1. Overview

Topoze is a platform that enables independent service providers ("Sellers") and service purchasers ("Buyers") to transact. We provide tools for communication, proposal delivery, and payment coordination. We are not a party to the underlying services and do not control or guarantee service quality, timelines, or outcomes.

2. Accounts & Eligibility

2.1 Age Requirements

• Sellers: Must meet the age and verification requirements of our payment processor. This includes individuals at least 13 years old with a legal guardian who completes verification and accepts terms on their behalf, or individuals 18 years or older acting independently.
• Buyers: Must be at least 18 years old to make purchases on the platform.

2.2 Account Responsibilities

• Provide accurate and complete information and keep it up to date.
• You are responsible for safeguarding your account and for all activity under it.
• We may suspend or terminate access for suspected fraud, non-compliance, or risk.

3. Use of the Service

Sellers are independent and solely responsible for their services and communications. Buyers are responsible for reviewing proposals and providing accurate instructions. We may offer tools to help deliver communications, but we do not supervise, direct, or control Sellers.

3.1 Service Transaction Agreements

Each transaction facilitated through our platform creates a direct agreement between the Buyer and Seller. When proceeding with payment, all parties acknowledge that:

• The fee proposal email sent to the Buyer contains the complete service description, deliverables, timeline, and pricing
• By completing payment, the Buyer accepts the service terms as described in the fee proposal
• The Seller's obligation is to deliver the service substantially as described in the fee proposal
• Any modifications to service scope after payment require mutual written agreement between Buyer and Seller
• The fee proposal email serves as the service agreement record and should be retained by both parties
• Topoze facilitates the transaction but is not a party to the service agreement
• Service quality or scope disputes should first be attempted to be resolved directly between Buyer and Seller
• Refunds for non-delivery or substantial deviation from the described service may be processed according to Section 5

4. Payments, Taxes & Fees

• Payments are processed by third-party payment processors. Card details are handled by the processor, not by Topoze.
• Prices, applicable taxes, and any platform or processing fees will be disclosed before a Buyer confirms payment. Sellers authorize applicable fees and processing deductions from their payouts.
• Sellers must maintain a valid account with our payment processor and complete any required identity and compliance checks to receive payouts.
• Buyers authorize the charge to their selected payment method for the displayed amount. Taxes are the responsibility of the applicable party under law.

5. Refunds & Chargebacks

Refunds are generally issued by Sellers and processed by our payment processor according to their policies. Topoze may facilitate refunds but does not control processor timelines. In limited cases, the platform may automatically initiate a refund when the Seller fails to deliver within the required timeframe stated in the proposal and after any applicable grace period, subject to applicable law and our policies.

Refund Policy: When a full or partial refund is issued:

• Buyers receive the full or partial refunded amount back to their original payment method
• Platform fees are proportionally refunded
• Payment processing fees are proportionally reversed by the payment processor
• Sellers must maintain sufficient balance in their account to cover potential refunds

Chargebacks and disputes are handled by the payment processor and applicable card networks. Dispute liability is managed according to our payment processor's policies.

6. Third-Party Services

The platform integrates with services provided by third parties — for example: payment, email, and authentication providers. Your use of those services is subject to the third parties' terms and policies. We are not responsible for third-party services.

7. Content & Intellectual Property

• You retain ownership of content you submit. You grant us a limited license to use it to operate the platform.
• Do not upload content you do not have rights to or that violates law or third-party rights.
• Topoze and associated marks, software, and materials are our property or our licensors'.

7.1 File Access and Availability

Transaction files (including proposals, deliverables, and related documents) are available for limited periods:

• Guest Buyers: Proposal files are accessible until payment is completed. Delivery files are accessible for 7 days after payment.
• Registered Users: Transaction files are accessible for up to 12 months.

After these periods, continued file access is not guaranteed. You are responsible for downloading and maintaining copies of any files you wish to retain. Topoze is not liable for files that become inaccessible after the applicable access period.

8. Acceptable Use

The following are prohibited:

• Illegal activities, fraud, money laundering, or financing terrorism.
• Harmful or deceptive conduct, including spam, phishing, or harassment.
• Bypassing fees, interfering with payments, or attempting to access without authorization.
• Uploading malware or content that infringes intellectual property or privacy rights.

8.1 Prohibited and Restricted Business Types

Sellers must comply with our payment processor's prohibited and restricted business policies. Services, products, or business types listed on Stripe's Prohibited and Restricted Businesses list are not permitted on the platform. This includes, but is not limited to, adult content, gambling, illegal products, and other categories specified by our payment processor.

Topoze reserves the right to suspend or terminate accounts offering services that violate these restrictions, even if the business was previously approved. Sellers are responsible for ensuring their services remain compliant with all applicable payment processor policies.

9. Suspension & Termination

We may suspend or terminate access at any time for suspected violation of these Terms, risk, or legal compliance reasons. You may stop using the platform at any time. Certain obligations survive termination, including payment obligations, IP restrictions, disclaimers, and limitations of liability.

10. Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE CONTINUOUS, SECURE, OR ERROR-FREE OPERATION, OR ANY PARTICULAR OUTCOME.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, Topoze WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, EVEN IF ADVISED OF THE POSSIBILITY. OUR AGGREGATE LIABILITY ARISING FROM OR RELATING TO THE PLATFORM WILL NOT EXCEED THE FEES PAID TO US BY YOU IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

12. Indemnification

You agree to defend, indemnify, and hold harmless Topoze and its affiliates, officers, employees, and agents from any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising from your use of the platform, your content, your violation of these Terms, or your violation of any law or third-party rights.

13. Governing Law & Venue

These Terms are governed by United States federal law, without regard to conflict of laws rules. You agree to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute arising out of or relating to these Terms or the platform.

14. Changes to these Terms

We may update these Terms from time to time. For material changes, we will provide reasonable advance notice (for example, via email or in-product notice). Your continued use after the effective date constitutes acceptance of the updated Terms.

15. Contact

Questions about these Terms? Please contact us via our support page at /support. For privacy-related inquiries, see our Privacy Policy.