Quick answer. The Amazon Services Business Solutions Agreement (BSA) is the contract every seller accepts at registration, and a handful of its clauses decide almost every suspension or funds dispute. Section 2 of the General Terms lets Amazon withhold payments while it sees risk, require other security amounts, and in serious cases permanently withhold funds, with an appeal avenue. Section S-5 sets the bi-weekly remittance and lets Amazon set a reserve. Section 3 lists when Amazon may suspend or terminate immediately and promises a notice with the reason and appeal options, with exceptions. Section 6 makes you indemnify Amazon. Section 18 sets how notices travel, and Section 20 sends disputes to individual arbitration under Washington law and the Federal Arbitration Act. Read the live text on Seller Central before relying on any clause.
Most sellers clicked through the BSA once and never opened it again. Then a notice arrives saying the account is deactivated and funds may be held, citing only the agreement, and the seller has no idea which part governs the money in their balance.
We read the agreement here the way a reviewer, a seller and eventually an arbitrator would. Every quotation comes from the live US version of the Amazon Services Business Solutions Agreement on Seller Central as of October 2026. Amazon changes the agreement, so use this as a map for reading your own version, not a substitute for it. This is educational information, not legal advice. For a legal opinion on your contract, speak to a licensed attorney.
What the Business Solutions Agreement is and why it decides your case
The BSA describes itself as the terms that “govern your access to and use of the Services,” and it binds you “or the business you represent” from the moment you register for or use a service. It has three layers. The General Terms come first, then the Service Terms for each service (Selling on Amazon, Fulfillment by Amazon, Amazon Advertising, Transaction Processing and the Selling Partner API), then the Program Policies. When the layers conflict, precedence follows the order the documents specify, or otherwise that same order of General Terms, Service Terms, Program Policies. The English version is the definitive legal version.
A breach of a policy such as the Seller Code of Conduct is therefore also a breach of the contract, and the General Terms on payments, termination and disputes control when money and access are on the line.
Authority is not the same as the reason
A notice that cites the agreement names the authority Amazon is using, not the concern that made it act. Section 3 lets Amazon suspend an account for several distinct reasons, and Section 2 lets it hold funds for several distinct risks. You cannot answer a clause, only the concern behind it. The first job in any BSA case is to trace the cited clause back to the specific trigger, such as an authenticity complaint, a verification request, a performance collapse or a change in who accessed the account.
Section 2. Payments, withholding and reserves
Section 2, “Service Fee Payments; Receipt of Sales Proceeds,” sits behind most held-funds notices. It does four separate things, and appeals that blur them miss the point.
Your payment instruments and your information
You must give Amazon a valid credit card and a bank account it accepts, use only a name you are authorized to use, and keep your information “accurate, complete, and valid” at all times. You authorize Amazon to verify it, obtain credit reports, and charge your card or debit your bank account for sums you owe. A disbursement that stops after a bank change or an expired card is often this part of Section 2 at work, not a penalty.
Withholding while a risk persists
The operative sentence says that if Amazon determines “that your actions or performance may result in returns, chargebacks, claims, disputes, violations of our terms or policies, violations of law or other risks to Amazon or third parties, then we may in our sole discretion withhold any payments to you for as long as we determine any related risks to Amazon or third parties persist.” Two words carry the weight. “Risks” ties the hold to an exposure Amazon can name. “Persist” means the hold should last only as long as that exposure does.
The same section lists how Amazon collects money you owe. It can charge your card, offset against payments it owes you, invoice you, reverse credits to your bank account, or use “any other lawful means.”
Permanent withholding and the appeal avenue
The agreement goes further for the most serious findings. If Amazon determines your account, “or any other account you have operated,” was used for “deceptive, fraudulent, or illegal activity (including the sale of counterfeit or stolen goods),” or that your use of the services harmed, or its controls identify that it might harm, other sellers, customers or Amazon’s legitimate interests, Amazon “may in our sole discretion permanently withhold any payments to you.” It then commits to an exit. “We will offer you an avenue to appeal our fund withholding decision by following the procedures outlined in Amazon’s policies.” Sellers overlook the next sentence. “Successfully completing the appeal process is required to be eligible for further disbursements.” Section 2 also makes any disbursement conditional on refraining from deceptive, fraudulent or illegal activity and staying in compliance with the Program Policies.
Security amounts and transaction limits
Amazon may also require you “to pay other amounts to secure the performance of your obligations,” which “may be refundable or nonrefundable in the manner we determine” and can be forfeited for non-compliance. It may also cap the value or number of transactions and disbursements.
Related guide. Amazon Suspensions for Forged or Manipulated Documents.
If this is already affecting your Amazon account, our Amazon suspension team can review the notice and prepare the response with you.
Section S-5. The remittance cycle and the reserve
The Selling on Amazon Service Terms supply the mechanics. Under Section S-5, Amazon remits your available balance “on a bi-weekly (14 day) (or at our option, more frequent) basis.” Your available balance is unremitted Sales Proceeds less fees, taxes Amazon remits, and “any amounts we require you to maintain in your account balance,” including payments withheld under Section 2.
S-5 also gives Amazon the reserve. “We may establish a reserve on your account based on our assessment of risks to Amazon or third parties posed by your actions or performance, and we may modify the amount of the reserve from time to time at our sole discretion.” Two more rules explain many surprised sellers. When you first provide or later change your bank account information, the Remittance Calculation Date “may be deferred by up to 14 days.” For sellers who registered after October 30, 2011 on the Individual selling plan, the remittance excludes Sales Proceeds from the 14-day period before the remittance date.
A worked example with hypothetical figures
Take a seller with a hypothetical $48,000 total balance. A spike in buyer complaints raises Amazon’s risk assessment, the S-5 reserve rises, and the available balance drops to $9,000 although nothing was taken. A week later the account is deactivated and Section 2 withholding covers the rest “for as long as” the risk persists. A letter asking Amazon to release the funds addresses the symptom. The money moves when the seller answers the complaint spike with why buyers complained, matching invoices proving the goods are genuine, the fix and the control. Amounts owed for returns and claims can still be offset, so the final payout is rarely the full original balance.
Section 3. Term, suspension and termination
Section 3 is cited in the most severe notices. You may terminate at any time on notice. Amazon “may terminate your account or this Agreement for convenience with 30 days’ advance notice.” Amazon may suspend or terminate “immediately” if it determines any of the following.
- (a) you materially breached the agreement and failed to cure within 7 days of a cure notice, unless the breach exposes Amazon to liability toward a third party, in which case Amazon may reduce or waive the cure period at its reasonable discretion.
- (b) your account has been, or Amazon’s controls identify that it may be, used for deceptive, fraudulent or illegal activity.
- (c) your use of the services has harmed, or Amazon’s controls identify that it might harm, other sellers, customers or Amazon’s legitimate interests.
- (d) your Account Health Rating falls below Amazon’s published threshold for deactivation, or
- (e) Amazon is required to do so by law.
The notice promise and its exception
Amazon “will promptly notify you” with “the reason and any options to appeal,” except where it believes that would “hinder the investigation or prevention of deceptive, fraudulent, or illegal activity, or will enable you to circumvent our safeguards.” A vague notice can be that exception at work, which is why you diagnose from your own account record.
What survives termination
You stay responsible for transactions entered into before termination and for liabilities that accrued before or because of it. Sections 2 (payments), 6 (indemnification), 8 (limitation of liability) and 20 (dispute resolution), among others, survive. A held balance is still governed by the agreement after the account is gone.
Ground (d) in practice, the Account Health Rating
Amazon’s Account Health Rating program policy describes a score from 0 to 1,000. Green “Healthy” runs from 200 to 1,000, yellow “At Risk” from 100 to 199, and red “Unhealthy” is 99 or lower, where the account “is either eligible for deactivation or already deactivated.” Repeat violations of one policy within 180 days can put the account at immediate risk, and regardless of the score Amazon “may deactivate your account immediately if we suspect fraudulent, deceptive, illegal, or otherwise harmful activity.”
Accurate information under Sections 1, 5 and 18
Section 1 (Enrollment) requires your legal name, address, phone number, email and “any other information we may request,” at registration “or at any time during the term,” and the information must correspond to your business name or to an individual legally authorized to act for the business. Section 2 requires it to stay “accurate, complete, and valid.” Under Section 5 each party represents that “any information provided or made available by one party to the other party or its Affiliates is at all times accurate, complete, and not misappropriated,” and that it is not on a list of prohibited or restricted parties maintained by any applicable government authority. Section 18 closes the loop. “You will make sure all of your information is up to date and accurate at all times.”
An outdated address or a name that does not match your bank is not a paperwork annoyance. It is a breach of a representation, and the Code of Conduct says the same thing. Provide accurate information and “update the information if it changes.” Our article on deactivations caused by account information problems covers the fixes, and the guide to a business verification suspension covers the documents.
How to verify your own record
- Pull your entity record from your state’s business registry, linked from the National Association of Secretaries of State, and note the exact legal name, status and address.
- Compare that name character for character with Seller Central, your tax information and Your Bank Account.
- Run the business and its owners through OFAC’s Sanctions List Search, which covers the SDN List and the Non-SDN Consolidated Sanctions List with fuzzy name matching. A near match means look closer, not guilt.
- Record the date you checked, and update Seller Central whenever anything changes.
Indemnity, liability limits and insurance
These clauses rarely trigger a suspension, but they decide who pays when something goes wrong.
Section 6, what you indemnify Amazon for
Under Section 6.1 you “will defend, indemnify, and hold harmless Amazon” against third-party claims arising from four things. Your non-compliance with law. Your products, including their sale, fulfillment (except to the extent attributable to FBA), returns, any alleged intellectual property infringement and related injury or damage. Your taxes and duties. An actual or alleged breach of your representations. Amazon’s own indemnity under 6.2 covers only its non-compliance with law and claims that operating an Amazon site infringes a third party’s intellectual property. If an IP owner or an injured buyer pursues a claim over your product, the contract points the cost at you.
Section 8, the liability cap
Section 8 excludes Amazon’s liability for lost profit, revenue or consequential damages and caps its aggregate liability at “the total amounts during the prior six-month period paid by you to Amazon in connection with the particular service giving rise to the claim.” Anyone weighing a claim for lost sales should understand that cap first. Held Sales Proceeds that are your own money are a different question from damages, and a lawyer can tell you how the cap applies to your facts.
Section 9, insurance
If your gross proceeds exceed the Insurance Threshold in any month ($10,000 for the US), or if Amazon requests it, you must within 30 days maintain liability insurance at the Insurance Limits ($1,000,000 per occurrence and in aggregate for the US), naming Amazon and its assignees as additional insureds. A seller who crossed the threshold without buying the policy is carrying an unaddressed breach. Our article on insurance and Amazon suspensions goes further.
Communications and changes to the agreement
Section 18 sets the channels in both directions. Amazon gives notice “by posting changes to Seller Central,” by email, or by similar means. You “must send all notices and other communications relating to Amazon to our Selling Partner Support team via Seller Central, email, the Contact Us form, or similar means,” and you consent to electronic communications. That sentence tells you how to build a record. A message sent through Seller Central or the Contact Us form is a notice in the channel the contract names, and it carries a case number and date. A phone call that leaves no record does not.
Section 15 is why last year’s version may not apply now. Amazon will give “at least 15 days’ advance notice” of changes, but may change the agreement “with immediate effect” for legal, regulatory, fraud and abuse prevention or security reasons, among others. Continued use after the effective date is acceptance.
Section 20. Governing law, arbitration and the limits on court
The first page warns in capitals that the agreement “CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER.” Section 20 sets the details. The US Governing Laws are “the laws of the State of Washington, United States together with the Federal Arbitration Act and other applicable federal law.” The Governing Courts are the state or federal courts in King County, Washington.
What goes to arbitration and what does not
Any dispute “relating in any way to this Agreement or your use of the Services will be resolved by binding arbitration,” except qualifying small claims in a Governing Court, suits to enjoin intellectual property misuse, and Amazon’s claims over counterfeit sales. There is “no judge or jury in arbitration, and court review of an arbitration award is limited,” though an arbitrator “can award the same damages and relief as a court.” Proceedings run “only on an individual basis and not in a class, consolidated or representative action.”
The procedure the agreement sets
- You must first send a letter to Amazon’s registered agent, at the address in Section 20, stating your intent and describing your claim.
- The American Arbitration Association administers the case under its commercial rules, with an arbitrator licensed to practice law in a US jurisdiction.
- Expedited procedures apply only to exclusively monetary claims under $50,000, with the hearing within 90 days of the arbitrator’s appointment.
- The AAA commercial fee schedule governs fees, and the award may be appealed under the AAA’s Optional Appellate Arbitration Rules.
Under 9 U.S.C. section 2, a written arbitration provision in a contract involving commerce is valid, irrevocable and enforceable, save on grounds for revoking any contract. 9 U.S.C. section 10 allows a court to vacate an award only on narrow grounds such as corruption, fraud, evident partiality, certain misconduct or arbitrators exceeding their powers.
Arbitration belongs with a licensed attorney, and it is the end of the road, not the start. Our article on taking legal action against Amazon covers when you reach that point.
Where to verify each clause and your own position
Before you write to Amazon, confirm what the agreement says today and what your account shows.
| Question | Where to check | What to look for |
|---|---|---|
| Which version of the agreement applies? | The BSA on Seller Central (Help, G1791) and Seller Central announcements | The live text of Sections 2, 3, 18 and 20, and any change notice with its effective date |
| Why was the account deactivated? | Account Health page and Performance Notifications | The specific policy, metric or verification step named, and the date it appeared |
| Is the AHR the trigger? | Account Health page | The score band and any repeat violations of one policy in the last 180 days |
| Is money reserved or withheld? | Payments area of Seller Central | Total balance against available balance, reserve lines and the next disbursement date |
| Did a bank change delay payout? | Deposit method settings | The date the account was added or changed, against the up to 14 day deferral |
| Does your legal entity match? | Your state’s business registry via NASS | Exact legal name, active status and registered address |
| Is the sanctions representation true? | OFAC Sanctions List Search | No genuine match for the business or its owners |
| How do you appeal? | Account Health, Reactivate your account | The questionnaire, documents or acknowledgement Amazon asks for |
Does your notice cite the agreement and name nothing else?
Send us the case and we will help you find the trigger behind the clause, working with genuine documents only.
Working a suspension or funds dispute through the agreement
The clauses say what Amazon may do. Getting the account and the money back takes a method.
Diagnose the trigger, not the clause
Read the notice for the authority cited and any concern stated, then read the account for what changed in the weeks before. Complaints that items were “inauthentic” point to authenticity. A login from a new location points to account control. A document request points to verification. A red AHR points to the policies driving the score. Each is its own case with its own evidence, and the BSA citation only opens the door. Our guide to reading Amazon suspension notices helps with the wording.
Build the plan of action around the trigger
The root cause names the specific failure in plain language, with dates and IDs, and blames no buyer, competitor, carrier or Amazon. The corrective actions are what you have already done, quantified, such as listings removed, SKUs audited and the supplier re-verified. The preventive controls are permanent, each with a written procedure, a named owner, a checkpoint and a review date. Our article on plans of action that get read walks through each part.
Submit through the channel Amazon names
Amazon’s page on how to appeal an account deactivation sets the route. Go to Account Health, then Reactivate your account, then follow the instructions, which may include a questionnaire, an acknowledgement, a quiz or documents. Amazon says to “expect a reply to your appeal within two days.” For a fund withholding decision, use the appeal avenue Section 2 promises and keep every reply.
Keep the money in view without chasing it
Funds follow the account. A verification hold releases when verification is complete, a reserve eases as account health recovers, and a claim hold ends when the exposure is resolved. No honest provider can promise a release date Amazon has not given.
Related guides. Suspended for Online Arbitrage or Dropshipping With Funds Held and Amazon Suspension Myths.
Common mistakes sellers make with the agreement
- Arguing the clause. Quoting the cure period at a reviewer when the notice cited fraud risk changes nothing. Grounds (b) and (c) need no cure notice.
- Treating every lower balance as a seizure. A reserve, the 14 day cycle or a bank change deferral can all look like held funds.
- Pleading hardship. A discretionary reviewer is moved by a resolved concern, not by sympathy.
- Changing several account details during a review. Each change can trigger new verification.
- Threatening arbitration in a first appeal. It signals conflict before the ordinary process has run.
- Submitting documents that do not match. Mismatched names, addresses or quantities breach the accuracy representations.
A routine that keeps the agreement on your side
Sellers who avoid BSA disputes run a short routine that keeps their signup representations true.
| When | What to do | Clause it protects |
|---|---|---|
| Daily | Read Account Health and Performance Notifications, and the inbox tied to the account | Section 3 (d), Section 18 notices |
| Weekly | Compare total and available balance. Note any reserve change and its likely cause | Section 2, S-5 |
| Monthly | Check gross proceeds against the insurance threshold. Confirm card and bank details are current | Section 9, Section 2 |
| Quarterly | Re-check the entity record, sanctions search and supplier invoices against listings | Sections 1, 5 and 18 |
| On any change notice | Save the new agreement text with the date and read Sections 2, 3, 15, 18 and 20 again | Section 15 |
| On any business change | Update Seller Central the same week, one change at a time, with matching documents | Sections 2 and 18 |
Assign each line to a named person with a date, so the control already has a history if a review comes. Our Amazon account health maintenance service runs this monitoring for sellers who prefer not to do it themselves.
Frequently Asked Questions
What is the Amazon Services Business Solutions Agreement?
It is the contract between a seller and Amazon that governs Selling on Amazon, FBA, advertising, transaction processing and the Selling Partner API. It has General Terms, Service Terms and Program Policies, and you accept it by registering for or using the services.
Which section lets Amazon hold my funds?
Section 2 of the General Terms lets Amazon withhold payments while it sees related risks, and permanently in cases of deceptive, fraudulent or illegal activity or harm. Section S-5 of the Selling on Amazon Service Terms lets it set and adjust a reserve.
Does Amazon have to tell me why I was suspended?
Yes, with an exception. Section 3 says Amazon will promptly notify you with the reason and appeal options, except where it believes doing so would hinder an investigation of deceptive, fraudulent or illegal activity or help you circumvent its safeguards.
Can I sue Amazon in court over a suspension?
Generally not. Section 20 requires binding individual arbitration under AAA commercial rules, with limited exceptions including qualifying small claims in a Governing Court in King County, Washington.
Do I need insurance to sell on Amazon?
Section 9 requires liability insurance once your gross proceeds exceed the Insurance Threshold, $10,000 in a month for the US, or whenever Amazon requests it. The US limit is $1,000,000 per occurrence and in aggregate.
How do I appeal a fund withholding decision?
Section 2 says Amazon will offer an avenue to appeal under its policies, and that successfully completing it is required for further disbursements. Start from the notice and the Account Health page.
Get Help With a Business Solutions Agreement Dispute
If your notice cites the agreement and you cannot see the trigger behind it, or money is held for an unclear reason, you can submit your case for review or book a consultation. We work from genuine documents only and never promise an outcome, an amount or a date.
This article is educational information about the published terms of the Amazon Services Business Solutions Agreement and related Amazon policies as read in October 2026. It is not legal advice and does not create an attorney-client relationship. Amazon may change its agreement and policies at any time. Always read the current version in Seller Central, and consult a licensed attorney about your specific situation.
You can also see all our marketplace suspension services.
Sources
- Amazon Services Business Solutions Agreement (Seller Central)
- Account Health Rating program policy (Seller Central)
- Appeal an account deactivation or listing removal (Seller Central)
- Selling policies and seller code of conduct (Seller Central)
- 9 U.S.C. section 2, Federal Arbitration Act (GovInfo)
- 9 U.S.C. section 10, vacating an award (GovInfo)
- Sanctions List Search tool (U.S. Treasury, OFAC)
- Corporate registration by state (National Association of Secretaries of State)