You acknowledge and accept the following terms (the “Terms”), which constitute the entire agreement between you and us with respect to your use of all or part of Smart Dispute Resolution and the services, functions, and features included (the “Services”). If you have any questions about these Terms, or you are unwilling to accept these Terms in whole or in part, please do not use or do cease using our Services immediately.
Subotiz reserves the right to update and change these Terms for any reason by posting updates and changes to the Subotiz website, and such amendments to these Terms are effective as of the date of posting. Your continued use of the Services constitutes your agreement to, and acceptance of, these Terms. You are advised to check these Terms from time to time for any updates or changes that may impact you. If you do not accept such changes/amendments, you must cease using the Services.
1. The Services
Capitalized undefined terms used in these Terms have the meanings given to them in the Subotiz Terms (as defined below).
1.1 Our Role
As part of your financial obligations to card networks (for example, Visa and Mastercard), you need to ensure that disputes (chargebacks) and fraud in your Transactions are kept at acceptable levels. If the amount of chargebacks or fraud (the “Disputes”) exceed the thresholds as set by the card networks, then you might be placed in a dispute and/or fraud monitoring program. As part of these programs, you might incur monthly fines and additional fees, and it may ultimately affect your card processing success rate.
The Services are to help you integrate with disputes alert and management service providers (if applicable, the “Service Providers”), which are designed to enable you to (i) avoid potential chargebacks, and prevent Disputes through warning you by providing the alert notifications or automated processing according to the preset refund rules, i.e. the transaction value that will trigger the automatic refund (the “Rules”) by activating dispute prevention service (the “Dispute Prevention Service”） and (ii) access other dispute-related features that may be introduced to assist with managing or mitigating disputed transactions.
Subotiz is not the Service Provider of the Dispute Prevention Service. Subotiz ONLY collects and may transfer data, information regarding Transactions to the Service Providers that may help you access and utilize this service.
1.2 The Service Providers
We reserve the right to change the Service Providers or suspend specific Services at any time at our sole discretion, subject to the terms of our agreement with the Service Providers. The Dispute Prevention Service is entirely carried out by the Service Providers. By accepting these Terms, you are also accepting and agreeing to be bound by the applicable terms imposed by the Service Providers (the “Service Provider Terms”).
By accepting these Terms and the Service Provider Terms you are agreeing to the creation of an account and enrollment of the application Rules with the Service Provider as applicable. In the event of any inconsistency between these Terms and the Service Provider Terms, these Terms shall prevail.
The Service Provider’s role is to provide the Dispute Prevention Service as you selected.
1.3 Service Fee
Service Fee means the charge to be payable by you using the Services. Please refer to your Subotiz Admin Portal for more details of your applicable pricing. For the avoidance of doubt, the Service Fee constitutes an Additional Fee as defined under the Subotiz Terms of Service. We reserve the right to change the Service Fee from time to time at our sole discretion. We will give you 30 days advance notice of any adjustment that will take effect via phone, email , admin portal and/or other means that we deem reasonable.
If you use the Subotiz Billing Platform Service, the Service Fee may be charged to your Authorized Payment Method or deducted from your available balance of your Subotiz Payments accounts. If you use the Subotiz MOR Service, the Service Fee will be deducted from the Suggested Retail Price.
1.4 Service Data
Service Data means data and information generated, provided, disclosed, transmitted or shared as a result of accessing or using the Services, including but not limited to, information provided by you, information that you have agreed/authorized Subotiz to provide or disclose to the Service Providers or other third parties, information relating to transactions or your customers.
2. Use of Services
You are solely responsible for accessing and using the Services. You must use the Services only (i) in a lawful manner and in compliance with all applicable laws and regulations; (ii) in accordance with these Terms, Subotiz Terms of Service, Subotiz Privacy Policy, Subotiz Acceptable Use Policy，Subotiz Payments Terms and Conditions (if you have enabled Subotiz Payments) and any other documentation directed to the Services (collectively, the “Subotiz Terms”); and (iii) in a manner that does not infringe or attempt to infringe, misappropriate or otherwise violate any of our rights or those of any other person or entity. If anyone brings a claim against us, our affiliates, licensors, service providers and subcontractors, and/or each of our or their respective officers, directors, agents, professional consultants, employees or representatives, arising from or in connection with your acts or omissions relating to use of our Services, including, without limitation, actual or alleged violation of any laws, rules, regulations or other legal rights, or any breach of any term in these Terms, you shall indemnify and hold us and each of the parties identified above harmless from and against all damages, losses, and expenses of any kind (including, without limitation, reasonable legal fees and costs) related to such claim.
If you are the Subotiz User of Subotiz MOR Service, you agree and acknowledge that the Dispute Prevention Service is a mandatory component of the Subotiz MOR Service and shall be automatically enabled for your Subotiz Account. You shall not modify, suspend, disable, or opt out of the Dispute Prevention Service, including any applicable Rules, unless otherwise approved by Subotiz in writing. You acknowledge and agree that Subotiz may, at its sole discretion, enroll, adjust, and determine the Rules based on your business and risk profile. We will provide you with notice of any adjustment to the Rules via email, the admin portal, or any other means that we deem reasonable.
If you are the Subotiz User of Subotiz Billing Platform Service, you agree and authorize that Subotiz have the right, at its own and sole discretion and for any reason if we determine that you are at the risk of being placed in a dispute and/or fraud monitoring program to enroll, adjust and determine the Rules based on your business and risk profile. We will provide you with a notice of any adjustment of the Rules via email, admin portal or other means that we deem reasonable. You shall be fully responsible for any resulting consequences, issues and liabilities in the event that you unilaterally modify or disable part or all of Dispute Prevention Service including the Rules if Subotiz have automatically activated your Dispute Prevention Service.
You assume sole and exclusive responsibility for your use of the Services, as well as the Rules you or Subotiz define and choose, decisions you make and the actions you take on the Transactions in connection with the Services.
You are solely responsible for all Service Data provided and/or authorized to use, transmit or share by you to use certain features of the Services. You represent and warrant that: (i) you have all rights, licenses, and permissions needed to upload them to the Services; (ii) neither such Service Data, nor your use and provision of your Service Data, nor any use or processing of your Service Data by us for the provision of the Services will infringe, misappropriate, or rights of publicity or privacy, or result in the violation of any applicable laws, rules, or regulations.
The Services do not constitute legal or compliance advice, or advice about whether to proceed with a Transaction.
The Services cannot guarantee Disputes will not happen and prevent or win Disputes entirely.
3. Disclaimer
YOU AGREE TO USE OUR SERVICES AT YOUR OWN RISK. OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE SPECIFICALLY DISCLAIM ANY WARRANTIES RELATING TO TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO ANY PART OR FEATURE OF OUR SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, ERROR-FREE, OR SECURE. OPERATION OF OUR SERVICES MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. WE MAKE NO REPRESENTATION OR WARRANTIES AS TO THE QUALITY, SUITABILITY, USEFULNESS, ACCURACY, OR COMPLETENESS OF OUR SERVICES OR ANY MATERIALS CONTAINED THEREIN.
IN NO EVENT WILL SUBOTIZ AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND SUPPLIERS BE LIABLE FOR ANY LOSS OR DAMAGE INCLUDING WITHOUT LIMITATION, ANY CLAIMS, ACTIONS, PROCEEDINGS, JUDGMENTS, SETTLEMENTS, PENALTIES, FINES, COSTS AND EXPENSES (INCLUDING ATTORNEYS’ FEES), LOSS OR DAMAGE WHATSOEVER ARISING OUT OF, OR IN CONNECTION WITH, YOUR USE OF THE SERVICES, AND DISCLAIMS ALL LIABILITY FOR (I) ALERTED TRANSACTIONS, REPRESENTED DISPUTES AND OTHER ACTIVITY; (II) ALL LOSSES, DAMAGES, COSTS AND EXPENSES ARISING FROM UNPROCESSED OR NOT ACTED UPON TRANSACTIONS; AND (III) THE ACCURACY (OR INACCURACY) OF RESULTS PROVIDED BY THE SERVICES; (IV) YOUR BREACH OF ANY OBLIGATIONS UNDER THESE TERMS; (V) YOUR NEGLIGENCE OR WILLFUL MISCONDUCT IN CONNECTION WITH YOUR PERFORMANCE OF YOUR OBLIGATIONS UNDER THESE TERMS.
4. Personal Data and Compliance
Without limiting Subotiz’s rights under the Subotiz Terms, Subotiz may retain and process Personal Data where needed to comply with our legal and regulatory obligations; for security reasons; for monitoring, detecting, warning and preventing suspicious Transactions; and to update our Services in accordance with our Privacy Policy.
In providing the Services, Subotiz collects and may make available to third Service Providers of the information regarding Transactions and personal identifying information that may help you prevent and manage disputed Transactions. You affirm that your privacy policy fully discloses to your End-Customers these types of data collection and use, including sharing this data with Subotiz and the Service Providers, and the Service Providers using these data.
Upon termination, you will promptly delete or destroy any Service Data in your possession or control. At any time upon Subotiz’s request you will promptly delete or destroy any Service Data in your possession or control. However, in each case, you may retain copies of such Service Data to the extent required by, and used only to comply with, applicable laws.
5. Modification, Suspension and Termination
We shall have the right to modify, discontinue, suspend, or terminate all or part of the operation of our Services and/or your access to our Services at any time, in our sole and absolute discretion and without any notice. We shall assume no responsibility for any such modification, suspension, or termination.
6. Governing Law and Dispute Resolution
The governing law and dispute resolution provisions set out in the Subotiz Terms of Service shall apply to these Terms and are incorporated herein by reference.
7. Contact
If you have any questions or need support regarding the Services or these Terms, please contact us at merchant-service@subotiz.com.
