ConvoAds Payment Terms

These ConvoAds Payment Terms ("Payment Terms") apply to all transactions on the Services and are incorporated into the Advertiser Terms and Publisher Terms.

1. Payment Processing; Merchant of Record

1.1 Payment providers.

ConvoAds uses Stripe and/or other payment service providers ("PSPs") to process payments.

1.2 Merchant of record.

For transactions where Stripe (or an applicable Stripe entity) acts as merchant of record, Stripe will process payment transactions and may apply its own terms, fraud controls, and compliance requirements to those transactions.

1.3 No banking relationship.

ConvoAds is not a bank and does not offer deposit accounts.

2. Verification and Compliance

2.1 Basic business identification verification.

ConvoAds may require basic business identification verification for Advertisers and Publishers, including verification of entity name, address, beneficial ownership information (as applicable), and tax documentation. ConvoAds may suspend access or withhold payouts until verification is completed.

2.2 Sanctions and legal compliance.

Users may not use the Services in violation of applicable sanctions, export controls, or other laws.

3. Advertiser Billing Models

3.1 Prepay.

If prepay applies, campaigns may pause when available balance is insufficient.

3.2 Postpay/invoicing.

If postpay applies, ConvoAds may set credit limits, require deposits, or adjust payment terms based on risk and payment history.

3.3 Authorization.

Advertiser authorizes ConvoAds and/or the applicable PSP to charge the payment method on file for Fees owed under the Agreement.

3.4 Late payments.

Past-due balances accrue interest at 1.5% per month (or the maximum lawful rate) plus reasonable collection costs.

4. Publisher Payouts (Net-60; $250 Threshold; ACH)

4.1 Payout timing.

Subject to holds, thresholds, and adjustments, ConvoAds will pay Publisher Revenue within 60 days after the end of each calendar month in which revenue was earned (Net-60).

4.2 Minimum threshold.

Publisher payouts will be issued only when the payable balance meets or exceeds $250; otherwise the balance rolls forward.

4.3 Method.

Payouts are made via ACH to the bank account designated by Publisher. Publisher is responsible for providing accurate payout details.

5. Holds; Withholding; Setoff; Clawbacks

5.1 Holds.

ConvoAds may hold payouts for suspected IVT, policy violations, chargeback risk, compliance verification, or security risk.

5.2 Setoff.

ConvoAds may offset amounts owed to a party against amounts that party owes ConvoAds (including indemnity obligations).

5.3 Chargebacks and reversals.

If buyer payments are reversed, ConvoAds may reverse corresponding Publisher Revenue.

5.4 IVT clawback (180 days).

ConvoAds may adjust and claw back amounts attributable to IVT identified up to 180 days after the end of the month for the relevant traffic.

6. Refunds; Credits

6.1 Advertiser refunds.

Unless required by law or expressly stated in an Order, refunds are not guaranteed. ConvoAds may issue credits for IVT or service issues in its discretion.

6.2 Pass-through adjustments.

Credits, refunds, or nonpayment by Advertisers due to IVT or policy violations may reduce Publisher Revenue.

7. Taxes; Withholding; Records

Publishers must provide required tax forms (W-9/W-8, etc.). ConvoAds may withhold as required by law. Parties will maintain settlement records for 3 years.

8. Disputes

Payment disputes must be raised within 30 days of the relevant invoice or statement, consistent with the dispute windows in the Advertiser Terms and Publisher Terms.

9. Arbitration; Class Action Waiver; Delaware Venue

Dispute resolution, arbitration, class action waiver, and Delaware venue terms are as set forth in the Advertiser Terms and incorporated herein.

10. Notices; Contact

Legal notices to ConvoAds must be sent to info@convoads.ai.