ProofPay Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and ProofPay ("ProofPay", "we", "us", or "our") governing your access to and use of the ProofPay mobile application, websites, backend services, and APIs (collectively, the "Platform" or "Services").

By registering an account, accessing, or using the Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, you may not access or use the Platform.

2. Platform Nature: Technology Marketplace Only

ProofPay is an independent communications and sensor-verification technology platform that facilitates connections between independent users seeking tasks performed ("Sponsors") and independent users willing to perform tasks ("Performers").

• Independent Contractors: Performers are independent contractors, not employees, agents, or joint venturers of ProofPay. ProofPay does not employ, train, supervise, or control Performers.
• No Direction or Control: ProofPay has no control over the manner, means, timing, or safety protocols used by Performers. ProofPay does not supply tools, transportation, safety gear, or equipment.
• No Endorsement: ProofPay does not endorse or guarantee the quality, safety, or legality of any task or user. Sponsors and Performers contract solely and directly with each other.

3. Eligibility & Account Security

You must be at least 18 years of age and legally competent to form a binding contract. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

4. Assumption of Risk & Physical Safety Disclaimer

WARNING: TASK PERFORMANCE AND LOCATION VERIFICATION OCCUR IN REAL-WORLD ENVIRONMENTS.

You voluntarily assume all risks, known and unknown, associated with your use of the Platform and the performance or sponsorship of tasks. These risks include, without limitation:

• Physical injury, bodily harm, illness, permanent disability, or death;
• Slips, falls, traffic accidents, collisions, pedestrian hazards, or transit dangers;
• Animal attacks, dog bites, insect stings, or environmental exposures;
• Property damage, vandalism, loss, or theft;
• Encounters with hostile, negligent, or criminal third parties;
• Weather hazards, unsafe terrain, or hazardous premises.

Duty to Comply with Laws & No Trespassing: Performers must obey all traffic laws, pedestrian safety rules, and property rights. Performers must never enter private property without permission, trespass, enter restricted zones, or engage in distracted walking or driving while using the app.

5. Verification Scoring & Sensor Technology Disclaimer

ProofPay uses automated device sensor analysis (GPS, accelerometer, step count, timestamps, and media) to compute an objective verification score (0–100).

You acknowledge that GPS signals, mobile hardware, battery-saver modes, urban canyons, and environmental factors can cause inaccurate, incomplete, or degraded readings. ProofPay makes no warranty that verification scores are error-free or completely immune to spoofing. Automated scores serve as assistive marketplace indicators.

6. Prohibited Activities

You agree not to post, fund, or perform tasks involving: (a) illegal activities or crime; (b) harassment, violence, stalking, or trespassing; (c) controlled substances, prescription drugs, alcohol to minors, or weapons; (d) sexually explicit content; (e) spoofing or tampering with GPS/sensor data; or (f) payment fraud or money laundering. Violations result in immediate termination.

7. Payments, Escrow, Platform Fees & Merchant of Record

• Marketplace Escrow & Custody: When a Sponsor creates or accepts a funded task, the agreed task amount is pre-authorized or charged and held on the platform in escrow until task completion and verification.
• Release of Funds: Upon successful sensor verification and/or Sponsor approval, funds are released to the Performer’s connected payout account.
• Platform Fee: In exchange for access to the Platform, verification engine, and payment escrow administration, ProofPay retains an application service fee from the gross task amount. The platform service fee is 10% of the gross task amount.
• Fee Adjustments: ProofPay reserves the right to revise, adjust, or increase the platform fee percentage or introduce additional transaction or service fees at any time. Any fee adjustments will be communicated through the Platform or by updating these Terms. Continued use of the Platform following any fee adjustment constitutes your acceptance of the updated fee structure.
• Stripe Connect Direct Charges & Merchant of Record: Payments and payouts are processed via Stripe Connect using Direct Charges. The Performer's connected Stripe account acts as the merchant of record for task earnings. All Stripe per-transaction processing fees (the standard Stripe card processing fee of 2.9% + $0.30 per successful card charge) are paid by the Performer's connected account. For example, on a $100.00 task reward, the Sponsor pays $100.00, ProofPay receives $10.00 (10%), the Stripe processing fee is $3.20, and the Performer receives the net remaining $86.80. By participating as a Sponsor or Performer, you agree to comply with Stripe's Services Agreement and Connected Account Agreement. ProofPay is not responsible for bank holds, transfer delays, or account restrictions imposed by payment processors or financial institutions.
• Chargebacks & Fraud: If a Sponsor initiates an illegitimate chargeback, bank reversal, or fraudulent payment, the Sponsor remains personally liable for the full amount plus any associated dispute fees ($15+). Performers acknowledge that payouts funded by fraudulent charges or stolen payment instruments are subject to clawback or reversal.

8. Taxes & Independent Contractor Status

Performers are responsible for all income and self-employment taxes arising from their earnings. Where required by law, ProofPay or Stripe will issue Form 1099-K. Performers are not entitled to unemployment, workers' compensation, minimum wage, or employee benefits.

9. ProofPay Pro Subscription Terms

ProofPay Pro is an optional auto-renewing subscription ($4.99/month) for advanced sensor verification. Subscriptions are billed and managed by Apple App Store (StoreKit) or Google Play Billing via RevenueCat. Subscriptions renew automatically unless canceled at least 24 hours before the period ends. Refunds are governed exclusively by Apple/Google policies.

10. Dispute System

Users are encouraged to resolve issues amicably via in-app messaging. If unresolved, either party may trigger an in-app dispute. ProofPay administrators may review sensor evidence to issue a final administrative determination regarding escrow balances.

11. Intellectual Property

ProofPay owns all rights to the Platform and verification engine. By uploading task proof (photos/videos), you grant ProofPay a license to process and store the media for verification, safety, dispute, and reporting purposes.

12. DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ACCURACY OF SENSOR DATA.

13. LIMITATION OF LIABILITY

IN NO EVENT SHALL PROOFPAY, ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR:

1. ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
2. PERSONAL INJURY, BODILY HARM, EMOTIONAL DISTRESS, DISABILITY, OR DEATH ARISING FROM OR RELATED TO TASKS OR INTERACTIONS BETWEEN USERS;
3. LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL.

IN ALL CASES, PROOFPAY’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS SHALL BE STRICTLY LIMITED TO THE GREATER OF: (A) PLATFORM FEES RETAINED FROM TRANSACTIONS INVOLVING YOU IN THE PRIOR 3 MONTHS, OR (B) ONE HUNDRED DOLLARS ($100.00 USD).

14. Indemnification

You agree to defend, indemnify, and hold harmless ProofPay and its affiliates against any claims, losses, liabilities, damages, and expenses (including attorneys' fees) arising out of your use of the Platform, any task you post or perform, personal injury or property damage caused or suffered by you, or your violation of these Terms.

15. Termination

ProofPay may suspend or terminate your account at any time with or without notice for violation of these Terms or unsafe/fraudulent conduct.

16. BINDING ARBITRATION & CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

16.1 Informal Dispute Resolution

You and ProofPay agree to first attempt to resolve any dispute informally for thirty (30) days by sending written notice to proofpayhelp@gmail.com.

16.2 Agreement to Arbitrate

If unresolved, any dispute, controversy, or claim arising out of or relating to these Terms, the Platform, or any task shall be resolved through final and binding individual arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, rather than in court (except qualifying small claims).

16.3 CLASS ACTION WAIVER

YOU AND PROOFPAY MUTUALLY AGREE THAT ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR CANNOT CONSOLIDATE CLAIMS.

16.4 30-Day Opt-Out Right

You may opt out of this arbitration agreement within thirty (30) days of your first registration by emailing an unequivocal notice to proofpayhelp@gmail.com.

17. Governing Law, Assignment & Severability

17.1 Governing Law & Jurisdiction: These Terms and any dispute, claim, or controversy arising hereunder shall be governed by and construed in accordance with the laws of the State of South Carolina, United States, without regard to its conflict of law principles. To the extent court proceedings are permitted under these Terms (such as to enforce an arbitration award or for qualifying small claims), you and ProofPay agree to submit to the exclusive personal jurisdiction and venue of the state and federal courts located in Greenville County, South Carolina.

17.2 Assignment: ProofPay may freely assign, transfer, or delegate its rights, licenses, and obligations under these Terms, in whole or in part, without restriction, consent, or prior notice, including to an affiliate, subsidiary, successor entity, or in connection with a business reorganization, entity formation (such as the transition from a sole proprietorship to a limited liability company or corporation), merger, sale of assets, or change of control. You may not assign or transfer your account or any rights or obligations under these Terms without our prior written consent.

17.3 Severability & Entire Agreement: If any provision of these Terms is held to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect. These Terms constitute the complete and exclusive agreement between you and ProofPay regarding your use of the Platform.

18. Contact Information

ProofPay Support & Legal
Email: proofpayhelp@gmail.com
Website: https://smoke14cu4.github.io/proofpay-site/
Terms of Service: https://smoke14cu4.github.io/proofpay-site/terms.html