Terms & Conditions

These Terms & Conditions ("Terms") govern your access to and use of the ZionPe website and dashboard (together, the "Platform") and the services we provide, including payment acceptance, invoicing, payment links, subscriptions, payouts, and UK company formation and compliance tools (the "Services").

By creating an account or using the Services, you agree to these Terms and any policies incorporated by reference. If you do not agree, you must not use the Services.

1. Introduction and definitions

ZionPe is a UK-registered payment technology platform that connects businesses with regulated financial partners to process card payments, issue invoices, create payment links, manage subscriptions and monitor payouts. ZionPe does not hold customer funds; payment processing and settlements are handled by the regulated financial partner under its own terms. These Terms govern the relationship between Micahguru Formations Ltd (trading as ZionPe) and any person or entity using the Platform ("Merchant," "you" or "your"). References to "we", "us" and "our" mean Micahguru Formations Ltd trading as ZionPe.

• Platform – the ZionPe dashboard, related APIs, documentation, websites and mobile applications.
• Connected Account – a payment account provisioned by our financial partner under its own terms and subject to local regulation.
• Customer – a client of the Merchant who pays through the Platform.
• Chargeback / Dispute – a process initiated by a cardholder through their issuing bank to contest a transaction; disputes are governed by card-network rules and by our financial partner.
• Refund – a voluntary return of funds initiated by the Merchant via the Platform.
• Payout – the transfer of funds from the Connected Account to the Merchant's bank account.

2. About us and contact

Micahguru Formations Ltd trading as ZionPe
12 Constance Street, London E16 2DQ, United Kingdom
Phone: +44 78 2849 8154
Email: [email protected]

3. Nature of our Services (no legal or tax advice)

• We provide technology, tools and operational support to help you run your business, accept payments, and (where you purchase those Services) form and manage UK companies.
• Unless expressly stated in writing, we do not provide legal, tax, investment or accounting advice. Information on the Platform is for general guidance.
• You remain responsible for independent professional advice and for ensuring your business meets all legal, tax and regulatory obligations.

4. Scope of service, eligibility and registration

ZionPe provides a technology layer that enables Merchants to accept payments, generate invoices and manage subscriptions. ZionPe does not provide banking services or money transmission on its own behalf. Merchants in the United Kingdom, United States and Canada may use the service where we support them, provided they operate a lawful business and comply with all applicable laws (including payment services, consumer protection, AML/CTF and privacy laws in their jurisdiction).

• You must be at least 18 and have capacity to contract.
• You must provide accurate business registration and identity information and keep it updated.
• Our financial partner will verify identity and business details according to its requirements (including KYC/AML).
• You must keep credentials secure and notify us promptly of unauthorised access.

5. Plans, subscription pricing and billing

• Our plans (e.g. Starter, Business, Enterprise) and ZionPe subscription/billing features are described on the pricing page and in the dashboard. The version at purchase applies to your order.
• Setup and subscription fees are collected via third-party processors (such as Stripe). Paying us constitutes acceptance of the processor's terms.
• If a subscription renews automatically, you authorise charges until you cancel as described at purchase.

6. Company formation and compliance

• Where you request UK company formation, you authorise us to submit applications and supporting information to Companies House and relevant agencies.
• Advertised formation timeframes reflect our internal handling once payment and information are complete; we do not control government processing times.
• Ongoing plan services (registered office, confirmation statements, VAT, bookkeeping, etc.) depend on accurate, timely information from you and any separate engagement terms.
• You remain legally responsible for your company's filings. We assist on your instructions; we are not a director or officer of your company.

7. Invoices, payment links and processing

7.1 Use of tools

• Invoices and payment links are for lawful business transactions only.
• You must not process payments for prohibited or illegal goods or services or in breach of card-network or processor rules.
• You are responsible for accurate tax, pricing and customer details.

7.2 Settlement and payouts

Card and online payments are processed by regulated partners (such as Stripe). Funds settle in your Connected Account under those partners' terms. ZionPe does not hold those funds in its own name, except where a Rolling Reserve is applied as described in section 7.3 below.

Funds are generally scheduled for automatic payouts. If a dispute arises, your account carries a negative balance, or we need to mitigate risk, we may switch your payout schedule to manual and pause disbursements until obligations are cleared. We may apply reserves (including a per-payment Rolling Reserve) based on risk, dispute levels, account tenure, transaction volume and regulatory requirements. We may delay or cancel payouts to comply with law (sanctions, AML/CTF) or to cover balances, fees, refunds, chargebacks or suspected fraud.

7.3 Rolling Reserve

In addition to settlement holds operated by our financial partner, ZionPe may apply a Rolling Reserve: a percentage of each successful payment that is withheld from the Merchant's settlement and held by us as security against future refunds, chargebacks, disputes, fines, fees and any negative balances on the Connected Account. By accepting these Terms you authorise us, on a continuing basis, to debit, retain and apply such amounts from any payment processed through the Platform.

• How much. The percentage and the hold duration are determined by your assigned risk tier and may be adjusted by us in accordance with risk and regulatory considerations. Indicative ranges are 0% to 15% per payment with a hold period of typically 30 to 60 days; the live values applicable to your account are shown on your dashboard and may change with notice.
• How it works. The reserve amount is deducted from each successful payment at the time of settlement, alongside applicable processing and platform fees, and is held by ZionPe in a segregated ledger maintained on our payment-partner platform. It remains the Merchant's economic property and is released back to the Connected Account automatically once the hold window matures, unless lawfully consumed under this section.
• Consumption. Held reserve funds may be applied without further notice to satisfy: (i) refunds you issue or that we are required to issue; (ii) chargebacks, disputes and associated network and platform fees; (iii) negative balances or amounts you owe us; (iv) fraud, sanctions, money-laundering or compliance losses; and (v) fines, penalties or assessments imposed on us by card networks, banks or regulators that arise from your activity. Consumption is logged on your dashboard with a reference to the originating event.
• Release. Reserves not consumed are released to the Connected Account on or shortly after their scheduled release date by way of platform-to-merchant transfer in the original payment currency. We may delay, accelerate or release reserves manually in our reasonable discretion, including to reflect changes in risk profile.
• Exemptions and overrides. We may exempt categories of merchants (for example, established accounts in good standing, paid-plan subscribers, or whitelisted partners) and may apply higher reserve percentages to merchants identified as elevated risk. Per-merchant overrides will be communicated through the dashboard.
• Currency and FX. Reserves are held and released in the original payment currency. ZionPe is not responsible for foreign-exchange variation between hold and release.
• No interest. Reserves do not accrue interest in your favour and are not deposits, e-money or a regulated investment product.
• Termination. If your account is closed or terminated, reserves remain held until the relevant hold periods expire and any outstanding obligations are settled. Residual amounts will be released to your designated bank account thereafter, subject to compliance checks. We may extend the hold where there is open or threatened dispute, fraud, regulatory or legal exposure.
• Set-off. You acknowledge our right of set-off across reserve balances, settlement balances and any other amounts you owe us. Where the reserve is insufficient to cover a loss, the shortfall remains your debt to ZionPe and is recoverable in accordance with section 10.

The Rolling Reserve is operated together with the existing minimum-balance and risk-tier controls described on the Reserve Management section of your dashboard. Where these mechanisms overlap, the more protective term applies.

7.4 Transaction Intelligence and dispute evidence

To protect Customers, Merchants and the platform from fraud and unauthorised use, ZionPe operates a Transaction Intelligence system that captures information about each payment attempt. The data is used solely for fraud detection, dispute defence, regulatory recordkeeping and security investigations, and is retained for up to 18 months from the date of capture (longer where required by law or where it relates to an open dispute, chargeback or investigation).

The following categories of data are collected at the moment a payment is initiated on a checkout page operated by ZionPe (hosted invoices, payment links, embedded checkout, in-person tap-to-pay and plugin integrations):

• Device intelligence: a hashed device fingerprint generated by an open-source library (FingerprintJS), browser type and version, operating system, device model where exposed, screen resolution, viewport size, colour depth, hardware concurrency, timezone, language preferences, connection type, plugins and similar non-identifying signals.
• Network and location: the public IP address from which the payment was made, together with its approximate geo-location (city / region / country), ISP, ASN, and whether the address is associated with a proxy, VPN, Tor exit node or datacentre hosting provider.
• Card and authorisation evidence: the card brand, last four digits, issuing country, funding type, the bank's CVC and Address Verification (AVS) results, and the outcome of any 3-D Secure authentication including version and Electronic Commerce Indicator. We do not store the full card number or CVC.
• Risk evaluation: the Stripe Radar score and outcome attached to the charge, together with any rule that fired. Where the cardholder's browser supports it, we ask Stripe to create a Radar session so the network can evaluate behavioural signals end-to-end.
• Real-time event log: timestamped lifecycle events (page viewed, card entered, 3-D Secure started / completed, payment intent created, charge succeeded or failed, webhook received, dispute opened / closed). This log is used to reconstruct what happened during a transaction when an issuer requests evidence.

We compute a composite Forensic Trust Score (0–100) from these signals together with cross-reference checks between the card country, the cardholder IP location, the billing address and the browser timezone. When a dispute is raised, the relevant Transaction Intelligence summary may be attached to the evidence packet submitted to the issuing bank and the card network.

ZionPe is the data controller for this information in the EEA / UK. We process it on the legal bases of (i) contract performance with our Merchants, (ii) our legitimate interests in fraud prevention, dispute defence and platform integrity, and (iii) compliance with applicable anti-fraud, anti-money-laundering and recordkeeping obligations. We do not sell this data and do not use it for advertising. Cardholders may exercise their statutory rights of access, rectification and erasure by contacting the address listed in our Privacy Notice, subject to the lawful retention periods set out above.

7.5 Limits and fair use

• Plans include monthly allowances for invoices and payment links as shown in the dashboard and pricing materials.
• We may restrict creation when limits are exceeded until upgrade or the next cycle.
• We may act (including suspension) where usage is abusive or inconsistent with fair use.

8. Disputes and chargebacks

Disputes (chargebacks) are initiated by the Customer's bank and governed by card-network rules and our financial partner. ZionPe is not the final decision-maker.

• When a dispute is created, we receive notifications from our partner and record the disputed amount, the card-network dispute fee (amounts vary by currency and network; commonly around USD 15 equivalent) and our dispute administration fee (currently £20 GBP, US$25 or €23, subject to change with notice).
• You must submit compelling evidence through the dashboard within network time limits. We apply an internal 72-hour response window from dispute creation: if you do not submit evidence in time, we may instruct our partner to accept the dispute, after which the dispute may be lost. We send reminders before evidence is due.
• On dispute creation, the disputed amount and network fees are debited from your Connected Account. We may recover our dispute fee immediately from balance or from later settlements. If you win the dispute, the disputed amount and network fee may be reinstated by the partner; our dispute administration fee is not refunded.
• While disputes are open, payouts may be paused. Payouts resume when all disputes are closed and holds are released, subject to other compliance holds.
• ZionPe does not guarantee dispute outcomes and is not liable for losses arising from disputes.

9. Refunds and voluntary credits

A refund is voluntary and Merchant-initiated; a dispute is bank-initiated. Original card-network processing fees are typically not returned on refund. ZionPe charges a refund processing fee (currently £12 GBP or US$15, subject to change). Some integrations record and collect this fee automatically; others may differ—see in-dashboard disclosures. Refunds usually take several business days to appear on the Customer's statement. You must not refund a transaction already in dispute in a way that causes duplicate debits.

10. Fees and charges (processing)

Processing rates, platform fees, dispute fees and refund fees are published on our website and in the app and may change with notice. You authorise ZionPe and its partners to deduct applicable fees, dispute costs, refund fees and other charges from your Connected Account or later payouts. Termination charges, where permitted, reflect reasonable administrative cost.

11. Referral programme

• Share your referral link only with genuinely interested parties; no spam or misleading marketing.
• Rewards move from Pending to Paid after qualifying payments and our checks.
• Payouts may require reaching a minimum threshold; processing is subject to verification.
• We may adjust or withhold rewards where there is abuse, duplicates, chargebacks or refunds.

12. Merchant obligations and acceptable use

You must use the Platform lawfully, meet consumer and privacy obligations, honour lawful refund and dispute rules, and comply with export controls and card-network standards. Prohibited goods and services (including illegal, hazardous or regulated items, fraud and money laundering) are forbidden. You must cooperate with information requests from us or our partner. You must not misuse access, scrape, spam, or attempt to bypass security.

13. Intellectual property

Platform content is owned by or licensed to us and protected by IP laws. You receive a limited, non-exclusive licence for internal business use. No copying or redistribution except as permitted by law or with our consent.

14. Third-party services

Integrations (Stripe, hosting, banks, analytics, etc.) are subject to third-party terms. We are not responsible for losses caused by third parties, including Companies House, HMRC, banks or processors, even where we submit data for you.

15. Service availability

We aim for a reliable service but do not guarantee uninterrupted operation. We may modify or discontinue features with reasonable notice where appropriate.

16. Termination

You may stop using the Services and request account closure subject to completion of outstanding transactions and payment of amounts owed. We may terminate with notice; for certain UK framework contracts, statutory minimum notice periods may apply (including two months for contracts entered before 28 April 2026, or 90 days for contracts entered on or after that date, where applicable). Notices should explain reasons and regulatory complaint routes where required. We may suspend or terminate immediately for breach, suspected fraud or crime, insolvency, or serious risk to our systems or partners, including where prior notice is not permitted by law.

17. Limitation of liability and indemnity

Nothing limits liability that cannot be limited under applicable law. The Platform is provided "as is" and "as available". To the fullest extent permitted, we exclude implied warranties. Our aggregate liability for claims relating to these Terms or the Services is capped at the total fees paid by you to ZionPe in the three months before the event giving rise to the claim. We are not liable for indirect, consequential or special damages or lost profits. You indemnify us against claims arising from your breach, unlawful use, or transactions with Customers.

18. Data protection

Our privacy practices are described in the Privacy Policy.

19. Changes to these Terms

We may amend these Terms for operational, fee or legal reasons. We will give advance notice of material changes (for example by email or dashboard). Continued use after the effective date constitutes acceptance unless you terminate.

20. Governing law and jurisdiction

For Merchants in the United Kingdom, these Terms are governed by the laws of England and Wales. For Merchants in the United States, by the laws of the State of Delaware (without regard to conflict-of-law principles). For Merchants in Canada, by the laws of Ontario. Disputes may be brought in the courts of the applicable jurisdiction.

21. Contact

Questions about these Terms: [email protected].