Master Services Terms

Last updated: 3 September 2026 · previous version (1 September 2026)

Please read these Master Services Terms ("Terms") carefully. They form a binding agreement between you and Aristokrates OÜ and its Affiliates (“AgentaOS”, “we”, or “us”) and govern your access to and use of AgentaOS as a merchant. Where an Affiliate acts as Merchant of Record for a sale, or provides any part of the Service, it does so on these Terms and has the benefit of them. By creating an account, clicking to accept, or using the Service, you accept these Terms and the documents they incorporate by reference, our Privacy Policy, Data Processing Agreement, pricing, and any acceptable-use or restricted-products policy we publish. If you do not agree, you do not have our permission to access the Service and must not use it. These Terms run from the Effective Date defined in Section 17 until terminated under that Section. If you are entering into these Terms for a company or other legal entity, you represent that you have authority to bind it. Plain-language summaries, shown in highlighted notes, are provided for convenience and do not override the clause text.

1. Who we are

AgentaOS (agentaos.ai) is operated by Aristokrates OÜ, Estonian registry code 16961316, Tornimäe tn 3//5//7, 10145 Tallinn, Estonia ("AgentaOS", "we"). "You" means the individual or entity selling Products (productized digital offerings, per Section 5) through the Service (the AgentaOS platform, checkout, dashboard, and APIs). Contact: [email protected]. Capitalised terms are defined where they first appear in bold.

2. What we are to each other

We act as your Merchant of Record (MoR): for every sale, we are the reseller and seller of record to the Buyer. You appoint us as your non-exclusive reseller and grant us, for the term, a worldwide, sublicensable licence to market, resell, and deliver access to your Products, and to handle consumption tax, as seller of record. We set the retail price; the price you configure is the recommended price we normally adopt (stated tax-exclusive, we add each Buyer's tax at checkout). If we ever sell lower, the discount is at our cost, not yours. Give us 30 days' notice before changing a recurring Product's price; where we keep selling at the old price to give Buyers legally required notice, the price payable to you for those sales is the old price less the Transaction Fee.

You stay the owner of your Products and everything about them: creation, delivery, quality, lawfulness, support, and conformity with their descriptions, including updates for as long as a Buyer may reasonably expect; on our request you will remedy a non-conformity within a reasonable period we specify. Because we owe Buyers our own obligations as seller, you reimburse us for what we pay or credit in discharging them, and for promises you make to Buyers.

Some merchants use only our Direct Service (crypto rails, non-MoR); Section 20 replaces the MoR provisions for them.

3. Your account

You must be 18+, able to contract, and authorised to bind your entity. Keep your information accurate and your credentials safe; you're responsible for activity under your Account. One Account unless we agree otherwise. The Service is for business use; where mandatory consumer law nevertheless protects you, it prevails. We may refuse, limit, suspend, or close an Account at our reasonable discretion.

4. Verification and sanctions

We and our Payment Partners (licensed PSPs, EMIs, banks) run KYC/KYB before and during your use, and ongoing due diligence. We may decline transactions, delay Payouts (the amounts payable by us to you), or suspend Accounts to comply with AML, counter-terrorist-financing, and sanctions law, or to manage risk. You warrant that you, your beneficial owners, and your Products comply with applicable law and that none of you is sanctioned or in a comprehensively sanctioned territory.

5. What you may sell

The Service is for productized digital offerings, things a Buyer buys ready-made: software, SaaS, APIs, AI agents · digital products, templates, downloads, e-books · online courses, memberships, digital content · subscriptions and access rights · small standardised setup/onboarding packages ancillary to a digital Product · and Service Packages (productized services), only on Accounts approved under Section 21.

You may not sell or process: anything illegal or infringing; regulated offerings without required licences; weapons, drugs, unlicensed gambling; sexually exploitative material; fraud, deception, pyramid or get-rich schemes, unlicensed financial services; malware or privacy-breaching tools; hate or terror content; pure human services (consulting, coaching, advisory) except approved Service Packages, regulated professional advice may never be sold through the Service; standalone marketing/SEO/ads services except approved Service Packages; custom or per-client-scoped work, ever; physical goods or anything shipped; offerings with no bona fide digital Product (standalone community access, sponsorships, donations); anything presenting unacceptable legal, fraud, or reputational risk or violating network or Payment Partner rules. We maintain a published list of accepted and restricted product categories, which we may update, and we may decline or remove any Product at our reasonable discretion. Don't misuse the Service (no scraping, reverse engineering, malicious code, unreasonable load). If you enable agent payments, you configure and own the guardrails.

6. Fees

Transaction Fees are calculated on the full amount charged to the Buyer (tax included) and deducted in determining the price we pay you, the margin reflects the cost and risk we carry as MoR and is part of our purchase price, not a separate service. The fixed amount is charged in the sale's currency. Other charges: payout administration 1% (min €1/$1) plus the destination's own cost at cost; disputes €35/$35 per card dispute, applied regardless of outcome: the card networks charge it whether the dispute is won or lost, and it is not returned; premium-card surcharge at the published uniform rate; plan fees, dispute fees, and optional features invoiced separately, with Estonian VAT if you're in Estonia; under the reverse charge with a valid EU VAT number; with your Member State's VAT via the One-Stop Shop if you're in the EU without one (until you provide it); without Estonian VAT outside the EU. Genuine pass-throughs (FX, conversion, receiving-bank costs, typically €10–35) carry no markup, ever, and are itemised in your dashboard. We charge nothing for holding a Balance. Amounts you owe beyond your Balance are payable on demand, and you authorise set-off against your Balance (the running account of what we owe you less what you owe us), any Reserve (a withheld portion of it), or future Payouts.

7. Self-billing and taxes

We resell your Products, so you never invoice anyone: we issue Self-Billed Invoices (or payout statements if you're not VAT-registered) in your name for each Payout, covering the sales it pays for at the amounts it pays for them. Your supply is treated as taking place on the date of the Payout that pays for it; an amount held as Reserve or set-off is invoiced on the Payout that releases it. Objection window: 5 business days (manifest errors correctable for 12 months). VAT between us: Estonian VAT if you're in Estonia; reverse charge with a valid EU VAT number; reverse charge in Estonia if you're outside the EU, in the last two cases no VAT is added to what we pay you. Keep your tax details current.

As seller of record we calculate, collect, and remit sales tax/VAT/GST on Buyer sales where required, and issue the Buyer's invoice in our name for the full amount. You never issue a Buyer invoice, never demand payment from a Buyer, never account for tax on the sale.

For clarity: sales where we are Merchant of Record create no VAT or sales-tax obligations for you, no registration, no filings, no invoices to issue, no withholding. Consumption tax on the sale is ours. Taxes on the income you receive (profit, corporate, payroll) remain yours, as with any income. Nothing here is tax advice.

8. Payments, settlement, and payouts

Buyers pay by supported methods (cards, Apple Pay, Google Pay, bank transfer, digital assets). We are not a bank, regulated services come from our licensed Payment Partners. Stablecoins (EURC, USDC) are third-party tokens; if you elect stablecoin Payout, our obligation is discharged on transfer of the nominal amount to your address, and token/issuer/network risk is yours from that moment.

MoR card payments: the Buyer pays us for our own sale; the proceeds are our funds with our Payment Partners. Your entitlement is a contractual claim (Balance), not an interest in specific funds, not a deposit, not escrow, no interest accruing except as Section 9 provides.

Payouts go to your bank account (EUR/USD, or the corridor's currency) or designated wallet, per the payout schedule in your account, minimum thresholds, and verification. Payouts may also be subject to a payout limit shown in your account, calculated as a base allowance plus a multiple of any Reserve held, and adjustable per account as your history builds. The limit affects only how much can be withdrawn at a time; it never reduces your Balance, and where it applies it is displayed in your dashboard before you withdraw. Conversion at the provider's cost. You own the accuracy of your payout details.

Our obligation to pay is conditional on being paid. Where a Payment Partner, network, bank, regulator, or court withholds, reverses, or freezes funds attributable to your sales, the corresponding Payout is suspended and reduced accordingly, except where the situation results from our own breach or negligence. We tell you when we learn of it, work to release it, and pay what we receive when entitled. If received funds can't cover all merchants, claims reduce pro rata. Requirements imposed on us by networks or partners pass through to you immediately.

Charges appear on the Buyer's card statement with a descriptor naming your product or brand as closely as network rules permit, so Buyers recognise the charge.

9. Reserves and holds

What a Reserve is for. A Reserve is an amount of your own funds set aside to meet refunds and Chargebacks (payment reversals or disputes through a card network, bank, or other method) on your past sales as they arise. Disputes do not arrive with the sale: they arrive months later. Where funds have been set aside, a dispute is settled from them quietly and your Account keeps trading. Where they have not, a dispute arriving after Payout puts your Balance into deficit, and the only remaining options are to invoice you for money you have already spent, to withhold your following Payouts in full until it clears, or to stop processing your Account. A Reserve exists so that none of those three is necessary. It also determines how losses you did not cause are funded, stolen-card charges, first-party dispute abuse and coordinated refund fraud all sit with the seller under network rules regardless of fault, without those coming out of your working capital.

Every Account starts with a Reserve, and a clean record removes it. New Accounts open in the Elevated or High band below according to Product category, because a dispute can arrive on any sale and an Account with no settled history gives us nothing to size that risk against. It is not a judgement about you or your Product. The figures below are ceilings, not the rate you will necessarily be held at: your actual rate is shown in your dashboard and is never above your band's ceiling. Standard is earned by your own trading record rather than granted at signup: after 90 days of processing with a dispute rate below 0.5% and no ground below applying, your band moves down and any Reserve above the new band releases. We move you down automatically, without you asking, and publish the reassessment to your dashboard.

The most we will ever hold is the lower of the percentage shown for your band and our good-faith quantification of the specific exposure; the two are never stacked, and we do not hold against sales whose dispute window has closed. Nothing above 15% applies to delivered sales in any band. The delayed-delivery row is not a percentage of volume: it is the value of what a Buyer has paid for and not yet received, which is the only amount genuinely at risk in that model, and it releases as you deliver.

Release is automatic and dated, not discretionary. Each withheld amount releases on the 120th day after the sale that generated it, into your next scheduled Payout, with no request from you; amounts matched to a specific open dispute release within 5 business days of that dispute closing. Most card disputes must be raised within 120 days, counted from the transaction date or, where delivery was due later, from the expected delivery date. A small number of categories carry a longer window under network rules; where one applies to your sales, we tell you before it affects a hold.

When we set or change a Reserve we tell you, in your dashboard, on the same day: the amount and the percentage it represents, the ground relied on, the date it releases, and what would end it. We review every live Reserve at least every 90 days and publish the outcome and reasons; you may ask for a review at any time and we answer within 10 business days with reasons and release conditions. Full list of grounds: elevated refunds/Chargebacks; amounts you owe; suspected fraud/AML/sanctions; breach likely to cause loss; failed verification; third-party claims, court orders, insolvency; pass-through requirements; suspension or termination.

If a hold is finally found to have been impermissible, it carries interest at the Estonian statutory late-payment rate from the day it should have been paid. Amounts you owe us are payable on demand, without set-off by you, with statutory interest and recovery costs if late; we may set off across your Accounts and retain Reserves post-termination while risk subsists.

Where disputes reduce a Reserve below half the level we set, we may replenish it, never above the level originally set, by withholding from your future Payouts first; only where your Balance and upcoming Payouts are insufficient do we charge the shortfall, and then as one consolidated top-up invoice, itemised per transaction, rather than a charge per dispute.

10. Refunds and chargebacks

As seller of record we administer all refunds, disputes, and Chargebacks under law, network and Payment Partner rules, and your published refund policy. You can refund any Buyer, at any time, at no charge, from your dashboard up to the close of the network dispute window, and you may pre-authorise us to refund automatically in situations you define. Beyond that, three different things can send money back, with different rules:

1. A Buyer asks for a refund → your published refund policy decides, subject always to applicable law and network rules (a statutory withdrawal right prevails over any policy); you set the policy, we execute it. A Buyer cannot obtain a refund from us that your own policy refuses.
2. A payment dispute (chargeback) → we defend it together, with your evidence: keep, and give us within 5 business days of request, records evidencing delivery and access for each sale (what, when, to whom). Without them we may treat the dispute as lost and charge it to you.
3. A protective refund, which we may make without your instruction only where one of the following applies, and we will tell you which one did: a network early-warning or fraud alert signals an incoming dispute on that sale; the dispute is not defensible on the records available; the Buyer has not received what they paid for and the delivery date has passed; a statutory withdrawal or consumer right has been exercised; law, a court, a card network rule, or a Payment Partner requires it; or the Buyer has been unable to reach you, and neither have we, for 10 business days after we first contacted you about their complaint. This list is exhaustive.

Why we refund early, and why it is in your interest. A refund made before a dispute is filed costs you the sale amount and nothing else. A dispute costs you €35 whether it is won or lost, because that is what the card networks charge us, and it counts toward the dispute rate the networks monitor your Account against.

Refunding beats disputing whenever the dispute would be lost, and on smaller sales it wins even when the dispute would succeed. Because the €35 applies either way, fighting only pays when the sale is worth more than the fee and the records support you: on a €15 sale the fee is more than twice the sale itself, so no version of contesting it leaves you better off, while on a €49 subscription it is still 71% of the sale. That is why we defend disputes that are defensible, with your evidence, and refund early only where the records show a dispute is not winnable or a network alert says one is already on its way. Refunding early is a decision about which outcome costs you least, not a way of avoiding the work.

You bear the cost of refunds and Chargebacks on your sales plus related fees, deducted from Balance, Reserve, or future Payouts. The debit equals what we refund the Buyer (net of tax we recover) plus any dispute fee. Fees already charged on a refunded sale are not returned (on a fully unwound sale the retained Transaction Fee is a refund-handling charge, invoiced under Section 6's VAT rules). A credit note does not reduce the taxable amount of your supply below nil; any excess is an amount you owe us under Section 9. Excessive refunds or Chargebacks may mean Reserves, added fees, or termination.

For card disputes, deductions and charges apply only to disputes raised within the card networks' published dispute windows; once those windows close for a sale, nothing further is charged for that sale's card disputes. Bank-transfer recalls and direct-debit refunds, treated as Chargebacks above, follow the deadlines of their own payment schemes.

Every refund we initiate without your instruction generates an itemised report to you the same day, naming the sale, the Buyer reference, the amount, and which of the grounds above applied. If you believe a protective refund fell outside those grounds, tell us within 30 days and we will review it and credit it back if we were wrong. Our discretion above is bounded by an exhaustive list and by "required", standards a court can check, and our duty to handle your funds correctly sits outside the aggregate cap (Section 15.4): your claim for a Balance we actually received is expressly excluded from that cap, so a wrongly refunded amount is our debt to the extent of the funds we received.

11. Support; changes to the Service

Support through the Website channels, best-effort, business hours, no guaranteed response time. We may modify, maintain, or discontinue features, with advance notice where feasible; no warranty of uninterrupted or error-free service.

12. Intellectual property

We own the platform, software, and brand; you get a limited, revocable licence to use the Service. You own your Products and Account Content; you license us, worldwide and royalty-free, to host, display, adapt for formatting, and resell them as seller of record, as needed to operate the Service. Feedback you give us is ours to use.

13. Third parties; confidentiality; data

Third-party services (Payment Partners, hosting, analytics) carry their own terms; we're not responsible for third parties' acts or content. Each party protects the other's Confidential Information with reasonable care and uses it only under these Terms (standard exceptions, lawful disclosure with notice where permitted). Personal data: per our Privacy Policy, we are controller for visitor, merchant, and Buyer data we handle as seller of record (payments, tax, invoicing, fraud), and processor under the DPA for merchant-directed features. Your privacy obligations to your customers are yours.

14. Disclaimers

The Service is provided "as is" and "as available", without express, implied, or statutory warranties, to the fullest lawful extent. We don't warrant uninterrupted or error-free operation and are not responsible for your Products. Nothing on the Service is legal, tax, financial, or investment advice.

15. Liability

15.1 Nothing limits liability for fraud, intentional breach, death or personal injury by negligence, or anything that can't lawfully be limited. 15.2 The Fees price the risk allocation here; these limits are the basis of the bargain. 15.3 No liability, to the fullest lawful extent, for indirect or consequential loss: lost profit, revenue, savings, data, goodwill, business interruption, wasted expenditure. 15.4 Aggregate cap: the greater of €2,000 or Net Fees of the prior 6 months (fees less what we paid Partners/networks on the same transactions; calculation summary on request, independently verifiable at our cost). Connected events count once. The cap does not apply to your claim for a Balance we actually received, that claim is limited by 15.5 instead. 15.5 For Payouts and Balances, our liability never exceeds what we actually received and are entitled to keep for your sales. 15.6 No liability for acts permitted under Sections 8, 9, 10, 17, or 21, nor for third parties (Partners, banks, networks, regulators) except where caused by our own breach or negligence. 15.7 Notify claims promptly; proceedings within 12 months of awareness (not applicable to Balance claims, 15.1 matters, or where law mandates longer). 15.8 These limits apply however a claim arises, benefit our affiliates and staff (you will bring claims connected with the Service against us, not against them), and operate separately.

16. Indemnities

You indemnify us (and affiliates and staff) against claims arising from your Products, Account Content, breaches, taxes that are yours, misrepresentations, and network or regulator fines connected to your sales, with the defense-control and settlement-consent mechanics as before. We indemnify you against third-party claims arising from our operation of the checkout and payment processing. Each party is responsible for what it controls.

17. Term and termination

Effective when you create an Account or first use the Service; ends when the Account closes or these Terms terminate. You may leave anytime. We may suspend immediately where reasonably necessary (breach, failed verification, fraud, risk, legal requirement) and terminate on reasonable notice, or immediately on those grounds. On termination we stop selling, settle undisputed Payouts subject to fees and Reserves, and may retain a Reserve for a reasonable period (Chargebacks outlive sales). Surviving sections: accrued fees; Sections 7, 8, 9, 10, 12, 13, 14, 15, 16, 19, 20 and 21; and our rights to withhold, deduct, set off, and recover, exercisable after termination while the relevant risk or obligation subsists.

18. Changes to these Terms

We may amend with a revised "Last updated" date; superseded versions stay in the archive. Immediate effect for new merchants; 30 days' notice of material changes for existing Accounts, except changes in your favour, optional features, error corrections, or those required by law, regulators, Partners, or security, which may be immediate. Continued use is acceptance; close your Account before effect if you disagree.

19. Governing law, force majeure, interpretation, general

Law: Estonian law; exclusive jurisdiction of Harju County Court, Tallinn, subject to any mandatory consumer-protection rights that apply to you despite your business-use representation, which prevail. Good-faith negotiation first. Force majeure: neither party is liable for failures beyond reasonable control (disasters, war, epidemics, strikes, network/bank/Partner failures, acts of government), payment obligations already due excepted; mitigate reasonably. Interpretation: "days" means calendar days; a "business day" is any day other than a Saturday, Sunday, or a public holiday in Estonia. General: entire agreement (with incorporated documents; DPA governs data conflicts); severability; no waiver by non-enforcement; no assignment by you without consent (we may assign to affiliates/successors); independent contractors; notices to [email protected], to you by email or dashboard; English controls.

20. Direct Service (non-MoR crypto rails)

Where you use only the Direct Service: we are a technology and infrastructure provider, not MoR, not seller, no MiCA crypto-asset services (those come from authorised partners under their terms). You are the seller: your customer relationships, your invoices, your taxes (Sections 7's self-billing and Buyer-invoicing rules don't apply). Settlement is non-custodial to accounts you control; we never hold your funds. Refunds, disputes, and compliance are yours. Direct Service fees are published or agreed rails fees, invoiced with VAT per Section 6. All other sections continue to apply; Section 21 does not, and because you hold no Balance in the Direct Service, Section 9 applies only to amounts you owe us and our rights of deduction and set-off.

21. Service Packages (productized services)

What qualifies: a service sold the way a product is sold, contents, deliverable, exclusions, price, and delivery window fixed in advance, identical for every Buyer, no proposals or negotiation. The Buyer may supply inputs; the Buyer may not change scope, deliverable, or price. Worked out per client = custom work = never allowed, whatever it's called. Delivery must be evidenceable in durable digital form (a package delivered only in live conversation doesn't qualify). Recurring packages: each period is a separate sale.

Approval: at our reasonable discretion, per Account (not per package), scoped to the offering and URL verified at application; sell outside scope only with prior written approval; tell us if your site or offering changes. We may review, require changes to, or remove any package without notice. A package outside scope or below this Section's bar gets none of this Section's protections, is a breach, and Sections 8–10 apply in full.

Structure and payout: you sell the package to us; we resell as MoR; the Buyer's contract is with us; no exclusivity, your other channels and Buyers stay yours. You're an independent contractor. Payout releases when (a) the Buyer's payment has cleared undisputed and (b) delivery is confirmed, then within 5 business days, subject to Sections 8–10. Consumer withdrawal rights extend the release to the withdrawal period's end (14 days from order confirmation, earlier on full performance per Buyer Terms, never beyond 60 days). Purchase-and-resale, not escrow.

Delivery confirmation, the first of: (a) the Buyer's written confirmation; (b) your delivery evidence to us, followed by 7 days without Buyer objection (we notify the Buyer of the window; notice and reply join the dispute record); or (c) delivery records in a system we can reasonably verify. An objection pauses confirmation. Evidence must be durable, digital, reproducible to Buyers, Partners, networks, or authorities, showing what was delivered, when, to whom, kept for 18 months and produced on request; without it we may treat a dispute as lost and charge it to you. A package undelivered by its window plus 14 days is refunded in full, unless the Buyer agrees in writing to a new date.

Reserve (minimum), in addition to Section 9: a rolling Reserve of at least 10% per Service Package sale, held at least 120 days from that sale's Payout release; open disputes extend their own amount. We may set more where risk requires.

Refunds, Chargebacks, withdrawals, Section 10 applies, plus: a sale disputed before Payout isn't paid out, and a lost dispute cancels its Payout; amounts arising after Payout (Chargeback, refund, statutory withdrawal) you return within 10 business days of notice, or we offset against Reserve and future Payouts; on partial statutory withdrawal you return what we refund, and the sale's Fee is not returned; evidence within 5 business days of request.

Fees, per-sale Fees for Service Packages are those shown in your account (may include a per-sale minimum; changeable on Section 18 notice); each is a Transaction Fee, always a deduction from what we pay you and never added to the Buyer's price, if you want a higher amount to reach you, raise your list price. Payout administration, plan, and dispute fees apply as in Section 6. Every Fee taken appears on your Payout statement.

Deliverables, rights pass to the Buyer once paid and delivered, to the extent the package description states, through the resale chain (you to us, us onward); independent of Payout timing. We take no rights beyond reselling and displaying the package. You warrant the work is yours or licensed, non-infringing, and accurately described, and indemnify us for claims arising from the work itself.

Buyer information, we share only what delivery needs; you use it only to deliver, never market without the Buyer's own consent, never receive card data.

In-flight termination, if the Account or these Terms end with a sold-but-undelivered package, we may require you to complete delivery at your cost or refund the Buyer and recover from you; the payout conditions keep applying to that sale.

Acceptance, this Section binds you when you accept it in a recorded way: applying or completing verification for Service Packages with this Section identified, ticking a box naming it, or confirming from your registered email. We keep the record (version, date) and share it on request; material changes apply to sales made after Section 18 notice.

Contact

Aristokrates OÜ · Tornimäe tn 3 // 5 // 7, Kesklinna linnaosa, 10145 Tallinn, Harju maakond, Estonia · Registry code 16961316 · EU VAT EE102810130 · [email protected]