1. Binding escrow instructions
When a User creates an Escrow on the Service and confirms funding (or otherwise participates via portal or email), the following form the Transaction instructions (collectively, the “Escrow Instructions”):
- these Escrow Terms;
- the Transaction details recorded on PayHold (parties, emails, project title, Hold Amount, payment method, milestones, references);
- the Terms of Use; and
- any written supplemental instruction that PayHold accepts from authorized parties (for example a joint release direction).
Electronic records of the Transaction are conclusive evidence of the Escrow Instructions absent manifest error.
2. Parties and roles
Customer is the funding party and, unless otherwise agreed in the Transaction record, the party authorized to approve releases of the Hold Amount.
Contractor is the party designated to receive released funds after authorized release and successful payout.
PayHold (Western Enterprises & Community United Ltd) provides the platform, payment collection rails (directly or via processors), ledger of held and released amounts, communications, and payout facilitation. PayHold is not a guarantor of either party’s performance.
Either Customer or Contractor may initiate an Escrow record; funding remains the Customer’s obligation unless the parties arrange otherwise outside PayHold.
3. Underlying Project Contract (all provinces & territories)
Customer and Contractor are solely responsible for their separate construction, renovation, supply, or services agreement (the “Underlying Project Contract”), including scope, drawings, change orders, warranties, permits, insurance, workplace safety, and payment timing.
Provincial and territorial construction law still applies. Lien, builders’ lien, construction act, holdback, prompt payment, and statutory trust rules differ across Canada (for example under legislation in British Columbia, Alberta, Ontario, Québec, and other provinces and territories). Using PayHold:
- does not replace those regimes;
- does not create a statutory holdback account by itself; and
- does not decide lien priority or trust claims between parties and third parties (subtrades, suppliers, etc.).
You are responsible for complying with the law of the place where the project is located (and any other law that applies to you). If a court order, lien, or trust claim affects funds PayHold is tracking, PayHold may freeze, interplead, or follow lawful process as described in these Escrow Terms.
PayHold does not:
- verify that work was performed to any standard;
- inspect job sites;
- determine entitlement under the Underlying Project Contract; or
- practice law or give provincial construction-law advice.
Milestone labels on PayHold are payment-scheduling aids only, unless the parties clearly treat them as conditions of the Underlying Project Contract between themselves.
4. Creating an escrow
To create an Escrow, a User must provide accurate Customer and Contractor information, project description, and Hold Amount in Canadian dollars (CAD), and accept the Terms of Use and these Escrow Terms.
PayHold assigns an escrow identifier and may issue portal tokens to Customer and Contractor email addresses. Minimum and maximum amounts and method-specific limits may apply as displayed on the Service (for example PAD and Interac limits).
5. Funding the Hold Amount
5.1 Payment methods. Customer may fund using available methods, which may include:
- credit or debit card (via Stripe or similar);
- Canadian pre-authorized debit / PAD (ACSS);
- Interac e-Transfer to PayHold’s designated recipient with the required reference; and/or
- direct bank EFT to PayHold’s designated transit, institution, and account with the required reference.
5.2 Amount to send. Customer must pay the total charge shown at funding: Hold Amount plus applicable Fees. For manual methods, only the exact total and reference allow reliable matching. Underpayment may delay funding confirmation; overpayment may be handled as a credit, top-up, or refund of the excess after costs, at PayHold’s reasonable discretion.
5.3 When funds are “held.” An Escrow is marked funded / held only when PayHold records cleared, matched funds (for Stripe, when payment status is paid or equivalent confirmation; for manual methods, after PayHold confirms bank receipt and reference match). Until then, Contractor should not rely on funds as secured.
5.4 Clearance times. PAD and bank transfers may take several business days. PayHold is not responsible for bank or network delays.
5.5 Currency and Canadian rails. All amounts are Canadian dollars (CAD) unless stated otherwise. Payment methods are designed for Canadian banking and card networks (including Interac, PAD/ACSS, and Canadian-issued cards where supported). Cross-border or non-Canadian funding may be refused or incur additional processor costs.
5.6 Projects anywhere in Canada. An Escrow may relate to a project in any Canadian province or territory. Party addresses and project location should be stated accurately so notices and compliance checks can be applied correctly.
6. Fees
Unless a different schedule is shown at checkout:
- PayHold service fee: 0.5% of the Hold Amount (and of each funded top-up), charged on all methods; and
- Card processing: pass-through of Stripe-equivalent pricing as disclosed (standard disclosure: 2.9% + $0.30 CAD, grossed up), for card Transactions.
Fees are generally paid by Customer on top of the Hold Amount so that the full Hold Amount remains available for authorized release to Contractor (subject to chargebacks, errors, and these Terms). Service Fees are earned when funding is initiated or completed and are non-refundable except as required by law or agreed by PayHold in writing.
7. How funds are held
Customer authorizes PayHold to collect and retain the Hold Amount and to release it only in accordance with these Escrow Terms.
As described in the Terms of Use, collection may occur through payment processors and PayHold business accounts. PayHold maintains an internal ledger of:
- Hold Amount funded;
- amounts released;
- remaining held balance; and
- Fees paid.
Held balances do not earn interest for Customer or Contractor. PayHold may keep any bank benefits associated with operating its accounts. Funds are not CDIC-insured deposits of the Users.
PayHold may commingle operational balances in the ordinary course of business unless and until it offers a separately disclosed trust or segregated product.
8. Milestones
Default or custom milestones may be recorded for planning. Unless PayHold receives a valid release instruction, milestones do not automatically move money. Changing milestone labels does not change the Hold Amount without a funded increase or partial release history.
9. Release of funds
9.1 Customer-directed release. Customer (via portal or other method PayHold accepts) may instruct PayHold to release all or part of the remaining held balance to the Contractor. By submitting a release, Customer represents that release is authorized under the Underlying Project Contract and that Customer is not aware of a legal prohibition on payment.
9.2 Effect of release. A release instruction is an authorization for PayHold to pay Contractor (or as otherwise directed in a joint written instruction PayHold accepts). After PayHold processes a release, that portion of the Hold Amount is no longer “held” for Customer.
9.3 Partial releases. Multiple partial releases may be made until the held balance is zero or the Escrow is closed.
9.4 PayHold may delay or refuse a release if we reasonably believe: fraud or sanctions risk exists; a chargeback or reverse is pending; payout details are missing or invalid; a legal order or competing claim requires freeze; or the request is ambiguous or unauthorized.
9.5 No independent verification duty. PayHold has no duty to visit the site, review invoices, or confirm workmanship before honouring a Customer release instruction that appears valid on its face.
10. Increases and top-ups
Contractor may request an increase; Customer may approve and fund a top-up. Top-ups are subject to the same Fees and funding rules. Approved top-ups increase the Hold Amount only when the top-up payment is confirmed held.
11. Contractor payouts
Contractor must provide complete payout instructions (e.g. Interac e-Transfer email/phone or EFT bank details) before or after release. PayHold will attempt payout using the method on file. Contractor is responsible for accuracy. PayHold is not liable for funds sent to incorrect details supplied by Contractor.
Payout timing depends on banking rails. Failed payouts may be retried or held pending corrected details. PayHold may require identity verification before large payouts.
12. Cancellations, refunds, and unused balances
12.1 Before funding is confirmed. Customer may abandon an unfunded Escrow. No Hold Amount is due.
12.2 After funding — Customer and Contractor agreement. If both parties jointly instruct PayHold in writing (including email PayHold accepts) to cancel and refund remaining held balance to Customer, PayHold will use reasonable efforts to return the remaining held balance, less non-refundable Fees already earned, processor costs, and any amounts already released to Contractor.
12.3 After funding — no joint agreement. If parties disagree, PayHold is not required to refund or release until it receives: (a) joint written instructions; (b) a binding settlement agreement; (c) a final arbitration award or court order applicable to PayHold; or (d) PayHold elects interpleader or a similar deposit of funds with a court or agreed stakeholder (costs may be deducted).
12.4 Inactive balances. If a held balance remains without valid instruction for an extended period (for example twelve (12) months), PayHold may contact the parties, charge reasonable account maintenance fees if disclosed, and comply with unclaimed property laws where applicable.
12.5 Processor refunds. Card refunds, if any, are subject to Stripe/network rules and may take time to appear. PayHold cannot force a card network to reverse a completed merchant settlement in every case.
13. Disputes between Customer and Contractor
13.1 Negotiation. Parties should negotiate in good faith. PayHold may (but need not) facilitate communication.
13.2 PayHold not the decision-maker on work quality. PayHold will not decide who is right about construction defects, delays, or extras, except to follow a clear release rule in these Escrow Terms.
13.3 Freeze. Either party may notify PayHold of a dispute. PayHold may freeze further releases (other than those already in process) while parties resolve the matter, without liability for delay.
13.4 External resolution. Parties may pursue mediation, arbitration, or court under their Underlying Project Contract and applicable law. PayHold will honour a final order or joint instruction directing disposition of remaining held funds, subject to Fees, prior releases, and legal constraints.
13.5 Interpleader. PayHold may, at its option, interplead remaining funds into court or refuse to act until conflicting claims are resolved, and may recover reasonable legal costs from the held balance or from the parties.
14. Chargebacks, NSF, and reversed payments
If a payment is charged back, reversed, returned NSF, or clawed back after PayHold marked funds held or released:
- Customer remains liable to PayHold for the full amount plus Fees, network costs, and reasonable collection expenses;
- PayHold may suspend payouts, reverse pending releases, and set off against any balances; and
- if Contractor already received funds, Customer and/or Contractor (as applicable under fault and unjust enrichment principles) may be required to return amounts to PayHold.
Customer agrees not to initiate a chargeback for reasons other than unauthorized use or processor error, and not to use chargebacks to bypass dispute processes after authorizing release.
15. Fraud, AML, and information requests
PayHold may require government ID, business registration, source-of-funds information, or other KYC/AML information. Failure to provide may result in freeze or return of funds (less costs) and termination. Users must not use PayHold for illegal proceeds or prohibited industries we designate.
16. Limited duties of PayHold
PayHold’s duties are limited to those expressly stated in the Escrow Instructions. No implied fiduciary duties apply beyond what mandatory law imposes. PayHold may rely on documents and portal actions that appear genuine without inquiry. PayHold is not liable for acts or omissions of banks, Stripe, Interac, or other third parties except to the extent caused by PayHold’s gross negligence or willful misconduct, subject always to the liability caps in the Terms of Use.
17. Relationship to Terms of Use; changes; Canada-wide application
These Escrow Terms supplement the Terms of Use and apply to Transactions involving parties or projects anywhere in Canada. If they conflict on a funding, hold, or release topic, these Escrow Terms control for that Transaction. Liability caps, indemnity, governing law (British Columbia and federal laws of Canada, as stated in the Terms of Use), and disclaimers in the Terms of Use apply to all Escrows, subject to mandatory local consumer or other non-waivable rights.
We may update these Escrow Terms by posting a new version. Updates apply to Escrows created after the new Effective date. For already-funded Escrows, material reductions of Customer or Contractor vested rights in remaining held balances will not apply retroactively except as required for law, fraud prevention, or payment-network rules.
Contact
Questions about an Escrow: info@payhold.ca (include your escrow ID).
Western Enterprises & Community United Ltd (dba PayHold) · British Columbia · Serving all of Canada
© 2026 Western Enterprises & Community United Ltd. PayHold™ is a brand of Western Enterprises & Community United Ltd. All rights reserved.