or any third-party, you agree to comply on an ongoing basis with applicable data privacy and security requirements under the current Payment Card Industry Data Security Standard with regards to the use, access, and storage of such credit card information. For additional information, including tools to help you assess your compliance, see https://www.visa.com/cisp and https://www.mastercard.com/sdp.

18. Contacting Popless Payments

You may contact Popless regarding the Payment Services via the email hello@popless.com. Popless will provide a copy of these Payments Terms on request. If you have any questions about these Payments Terms, please email us.