Terms of Service
Last updated: July 2026
These Terms of Service (the “Terms”) form a binding agreement between PayUp, Inc. (“PayUp,” “we,” “us,” or “our”), a Rex Tech Ventures company, and the business, entity, or individual that accesses or uses the PayUp platform (“Customer,” “you,” or “your”). Please read them carefully. They govern your access to and use of PayUp’s websites, applications, dashboards, vendor portals, application programming interfaces, and related vendor payment services (collectively, the “Services”).
1. Acceptance of Terms
By accessing or using the Services, creating an account, clicking to accept these Terms, or otherwise indicating your assent, you agree to be bound by these Terms and by all applicable laws and regulations. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case “you” and “Customer” refer to that entity. If you do not agree to these Terms, you may not access or use the Services. If a separate, signed master subscription agreement or order form exists between you and PayUp, that agreement governs and controls to the extent of any conflict with these Terms.
2. Definitions
“Payment Instruction” means any request, direction, or authorization you submit to the Services to move, hold, or disburse funds, including the identity of the payee, the payment amount, the recipient’s bank, routing, and account details, the payment method (such as ACH transfer, digital check, or physical check mailing), and the intended timing of the payment. “Disbursement Decision” means any decision to make, approve, schedule, hold, release, cancel, or decline any payment or disbursement of funds, including any decision as to whom to pay, how much to pay, by what method to pay, and when to pay. “Vendor” means any supplier, contractor, payee, or other third party to whom you direct a payment through the Services. “Customer Data” means information you submit to or process through the Services, including Vendor records and Payment Instructions.
3. Description of Services
PayUp provides vendor payment automation services for property management companies, including but not limited to: ACH transfers, digital check processing, physical check mailing, vendor self-service portal, and payment reconciliation. The Services are tools that execute the Payment Instructions you submit and that record, route, and reconcile the resulting transactions. PayUp is a technology provider. PayUp does not select your Vendors, does not originate Payment Instructions on your behalf, does not make Disbursement Decisions, and is not a party to any underlying contract, invoice, or obligation between you and any Vendor. The Services are not legal, financial, accounting, tax, or professional advice, and nothing generated by the Services constitutes a recommendation, instruction, or direction to make or withhold any payment.
4. Payment Instructions and Authorization Are the Customer’s Sole Responsibility
You are, and at all times remain, solely responsible for the accuracy, completeness, and authorization of every Payment Instruction you submit to the Services. This includes, without limitation, the identity and eligibility of the payee, the payment amount, the recipient’s bank, routing, and account details, the selected payment method, and the timing of the payment. You are responsible for verifying each of these elements before you submit a Payment Instruction and for ensuring that each Payment Instruction is properly authorized within your organization.
You expressly acknowledge and agree that:
- PayUp executes Payment Instructions as submitted and is entitled to rely on the accuracy and authorization of every Payment Instruction you provide, without any obligation to investigate, confirm, or second-guess it.
- PayUp is not responsible or liable for any payment made in accordance with your Payment Instructions, including any misdirected, duplicate, late, or excess payment that results from inaccurate, incomplete, unauthorized, or fraudulent Payment Instructions.
- Once a Payment Instruction is submitted, it may be processed immediately and may become irrevocable; you are responsible for the consequences of any Payment Instruction you submit, and you may be unable to stop, recall, or reverse a payment.
- You are responsible for maintaining the security of your account and credentials and for all Payment Instructions submitted through your account, whether or not actually authorized by you.
To the fullest extent permitted by law, you assume all risk associated with your Payment Instructions and release PayUp from any claim that a payment was misdirected, duplicated, or otherwise made in error where PayUp executed the Payment Instruction as you submitted it.
5. Customer Is the Sole Decision-Maker for All Disbursement Decisions
You are, and at all times remain, the sole and exclusive decision-maker with respect to every Disbursement Decision. You alone decide whether to pay a Vendor, whom to pay, how much to pay, by what method to pay, and when to pay, and whether to hold, release, cancel, or decline any payment. PayUp neither makes nor participates in any such decision.
You expressly acknowledge and agree that:
- Any Disbursement Decision, including any decision to approve, schedule, hold, or cancel a payment, is made by you in your sole discretion and on your sole responsibility.
- You will not treat the availability of the Services, or any confirmation, status, or reconciliation output, as approval of, or a determination about, the validity, correctness, or advisability of any payment.
- PayUp is not responsible or liable for any Disbursement Decision, for the consequences of any Disbursement Decision, or for any dispute between you and any Vendor regarding whether, when, or how much a Vendor should have been paid.
- PayUp bears no responsibility for any loss, overpayment, underpayment, penalty, late fee, chargeback, or other harm arising from or relating to any Disbursement Decision you make, regardless of any output of the Services.
6. Third-Party Payment Processors and Banks
Payment processing services are provided through our partnership with Stripe Payments Company. Funds are held in FDIC-insured accounts at Fifth Third Bank N.A. Transaction fees and payment terms are outlined in your service agreement. Your use of these payment processing and banking services is subject to the terms, conditions, and policies of Stripe Payments Company, Fifth Third Bank N.A., and any other applicable processor, bank, or financial institution, and you agree to comply with them.
PayUp does not control and is not responsible for the acts, omissions, availability, or performance of these third-party processors and banks. PayUp is not liable for any outage, hold, freeze, reversal, return, delay, or other action or inaction of any processor, bank, or financial institution, or for any resulting failure to process, delay in processing, or interruption of any payment.
7. ACH Rules and Error Resolution
ACH transfers and related electronic transactions processed through the Services are subject to the operating rules and guidelines of the National Automated Clearing House Association (“NACHA”) and to the cutoff times, processing windows, holidays, and settlement schedules of the applicable banks and processors. You agree to comply with the NACHA rules applicable to your transactions. Payment timing is not guaranteed and may be affected by bank cutoff and processing times, weekends, holidays, and third-party review or verification.
You are responsible for reviewing your transaction history, confirmations, and reconciliation records promptly and for promptly notifying PayUp of any suspected error, discrepancy, duplicate, or unauthorized transaction. Your ability to correct, reverse, or recover an ACH or other electronic payment may be limited by NACHA rules and by the policies of the applicable banks and processors, and prompt reporting is essential to preserving whatever rights may be available.
8. No Guarantee of Uninterrupted Processing
PayUp does not warrant or guarantee that the Services, or the processing of any payment, will be uninterrupted, timely, secure, or error-free. The Services depend on third-party processors, banks, networks, and infrastructure that are outside PayUp’s control, and payments may be delayed, held, returned, or rejected for reasons including insufficient funds, incorrect account details, fraud review, risk controls, network downtime, or the acts or omissions of third parties. You are responsible for monitoring the status of your payments and for maintaining alternative means of meeting your obligations to Vendors in the event of any interruption.
9. User Obligations and Acceptable Use
You agree to provide accurate and complete information, maintain the security of your account credentials, and comply with all applicable laws and regulations in connection with your use of our services. You agree to use the Services only for lawful purposes and in accordance with these Terms. You will not misuse the Services, attempt to reverse engineer or circumvent the Services, use the Services to build a competing product, submit data or Payment Instructions you are not authorized to submit, or use the Services to engage in or facilitate money laundering, fraud, or any other unlawful transfer of funds. You are responsible for all activity under your account.
10. Data and Security
You are responsible for the accuracy and lawfulness of the Customer Data you submit, including Vendor records and banking details, and for handling Customer Data in accordance with applicable privacy and data protection laws. While PayUp maintains administrative, technical, and physical safeguards designed to protect Customer Data, no method of transmission or storage is completely secure, and you are responsible for safeguarding your account credentials and for promptly notifying PayUp of any suspected unauthorized access or use of your account.
11. Disclaimer of Warranties
THE SERVICES AND ALL PAYMENT PROCESSING ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, PAYUP DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ANY PAYMENT WILL BE PROCESSED, SETTLED, OR DELIVERED ACCURATELY OR ON TIME.
12. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, PAYUP WILL NOT BE LIABLE FOR ANY PAYMENT MADE IN ACCORDANCE WITH YOUR PAYMENT INSTRUCTIONS, FOR ANY DISBURSEMENT DECISION, OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, FUNDS, DATA, GOODWILL, OR BUSINESS, ARISING OUT OF OR RELATING TO THE SERVICES, ANY PAYMENT INSTRUCTION, ANY MISDIRECTED OR DUPLICATE PAYMENT, OR ANY ACT OR OMISSION OF ANY PROCESSOR, BANK, OR VENDOR, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF PAYUP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, PAYUP’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE FEES PAID BY YOU TO PAYUP FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. Nothing in these Terms excludes or limits any liability or right that cannot be excluded or limited under applicable law, including any non-waivable rights or protections under applicable payments, electronic funds transfer, or consumer law.
13. Indemnification
You agree to defend, indemnify, and hold harmless PayUp and its officers, directors, employees, and agents from and against any claims, damages, liabilities, losses, and expenses (including reasonable attorneys’ fees) arising out of or relating to your Payment Instructions, your Disbursement Decisions, your use of the Services, your Customer Data, your relationships or disputes with any Vendor, or your violation of any applicable law, NACHA or network rule, or of these Terms.
14. Termination and Suspension
Either party may terminate the Services in accordance with the applicable subscription agreement or order form. We may suspend or terminate your access to the Services immediately if you breach these Terms, misuse the Services, present a fraud, credit, or compliance risk, or create risk or legal exposure for PayUp, any processor or bank, or others. Provisions that by their nature should survive termination, including Sections 4 through 13, will survive.
15. Changes to Terms
We may modify the Services or these Terms from time to time. If we make material changes, we will update the “Last updated” date above and, where required, provide additional notice. Your continued use of the Services after changes become effective constitutes your acceptance of the revised Terms.
16. Governing Law and Miscellaneous
These Terms are governed by the laws of the State of Texas, without regard to conflict-of-laws principles. If any provision of these Terms is held unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions will remain in full force and effect. These Terms, together with any applicable subscription agreement or order form, constitute the entire agreement between you and PayUp regarding the Services.
17. Contact
For questions about these Terms of Service, contact us at: sales@payuphq.com
PayUp, Inc.
3517 North Hills Drive
Austin, TX 78731