Terms of Service

1. Parties and acceptance

These Terms of Service (the "Terms") govern use of the Resolvely service (the "Service"). They are an agreement between Saturn Software LLC, an Oregon limited liability company, operating Resolvely ("we", "us", or "our"), and the business that creates an organization in the Service (the "merchant", "you", or "your").

The person who creates an organization (the "Owner") accepts these Terms on behalf of the merchant and represents that they have authority to bind the merchant to them. If you do not have that authority, or you do not agree to these Terms, do not create an organization or use the Service.

The Recover Terms, the Refund and Cancellation Policy, and the Privacy Policy are part of these Terms.

2. Accounts and roles

Each organization has one Owner and may have additional members with the analyst or reviewer role. The Owner manages membership, billing, connected accounts, and acceptance of the Recover Terms. Analysts prepare evidence and drafts. Reviewers approve responses for submission. The Owner can also approve responses.

• You are responsible for everything done in your organization by its members and by anyone who uses its credentials.
• Keep sign-in credentials confidential and tell us promptly at support@resolvely.com if you suspect unauthorized access.
• Provide accurate account, organization, and billing information and keep it current.
• Each member must use their own account.

3. The service and availability

The Service provides tools to manage payment disputes, outstanding balances, billing questions, and customer resolution workflows. These include case records, evidence, response preparation and review, payment requests, customer self-service, and tracking outcomes.

Available workflows depend on your plan, connected accounts, and the requirements of the relevant providers. The applicable service terms and any order or subscription agreement govern the features and fees for your account.

Any features expressly identified as previews or planned may change and are not guaranteed to ship. We may add, change, or remove features of the Service.

4. Recover service and fees

Recover is the outcome-based service that prepares, submits, and reconciles chargeback responses. The Recover Terms are incorporated into these Terms by reference and govern enrollment, approval, fee confirmation, corrections, reversals, and invoicing.

The Recover fee is 20% of confirmed recovered principal. There is no monthly platform fee for Recover. Subscription fees for other workflows are separate. All amounts are in US dollars. When nothing is recovered, nothing is charged.

The Recover Terms are versioned. An Owner accepts a specific version in the product before cases enroll under it, and each case keeps the version and rate it enrolled under. A new version requires a new acceptance by an Owner before new cases enroll.

5. Subscriptions

Subscription plans provide access to additional resolution and operations workflows, as described on the pricing page. Recover does not require a subscription. When you purchase a subscription, the following terms apply:

• Trial. Ops and Ops Pro start with a 14-day free trial, once per organization. A payment card is collected at checkout, and we send a reminder before the trial converts to a paid plan. Canceling before the trial ends costs nothing.
• Automatic renewal. Plans renew automatically at the end of each monthly or annual period until canceled. The renewal terms, price, and billing period are disclosed at checkout, and you consent to automatic renewal when you complete checkout.
• Cancellation. The Owner may cancel at any time from billing settings. Cancellation takes effect at the end of the current period, and plan features continue until then.
• Refunds. There are no refunds for partial periods, except as the Refund and Cancellation Policy states.
• Price changes. Monthly plan prices may change with 30 days' notice. Annual plan prices are fixed for the term.
• Plan changes. Upgrades take effect immediately and are prorated. Downgrades take effect at the end of the current period.
• Unpaid invoices. If a subscription payment remains unpaid 14 days after its due date, plan features pause. They resume when the payment is made.
• Recover is never affected. A lapsed, canceled, or unpaid plan never stops Recover or changes Recover fees.

Prices exclude taxes. Where sales tax applies to the Service, it is added to the invoice.

6. Acceptable use

You agree not to:

• upload or submit unlawful content, or content you do not have the right to use;
• upload fabricated or altered evidence, or approve a response that contains statements you know to be false;
• upload protected health information or other regulated data that the Service is not designed to hold;
• reverse engineer, decompile, or attempt to extract the source code of the Service;
• abuse the drafting feature, including generating drafts for purposes unrelated to your own financial resolution cases or at volumes that degrade the Service;
• circumvent security controls, access another organization's data, or probe the Service for vulnerabilities without written permission.

7. Merchant responsibilities

• You are responsible for the accuracy, completeness, and ownership of the evidence you upload and the statements in every response you approve.
• You represent that you have authority over each account you connect and that connecting it does not violate an agreement with the provider or a third party.
• You must review every dispute response before approving it. Approval is your instruction to submit the response to the relevant provider as your own statement.
• You must comply with the provider terms and card-network rules that apply to your accounts and disputes.
• You are responsible for any taxes that apply to your use of the Service, other than taxes on our income.

8. Payment providers

Resolvely is not a payment processor, bank, or money transmitter. Payment providers, card networks, and issuing banks determine dispute outcomes under their own rules. We do not control those decisions or their timing.

Payment-provider and card-network fees are separate from Resolvely fees and remain your responsibility. We do not charge, refund, or offset those fees.

Resolvely provides merchant-directed resolution tools and is not a collection agency. Customer communications, payment requests, and arrangements are made on your behalf under your policies. Payments and recovered funds remain with your payment provider; Resolvely does not hold them.

9. AI-generated drafts

The Service uses AI to help prepare response drafts from the evidence on a case. Every claim in a draft must cite a piece of your evidence, and a draft with an unsupported claim cannot be approved. Even so, drafts are assistive only. They may be inaccurate, incomplete, or poorly suited to your case, and they are not legal advice.

An Owner or reviewer must read and approve each response before it is submitted. By approving, you confirm that the response is accurate and that you take responsibility for it.

10. Intellectual property and merchant-data license

We own the Service, including its software, design, documentation, and trademarks. These Terms grant you a limited, non-exclusive, non-transferable right to use the Service for your own business during the term.

You own the evidence, case data, and other content you provide ("merchant data"). You grant us a non-exclusive license to host, process, transmit, and display merchant data as needed to provide the Service, including sharing relevant evidence text and case details with the service providers listed in the Privacy Policy. We do not use merchant data to train AI models.

You may send us feedback about the Service. We may use feedback without obligation to you.

11. Confidentiality

Each party will keep the other's non-public information confidential, use it only to perform under these Terms, and protect it with reasonable care. Merchant data is your confidential information. Non-public details of the Service are ours.

Confidentiality does not apply to information that is public through no fault of the receiving party, was already known to it, or was independently developed. A party may disclose confidential information when required by law, after giving notice where the law allows.

12. Disclaimers

The Service is provided "as is" and "as available". To the fullest extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

We do not guarantee that any dispute will be won, that any amount will be recovered, or that the Service will be uninterrupted or error-free. Dispute outcomes depend on your evidence, the payment provider, the card networks, and the issuing bank.

13. Limitation of liability

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or data, arising out of these Terms or the Service.

Our total liability for all claims arising out of these Terms or the Service is limited to the fees you paid to us in the 12 months before the event giving rise to the claim.

These limits do not apply to a party's indemnification obligations, to a breach of confidentiality, or to liability that cannot be limited by law.

14. Indemnification

You will defend, indemnify, and hold us harmless from third-party claims, and the resulting damages, costs, and reasonable attorneys' fees, arising from the evidence and statements you provide or approve, your connected accounts and your dealings with payment providers and customers, or your violation of these Terms or applicable law.

We will notify you promptly of a claim, let you control the defense, and cooperate at your expense. You may not settle a claim in a way that admits fault on our behalf without our written consent.

15. Term, suspension, termination, and data export

These Terms apply from the time an organization is created until it is terminated. Either party may terminate at any time by notice to the other. You may close your organization by emailing support@resolvely.com from the Owner's account email.

We may suspend or terminate access for a violation of these Terms, for non-payment, or when required to protect the Service or other customers. Where practical, we will give notice and a chance to cure before terminating.

Fees accrued before termination remain due. Recover fees on recoveries confirmed before termination are invoiced under the Recover Terms. Sections 10 through 16 survive termination.

Before deletion, you may request an export of your cases, evidence, and billing records by email. To request deletion, contact the privacy team as described in the Privacy Policy.

16. Governing law and venue

These Terms are governed by the laws of the State of Oregon, without regard to its conflict-of-laws rules. Any dispute arising out of these Terms or the Service will be brought in the state courts located in Oregon or the federal courts for the District of Oregon, and each party consents to the personal jurisdiction of those courts.

17. Changes

We may change these Terms. We will give notice of changes by email to the Owner's account email or in the product. Material changes take effect 30 days after notice; other changes take effect when posted. Continued use of the Service after a change takes effect is acceptance of the changed Terms. If you do not agree, stop using the Service and terminate under Section 15.

18. Notices

Notices to us must be sent by email to legal@resolvely.com. Our mailing address is provided on request.

Notices to you are sent to the Owner's account email and are effective when sent.

For support, contact support@resolvely.com or see the contact page.