Payment Service Description (PSD)

Applies to: All users of the Platform
Governing law: Laws of the Hong Kong Special Administrative Region
Relationship with other documents: This document supplements the payment and settlement provisions of the Platform-Wide General Terms of Service (F1) and, together with the Customer AI Service Terms (F2), the Supplier Agreement (F3), the Privacy Policy (F5) and the Acceptable Use Policy (F6, AUP), constitutes the entire agreement.

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Table of Contents

• Chapter 1 - Platform Fee Structure
• Chapter 2 - Nature of Credits
• Chapter 3 - Metered Usage and Managed Service Reservations
• Chapter 4 - Service Fees and Settlement
• Chapter 5 - Payment Arrangements
• Chapter 6 - Dispute Handling
• Chapter 7 - Payout Procedures
• Chapter 8 - Anti-Money Laundering and Tax Compliance
• Appendix A - Cross-References to Other Documents

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Chapter 1 - Platform Fee Structure

Article 1 - Scope of Customer Payment Obligations

1.1 A Customer may purchase Agelo Credits through a payment method designated by Agelo for use as closed-loop service units for Agelo AI Services. Payment is processed under the rules of a third-party payment service provider engaged by Agelo. Any payment-provider fee payable by the Customer at checkout is determined under the then-current rules of that payment provider, the relevant card network and the payment method used by the Customer and is not a fixed service fee charged by Agelo.

1.2 Agelo does not charge a separate Agelo Service Charge, Platform service fee or fixed-percentage transaction fee for the purchase of Agelo Credits or use of Agelo AI Services.

For Metered Interactive Consumption, the applicable Credit amount, estimate, rate or charging basis is displayed in the Platform interface before the User confirms the relevant paid action.

For Managed Service Consumption, the estimated customer-facing charge is reflected in the number of Agelo Credits stated in the Resource Estimate.

1.3 Agelo may impose limits on an individual purchase, aggregate purchases during a specified period and the maximum account balance based on risk management, payment method, account-verification status, applicable law and payment-partner requirements. The applicable limits will be displayed on the purchase page or in the Credits Policy.

Article 2 - Provider Compensation

2.1 For eligible Agent Contribution Services, Agelo pays the Provider a fiat-denominated Provider Service Fee under the Supplier Agreement and the Supplier Compensation Policy.

2.2 Unless a different percentage is clearly displayed and accepted before the relevant usage occurs, the standard Provider Service Fee equals 80% of Eligible Net Service Revenue.

2.3 Eligible Net Service Revenue is calculated from the fiat-denominated Agent Service Price Snapshot and the deductions expressly listed in the Provider Agreement and Supplier Compensation Policy. It is not calculated by redeeming or transferring Agelo Credits.

2.4 Agelo retains the remaining 20% as the Agelo Platform Portion for Buyer Agent coordination, A2A orchestration, customer acquisition, payment processing, customer support, compliance, moderation, fraud prevention, dispute administration and Platform operations.

2.5 Under the standard rate, Customer card-processing fees and a separate Agelo platform fee are not deducted from the 80% Provider Service Fee.

2.6 Third-party payout fees, bank fees, actual foreign-exchange differences and legally required withholding taxes may reduce the Net Payout Amount and must be itemised separately.

2.7 Provider compensation is an independent B2B arrangement between Agelo and the Provider. It does not constitute a payment by a Customer to a Provider, collection by Agelo on behalf of a Provider or redemption of Agelo Credits for cash.

Article 3 - Refund-Related Treatment of Provider Service Fees

3.1 Before Agelo completes delivery, Reserved Credits released because a Consumption is interrupted or incomplete, including the corresponding unconsumed Agelo Credits amount, will be restored to the User's available balance. This is a restoration of status in the Credits ledger and is not a refund.

3.2 After Agelo completes delivery, treatment of Consumed Credits, returns of Agelo Credits, refunds to the original payment method and Chargebacks is governed by Article 10 of this document, Article 26 of F1 and applicable law.

3.3 Customer-side Credits or refund processing and Provider-side adjustments to Provider Service Fees are separate legal and ledger procedures. A User does not acquire any right to a Provider Service Fee by reason of a refund or return of Credits, and a Provider does not acquire any ownership right in Customer Credits by reason of eligible Agent usage.

Article 4 - Fee Adjustments

4.1 The Platform may adjust the fee structure set out in this document by notifying Users at least 30 days before the effective date and publishing the adjustment in the Platform interface.

4.2 A material change to a rate must be notified under the 30-day advance-notice procedure in the Platform-Wide General Terms of Service (F1 §3.2), and consent through continued use must be obtained from the User.

4.3 A rate adjustment applies only to an Agelo AI Service Consumption initiated after notice has been given. A Consumption formed before notice is not affected by a subsequent adjustment.

4.4 Refund Determinations: After receiving a refund complaint, Agelo will classify and handle the matter under the Supplier Compensation Policy and the Supplier Agreement. For an objectively verifiable event, including a duplicate charge, technical error, Provider Contribution Failure, AUP violation, fraud or external-bank Chargeback, Agelo may issue a refund directly and adjust the related Provider Service Fee. Where the request is based on a User's subjective dissatisfaction, Agelo may deal with the request in the exercise of its reasonable discretion.

4.5 A Provider may submit an objection to Agelo, in the form of a Provider Appeal, within 30 days after becoming aware of an adjustment to a Provider Service Fee and must provide relevant evidence. Agelo will review and respond to the matter under the Supplier Agreement.

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Chapter 2 - Nature of Credits

Article 5 - Three Fundamental Restrictions on Credits

5.1 The three fundamental restrictions applicable to Agelo Credits - that they may not be transferred between Users, redeemed for fiat currency or used outside the Platform - are governed by the Platform-Wide General Terms of Service (F1 §9.4).

5.2 A breach of those restrictions will be handled in accordance with F1 §9.4.

Article 6 - Purchase of Agelo Credits

6.1 A Customer may purchase Agelo Credits through a payment method designated by Agelo. Payment is processed under the rules of a third-party payment service provider.

6.1a Credit Package Pricing: Agelo offers Credit packages at the fiat-currency price displayed before checkout. Each package states the total price, currency, number of Credits included, applicable expiry information and any package-specific conditions.

The purchase price of a package does not cause Agelo Credits to become a transferable fiat-currency balance, payment account, bank deposit or cash-equivalent instrument.

6.1b Promotions, Discounts and Grants: Agelo may from time to time offer promotional pricing, discounts, bundled purchase terms, bonus Credits, courtesy Credits or granted Credits. The effective price paid per Credit, refundability, expiry, eligibility conditions and permitted use of promotional or granted Credits may differ from the default purchase flow if those differences are disclosed at the time of the relevant offer or grant.

6.2 Agelo may use 3D Secure or another payment-authentication method and may reject a payment that fails authentication or presents an excessive risk.

6.3 Agelo may impose limits on an individual purchase, aggregate purchases during a specified period and the maximum account balance. The applicable limits will be displayed on the purchase page or in the Credits Policy.

Article 7 - Invoices for Credits

7.1 When a Customer completes a card payment to purchase Agelo Credits, the Platform will issue an invoice or receipt in accordance with law and send it to the Customer's registered email address.

7.2 Loss, deletion or non-receipt of an invoice does not affect its legal validity.

Article 8 - Expiry Following 12 Months of Inactivity

8.1 The rule under which Agelo Credits expire following 12 months of inactivity is governed by the Platform-Wide General Terms of Service (F1 §15).

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Article 8A - Metered Interactive Consumption

8A.1 Eligible Buyer Agent interactions, model inference, token usage, tool calls, file analysis, orchestration and other standalone Agelo AI functionality may consume Agelo Credits independently of a Managed Service Consumption.

8A.2 The Platform will display the applicable Credit amount, estimate, rate or charging basis before the User confirms the relevant paid action.

8A.3 Credits for Metered Interactive Consumption become Consumed Credits when Agelo supplies the relevant functionality.

8A.4 Metered Interactive Consumption is a customer-facing purchase and use of Agelo AI Services from Agelo. It does not constitute a payment, transfer, allocation or redemption of Credits in favour of an Expert Agent Provider or Connected Account.

8A.5 If the relevant paid functionality is not supplied because of a verified technical or processing failure, Agelo will not permanently consume the affected Credits or will restore them to the User's available Credits.

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Chapter 3 - Metered Usage and Managed Service Reservations

Article 9 - Credits Reservation for Managed Service Consumption

9.1 A Managed Service Consumption is formed once the User confirms the Resource Estimate and applicable service conditions. That confirmation creates a contract solely between the User and Agelo.

9.2 The corresponding Agelo Credits will move from the User's available Credits to Reserved Credits and may not be used for another purpose before the Managed Service Consumption is completed, interrupted or cancelled.

9.2a For a Managed Service Consumption, Reserved Credits may be applied only to Agelo AI Services provided by Agelo, including Buyer Agent requirements clarification, orchestration and upstream execution contributed by Expert Agents invoked by Agelo.

A User does not allocate Credits to, pay Credits to, transfer Credits to or maintain a separate Credits balance with an individual Expert Agent Provider.

9.3 Credits Reservation is solely a change of status in Agelo's internal service ledger and does not trigger payment to an Expert Agent Provider, a Connected Account transfer or a bank payout.

Article 10 - Release, Return and Refund of Credits

10.1 Interruption Before Delivery of a Managed Service Consumption: If a Managed Service Consumption is interrupted, fails or remains incomplete before Agelo completes delivery, Agelo may re-execute the service, invoke a substitute Agent or release all or part of the Reserved Credits and restore them to the User's available Credits.

10.2 Remedy After Delivery: After Agelo completes delivery, if a duplicate charge, technical error, objective inconsistency between the delivery and the Resource Estimate, Provider Contribution Failure, AUP violation, fraud or another verifiable event occurs, Agelo may provide re-execution, a return of Credits, or a partial or full refund to the original payment method.

10.2a Metered Usage Already Supplied: Credits consumed for Metered Interactive Consumption already supplied by Agelo, including Buyer Agent interactions, model or tool usage, file analysis and orchestration, are generally non-refundable. A Customer's decision not to proceed with a Managed Service Consumption does not reverse such use.

10.3 Subjective Dissatisfaction: Subjective preferences, unfamiliarity with operation of the Platform or generative-AI limitations expressly disclosed in the original Resource Estimate do not, in principle, create an automatic entitlement to a refund. Agelo may nevertheless provide a remedy on a case-by-case basis and in accordance with applicable law. Monetary refunds are assessed by Agelo under the Customer Complaint procedure, the Credits Policy and applicable law.

10.4 Submission Period: A general delivery objection must be raised within the seven-day usage-evaluation period under F2. A duplicate charge, unauthorised payment, fraud, Chargeback or matter subject to a different legal period will be handled under the applicable payment rules and law.

10.5 Adjustment to Provider Service Fees: Under the Provider Agreement, Agelo may separately cancel a Pending Provider Service Fee, set off an Available Provider Service Fee or recover an amount already settled. That procedure is separate from the User refund process.

10.6 Provider Objection: A Provider that disputes a compensation adjustment may submit a Provider Appeal under the Provider Agreement.

10.7 External Rights: This Article does not restrict any right available to a User or Provider under law, card-network rules or an arbitration or court procedure.

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Chapter 4 - Service Fees and Settlement

Article 11 - Application of Provider Compensation

11.1 The Provider Share Percentage, Agent Service Price Snapshot, Eligible Net Service Revenue, Provider Service Fee and Agelo Platform Portion are calculated under Article 2 of this document, Article 10 of the Supplier Agreement and the Supplier Compensation Policy.

11.2 The Agelo Platform Portion is retained by Agelo and is not invoiced to or deducted from the Provider as an additional fee.

11.3 The Provider Dashboard must show the applicable calculation before a Provider accepts the relevant Managed Service Consumption and must retain the accepted calculation snapshot after completion.

Article 12 - Net Payout Formula

Provider Service Fee = Eligible Net Service Revenue × Provider Share Percentage

Net Payout Amount = Available Provider Service Fee

• taxes required to be withheld by law
• third-party payout and bank fees actually incurred
• actual foreign-exchange differences
• adjustment items lawfully set off under the Provider Agreement

Customer card-processing fees and the Agelo Platform Portion are not deductions from the standard Provider Service Fee.

Article 13 - Timing of Ledger Entries

Credits Reservation does not create a Provider Service Fee. After Agelo completes delivery of the Final Deliverables, Agelo calculates the related Provider Service Fee from the accepted Agent Service Price Snapshot and records it as a Pending Provider Service Fee. It becomes an Available Provider Service Fee only after completion of the usage-evaluation period and any necessary refund, fraud, compliance, sanctions or risk-control review. These ledger statuses are separate from Agelo’s accounting recognition of revenue, contract liabilities and costs.

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Chapter 5 - Payment Arrangements

Numbering note: This Chapter was identified as Chapter 6 in an earlier version of the source document.

Article 14 - Licensed Financial Institutions

14.1 Reliance on, and limitations relating to, licensed financial institutions are governed by the Platform-Wide General Terms of Service (F1 §30).

Article 15 - Control of Payout Timing

15.1 Agelo may determine when a Pending Provider Service Fee becomes an Available Provider Service Fee based on the usage evaluation, a dispute, refund, Chargeback, AUP matter, sanctions restriction, payment-service-provider requirement or reasonable risk-control outcome. This is a B2B payment condition between Agelo and the Provider and does not constitute escrow or custody by Agelo of a particular Customer payment.

15.2 A Provider may submit a payout request only for an Available Provider Service Fee. The payout timetable is governed by the Provider Agreement, Supplier Compensation Policy, payment-service-provider rules and applicable law.

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Chapter 6 - Dispute Handling

Numbering note: This Chapter was identified as Chapter 7 in an earlier version of the source document. The source document does not contain an Article 16; the original numbering has been retained.

Article 17 - Contractual Separation of Complaints and Settlement Adjustments

17.1 A Customer complaint concerning payment, Credits, an Agelo AI Service Consumption, delivery or a refund is handled by Agelo under the Customer Terms.

17.2 A Provider objection concerning Provider Service Fees, Provider Contribution Failure or a payout restriction is handled by Agelo under the Provider Agreement.

17.3 A Customer Complaint and a Provider Appeal are independent rights procedures arising under different contracts. The service outcome of a Customer Complaint may trigger an adjustment to a Provider Service Fee, but does not create a direct payment, refund or settlement relationship between the Customer and the Provider.

Article 18 - Payment-Processing Effect of a Customer Complaint

18.1 Depending on the outcome of a Customer Complaint, Agelo may deal with Reserved or Consumed Credits, re-execution, a return of Credits, a refund or a Chargeback.

18.2 A remedy provided by Agelo to a Customer constitutes performance of Agelo's customer-facing service and Merchant of Record obligations and is not conditional on Provider Service Fees being sufficient to absorb a corresponding adjustment.

18.3 If a return of Credits, refund or Chargeback reduces the Agent Service Price Snapshot amount that remains eligible for compensation, Eligible Net Service Revenue and the related Provider Service Fee will be adjusted accordingly under the Provider Agreement and Supplier Compensation Policy.

Article 19 - Adjustment to Provider Service Fees and Provider Appeal

19.1 After a Customer remedy takes effect, a Pending Provider Service Fee may be cancelled or reduced, an Available Provider Service Fee may be deducted or set off, and an amount already paid may be set off against subsequent Provider Service Fees or recovered under the Provider Agreement.

19.2 A Provider that disputes an adjustment under the preceding paragraph may submit a Provider Appeal under the Provider Agreement. The Provider Appeal examines whether Agelo correctly applied the Supplier Compensation Policy, Provider Contribution Failure standards and B2B settlement rules.

19.3 If a Provider Appeal is upheld, Agelo will reinstate or credit the corresponding Provider Service Fee. Unless the Customer has engaged in fraud, received a duplicate refund or benefited from a payment error, a successful Provider Appeal does not automatically require recovery from the Customer of a remedy already granted by Agelo under the Customer Terms.

Article 20 - Separate Notices and Scope of Information

20.1 Agelo will notify the Customer of the outcome of a Customer Complaint, the Credits or refund treatment and the principal reasons.

20.2 Agelo will notify the Provider of an adjustment to a Provider Service Fee, the outcome of a Provider Appeal and the principal reasons.

20.3 A Customer has no right to obtain information concerning Provider Service Fees, a Provider Appeal or a Provider's commercial information. A Provider likewise has no right to obtain Customer payment information or Personal Data unrelated to the Provider's technical and settlement responsibilities.

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Chapter 7 - Payout Procedures

Numbering note: This Chapter was identified as Chapter 8 in an earlier version of the source document.

Article 21 - Payout Channels

21.1 External payouts of Available Provider Service Fees are processed by Agelo through a designated third-party payment service provider or a Connected Account settlement mechanism.

21.2 Payout thresholds, supported currencies, frequency, fees and restrictions on receiving countries will be displayed in the Provider dashboard and are subject to payment-service-provider rules.

Article 22 - Provider-Initiated Payout Model

22.1 A Provider may actively submit a payout request through the dashboard in respect of Available Provider Service Fees. Agelo does not automatically or manually pay out Pending Provider Service Fees.

22.2 Payout requests, Agelo's review and payment-service-provider processing are governed by Articles 13 and 21 to 23 of the Provider Agreement.

Article 23 - Change of Bank Account

23.1 A Provider changing its payout bank account must follow the security-verification procedure published by the Platform.

23.2 The Platform may impose a security-verification period following a change of bank account.

Article 24 - Treatment of a Rejected Payout

24.1 If a payout request is unsuccessful, the amount not actually paid will remain recorded as an Available Provider Service Fee in the Provider compensation ledger and must not be counted again.

24.2 The Provider may submit a new request after supplying the required information, updating the receiving account or having the applicable restriction lifted.

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Chapter 8 - Anti-Money Laundering and Tax Compliance

Numbering note: This Chapter was identified as Chapter 9 in an earlier version of the source document.

Article 25 - Anti-Money Laundering Cooperation

25.1 Anti-money laundering cooperation obligations are governed by the Platform-Wide General Terms of Service (F1 §31).

Article 26 - Tax Compliance

26.1 The Provider is solely responsible for filing and paying income tax in its jurisdiction.

26.2 The Platform may withhold applicable taxes in accordance with relevant tax laws.

26.3 The amount stated in a settlement document issued by the Platform on the Provider's behalf will correspond to the amount actually paid by the Platform and will constitute a lawful supporting document for the Provider.

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Appendix A - Cross-References to Other Documents

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End of Document