1. General
These Terms of Service (the “Terms”) are a binding agreement between you (“You” or “Your”) and Chargeflow Inc., an entity duly organized and existing under the laws of the state of Delaware, USA (together with its affiliates and subsidiaries, the “Company”, “We”, “Us” or “Our”), and govern your use or access to our website located at https://chargeflow.io/ (the “Website”), our application at https://app.chargeflow.io/, and or its subdomains (the “App”) and the Our Services made available to you by the Company via Our Website or App.
By executing the Order Form, completing the Self-Registration, or otherwise using the Services, You represent that you have READ, UNDERSTAND, ACCEPT, and AGREE to be bound by these Terms. If you do not accept and agree with these Terms You are not authorized to use any of the Services, App or the Website.
The term "You", for its various inflections, as used in these Terms means either an individual utilizing any of the Services or Website in his or her individual capacity or a company or other entity affiliated with an individual utilizing any of the Services on behalf of that company or other entity. If You are entering into these Terms on behalf of a company or other entity, You represent that You are a duly authorized employee or agent of such company or other entity with the authority to enter into these Terms on behalf of such company or other entity and that such company or other entity will be bound by these Terms. In such a case, the term "You" will also refer to such third party or parties on a joint and several basis. If You are an individual entering into these Terms on Your own behalf, You represent that You are at the age of legal majority or older and have the legal capacity to enter into and be bound by these Terms.
We encourage You to review these Terms periodically for changes. Your continued use of the Website, App or any of the Services following modifications made to these Terms or any of its ancillary policies constitutes Your acceptance of them.
These Terms incorporate Our Privacy Policy (the “Privacy Policy”) and by agreeing to these Terms, You confirm that You also accept and agree to Our Privacy Policy.
2. Definitions
2.1 “Friendly-Fraud Prevention” means a solution, which is a technological solution designed to identify potentially fraudulent End Users post-checkout and prior to fulfilment, enabling merchants to mitigate risks and safeguard their operations, by leveraging advanced AI models that analyse customer behaviour and additional indicators.
2.2 “Chargeback Management” means a technological solution specifically designed for the automatic management of chargeback disputes.
2.3 “Chargeback Prevention” means a product known also as “Chargeflow Alerts” which performs proactive actions to (i) prevent and identify potentially fraudulent transactions processed on Your website in real-time; and (ii) address disputed transactions before they escalate into formal chargebacks. This product involves an early detection mechanism meant to identify when End Users initiates a dispute, and to automatically handle such dispute before it escalates to a chargeback by refunding the transaction.
2.4 “Chargeback Monitoring” means a service known also as “Chargeflow Fraud Monitoring and Revenue Optimization” service dedicated to reduce the chargeback ratio and fraudulent transactions.
2.5 “Chargeback Value” means the original monetary value of each chargebacks.
2.6 “Commitment Period” means a limited period defined in the Order Form commencing on the Commencement Date, in the course of which the Order form may not be terminated by either Party.
2.7 “Commencement Date” means the date in which You have performed Self Registration or the commencement date, as defined in the Order Form.
2.8 “Data Protection Laws” means any applicable legislation protecting the personal data of natural persons, including in particular the General Data Protection Regulation (EU) 2016/679 ("GDPR") (as amended or superseded from time to time) as applicable.
2.9 “Intentional Fraud Chargebacks” means chargebacks disputes that are suspected to be committed by a third party fraudsters intentionally and usually are a result of account takeover or stolen credit cards.
2.10 “Chargeback Win Rate” means, a rate calculated as a result of the division of the total number of chargeback disputes managed by Us and settled in Your favour during the applicable period with the total number of chargeback disputes managed by Us during the applicable period, minus the total number of Intentional Fraud Chargebacks.
2.11 “End Users” the users of Your services and Your customers.
2.12 “Fees” means the fees, charges, and payments set forth in the Website pricing page, or if applicable set forth in the Order Form.
2.13 “Order Form” means, if applicable, the ordering document executed by You and Us, with respect to the Services (as defined below), which shall define: (i) the Commencement Date; (ii) where applicable – The Trial Period and Commitment Period; (iii) applicable Services to which You subscribe; (iv) the Fees to be paid by You; and (v) any other terms that may be agreed upon between You and Us. By executing an Order Form you accept these Terms, unless otherwise specifically stated in the Order Form. In case of any conflict between these Terms and the Order Form, the Terms shall prevail, unless explicitly stated otherwise in the relevant Order Form.
2.14 “Personal Data” means the personal data of End Users, as defined in the Data Protection Laws, disclosed by one party to the other party in the performance of that party's rights or obligations under the Terms.
2.15 “Self Registration” means a self-registration process to create an account to Our App, via Our Website, including the acceptance of these Terms, and of the Fees defined on the Website pricing page, unless otherwise stated in an Order Form (if applicable) between You and the Company.
2.16 “Services” means Chargeback Management, Chargeback Prevention, Chargeback Monitoring, the Friendly-Fraud Prevention, Support Services, and the Additional Services (as defined herein below).
2.17 “Successful Chargeback” means any of the following: (i) a chargeback that was addressed or managed by Us and resulted, directly or indirectly, in the recovery of any funds to You; (ii) a chargeback that was addressed or managed by Us, and is defined, considered or determined as “won” (or any other word with similar meaning) according to the respective payment service platform; and (iii) a chargeback prevented by Us.
2.18 “Support Services” means the maintenance and support services provided through email, chat or Slack (if applicable), in accordance with these Terms.
2.19 “Term” means the period commencing on the Commencement Date and ending upon the termination of the Order Form in accordance with these Terms or the applicable Order Form.
2.20 “Third Party License” means a license agreement governing a particular Third Party Code or Service.
2.21 “Third Party Code” means software programs, firmware, middleware, and Service licensed by third parties.
2.22 “Trial Period” means a limited period defined in the Order Form if applicable, commencing on the Commencement Date, designated for proof-of-concept evaluation purposes.
2.23 “Your Data” means all the data you have shared with Us including but not limited to: the raw data from your systems, website, legal policies, your business information, End Users data, Personal Data of End Users, financial data, uploaded files and information, inputs, data transmitted through API, user access, direct integrations between Us and Your system, access granted to Us through integrations to third party systems used by You.
2.4 “Data Processor”, “Data Controller”, “Personal Data Breach”, “Processing”, “Process”, “Supervisory Authority”, and “Data Subject” shall have the meanings given to them in the Data Protection Laws (or where not defined in applicable Data Protection Laws, shall have the meaning as in the GDPR).
3. Subscription and On-Boarding
3.1 You will subscribe to Our Services by signing up to our App directly from the Website which there Your account will be created in a Self Registration process and/or by executing an Order Form.
3.2 Following subscription via Self Registration, and/or via Order Form, and in order to use the Services, You will commence the on-boarding process by opening an account (the “Account”), installing Our application, integrating Your systems, and connecting add-ons, if applicable (the “On-Boarding”).
3.4 When You register for the Services, You are required to complete certain details about Yourself, as further described in Our Privacy Policy. You will further provide Us information with respect to Your online/retail store (the “Store”) and connect our Services to your CRM system, payment gateway, and payment processor or payment facilitator. You will need to open a separate account for each Store You connect to the Services.
3.4 You will also provide Us with any and all data sources, platforms, information, and documents that are required for Us to (i) to verify the Fees amount due to Us, (ii) to provide the Services, and (iii) to enable Us to utilize Our Services. Additionally, We will need a valid credit card inserted during the On-Boarding and/or approval for the Shopify Billing Plan. Following and subject to full receipt by Us of this information and the information listed in section 3.3 above, the Services will be activated.
3.5 The information that You provide during the subscription and On-Boarding process must be accurate, up-to-date, and complete. In addition, You will be asked to choose a password, which, together with Your email address associated with Your Account (the “Access Information”), will constitute Your identification information for the purpose of logging in to Your Account. If applicable, You will also be able to login using Google SSO method.
3.6 You are solely responsible for maintaining the confidentiality of Your Account information and Access Information. You remain solely responsible for the activity on Your Account with the use of Your Access Information. If You share Your password with anyone or fails to protect your account for any reason, We will not be held liable for any loss that may occur as a result thereof. You may not allow any other third party to use or access Your Account. You must notify Us immediately of any unauthorized access to Your Account, or any other breach of security.
3.7 It is Your responsibility to keep the email address associated with Your Account up to date so that the Company can communicate with You electronically and You are required to notify Us if there is any change to Your email address. You understand and agree that You forfeit the right to plead ignorance if You do not receive an electronic communication sent to You by the Company, because Your Account's email address is incorrect, out of date, blocked by Your service provider, or You are otherwise unable to receive electronic communications.
4. The Services
4.1 Use of Services. Subject to compliance with these Terms and the Order Form, if applicable, the Company will provide You the Services to which You subscribe from time to time during the Term. You can view the status of disputes and Services in Your Account’s dashboard if applicable.
4.2 Chargeback Management.
If you elect to subscribe to the Chargeback Management Services, the following will apply:
4.2.1. If following completion of On-Boarding to Our Services, You already have open chargebacks (“Old Chargebacks”), We will use Our best efforts to address those. However, We are only obligated to manage chargeback disputes opened after On-Boarding and We do not guarantee that Old Chargebacks will be addressed by Us due to the time period left to handle them properly.
4.2.2. We will process End User data for the purpose of addressing the chargebacks in your stead.
4.2.3. As part of the Services, We, at Our own discretion may reach out to End Users directly and resolve the dispute directly with End Users, until End Users withdraw the chargeback or close the dispute at their own initiative.
4.2.4. If You turn off the feature toggle “Handle by Chargeflow” in the App, We will not be liable to handle the chargeback for you, and You assume full responsibility to resolve it.
4.2.5. If You have provided Us access to systems or apps that You are using, You should assume the responsibility to revoke the access when the Service is terminated.
4.2.6. Our ability to handle the chargeback disputes relays on integrations You have connected to Our Services or access granted by other means. In an event where there is a problem with the integration or access for any reason, we shall not be liable to handle the related chargeback disputes.
4.2.7. Failure to process any Fees for the Services may lead to immediate termination or suspension of this Service in accordance with sections 12.3 or 12.4 below, respectively, and You acknowledge that, following disconnection from the Services, You will not be entitled to raise any claims regarding the outcomes or results associated with such disconnection. As well, we shall not be liable for any Services provided from the moment we have failed to collect our Fees for the Services.
4.3 Chargeback Prevention.
If you elect to subscribe to the Chargeback Prevention Services, the following will apply:
4.3.1. If a transaction in Your Store triggers a Chargeback Prevention alert (“Alert”), We will review the transaction details and may perform either of the following actions: 1. we may cancel it; or 2. notify You, before processing and further managing the chargeback. We are not responsible for cancelling the transaction on Your behalf.
4.3.2. While Chargeback Prevention Service helps enhance security and minimize risks associated with credit card transactions, they do not guarantee 100% protection against fraud or chargebacks.
4.3.3. Failure to process any Fees for the Chargeback Prevention Services may lead to immediate termination of this Service in accordance with section 12.3 below and You acknowledge that, following disconnection from the Chargeback Prevention Services, You will not be entitled to raise any claims regarding the outcomes or results associated with such disconnection.
4.3.4. It is clarified that as a part of the Chargeback Prevention Services, We, at Our sole discretion, may make a refund on Your behalf when a new alert is received or may open a dispute and settle it directly.
4.3.5. If Your payment processor is unable to issue refunds for transactions for any reason, or We do not have the appropriate access or permissions to perform the refunds on behalf of You, We shall not be held liable for the associated Services costs and we will not be able to prevent the chargebacks.
4.3.6. If the merchant fails to provide timely access to the payment processor, whether through API integration or through user access, we shall not be held responsible.
4.3.7. Additionally, if our third-party provider refuses to issue a refund for an alert that was not prevented, we shall not be held liable.
4.4 Friendly-Fraud Prevention services.
If you elect to subscribe to the Friendly-Fraud Prevention services, the following will apply:
4.4.1 In some cases, Friendly-Fraud Prevention shall provide You with real time notifications, accompanied by a risk score and actionable recommendations, and allow You to take manual interventions or to define an automatic set of actions to be taken by Friendly-Fraud Prevention, prior to fulfilment completion.
4.4.2. You hereby acknowledge that the Friendly-Fraud Prevention service, if implemented by You, will constitute an essential step for entering into, or performance of a contract between You and the End-User. Friendly-Fraud Prevention is designed to operate after the transaction and prior to its fulfilment allowing You to complete the fulfilment or cancel the transaction, on Your sole discretion.
4.4.3. Friendly-Fraud Prevention provides You with various options to verify transactions through additional steps, and with Your prior approval, We may contact End Users directly to verify their identity.
4.4.4. While Friendly-Fraud Prevention leverages the best available data and algorithms to provide accurate risk scores and strives to minimize bias and error, it does not guarantee complete fraud prevention and may contain errors and bias. Friendly-Fraud Prevention predictions and recommendations are influenced by the data it processes and was trained on, which may reflect underlying patterns in commercial activity outside Our control. The information provided to you by Friendly-Fraud Prevention may not meet your needs and expectations. Therefore, decisions and actions based on use of Friendly-Fraud Prevention and the risk scores encompassed therein including transaction approval, rejection, or intervention are at Your sole discretion, risk and responsibility. You undertake to review and evaluate all recommendation, suggestions and data provided by Friendly-Fraud Prevention before taking any action. We are not liable for losses, damages, or outcomes arising from actions taken based on Friendly-Fraud Prevention, including damage to End Users.
4.5 Additional Services.
In addition to the primary Services outlined herein, the company reserves the right to offer additional services not specifically mentioned or described under these Terms, including certain other ancillary solutions provided by us from time to time, such as services based on Third Party Code and professional services, fraud monitoring and revenue optimization or order review (“Additional Services”). You may opt to subscribe to these Additional Services, by an Order Form or Self Registration procedure, and in doing so, You agree to pay the applicable Fees and comply with any terms detailed in the applicable Order Form and/or during the Self Registration. The Additional Services shall be provided in accordance with the scope and legal terms to be detailed in the Order Form or the Self Registration process, and with respect to such Additional Services, in case of any conflict with those Terms, the terms of the Order Form or terms Self Registration process shall prevail. The Additional Services can be performed by a third party appointed by Us.
4.6 Third Party Services.
4.6.1. The Services and the Website may contain or use Third Party Code.
4.6.2. Each such Third Party Code is licensed to You subject to its respective Third Party License. If, and to the extent, a Third Party License requires that these Terms effectively impose, or incorporate by reference, certain disclaimers, provisions, prohibitions, or restrictions, then such disclaimers, provisions, prohibitions, or restrictions shall be deemed to be imposed, or incorporated by reference into these Terms, as required, and shall supersede any conflicting provision of these Terms, solely with respect to the corresponding Third Party Code which is governed by such Third Party License.
4.6.3. We are not, and shall not be, liable to you, for any errors, malfunctions, or bugs in any Third Party Code, or any consequences resulting therefrom. Your sole and exclusive remedy for any such errors, malfunctions, or bugs, is Our performance of support services.
4.6.4. Without derogating from the generality of the foregoing and to the fullest extent permitted by law, Our liability to You with respect to any damages resulting from any event relating to such Third Party License shall in no event exceed the damages paid to Us by such third party in connection therewith.
4.6.5. To provide you with the Services, we may use the Google Workplace API service, by which You may allow us access to Your e-mail correspondence with Your specific end-users, following Your consent and permission for such use. We may, using an automated process extract data from Your correspondence. Additional human review may be required when using such correspondence in the process of Chargeback Management and Prevention. Your hereby agree and acknowledge that the information received from the Google Workplace API may be when required in the Chargeback Management and Prevention processes, reviewed by a human and not merely processed by automatic means.
4.7 Future Functionality. Your engagement with Us is not dependent on any oral or written comments made by Us regarding future functionality or features. You understand and agree that any features or functions of the Service, that are not currently available, may not be delivered on time or at all. You are engaging with Us in a Self Registration and or by Order Form based solely upon functionality and features that are available in Our Services at the time of execution. The development and timing of any features or functionality remains at Our sole discretion.
4.8 Uptime. We will use reasonable efforts consistent with prevailing industry standards to provide the Services in a manner that minimizes errors and interruptions in accessing and using the Services. The Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Us or by third-party providers, or because of other causes beyond Our reasonable control, but We will use reasonable efforts to provide advance notice in writing or by email of any scheduled service disruption within Our control.
5. Links
5.1. The Website may contain links, content, advertisements, promotions, logos, and other materials to platforms, websites, or software that are controlled or offered by third parties (the “Links”). We caution You to ensure that You understand the risks involved in using such websites, software, platforms, or materials before retrieving, using, relying upon, or purchasing anything via these websites, platforms, or software or based on such materials. Such Links are provided solely for Your convenience, and You agree that under no circumstances will You hold Us liable for any loss or damage caused by the use of or reliance on any content, goods, or services available on other websites, platforms, or software.
5.2 The inclusion of Links on the Website is not an endorsement, authorization, sponsorship, affiliation, or any other connection between Us or those websites, platforms, software, or their operators.
6. Fees; Payments; Taxes
6.1. You shall timely pay all Fees for Services.
6.2 Fees With Respect to Chargeback’s Management Services. In consideration for the Chargeback's Management Services, You shall pay Us a Fee with respect to Successful Chargebacks, at a percentage of each Chargeback Value, as such percentage rate is indicated in the Order form or Our Website pricing page, whichever applicable. The Fees shall be paid to Us immediately upon the consummation of a Successful Chargeback.
6.3 Fees With Respect to Chargback Prevention Services. In consideration for the Chargeback Prevention Services, You shall pay Us a Fee with respect to each Alert received by Us, all in accordance with the pricing detailed in our Website pricing page, and or your Order Form, as applicable.
6.4 Fees With Respect to Friendly-Fraud Prevention. In consideration for the Chargeback Prevention Services, You shall pay Us a Fee in accordance with one of the following pricing method, as chosen by You in your Order Form or upon the Self Registration process:
6.4.1. Subscription-Based: A monthly flat Fee adjusted based on Your size and transaction volume tiers.
6.4.2. Transaction-Based Pricing: Fees applied per transaction reviewed by the Friendly-Fraud Prevention system.
6.4.3. Add-On Services: Additional Fees for extended analytics reports or customized model enhancements.
6.5 Fees With Respect to Additional Services. The Fees for the Additional Services shall be determined by us and communicated to you before subscription.
6.6 Failure by Your payment processor to perform refunds shall not relieve You from Fees with respect to Our services.
6.7 For the removal of doubt, if You disconnect a Store from all or any of the Services after a dispute was opened and directed to our care, You will be obligated to pay Us fees at the rate of 8% of the Chargeback Value, regardless of the final results achieved after the disconnection from the Service.
6.8 Invoicing. You are fully responsible for providing Us with complete and accurate billing and contact information.
6.9 Payment Terms. Payment Terms shall be as detailed below, unless otherwise defined in the Order Form:
6.9.1. Authorization: By providing Your credit card information or connecting Your payment processor (ie. Shopify payment) “payment gateway”, You authorize Us to charge the applicable Fees to Your payment gateway for the Services You receive from Us, and in addition You represent and warrant that You are authorized to use the credit card and that the payment information provided is accurate and complete.
6.9.2. Payment Processing: Upon successful completion of a transaction (dispute won, alerts received, monthly subscription), the funds will be charged to Your credit card immediately. You will receive a confirmation email or receipt for Your records or a monthly summary for all Services received and paid by You during the applicable month.
6.9.3. Currency: All transactions are processed in USD. Any currency conversion fees or charges applied by Your credit card issuer are Your responsibility.
6.9.4 Disputes: If You have any concerns or disputes regarding a transaction, please contact Us immediately for assistance. We will work with You to resolve any issues in a timely manner.
Enrolment to any of Our Services is subject to the successful processing of a temporary authorized payment in the amount equal to the expected volume of Services to be consumed by You monthly (for example – if the expected volume of Services equals $100 per month, You will have $100 authorized payment).
Upon enrolment or at any time during the Term, We may at Our sole discretion, charge You with a deposit in the amount equal to the expected volume of Services to be consumed by You on a monthly basis (the “Deposit Amount”). The Deposit Amount may be increased, from time to time, according to the actual volume of Services consumed by You in the past month. It should be noted, that the Deposit amount is not an actual payment, but a reserve fund to verify that You can cover the Fees.
In case of failure to process the Fees for Our Services via the payment method provided by You, We are entitled to utilize the Deposit Amount, in whole or in part, as payment for Our Services. The capture of such amount does not release You from Your obligation, nor derogates from any right or provision upon this Terms. Upon utilization by Us of any part or all of the Deposit Amount You shall be required to complete the Deposit Amount within 7days. If such amount is not completed within 7 days, we shall have the right to suspend or terminate the Service, as applicable, in accordance with the provisions of these Terms.
6.10 Taxes. All amounts due hereunder are exclusive of all sales, use, excise, service, value-added, or other taxes, duties, and charges of any kind (whether foreign, federal, state, local, or other) associated with these Terms, the Service, or Your access to the Services. You shall be solely responsible for all such taxes, duties, and charges (except for taxes imposed on Our income), which may be invoiced by Us from time to time.
6.11 Late Payments.
6.11.1. If You fail to make payment within the specified time, We reserve the right to discontinue the provision of the Services or a specific applicable Service until payment is received, by giving You notice following which You shall have seven (7) days to provide payment. If payment is not received within said seven (7) days, in addition to Our other rights hereunder, including the right to terminate, We shall immediately stop providing the Services until the date of payment. Without derogating from the above, in case You fail to perform due payment, and the Services are discontinued, You hereby waive any and all claims which may arise in connection with such action.
6.11.2. Without derogating the foregoing, You shall pay interest on all late payments at the lesser of (a) 1.5% per month or (b) the highest rate permissible under applicable law, calculated daily and compounded monthly. You shall reimburse Us for all costs and expenses, including, but not limited to attorneys’ fees, incurred in collecting any unpaid amounts owed by You hereunder.
7. Your Responsibilities
7.1 Lawful Use. You hereby declare and agree that You shall only use the Services in a manner that complies with all applicable laws, rules, or regulations, including, but not limited to, all applicable export laws and applicable restrictions concerning the protection of privacy and intellectual property including copyrights and any other intellectual property rights.
7.2 Without derogating the generality of the foregoing, You hereby declare and undertake that your Store and products and/or services that are being sold in Your Store, are compliant with all applicable laws, rules, or regulation.
7.3 Usage Restrictions. Other than the rights expressly specified in this Terms and in an applicable Order Form, no other right or interest whatsoever is granted to You in connection with the Service. Without limiting the foregoing, You may not: (i) use the Service for purposes other than the purposes for which it is intended as defined in these Terms and/or the applicable Order Form; (ii); rent, lease, lend, sell, sublicense, assign, distribute, or transfer in whole or in part the right to use the Service or any part thereof; (iii) bypass or breach any security device or protection used by the Service; (iv) input, upload, transmit, or otherwise provide to or through the Service any information or materials that are unlawful or injurious, or that contain, transmit, or activate any harmful code; (v) use the Service in any illegal manner or in any way that infringes the right of any third party.
7.4 You represent and warrants that You have all the legal authority and all rights necessary to provide Your Data to Us hereunder, and the provision of Your Data to Us hereunder does not and will not violate or conflict with or result in a breach of any terms, conditions, duties or obligations You have to any third party or any other rights of any third party or any applicable law, rule or regulation.
7.5 Cooperation. At any time during the Term, You shall, and shall cause Your personnel to, fully cooperate with Us in Our efforts to provide the Services. Without derogating from the foregoing, during the Term, and in any event, no later than 5 days following Our written request, You shall provide Us with any and all data sources, platforms, information, and documents that are required for Us (i) to verify the Fees amount due to Us, (ii) to provide the Services, and (iii) to enable Us to utilize its Services and maintain a high Chargeback Win Rate.
7.6 You undertake to provide Us with access, as specified in section 3.3, immediately upon the Commencement Date, and to maintain such access all through the Term. We shall not be liable for any whatsoever failure, including a failure to obtain refunds or to Your Chargeback Win Rate in disputes and chargebacks if You do not provide us with the applicable access.
8. Intellectual Property Rights
8.1 The Services and the Website including the algorithm used to provide the Services, the anonymized and aggregate data collected, the look and feel of the services, the content, including the video materials, text, photos, logos, any graphical display of data, designs, sound, figures, analysis, statistics, trademarks and any other content embodied in the Services and the Website are protected by Our Intellectual Property Rights or of third parties. For the avoidance of doubt, formats of correspondence with End Users and other third-party entities prepared by Us as part of the Services is also protected by Our Intellectual Property Rights.
For the purpose of this Terms, “Intellectual Property Rights” means any and all intellectual property rights, whether registered or not, worldwide including, without limitation, all the following: (i) copyrights, including moral rights, registrations and applications for registration thereof; (ii) computer software programs, data and documentation; (iii) patents, patent applications and all related continuations, divisional, reissue, design patents, applications and registrations thereof, certificates of inventions; and (iv) trademarks, trademark applications, domain names, trade secrets and Confidential Information (as defined below).
8.2 As between You and Us, We retain all rights, title, and interest in and to the Services and the Website. The use of the Services and the Website does not confer on You any of the intellectual property rights embodied therein, other than the right to use such in accordance with the terms of these Terms.
8.3 You hereby grant Us a limited, non-exclusive, non-transferable, and royalty-free license to use Your Data to provide the Services. You acknowledge and agree that in order to provide, support, maintain and improve the Services we will need to (i) access, store, and copy Your Data; (ii) use Your Data to train our software tools (e.g. artificial intelligence and machine learning models); and (iii) duplicate Your Data for backup and perform other technical operations necessary to deliver the services, as we deem appropriate.
8.4 You shall not, nor shall You allow any other party to modify, decompile, disassemble, reverse engineer, copy, transfer, create derivative works from, rent, sub-license, distribute, reproduce framed, republish, scrape, download, display, transmit, post, lease or sell in any form or by any means, in whole or in part, use for any purpose other than for using the Services and the Website pursuant to the Terms or otherwise exploit any of the contents of the Services and the Website without Our explicit, prior written permission.
8.5 Feedback. If You contact Us with feedback data (e.g., questions, comments, suggestions, or the like) regarding the Services (collectively, “Feedback”), such Feedback shall be deemed to be non-confidential, and We shall have a non-exclusive, royalty-free, worldwide, perpetual license to use or incorporate into Our Services any such Feedback.
9. Confidentiality
9.1 Scope. As used herein, “Confidential Information” means any non-public information or data, regardless of whether it is in tangible form, disclosed by either party (the “Disclosing Party”) that the Disclosing Party has either marked as confidential or proprietary, has identified in writing as confidential or proprietary to the other party (the “Receiving Party”), or that a reasonable person should understand to be confidential due to the circumstances of disclosure or the nature of the information itself. Our Confidential Information includes Our Services. Information will not be deemed “Confidential Information” if such information: (a) is known to the Receiving Party prior to receipt from the Disclosing Party directly or indirectly from a source other than one having an obligation of confidentiality to the Disclosing Party; (b) becomes known (independently of disclosure by the Disclosing Party) to the Receiving Party directly or indirectly from a source other than one having an obligation of confidentiality to the Disclosing Party; or (c) becomes publicly known or otherwise ceases to be secret or confidential, except through a breach of these Terms by the Receiving Party.
9.2 Use and Non-Disclosure. The Receiving Party agrees that it will use the Confidential Information of the Disclosing Party solely to perform its obligations or exercise its rights hereunder and will exercise due care in protecting the Confidential Information from unauthorized use and disclosure. The Receiving Party will use reasonable measures to protect the confidentiality and value of the Disclosing Party’s Confidential Information. The Receiving Party will not disclose, or permit to be disclosed, the Disclosing Party’s Confidential Information or the terms of the Order Form directly or indirectly, to any third party without the Disclosing Party’s prior written consent, except that the Receiving Party may disclose the Disclosing Party’s Confidential Information (i) to its employees, officers, directors, consultants and professional advisers (e.g., attorneys, auditors, financial advisors, accountants, and other professional representatives) who have a need to know and are legally bound to keep such Confidential Information confidential by confidentiality obligations; and (ii) as required by law (in which case, where permissible and feasible, the Receiving Party will provide the Disclosing Party with prior written notification and the opportunity to contest such disclosure. The Receiving Party will use commercially reasonable efforts to minimize such disclosure to the extent permitted by applicable law). In the event of an actual or threatened breach of the provisions of this Section by the Receiving Party, the Disclosing Party will be entitled to seek immediate injunctive and other equitable relief, without waiving any other rights or remedies available to it.
10. Data processing
10.1 Data Controller. You acknowledge that the Company acts as a separate and independent Data Controller in relation to Personal Data. You and the Company shall each comply with the obligations under the Data Protection Laws in respect of their Processing of Personal Data.
10.2 Each party shall only disclose the Personal Data for one or more defined purposes which are consistent with the Terms or required to comply with applicable laws (the “Purposes”).
10.3 Obligations in relation to Personal Data. Where acting as a recipient, each party shall comply with applicable Data Protection Laws and, without limitation to the foregoing: (1) only Process the Personal Data in order to perform its obligations under the Terms and for the Purposes; (2) put in place and maintain appropriate technical and organisational measures to protect the Personal Data against unauthorized or unlawful processing or accidental destruction, loss or damage; (3) ensure that only authorised personnel have access to Personal Data and that any persons authorised to have access to Personal Data shall respect and maintain all due confidentiality; (4) not process Personal Data for longer than is required to carry out the Purposes.
10.4 Information to Data Subjects. Prior to sharing any Personal Data with the Company, You shall provide all notifications required by Data Protection Laws to the relevant Data Subject in each case with respect to the sharing of Personal Data with the Company, including by providing a link to Our Privacy Policy. Where the Company collects Personal Data directly from Data Subjects, the Company shall be responsible for ensuring that it provides clear and transparent information to Data Subjects, as required under Data Protection Laws, in relation to the relevant Processing, as described in the Privacy Policy.
10.5 Cooperation and assistance. Each party shall provide the other party with such reasonable cooperation, assistance and information to the other to assist that other party with its compliance with Data Protection Laws.
10.6 Notifications. Each party shall promptly notify the other (to the extent permitted by law) in writing providing reasonable detail and reasonably cooperate in relation to any third party complaint, audit, investigation, request or inquiry (whether by a Supervisory Authority, Data Subject or otherwise) establishing, alleging or inquiring as to possible noncompliance with any Data Protection Laws in connection with Personal Data maintained by or for such party, and the parties will co-operate reasonably with each other in respect thereof.
10.7 Restricted transfers from the EEA. In order to enable the efficient and effective delivery of its services, the Company may transfer and Process Personal Data from the European Economic Area (the “EEA”) to other jurisdictions. This shall be permitted only where the Company has done all such acts and things as are necessary to ensure that any Personal Data transferred outside of the EEA will remain adequately protected in accordance with the requirements of Data Protection Laws. You acknowledge that the Company may ensure such adequate protection by executing the European Commission's Standard Contractual Clauses (“SCCs”) (or such other clauses as may be approved from time to time with regard to transfers of Personal Data out of the United Kingdom). Further, if it is anticipated that there will be transfers of Personal Data of a Data Subject in the EEA to the Company, then You will ensure You enter into relevant SCCs with the Company.
11. Data Security.
We will implement and maintain reasonable administrative, physical, and technical safeguards, including, without limitation, an information security program that meets commercially reasonable industry practices to safeguard Your Data. Further, We represent and warrant that We have obtained SOC2 Type I certification and that such certification shall remain in effect during the Term. However, any storage of information and especially, the transfer thereof via the Internet cannot be fully secured, and therefore We cannot promise absolute protection of Your Data.
12. Terms and Termination
12.1 Your subscription to Our Services shall come into effect upon the Commencement Date and shall remain in full force and effect, unless otherwise terminated in accordance with the provisions herein or the Order Form (as far as applicable).
12.2 Either party may terminate the Services or a specific Services, at any time during the Term, other than during a Commitment Period or a Trial Period (if any), and at its sole discretion, by giving written notice to the other party at least thirty (30) days in advance. In order to eliminate any ambiguity regarding the termination of a specific Service, it is imperative that in such case You shall explicitly request the termination of the applicable Service. Termination of one Service shall not automatically imply the termination of any other Service. Failure to provide explicit instructions for each Service may result in continued provision of those Services and charges of associated Fees.
12.3 Without derogating from the provisions of the above, during the Term, the Services may be terminated immediately by either party: (i) in the event of a breach of any provision of these Terms or the Order Form (if applicable), by the other party if such breach is not cured within five (5) days of receiving notice demanding that such breach be cured, or immediately if such breach is incapable of cure; or (ii) should the other party: (a) file or have filed against it a petition in bankruptcy or seeking re-organization and such filing shall not be removed within forty-five (45) days; or (b) have a receiver appointed and such appointment is not revoked within forty-five (45) days, or (c) institute any proceedings for the liquidation or winding up.
12.4 Suspension of Service. Without derogating the generality of the foregoing, it is clarified that in the event of a breach of any provision of these Terms or the Order Form, We may immediately suspend or otherwise deny Your access to or use Chargeback’s Management Services.
12.5 You acknowledge that, following disconnection from the Services, You will not be entitled to raise any claims regarding the outcomes or results associated with such disconnection. As well, We shall not be liable for any Services provided from the moment You have failed to pay Fees for the Services.
12.6 Following the expiration or termination of the Order Form, for any reason, You shall remit in full all payments due to Us for Services rendered prior to termination or expiration, including in accordance with section 7.7 above. For the avoidance of doubt, the termination or expiration of the Order Form shall in no way relieve You from Your obligations to pay any sums due to Us.
12.7 Survival. Upon expiration or termination of the Order Form, any provisions intended by their nature to survive termination of the Order Form shall survive.
13. Disclaimer. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES ARE PROVIDED ON AN “AS-IS” BASIS AND WE DISCLAIMS ANY AND ALL WARRANTIES. WE DO NOT WARRANT THAT THE SERVICES ARE ERROR-FREE OR THAT OPERATION OF THE SERVICES WILL BE UNINTERRUPTED. WE DO NOT WARRANT THAT THE RESULTS GENERATED BY THE SERVICES ARE ACCURATE OR WILL LEAD TO ANY PARTICULAR OUTCOME, AND WE EXPRESSLY DISCLAIMS ALL LIABILITY WITH RESPECT TO SUCH RESULTS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, WE DO NOT MAKE ANY ADDITIONAL REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, AS TO ANY MATTER WHATSOEVER. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, ALL OTHER EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES ARE HEREBY EXCLUDED, AND WE EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT.
CHARGEFLOW DOES NOT GUARANTEE THAT ALL CHARGEBACKS WILL BE RESOLVED AND/OR RESOLVED AT YOUR BENEFIT OR, THAT ALL FRAUD ATTEMPTS WILL BE IDENTIFIED OR PREVENTED. FOR THE FRIENDLY-FRAUD PREVENTION SERVICE, CHARGEFLOW DOES NOT GUARANTEE THAT ALL TRANSACTIONS WILL BE REVIEWED OR ACCURATELY ASSESSED.
14. Limitation of Liability
14.1 Without derogating from the generality of the foregoing, We assume no liability or responsibility for any (a) errors, mistakes, or inaccuracies of any content included in the Website; (b) any interruption or cessation of transmission to or from the Services; (c) any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Services or Website by any third party; and (d) Third Party License as specified in sections 4.5.3 and 4.5.4 above.
14.2 You agree to hold Us harmless for any losses caused, directly or indirectly, to You and/or to any other third party, with respect to the Website and/or the Services and You shall bear sole responsibility for any of Your decisions made relying on the content of the Website and/or the Services.
14.3 In no event will We be liable to You or any third party for any special, direct, indirect, incidental, punitive, or consequential damages whatsoever, including any lost profits or lost data arising from Your use of the Website and/or the Services or other materials on, accessed through or downloaded from the Website or as part of the Services, whether based on warranty, contract, tort, or any other legal theory, and whether or not We have been advised of the possibility of these damages and in cases where judicial authority finds Us liable, Our liability shall not exceed the fees due to Us at the 6 months preceding to the event giving rise to the liability. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
14.4 We are not responsible for any disruption or technical malfunction of any telephone or network lines, computer online systems, servers or providers, hardware, software, failure due to technical problems or traffic congestion on the internet (or inaccessibility of the internet) or incompatibility between the Services and Your browser and/or Store systems and/or other equipment. Without derogating from the above, We do not assume any responsibility or risk for Your use of the Internet.
15. Miscellaneous
15.1 We may, at Our sole discretion, amend, modify, terminate, or discontinue, from time to time, any of the Services and/or introduce new Services. We shall not be liable for any loss suffered by You resulting from any such changes made and You shall have no claims against Us in such regard.
15.2 We may modify these Terms from time to time. When We do, We will provide notice to You by publishing the most current version and revising the date at the top of this page and any modifications shall be effective immediately upon such publication. By continuing to use the Website or the Services after any changes come into effect, You are deemed to agree to the revised Terms.
15.3 You agree that transmission of information to or from the Website does not create between You and Us any relationship that deviates from those specified in this Terms.
15.4 The Order Form and these Terms and the Privacy Policy, as both may be amended from time to time, constitute the only valid agreements between You and Us, and no representation, promise, consent or undertaking, whether written or oral, that is not included in the Terms or Our Privacy Policy will be binding upon the parties. For the avoidance of doubt, if You shall issue any purchase orders or similar documents in connection with the purchase of Service, it shall be only for Your own internal use and administrative purposes and not with the intent to provide any contractual terms, which are hereby deemed rejected.
15.5 These Terms and the relationship between You and Us shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York, and You irrevocably submit to the exclusive jurisdiction of the state and federal courts located in New York City, New York and waives any jurisdictional, venue, or inconvenient forum objections to such courts. For the avoidance of doubt, the1980 UN Convention on Contracts for the International Sale of Goods shall not apply with respect to these Terms and the relationship between You and Us.
15.6 No failure or delay on Our part in exercising any right, power or remedy thereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy.
15.7 If any provision of these Terms is held by a court of competent jurisdiction to be unenforceable under applicable law, then such provision shall be excluded from these Terms and the remainder of these Terms shall be interpreted as if such provision was so excluded and shall be enforceable in accordance with its terms; provided, however, that in such event these Terms shall be interpreted so as to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such court of competent jurisdiction.
15.8 We may transfer or assign any and all of Our rights and obligations hereunder to any third party; without derogating from the above, the Website and/or any of the Services may be operated by third parties. You may not transfer, assign or pledge in any manner whatsoever any of Your rights or obligations under these Terms.
15.9 Force Majeure. Neither party shall be responsible for failure to perform any obligations hereunder (other than the obligation to pay amounts due) due to a cause beyond its reasonable control, including, without limitation, terrorism, fire, civil disturbance, war, rebellion, earthquake, flood and similar occurrences, provided that performance shall resume as soon as possible after the cause no longer prevents performance (a “Force Majeure Event”). In the event such non-performance continues for a period of thirty (30) days or more, either party may terminate the Order Form by giving written notice to the other party. Upon the occurrence of any Force Majeure Event, the affected party will give the other party written notice as soon as reasonably practicable of its failure of performance, describing the cause and effect of such failure, and the anticipated duration of its inability to perform.
15.10 Publicity. You agree that We may identify You as a user of the Services and use Your trademark and/or logo (i) in sales presentations, promotional/marketing materials, and press releases, and (ii) in order to develop a brief customer profile for use by Us on the Website or social media accounts for promotional purposes.
15.11 Notices. Notices to you will be sent by email to the address you provide Us. Notices to Us will be sent by email; provided, however, that any notice to Us concerning termination, breach, indemnification or any other legal concern (collectively, “Legal Notice”) will be made in writing and delivered by hand delivery, internationally recognized overnight courier service, or by prepaid, certified U.S. mail return receipt requested to: 304 S Jones Blvd #1623 las Vegas NV 89107, Attn: Chargeflow’s legal team. Notices will be effective upon receipt; provided, however, that (i) notices sent by email will be effective as of the email date absent receipt by the sender of a bounce back or error message, and (ii) Legal Notices to Us will be effective only if made and delivered in the manner expressly set forth above.
General
This Referral Program Agreement ("Agreement"), in combination with other agreements relating to your use of the Chargeflow Services, is made between you ("you", "your") and Chargeflow Inc. ("Chargeflow", "we," "our", "us") and governs your participation in the Chargeflow Referral Program (the "Referral Program"). By requesting or sending a Referral Link (defined below), you represent that you have read, understood, accepted, and agreed to be bound by this Agreement. The Terms of Service ("Terms"), as amended from time to time, are incorporated into and form part of this Referral Program Agreement and shall apply to your participation in the Referral Program. In the event of any inconsistency between any of the provisions of the Terms and this Referral Program Agreement, this Referral Program Agreement will control. Any capitalized terms that are not defined in this Referral Program Agreement shall have the meaning provided in the Terms. We may modify this Referral Program Agreement by posting an updated version on our website. By continuing to participate in the Referral Program after the posting of such modifications, you shall be deemed to accept such modifications.
1. Referral Program Eligibility
In order to participate in the Chargeflow Referral Program, you must:1. Be a registered Chargeflow Customer with a valid payment method on file; and 2. Ensure that all individuals distributing Referral Links on your behalf are natural persons of at least 18 years of age.
2. Qualifying Referrals
Chargeflow will provide you with a unique URL that can be provided to prospective Chargeflow customers (the "Referral Link"). Referred customers must be businesses or individuals engaging in commercial activity for the sale of goods and/or services. Referral Bonuses will only be awarded for Qualifying Referrals. A "Qualifying Referral" must meet all of the following conditions: The referred customer is not registered and was not previously registered with Chargeflow under any email address or alias; The referred customer completes the registration process with Chargeflow using your Referral Link. If a referred customer registers with Chargeflow using any other link or method, the registration will not count as a Qualifying Referral; The referred customer has a valid payment method; The referred customer has Chargeflow manage at least one dispute on their behalf; The referred customer agrees to the main Terms of Service of Chargeflow. The Referral Link should only be provided directly to your personal acquaintances. Additionally, you and any individuals acting on your behalf may not use any paid advertisement to promote the Referral Program, including but not limited to paid search marketing, advertisements, affiliate networks, paid email campaigns, or other similar methods. You may not use a Referral Link to create a new Chargeflow Account for yourself, your business, its affiliated entities, or any person acting on your behalf. By participating in the Referral Program, you represent and warrant that: (i) Each individual distributing Referral Links on your behalf has a personal relationship with his/her referral or otherwise has the necessary consents to submit their information to the Referral Program; and (ii) Each such individual will comply with all applicable Chargeflow policies and terms, and any and all applicable laws or regulations.
3. Referral Bonus Redemption Process:
You may be eligible to earn a Referral Bonus for each Qualifying Referral that you refer. The Referral Bonus may change from time to time and will be set forth on the relevant promotion page. The Referral Bonus is set to the value displayed on the relevant promotion page at the time the Referral Link is sent to the prospective customer.
Referral Bonus Details:
The Referral Bonus consists of a $100 gift card. Upon qualifying for a Referral Bonus, you will have the option to choose from various gift card providers or platforms available at the time of redemption. Examples may include, but are not limited to, popular retailers, online platforms, or payment services. The specific options available may vary and will be communicated to you upon qualification. You will receive a Referral Bonus when a Qualifying Referral is made. You will be notified whether a referred customer who has used your Referral Link has applied for a Chargeflow Account and whether the application has been approved or denied. Upon meeting the Referral Bonus criteria, you will receive a notification with instructions on how to claim your $100 gift card. It might take up to eight (8) weeks to receive the Referral Bonus.
Additional Terms:
The Referral Bonus is non-transferable and cannot be exchanged for cash or other rewards. Any fees associated with the issuance or redemption of the gift card may be deducted from the amount. Your use of the Referral Bonus may be governed by additional or third-party terms and conditions specific to the gift card provider.
4. Privacy
Any information obtained in connection with the Referral Program will be collected, processed, and used in accordance with Chargeflow's Privacy Policy.
5. Intellectual Property
Chargeflow is the owner of all intellectual property related to the Referral Link, including without limitation the Services and related technology; Chargeflow Data; and copyrights, patents, trade secrets, trademarks, brands, logos, and other intellectual property incorporated into each of the foregoing (the "Chargeflow Property"). Chargeflow grants you a limited, non-exclusive, revocable, and non transferable license to use Chargeflow Property as permitted by this Referral Program Agreement.
6. Additional Terms and Restrictions
The Referral Bonus may qualify as taxable income for you. You are responsible for any federal, state, or local taxes resulting from your participation in the Referral Program. Chargeflow will not be obligated to report federal and state taxes to relevant authorities but may report such income as required by law.
7. Reservation of Rights
Chargeflow reserves the right to withhold, deny, or cancel any Referral Bonus and/or terminate your Chargeflow Account if we, in our sole discretion, deem the award of any Referral Bonus as fraudulent, abusive, unethical, suspicious, or otherwise inconsistent with this Referral Program Agreement, the Terms, or any other applicable laws or regulations.
8. Termination
Chargeflow reserves the right to suspend or terminate the Referral Program at any time or to change this Referral Program Agreement at any time and for any reason in our sole discretion upon Notice to you or by deactivation of the Referral Link. Your eligibility for the Referral Program and the eligibility of any referrals are determined in the sole discretion of Chargeflow.
9. Entire Agreement
This Referral Program Agreement, together with the Terms of Service and Privacy Policy, constitutes the entire understanding between you and Chargeflow regarding the subject matter described, and no other agreements, representations, or warranties other than those provided in these agreements will be binding unless in writing and signed by you and Chargeflow.
10. Additional Defined Terms
You means the individual or entity that has opened a Chargeflow Account to use the Services and manage disputes and is executing this Referral Program Agreement. Notice means any physical or electronic communication or legal notices related to this Referral Program Agreement that are provided to you through text or SMS, email, your Chargeflow Account, or by other means. Referral Bonus means any consideration provided under this Referral Program Agreement, specifically a $100 gift card, which you can choose from available options provided by Chargeflow at the time of redemption. Examples may include various retailers, online platforms, or payment services. By participating in the Chargeflow Referral Program, you acknowledge that you have read, understood, accepted, and agreed to be bound by this Referral Program Agreement.
We at Chargeflow, Inc. (the "Company", "We", "Us" or "Our"), are committed to securing Your Personal Data and Your privacy.
This is the privacy policy that covers the Chargeflow App, website [www.chargeflow.io] (both the “Chargeflow”), and the services offered on Chargeflow (the “Services”).
In this Policy, You ("You", "Your" or "User") may find information about the types of information that We collect about users of Chargeflow, when We collect it, how We use it, and share it with third parties, maintain it, etc.
We will uphold the following principles:
To be transparent in respect of the collection and processing of Personal Data about You:
It is important to Us that You have at all times all the information required for You to make educated decisions about the processing of Personal Data about You. For this purpose, We will make use of various techniques and measures aimed to provide You with relevant information about the processing of Personal Data about You, in the proper manner and timing.
In addition, if We find You are required to be provided with specific information, We will provide it to You in the appropriate time and place.
We are also happy to answer any questions You may have and to provide You with any clarification You require, subject to legal limitations. For this purpose, You can approach Us by sending an email to the following address: privacy@chargeflow.io.
To process Personal Data about You solely for the purposes outlined in the Policy:
The purposes for which We may process Personal Data about You include, inter alia, to provide You and Our customers with Our Services, to customize Our Services to Your needs and preferences, to improve Our Services, to protect Our rights and interests, to offer You content and materials that can be of interest to You, to perform business and administrative activity that supports the provision of Our Services, and/or to uphold any legal and/or regulatory requirements that apply to Us. For more information, see section 6 of Our Complete Privacy Policy
To invest significant resources in order to respect Your rights in connection with Personal Data about You:
We apply significant resources to allow You to exercise Your rights as a data subject. Therefore, You may approach Us at any time You wish to review Personal Data about You, have Us amend it, erase it, cease using it for specific purposes or in general, or transfer it to You or to a third party. We will fulfill Your wishes in accordance with the applicable law.
To secure Personal Data about You:
While We cannot promise absolute protection of the Personal Data about You, We can promise that We use and will continue to use a wide array of means and measures aimed at ensuring the Personal Data about You is secured.
1. The Scope?
This Policy describes what kind of Personal Data We collect about natural persons, and how We collect it, use it, share it with third parties, secure it, process it, etc.
In this Policy, “Personal Data” refers to any information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or in combination with additional information that We have or that We have access to.
In this Policy, the “Processing” of Personal Data refers to any operation or set of operations performed on Personal Data, including the collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure, or destruction of Personal Data.
You must be at least 18 years old to access and/or use Our Services and/or register with Us. We do not knowingly collect Personal Data about any person under the age of 13.
2. Data Controller
The Company:
The Company is the data controller in respect of the Personal Data.
3. When Do We Collect Personal Data About You?
We may collect Personal Data about You whenever You or our customers use Our Services, use Our service channels, use the Platform and/or contact Us.
In some instances, You will actively provide Us with the Personal Data, and in other instances, We will collect the Personal Data about You by examining and analyzing Your use of Our Services and/or Our service channels, or receive Personal Data about You from our Customers.
4. No Obligation to Provide Personal Data to The Company And its Implications
You are not obliged to provide Us with any Personal Data about You. However, in some instances, not providing such Personal Data will prevent Us from providing You or our Customers with the products or services You requested Us to provide You or that we are contractually obligated to provide, will prevent Your and/or Our Customer’s use of the Platform and the Services or a part thereof, and/or will cause the malfunctioning of Our Services.
5. What Personal Data About You Do We Collect?
Personal Data We collect upon registration with the Platform. Upon creation of an account with Chargeflow, You provide Us with the following information: full name, user name, email address, telephone number, and Your Store details as provided by the CRM and e-commerce platform, as well payment processors, and payment gateway. While some of the details mentioned above are required fields in pages of registration, others are not required, but We recommend that You complete them so that We can provide You with the best services We can.
Personal Data We collect when You use or access the Chargeflow. Whenever You access to or use Chargeflow, We collect from You by way of observation of Your use thereof certain usage information. This information includes online activity log, traffic information (including, without limitation, IP address or device ID, time of access, date of access, web and mobile page(s) visited, language used, software crash reports and type of browser used and information regarding the device You used, location data.
Personal Data We receive from You: any Personal Data You provide to Us of Your own free will when contacting Us. We may record and/or document in writing Your calls.
Personal Data We receive from Our Customers and business partners. Whenever we provide services to Our Customers, We receive Personal Data from them in order to facilitate the provision of these services. This information includes Your Chargeback request, information about Your transaction with Our Customer, Your contact information, information about Your transactions with Our Customer, content of Your correspondence with Our Customer, transaction risk indicators, financial information relevant to the transaction Examples of such information include, Name, Shipping Address, Billing Address, Purchased Items, Communications, IP Address, Phone Number, Email.
The Purposes of The Processing of Personal Data and Their Legal Basis
The Company processes Your Personal Data for one or more of the purposes outlined in this section and according to the appropriate legal basis.
The Company will not process Personal Data about You unless there is a legal basis for such processing. The legal bases according to which the Company may process Personal Data about You are as follows:
a. Your consent that the Company will process Personal Data about You for one or more specific purposes. By way of example, for the purpose of sending marketing materials to You.
Where the legal basis for the processing of the Personal Data about You is consent, You may at any time withdraw Your consent for the purposes for which You provided Your consent by sending a notice free of charge to the following email address: privacy@chargeflow.io.
Where You withdraw Your consent for the processing of Personal Data about You, We might not be able to provide You with some or all of the Services You requested or in the form intended to be provided to You, and You will have no claim in respect of that.
b. Processing is necessary for the performance of a contract to which You are party or in order to take steps at Your request prior to entering into a contract. This refers to all the information required for us to provide You with the Services and grant You access thereto, or to facilitate Your transaction with Our Customer.
c. Processing is necessary for the purposes of the legitimate interests pursued by the Company or by a third party. By way of example, for the purpose of fraud prevention, improving Our Services, or for the exercise or defense of legal claims.
The following list outlines the purposes for which We may process Personal Data about You and the legal basis for any such processing:
6. Your Right To Object To The Processing of Personal Data About You For Direct Marketing Purposes
The Company provides You with offers that are tailored for You specifically, in order to connect You to brands, products and services in ways that are important to You. This may include ads, offers and other sponsored content related to products and services of Ours or of third parties. This is done following the processing of Personal Data about You, in order to adjust the materials presented to You, on the basis of Your preferences, behavior, characteristics and interests. For this purpose, We use Personal Data automated analysis techniques that provide Us with analysis and conclusions concerning You in various aspects, including profiling.
Similar analysis and conclusions are used to the extent that You agreed to receive marketing materials from Us, as such materials are tailored to offer You products and services which We think may be of more interest to You.
Where Personal Data about You is processed for direct marketing purposes, You shall have the right to object at any time to such processing for this purpose, including profiling to the extent that it is related to such direct marketing, by sending a notice to the following email address: privacy@chargeflow.io, in which case We shall cease to process Personal Data about You for such direct marketing purposes.
In addition, You may withdraw Your consent from receiving marketing materials via email at any time, by sending an email free of charge with the title “unsubscribe” to the following email address: privacy@chargeflow.io [. You can withdraw Your consent from receiving marketing materials via push notifications in Your mobile device’s settings page.
Please note that if You opt out of receiving marketing communications from Us, We may still communicate with You from time to time if We need to provide You with non-marketing information about Our Services or for other legitimate non-marketing reasons.
7. Transfer of Personal Data to Third Parties
The Company may also share Personal Data about You with third parties that provide Us with the following services:
7.1. Storage and hosting providers, including cloud computing services;
7.2. IP address information;
7.3. Analysis of user experience;
7.4. Support;
7.5. Marketing and email services;
7.6. CRM data management;
7.7. Accounting and legal services; and
7.8. Research, analytical, technical, and diagnostic services.
The Company may also share Personal Data about You with its related entities and business partners, which provide it with resources that enable the Company to enrich and improve the level of services and products it provides to its users. We may also share Personal Data about You with Our Customers, in the process of providing them Services in relation to Your transactions with Our Customers.
To provide our Customers with the Services, we may use Google Workplace API. We will not use the data obtained from the Google Workplace API to train any AI or Machine Learning models.
The Company may share Personal Data about You with governmental, local, official, and regulatory authorities, as well as if such disclosure is required to protect Our and third parties’ interests, rights, and assets, including initiation, exercise, or defense of legal claims.
In addition, We may disclose Personal Data about You to potential purchasers or investors of, or lenders to, the Company and/or any company within the group of companies of which the Company is a part, or in the event of any similar transaction (including the sale of assets of the Company and/or of any company within the group of companies of which the Company is a part), and/or in connection with any merger, reorganization, consolidation, or bankruptcy of the Company and/or any company within the group of companies of which the Company is a part.
In the preceding twelve (12) months, We have not sold any Personal Data.
8. Cookies and Third Party Services
Web Tracking Information: We, and third party service providers that we engage to provide services to us (“Contractors”), may use web tracking technologies such as cookies, web beacons, pixel tags and clear GIFs in order to operate the Service efficiently and to collect data related to usage of the Service. Such collected data (“Web Tracking Information”) may include the address of the websites You visited before and after You visited the Chargeflow, the type of browser You are using, Your Internet Protocol (IP) address, what pages in the Service You visit and what links You clicked on, and whether You opened email communications we send to You. In order to collect Web Tracking Information and to make Your use of the Service more efficient, we may store cookies on Your computer. We may also use web tracking technologies that are placed in web pages on the Service or in email communications to collect information about actions that users take when they interact with the Service or such email communications, and our Contractors may also do so. We do not correlate Web Tracking Information to individual user Personal Information. Some Web Tracking Information may include data, such as IP address data, that is unique to You. You may be able to modify Your browser settings to alter which web tracking technologies are permitted when You use the Service, but this may affect the performance of the Service.
9. Types of cookies:
The cookies We may use have been classified according to their functionality, as follows:
Type of Cookie
Purpose
Additional Information
Strictly Necessary Cookies
These cookies are strictly necessary to enable You to navigate the Platform and use features You have requested. They are used to provide You with Our content, products, and services that You have requested.
Such cookies are essential to help Your device download or stream information so that You can navigate around the Platform, use its features, and return to pages You have previously visited.
These cookies collect Personal Data about You, such as user name and last login date, and identify You as being logged in to the Platform.
These cookies are deleted when You close Your web browser (session cookies).
Functionality Cookies
These cookies are used to recognize You when You return to the Platform and allow Us to remember Your choices and preferences.
These cookies survive the closing of Your web browser, and last until their applicable expiry time.
Performance Cookies
These cookies are used to provide aggregated statistics in respect of the performance of the Platform and to test and improve such performance, in order to provide better user experience. In addition, they allow Us to carry out analytical functions on the Platform.
These cookies collect anonymized data that is not related to an identified or identifiable natural person.
These cookies are valid for varying periods; some are deleted once You close Your browser, while others have an indefinite validity period.
Third Party Marketing/Targeting Cookies
These cookies are used to deliver ads and marketing communications, and to display the Platform in a manner that is more relevant to You. They are also used to measure the effectiveness of an advertising campaign. These cookies record Your visit to the Platform and the pages You have visited.
Some of these cookies are provided and used by third parties.
These cookies are valid for varying periods; some are deleted once You close Your browser, while others have an indefinite validity period.
Blocking and removal of cookies
You can change Your browser settings to block and delete some or all cookies. Please see below links to instructions on how to do this in respect of some of the most popular web browsers:
Please note, however, that if You do so, some or all of the Platform’s features and functionalities might not perform as intended.
We use mobile analytics software to allow us to better understand the functionality of Our website on Your device. This software may record non personal information such as how often You use the Platform, the events that occur within the Platform, aggregated usage, performance data, and where the Platform was downloaded from.
ONLINE TRACKING NOTICE
AT THIS TIME, THIS SERVICE DOES NOT SUPPORT DO-NOT-TRACK SIGNALS.
9. Retention of Personal Data About You
The Company shall retain Personal Data about You for as long as is required to fulfill the purposes of the processing of the Personal Data as outlined in this Policy, or for a longer period as required according to the legislation, regulation, policies, and orders that apply to Us.
In order to ensure that Personal Data about You is not retained for longer than is required, We periodically review Personal Data retained by Us to examine whether any Personal Data can be erased.
10. Transfers Of Personal Data to a Third Country or an International Organization
Personal Data about You may be transferred to a third country (i.e. jurisdictions other than the one You reside in) or to international organizations. In such circumstances, the Company shall take appropriate safeguards to ensure the protection of Personal Data about You and to provide that enforceable data subject rights and effective legal remedies for data subjects are available.
If You are an EEA resident, please note that these safeguards and protection will be available if any of the following are met:
10.1. The transfer is to a third country or an international organization that the EU Commission has decided provides an adequate level of protection to the Personal Data that is transferred to it pursuant to Article 45(3) of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 ("GDPR");
10.2. The transfer is according to a legally binding and enforceable instrument between public authorities or bodies pursuant to Article 46(2)(a) of the GDPR; or
10.3 The transfer is in accordance with standard data protection clauses adopted by the EU Commission pursuant to Article 46(2)(c) of the GDPR. The clauses adopted by the EU Commission can be viewed at https://ec.europa.eu/info/law/law-topic/data-protection/data-transfers-outside-eu/model-contracts-transfer-personal-data-third-countries_en.
You may request that the Company provide You with details concerning the safeguards employed by it to protect the Personal Data about You that are transferred to a third country or an international organization, by sending an email to the following address: privacy@chargeflow.io.
11. Protection Of Personal Data About You
We implement appropriate technical and organizational measures to ensure an appropriate level of security to Personal Data, taking into account the risks that are presented by processing, in particular from accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Personal Data transmitted, stored, or otherwise processed. We do not guarantee however, that it will not be subject to a security event.
We may be required, due to legal or other obligations outside Our control, to transfer Personal Data about You to third parties, such as public authorities. In such circumstances, We have limited control over the level of protection provided to the Personal Data about You by such third parties.
Any transfer of Personal Data via the internet cannot be fully secured. Therefore, the Company cannot ensure the protection of Personal Data about You when transferred via the internet to Us.
12. Links to Websites of Third Parties
The Services may provide links to websites and/or applications of third parties. The Company does not control such websites and applications, nor the collection and/or processing of Personal Data about You by such websites and applications, and We are not responsible for such websites and applications, nor for their privacy and data protection policies and activities. This Policy does not apply to any actions taken via such websites and/or applications.
Whenever You access such third parties' websites and/or applications, We recommend that You carefully review their privacy policies prior to using such websites and/or applications and prior to disclosing any Personal Data about You.
13. Your Rights in Respect of the Personal Data About You
Generally, You have the right to request that We provide You with confirmation as to whether Personal Data about You is being collected by Us, to ask to review such data, to rectify the content if applicable and to erase the Personal Data no longer required by Us. You may also restrict Your consent to certain processing of Your Personal Data.
If You are an EEA resident, please read this section below:
You are entitled to the following rights in respect of the Personal Data about You. To exercise such rights, You may send a request to exercise Your rights to the following email address: privacy@chargeflow.io.
Right of access
You have the right to receive from the Company confirmation as to whether or not Personal Data about You is being processed, and, if that is the case, access to the Personal Data and the following information: (1) the purposes of the processing; (2) the categories of Personal Data concerned; (3) the recipients or categories of recipients to whom the Personal Data have been or will be disclosed, in particular recipients in third countries outside the European Economic Area (EEA) or international organizations; (4) if possible, the envisaged period for which the Personal Data will be stored, or, if not possible, the criteria used to determine that period; (5) the existence of the right to request from the Company rectification or erasure of Personal Data or restriction of processing of Personal Data about You or to object to such processing; (6) the right to lodge a complaint with a supervisory authority; (7) if the Personal Data is not collected from You, any available information as to its source; (8) the existence of profiling; and (9) if Personal Data is transferred to a third country outside the EEA or to an international organization, the appropriate safeguards relating to the transfer.
The Company shall provide a copy of the Personal Data undergoing processing and may charge a reasonable fee for any further copies requested by You. If You make the request by electronic means, and unless otherwise requested by You, the information shall be provided in a commonly used electronic form.
The right to obtain a copy of the Personal Data shall not adversely affect the rights and freedoms of others. Therefore, if the request harms the rights and freedoms of others, the Company may not fulfill Your request or do so in a limited manner.
Right to rectification
You have the right to obtain from the Company the rectification of inaccurate Personal Data about You. Taking into account the purposes of the processing, You have the right for incomplete Personal Data about You to be completed, including by means of providing a supplementary statement.
Right to erasure
You have the right to obtain from the Company the erasure of Personal Data about You if one of the following grounds applies: (a) the Personal Data is no longer necessary in relation to the purpose for which it was collected or otherwise processed; (b) You withdraw Your consent on which the processing is based and there is no other legal ground for the processing; (c) You object at any time, on grounds relating to Your particular situation, to the processing of Personal Data about You that is based on the legitimate interests pursued by Us or by a third party, and there are no overriding legitimate grounds for the processing; (d) You object to the processing of Personal Data about You for direct marketing purposes; (e) the Personal Data has been unlawfully processed; or (f) the Personal Data about You has to be erased for compliance with a legal obligation in European Union or Member State law to which the Company is subject.
This right is not applicable to the extent that the processing is necessary (a) for compliance with a legal obligation that requires processing by European Union or Member State law to which the Company is subject; or (b) for the establishment, exercise, or defense of legal claims.
Right of restriction of processing
You have the right to obtain from the Company the restriction of processing of Personal Data about You if one of the following applies: (a) the accuracy of the Personal Data is contested by You, for a period enabling the Company to verify the accuracy of the Personal Data about You; (b) the processing is unlawful and You oppose the erasure of the Personal Data about You and request the restriction of its use instead; (c) the Company no longer needs the Personal Data about You for the purposes of processing, but the Personal Data is required by You for the establishment, exercise, or defense of legal claims; (d) if the processing of Personal Data about You is necessary for the purpose of the legitimate interests pursued by the Company or by a third party, unless We demonstrate compelling legitimate grounds for the processing that override Your interests, rights, and freedoms or for the establishment, exercise, or defense of legal claims; or (e) if the Personal Data about You is processed for direct marketing purposes, including profiling, to the extent it is related to such direct marketing.
If the processing of Personal Data about You has been restricted following Your request, such Personal Data shall, with the exception of storage, only be processed with Your consent or for the establishment, exercise, or defense of legal claims or for the protection of the rights of another natural or legal person or for reasons of important public interest of the European Union or of a Member State.
Right to data portability
You have the right to receive the Personal Data about You, which You have provided to the Company, in a structured, commonly used, and machine-readable format, as well as the right to transmit such Personal Data to another controller, if (a) the processing is based on Your consent or on a contract to which You are a party, and (b) the processing is carried out by automated means.
In exercising Your right to data portability, You have the right for the Personal Data about You to be transmitted directly from the Company to another controller, where technically feasible. The exercise of Your right to data portability is without prejudice to Your and the Company’s rights under Your right to erasure. In addition, the right to data portability shall not adversely affect the rights and freedoms of others.
Right to object
You have the right to object at any time, on grounds relating to Your particular situation, to the processing of Personal Data about You that is based on the legitimate interests pursued by the Company or by a third party, including profiling based on such legitimate interests. In such case, We shall no longer process the Personal Data about You, unless We demonstrate compelling legitimate grounds for the processing that override Your interests, rights, and freedoms or for the establishment, exercise, or defense of legal claims.
You have the right to object at any time to the processing of Personal Data about You for direct marketing purposes, including profiling, to the extent it is related to such direct marketing.
Right to withdraw consent
You may withdraw Your consent provided to Us for the purpose of processing Personal Data about You at any time, without affecting the lawfulness of processing based on Your consent before its withdrawal.
Right to lodge a complaint with a supervisory authority
You have the right to lodge a complaint with a supervisory authority established by a Member State to protect the fundamental rights and freedoms of natural persons in relation to the processing of Personal Data within the European Union.
Your rights in respect of Personal Data about You as outlined in this section 14 may be restricted by European Union or Member State law to which the Company is subject.
We shall provide You with the information requested according to Your rights outlined in this section 14 without undue delay and in any event within one month of receipt of the request. That period may be extended by two further months where necessary, taking into account the complexity and number of the requests. We shall inform You of any such extension within one month of receipt of Your request, together with the reasons for the delay.
The information requested according to Your rights outlined in this section 14 shall be provided free of charge, unless stated otherwise in this section 14. Where requests are manifestly unfounded or excessive, in particular because of their repetitive character, We may either (a) charge a reasonable fee, taking into account the administrative costs of providing the information or communication or taking the action requested; or (b) refuse to act on the request.
The Company may require You to provide additional information necessary to confirm Your identity in order to fulfill Your request according to Your rights outlined in this section 14, if We have reasonable doubts concerning the identity of the natural person making the request.
If You reside in California, please read below with respect to the California Consumer Privacy Act (CCPA) rights You have:
1. Right to know
You have the right to receive the following information:
- What types of Personal Data collected;
- What are the types of sources of the Personal Data collected;
- To what end We collect the Personal Data;
- Types of third parties with whom We share Personal Data, if any; and
- The specific pieces of Personal Data We have collected about You.
2. Right of Erasure
You may ask Us to delete Your Personal Data and direct Our service providers to do so.
Please note that We may not delete Your Personal Data if it is necessary to complete Our legal obligation to You to provide the Services or otherwise protect Our legal rights, comply with an existing legal obligation; or use Your Personal Data, internally, in a lawful manner that is compatible with the context in which You provided the information.
3. Right to Non-Discrimination for the exercise of Your privacy rights
You have the right to not be discriminated against by Us because You exercised any of Your rights under the CCPA.
4. Right to designate an authorized agent to submit CCPA requests on Your behalf
You may designate an authorized agent to make a request under the CCPA on Your behalf. To do so, You need to provide the authorized agent written permission to do so and the agent will need to submit to Us proof that such agent has been authorized by You. We will also require that You verify Your own identity, as explained below.
In order to exercise Your CCPA right, please contact us using the following email: privacy@chargeflow.io.
Please note that We may need to receive Personal Data from You in order to verify Your identity prior to allowing You to exercise Your rights.
14. Changes To This Policy
We may amend, from time to time, the terms of this Policy. Whenever We amend this Policy, We will notify You of such amendments by publishing the updated Policy on the Platform. In addition, when We make significant amendments to this Policy, We will strive to inform You about such amendments via means of communication We believe are reasonably appropriate to inform You of such amendments and by publishing a notice about such amendments on the Platform. Unless stated otherwise, all amendments will enter into force upon publication of the updated Policy on our website or the designated page in the Services.
Chargeflow provides chargeback mitigation solutions, dispute management platform, chargebacks alerts services and ancillary solutions on behalf of its Merchants (the “Services”).
For the purpose of receiving the Services, Chargeflow acts as a processor and the Merchants using Chareflow services provide Us with access to certain transaction data, which we process on their behalf in a manner described below in accordance with the merchant’s privacy policy.
A. The Personal Data we receive from the Merchant or Merchant systems:
Chargeflow connects to the merchant’s CRM system and Payment Processor and Payment Gateway and is granted access to the following data retained by the Merchant:
1. your name;
2. your address;
3. your email address;
4. your phone number;
5. details of the disputed transaction;
6. details of the disputed order – including content, shipping information, etc.;
7. additional information related to your disputed transaction from the merchant;
8. your transacting history with the merchant.
Chargeflow does not receive your credit card or bank information. We only receive the transaction identifier.
B. How we use your Personal Data received from the Merchant
The following list outlines the purposes for which We may process Personal Data about you based on a legitimate interest pursued by the Company or third parties:
1. In order to respond to resolve the dispute on behalf of the Merchant;
For this purpose, we may contact you directly and resolve the dispute directly and not through the credit card company;
2. In order to improve the Services, We offer, as well as to offer new ones.
We may use Personal Data about you in order to improve the services We offer, as well as for the purpose of offering new ones; such processing will include, inter alia, developing better models for addressing chargebacks, resolving disputes, and identifying fraud patterns. We may continue to do so, even if the agreement with the Merchant is terminated.
3. In order to perform analysis, including statistical analysis. We use various analytical measures (including statistical ones) in order to make decisions on various issues, including improving existing services and introducing and developing new ones.
C. Disclosing your Personal Data
We may also share Personal Data about you with third parties that provide Us with the following services:
a. Storage and hosting providers, including cloud computing services;
b. IP address information;
c. Support;
d. CRM data management;
e. Accounting and legal services; and
f. Research, analytical, technical, and diagnostic services.
The Company may also share certain aspects related to Personal Data about you with other merchants in order to optimize its Services and improve fraud detection.
We also retain anonymized and de-identified data to improve our services, detect chargeback and fraud patterns and develop new offerings.
D. Data Security We implement appropriate technical and organizational measures to ensure an appropriate level of security to Personal Data, taking into account the risks that are presented by processing, in particular from an accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Personal Data transmitted, stored, or otherwise processed. We do not guarantee, however, that it will not be subject to a security event. For more information see here: https://www.chargeflow.io/security.
If you have any questions regarding the information provided on this page and your rights, you may contact us at privacy@chargeflow.io and we will address it in due course.
