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The agreement authorizes HubSpot to collect outstanding fees from any payment method on file, reserves or funds held by HubSpot or its payment processors, and to set off amounts owed by the customer against refunds, credits, or other payments HubSpot may owe the customer.
This analysis describes what HubSpot's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
This provision authorizes HubSpot to apply setoff against funds or credits it holds on behalf of the customer, including HubSpot Payments reserves, without requiring a separate demand or legal process; compliance teams at organizations using HubSpot Payments should evaluate how this interacts with their cash flow and payment processing operations.
Interpretive note: The interaction between this setoff provision and applicable state commercial law and payment network rules may limit enforceability in specific contexts, particularly where HubSpot Payments merchant reserves are involved.
The updated terms now explicitly state that AI is embedded throughout HubSpot's platform and is foundational to how subscription services operate. The agreement permits HubSpot to use customer data to train AI models, subject to contractual obligations. You can opt out of having your data used to train AI models by updating your settings in your HubSpot account.
View change record →Under this clause, HubSpot may deduct amounts the customer owes from any refunds, credits, or reserves held on the customer's behalf, including funds held through HubSpot's payment processing services. The agreement states these collection rights are in addition to any other remedies available to HubSpot.
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"You authorize us to collect any outstanding fees owed by you under this Agreement, including from: (i) your Authorized Payment Method on file; (ii) any reserves, deposits, or funds held by us or our payment processors on your behalf (e.g., HubSpot payments reserves); and (iii) any other payment methods or accounts you have provided to us. Additionally, we may set off and deduct any amounts you owe us from any amounts we may owe you, including but not limited to refunds, credits, or other payments. These rights are in addition to any other rights and remedies available.Excerpt from HubSpot's Terms of Service
1. REGULATORY LANDSCAPE: Setoff provisions in payment processing contexts may engage state commercial law governing set-off rights and payment processor obligations. Where HubSpot holds merchant reserves through HubSpot Payments, applicable state money transmission laws and payment network rules may constrain how and when such funds can be applied. The CFPB has jurisdiction over payment processing practices affecting business customers. The FTC Act may be relevant where setoff practices constitute unfair commercial conduct. 2. GOVERNANCE EXPOSURE: Medium. The breadth of the setoff authorization, which covers all payment methods on file and all funds held by HubSpot or its payment processors, is operationally significant for customers using HubSpot Payments. The provision is stated as cumulative with other legal remedies, meaning HubSpot retains additional collection rights beyond setoff. 3. JURISDICTION FLAGS: State commercial codes in the US govern setoff rights in commercial contracts and may impose procedural requirements or limitations. EU customers should evaluate whether setoff provisions of this breadth are consistent with applicable payment services regulation and commercial law. Customers subject to financial services regulation should assess whether the provision interacts with their regulatory obligations regarding fund segregation. 4. CONTRACT AND VENDOR IMPLICATIONS: Procurement and finance teams should assess the operational impact of this provision for customers using HubSpot Payments, where reserve funds could be applied to offset subscription fee arrears. The HubSpot Payments Terms of Use is referenced in Section 4.5 as governing HubSpot Payments separately; legal teams should review both documents in conjunction. 5. COMPLIANCE CONSIDERATIONS: Finance and treasury teams at organizations using HubSpot Payments should understand that reserves held by HubSpot or its payment processors are subject to setoff for subscription fee obligations. Account reconciliation procedures should account for the possibility that credits or refunds may be reduced by outstanding fee obligations before being remitted.
This provision authorizes HubSpot to apply setoff against funds or credits it holds on behalf of the customer, including HubSpot Payments reserves, without requiring a separate demand or legal process; compliance teams at organizations using HubSpot Payments should evaluate how this interacts with their cash flow and payment processing operations.
Under this clause, HubSpot may deduct amounts the customer owes from any refunds, credits, or reserves held on the customer's behalf, including funds held through HubSpot's payment processing services. The agreement states these collection rights are in addition to any other remedies available to HubSpot.
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