PAYMENTS TERMS OF SERVICE
Last Modified: May 16, 2025
These Payments Terms of Service (“Payments Terms”) are a binding legal agreement between you and Fairly Inc. and its affiliates (“Fairly”) and govern your access to and use of the Payment Services. These Payments Terms are a supplement to the Fairly Terms of Service, which are incorporated by reference. Capitalized terms used herein that are not otherwise defined herein shall have the meaning provided in the Fairly Terms of Service.
Please read these Payments Terms carefully before you start to use the Payment Services or the Revenue Guarantee (as defined below). By using or accessing the Payment Services or by clicking to accept these Payments Terms when this option is made available to you, you accept and agree to be bound by these Payments Terms, our Terms of Service, and our Privacy Policy. If you do not agree to these Payment Terms, our Terms of Service, or the Privacy Policy, do not use the Payment Services or the Revenue Guarantee.
Introduction. Fairly may offer certain payment services (“the Payment Services”) to you and other users (the “Payment Service Users”), including, but not limited to, facilitating collection of Reservation payments from guests through the payment card networks or through Third Party Listing Channels and facilitating payouts to the external bank account that you have added to your profile in the Fairly Platform (“Linked Account”), and your designated caretaker, taxing authorities, and vendors (“Payees”) associated with the Listed Property. To provide the Payment Services, we may incorporate Payment Services that are provided by another party, as described further in these Terms. Fairly also may offer a revenue guarantee to you and other users (“Revenue Guarantee”), which guarantees a certain amount of revenue on the Fairly platform provided certain terms and conditions are met.
Changes to Terms. We may revise and update these Payments Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Payment Services and Revenue Guarantee thereafter. Your continued use of the Payment Services and Revenue Guarantee following the posting of the revised Payments Terms means that you accept and agree to the changes.
Custodial Accounts
Fairly may incorporate Payment Services of regulated banking providers (“the Processing Bank”) to receive deposits and make payments through the Automated Clearing House (“ACH”) or other payment rails pursuant to an agreement between Fairly and the Processing Bank.
Funds received for Reservations will be deposited to a custodial account maintained by the Processing Bank for the benefit of the Payment Service Users (the “Custodial Account”).
Payments to Payees will be facilitated by Fairly sending instructions to the Processing Bank and the Processing Bank initiating the payout from the Custodial Account to the Payees. Payments to Payees will be authorized and approved by you during your use of the Fairly Platform, including when you accept a fee proposal from a caretaker, when you confirm the tax setup for your Listed Property, when you agree to the Fairly fee, and when you enter a vendor bill for payment.
You expressly authorize Fairly to provide the aforementioned instructions to the Processing Bank and acknowledge that Fairly, when using a Custodial Account, is not providing money transmission, money transfer, or payment services.
You acknowledge that neither Fairly nor its Processing Bank have an obligation to discover and shall not be liable to you for errors made by you, including, but not limited to, inputting incorrect bank account details or authorizing incorrect payment amounts.
The NACHA Operating Rules, Guidelines, and Bylaws (“NACHA Rules”) apply to all payments made by ACH. We reserve the right to change the procedures for transactions from time to time as we deem reasonable or necessary to provide the Payment Services to you or to conform to changes in NACHA Rules, Processing Bank requirements, or other events beyond our control that affect how the Payment Services are provided to you.
You are responsible for payment in full to all Payees, even if your allocated balance in the Custodial Account is not sufficient to cover the payment.
Card Processing Services
Fairly may incorporate Payment Services of payment processors (“the Merchant Processor”) to process reservation payments paid with a debit card, credit card, ACH, or other payment method for our Payment Service Users (“Processing Services”).
You authorize Fairly to provide the required information to the Merchant Processor (or its intermediaries) to create a Processing Services account for you.
By using the Processing Services, you agree to the Paysafe Merchant Services Corp. terms available at https://api-files-sand-pub.s3.amazonaws.com/terms/file_FxboLERRiAMhA2oKAw24M.pdf, which may be amended at any time.
Authorization to Debit Linked Accounts
THIS SECTION PROVIDES AUTHORIZATION TO AUTOMATICALLY DEBIT YOUR LINKED ACCOUNTS FOR ALL AMOUNTS YOU OWE UNDER THE AGREEMENT. PLEASE READ IT THOROUGHLY.
In certain uncommon cases, scheduled payouts to Payees might exceed your allocated balance in the Custodial Account. This would create a shortfall in funding availability and an amount owed by you under the agreement.
You authorize Fairly, its Banking Processing Partner, and their assigns to collect any shortfall by immediately debiting funds from your Linked Account. Fairly will make commercially reasonable efforts to provide prior notice to you in this scenario.
If we use the Automated Clearinghouse ("ACH") network, debits will be governed by the rules established by the National Automated Clearinghouse Association ("NACHA") for business-related ACH debits.
To cancel the debit authorization from a Linked Account, you must provide us (30) days advanced written notice and pay all amounts owed under our agreement immediately. Such withdrawal of a debit authorization does not terminate the agreement or your obligation to pay all amounts owed under the agreement. Your Fairly Usage Rights may be terminated or otherwise limited if you withdraw debit authorization.
Revenue Guarantee
For purposes of the Revenue Guarantee, the following definitions apply:
“Guarantee Period” means the 12-month period starting with the first night of the first booking on Fairly’s platform.
“Baseline Period” means the 12-month period immediately preceding the first night booked on Fairly’s platform.
“Prior Performance Documentation” means the supporting documentation of Net Rental Revenue during the Baseline Period, delivered in a format and including the required data acceptable to Fairly.
“Net Rental Revenue” means the total amount actually received by the Customer from nightly rental charges, excluding any direct fees incurred such as channel listing fees (e.g., Airbnb, VRBO commissions), credit card or payment processing fees, management or service fees (including the Fairly platform fee), and cleaning or service fees that are passed through to third parties and not retained by the Customer. Net Rental Revenue does not include taxes or security deposits, and Net Rental Revenue for the Baseline Period excludes any stays of 30 days or longer.
If the Net Rental Revenue generated by your property during the Guarantee Period is not at least $5,000 higher than your Net Rental Revenue during the Baseline Period, Fairly will reimburse you for the difference, subject to the eligibility and limitations below and not to exceed the Fairly platform fee for that same period. Within a reasonable time after the end of the Revenue Guarantee Measurement Period, Fairly will calculate any amount owed and notify you. Any amounts owed will be paid shortly thereafter.
To be eligible for the Revenue Guarantee, you must meet all of the eligibility requirements below. Failure to meet these requirements may result in any Revenue Guarantee payment calculated above being reduced or voided, at Fairly’s sole reasonable discretion:
Submit your Baseline Period Documentation to Fairly at guarantee@fairly.com within 60 days of the start of the Guarantee Period, and provide any additional supporting documentation requested by Fairly as they verify Net Rental Revenue during the Baseline Period.
Complete onboarding and follow the Fairly platform best practices, including proper calendar setup, pricing configuration, property review monitoring, and caretaker selection.
Subject to any contrary provisions set forth elsewhere in these Terms (such as pricing or minimum stay policies), offer your property for rent through Fairly for the duration of the Guarantee Period in a comparable way to how you operated during the Baseline Period, including maintaining similar availability and booking policies.
Maintain a median minimum stay policy of 2 nights or less during the Guarantee Period.
Maintain pricing that is materially consistent with the Baseline Period, unless otherwise recommended by Fairly through its pricing intelligence tools.
The Revenue Guarantee payment may also be reduced or voided if:
Your property is removed or deactivated for any portion of the Guarantee Period;
Availability is significantly restricted (e.g., blocked dates, off-season closures);
Pricing, guest policies, or booking strategies are materially changed from the Baseline Period;
Your property is delisted or suspended due to noncompliance or performance; or
Your rental property is impacted by events outside of our control, including new laws, property damage, or market disruptions.