Terms of Service

1. Introduction and Acceptance

These Terms of Service (“Terms”) constitute a legally binding agreement between you, the merchant (“You”, “Your”, or “Merchant”) and N. Kallis & E. Lazarides LLC, a limited liability company registered under the laws of the Republic of Cyprus, trading as Disputa (“Disputa”, “We”, “Us”, or “Our”), governing your access to and use of the Disputa application and all related services (collectively, the “Service”).

By completing the installation of the Disputa application via the Shopify App Store, submitting a case for review, or otherwise accessing or using the Service, you acknowledge that you have read, understood, and agreed to be bound by these Terms, together with our Privacy Policy, which is incorporated herein by reference.

We reserve the right to amend these Terms at any time. We will provide at least fifteen (15) days’ written notice prior to any material changes taking effect, in accordance with the EU Platform-to-Business Regulation (EU) 2019/1150. Your continued use of the Service following the effective date of any amendment constitutes your acceptance of the revised Terms.

If you are entering into these Terms on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to these Terms.

2. Definitions

For the purposes of these Terms, the following definitions apply:

• “Application” or “App” means the Disputa software application available via the Shopify App Store.
• “Case” means a chargeback dispute submitted by you through the Application for document preparation services.
• “Case Package” or “Rebuttal Package” means the compiled set of documents, letters, and supporting materials prepared by Us in response to a submitted Case.
• “Chargeback” means a reversal of a payment transaction initiated by a cardholder through their issuing bank or card network.
• “Customer” or “End User” means the cardholder or buyer who initiated the disputed transaction with your store.
• “Dispute Reason” means the reason code assigned by the card network (Visa, Mastercard, American Express, or other) to the chargeback.
• “Fees” means the charges payable by you to Us for the Service as set out in Section 6.
• “Intellectual Property Rights” means all patents, copyrights, trademarks, trade secrets, database rights, and any other intellectual property rights, whether registered or unregistered.
• “Personal Data” has the meaning given to it under the General Data Protection Regulation (EU) 2016/679 (“GDPR”) and, where applicable, the UK GDPR.
• “Platform” means the Shopify e-commerce platform through which the Application is made available.
• “Service” means the document preparation and chargeback case management services described in Section 3.

3. Description of Service

3.1 Nature of the Service

Disputa provides a document preparation and case management service to assist merchants in preparing chargeback rebuttal packages for submission to their payment processor, acquiring bank, or card network. The Service is operated by a qualified legal professional with expertise in commercial dispute resolution.

3.2 What the Service Includes

Subject to these Terms, the Service includes the following:

• Review and analysis of submitted chargeback case information and supporting documents.
• Preparation of a professionally drafted rebuttal letter addressing the specific dispute reason code.
• Compilation of a Case Package including the rebuttal letter and guidance on evidence organisation.
• A dynamic evidence checklist tailored to the specific dispute reason to guide your document gathering.
• Delivery of the completed Case Package through the Application within the committed turnaround time.
• Case status tracking through the Application dashboard.

3.3 What the Service Does Not Include

The following are expressly excluded from the Service:

• Direct submission of the rebuttal to your payment processor, bank, or card network on your behalf. You remain solely responsible for submission.
• Legal representation before any court, tribunal, arbitration panel, or regulatory body.
• Formal legal advice on your legal rights or obligations.
• Guaranteed outcomes. The acceptance or rejection of a rebuttal is determined solely by the card network, acquiring bank, or payment processor, whose decisions are outside Our control.
• Handling of fraud investigations, criminal complaints, or regulatory proceedings.

3.4 Turnaround Times

We aim to deliver completed Case Packages within 48 to 72 business hours following the receipt of all required information.

Disclaimer: Turnaround times are targets and not guarantees. We will not be liable for delays caused by incomplete submissions, technical issues outside Our control, or high case volumes, provided We make reasonable efforts to notify you of any anticipated delay.

4. Registration and Account

4.1 Installation

To access the Service, you must install the Application through the Shopify App Store and complete the onboarding process, including granting the Application the necessary permissions to access relevant data from your Shopify store.

4.2 Account Responsibilities

You are solely responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify Us immediately at support@disputaflow.com if you become aware of any unauthorised access to your account.

4.3 Eligibility

By using the Service, you represent and warrant that: (i) you are operating a legitimate e-commerce business; (ii) all information you provide is accurate and complete; (iii) you have the authority to grant Us access to the store data necessary to provide the Service; and (iv) your use of the Service complies with all applicable laws and regulations in your jurisdiction.

5. Your Obligations

5.1 Information Accuracy

You are responsible for providing accurate, complete, and timely information in connection with each Case submission, including all relevant order data, customer communications, and supporting documents. We are not responsible for the quality or outcome of any Case Package where the information provided by you is inaccurate, incomplete, or misleading.

5.2 Document Submission

You must submit all Case-related documents and information through the Application. You warrant that any documents or information you upload: (i) are accurate and not fabricated or altered; (ii) do not infringe any third party’s rights; (iii) do not contain malicious code or harmful content; and (iv) you have the right to share with Us for the purposes of the Service.

5.3 Timely Action

Chargebacks are subject to strict response deadlines set by card networks and payment processors, typically between 7 and 20 calendar days. You are solely responsible for monitoring your own dispute deadlines and ensuring timely submission of Case Packages to your payment processor. We accept no liability for missed deadlines.

5.4 Compliance

You must use the Service in compliance with all applicable laws, regulations, and the terms of your agreement with your payment processor and the Shopify Platform. You must not use the Service to contest chargebacks you know to be legitimate or to engage in any fraudulent activity.

5.5 Prohibited Use

You may not use the Service to:

• Submit false, fabricated, or misleading information in connection with any Case.
• Dispute chargebacks that relate to fraudulent transactions conducted by or with your knowledge.
• Attempt to gain unauthorised access to the Application or its underlying systems.
• Reverse-engineer, decompile, or copy any part of the Application or Case Package methodology.
• Resell, sublicense, or otherwise transfer access to the Service to third parties.

6. Fees and Payment

6.1 Fee Structure

The Service is provided on a success-based pricing model:

• No installation or subscription fee: Installing the Application and submitting Cases for review is free of charge. There are no monthly subscription fees and no per-Case submission fees.
• Success Fee: A success fee equal to ten percent (10%) of the recovered transaction amount becomes payable only where a chargeback dispute, for which We prepared a Case Package, is resolved in your favour (a “Recovered Dispute”) as recorded in the Application. The recovered transaction amount is the value of the disputed transaction associated with the relevant Case.
• No win, no fee: Where a dispute is not resolved in your favour, no success fee is payable in respect of that Case.
• Cap: The aggregate success fees charged within any given billing period are subject to a maximum amount as configured through the Shopify Billing API and displayed in the Application.

6.2 Billing

Success Fees are processed as usage charges through the Shopify Billing API. By installing the Service and approving the associated usage-based charge, you authorise Shopify to charge the applicable success Fees to your payment method on file with Shopify, in accordance with Shopify’s billing terms. A success Fee is raised at the point a Case is recorded as a Recovered Dispute in the Application. All Fees are exclusive of applicable VAT, which will be added where required by law.

6.3 Currency

Success Fees are calculated and charged in United States Dollars (USD), as required by the Shopify usage-billing mechanism. Any currency conversion costs arising from a charge in USD are your responsibility.

6.4 Refunds

Because the success Fee is charged only following a Recovered Dispute, Fees are non-refundable in the ordinary course. In the event that a success Fee is charged in error—including where a dispute is incorrectly recorded as a Recovered Dispute—We will, upon verification, credit or refund the amount charged in error. No fee is payable, and no refund is therefore required, on the basis that the outcome of a chargeback dispute was not in your favour.

6.5 Late Payment and Suspension

In the event of a failed payment, We reserve the right to suspend access to the Service until payment is received. We will provide reasonable notice before suspension. Continued non-payment may result in termination of your account in accordance with Section 11.

6.6 Taxes

You are responsible for all taxes, duties, and levies applicable to your use of the Service in your jurisdiction, other than taxes on Our net income. We reserve the right to add applicable VAT or similar taxes to invoices where required by law.

7. Intellectual Property

7.1 Our Intellectual Property

All Intellectual Property Rights in the Application, its underlying technology, methodology, trade secrets, algorithms, user interface, and all content produced by Us (including Case Package templates, checklists, and rebuttal letter frameworks) are and shall remain the exclusive property of N. Kallis & E. Lazarides LLC. Nothing in these Terms transfers any Intellectual Property Rights to you.

7.2 Case Package Ownership

Upon delivery of a Case Package to you through the Application, We grant you a non-exclusive, non-transferable licence to use that specific Case Package solely for the purpose of submitting it to your payment processor or card network in connection with the relevant chargeback dispute. This licence is granted irrespective of whether a success Fee subsequently becomes payable. You may not reproduce, distribute, or resell Case Packages.

7.3 Your Data

You retain all ownership rights in the data and documents you submit to the Service. You grant Us a limited, non-exclusive licence to access, process, and use your submitted data solely for the purpose of providing the Service. We will not use your data for any other purpose without your explicit consent.

8. Confidentiality

Each party agrees to keep confidential all non-public information received from the other party in connection with the Service that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure (“Confidential Information”). Neither party shall disclose the other’s Confidential Information to third parties without prior written consent, except as required by law or regulation.

Our confidentiality obligations to you are in addition to, and do not limit, any obligations imposed on Us under the Cyprus Bar Association’s professional conduct rules and applicable legal professional privilege principles.

Confidential Information does not include information that: (i) is or becomes publicly available through no fault of the receiving party; (ii) was already known to the receiving party prior to disclosure; or (iii) is independently developed by the receiving party without reference to the Confidential Information.

9. Data Protection and Privacy

9.1 Data Controller

N. Kallis & E. Lazarides LLC acts as an independent Data Controller in respect of Personal Data processed through the Service, in accordance with the GDPR (EU) 2016/679 and, where applicable, the UK GDPR and the Processing of Personal Data (Protection of Individuals) Law of Cyprus (Law 125(I)/2018).

9.2 Data We Process

In providing the Service, We may process the following categories of Personal Data relating to your Customers:

• Name, email address, billing and shipping address.
• Order details, transaction amounts, and purchase history.
• Communications between you and your Customer.
• Payment and dispute-related information.

Full details of how We process Personal Data are set out in Our Privacy Policy, available at the Application.

9.3 Lawful Basis

We process Personal Data on the basis of legitimate interests in providing the Service, and where required, performance of a contract with you. We rely on your representation that you have provided appropriate notice to your Customers regarding the sharing of their Personal Data with Us, as required under Articles 13 and 14 of the GDPR.

9.4 Data Retention

We retain Case-related Personal Data for a maximum of twelve (12) months following the closure of the Case, after which it is permanently deleted or anonymised, unless a longer retention period is required by applicable law.

9.5 GDPR Webhooks

We have implemented the mandatory Shopify GDPR webhooks, including: (i) customer data request; (ii) customer data deletion; and (iii) shop data deletion, in accordance with Shopify’s Partner requirements.

9.6 International Transfers

Where Personal Data is transferred outside the European Economic Area, We ensure appropriate safeguards are in place in accordance with Chapter V of the GDPR, including Standard Contractual Clauses where required.

9.7 Data Processing Agreement

Where you are acting as a Data Controller and We are processing Personal Data on your behalf as a Data Processor (as those terms are defined in the GDPR), a Data Processing Agreement (“DPA”) is available upon request and shall form part of these Terms upon execution. Please contact support@disputaflow.com to request a DPA.

10. Security

We implement appropriate technical and organisational measures to protect the security, integrity, and confidentiality of your data and Case materials, including:

• All data transmitted to and from the Application is encrypted using TLS.
• Case documents are stored in encrypted cloud storage with access controls.
• Document download links are time-limited and expire within 48 hours of generation.
• Our admin systems are protected by multi-factor authentication and access controls.

Notwithstanding the above, no method of transmission over the internet or method of electronic storage is completely secure. We cannot guarantee the absolute security of your data and shall not be liable for security breaches outside Our reasonable control, provided We have implemented reasonable and industry-standard security measures.

In the event of a Personal Data breach affecting your data, We will notify you within 72 hours of becoming aware of the breach, in accordance with Article 33 of the GDPR.

11. Term and Termination

11.1 Term

These Terms commence on the date you install the Application and continue until terminated by either party in accordance with this Section.

11.2 Termination by You

You may terminate your subscription at any time by uninstalling the Application from your Shopify store. Termination will take effect at the end of your current billing period. No refund is available for any prepaid subscription fees for the remaining period.

11.3 Termination by Us

We may terminate or suspend your access to the Service immediately upon written notice if:

• You breach any material provision of these Terms and fail to remedy the breach within five (5) business days of notice.
• You use the Service for fraudulent, illegal, or abusive purposes.
• You fail to make payment of Fees when due and fail to remedy the non-payment within seven (7) days of notice.
• We are required to do so by law or by the Shopify Platform.

11.4 Effect of Termination

Upon termination: (i) your access to the Application will cease; (ii) all outstanding Fees become immediately payable; (iii) We will retain Case data for the period specified in Section 9.4; and (iv) all licences granted under these Terms will terminate. Sections 7, 8, 9, 12, 13, and 14 shall survive termination.

12. Disclaimers

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• That the Service will be uninterrupted, error-free, or secure at all times.
• That any Case Package will result in a successful chargeback outcome. The acceptance or rejection of a chargeback rebuttal is determined solely by the card network, issuing bank, or payment processor.
• That the Service will meet the specific requirements of any particular card network, payment processor, or acquiring bank.
• The accuracy or completeness of any information provided through the Application.

We expressly disclaim all implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Nothing in these Terms shall be construed as a guarantee of any particular outcome in any chargeback dispute.

13. Limitation of Liability

13.1 Exclusion of Consequential Loss

To the fullest extent permitted by applicable law, in no event shall N. Kallis & E. Lazarides LLC, its directors, employees, or agents be liable to you for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, or loss of business opportunity, arising out of or in connection with your use of the Service, even if We have been advised of the possibility of such damages.

13.2 Cap on Liability

Our total aggregate liability to you for all claims arising under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total Fees paid by you to Us in the six (6) months immediately preceding the event giving rise to the claim.

13.3 Exceptions

Nothing in these Terms limits or excludes Our liability for: (i) death or personal injury caused by Our negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that cannot be excluded or limited by applicable law.

13.4 Force Majeure

We shall not be liable for any failure or delay in performing Our obligations under these Terms to the extent that such failure or delay is caused by circumstances beyond Our reasonable control, including but not limited to natural disasters, war, civil unrest, pandemic, failure of third-party systems, or actions of governmental authorities. We will notify you as soon as reasonably practicable of any such event and will use reasonable efforts to resume performance.

14. Third Party Services and Platforms

The Service operates in conjunction with third-party platforms and services including Shopify, Supabase, and Railway. We are not responsible for the availability, performance, or content of these third-party services. Your use of these platforms is subject to their own terms of service and privacy policies.

The Service interfaces with card network rules and payment processor policies issued by Visa, Mastercard, American Express, and others. These rules change periodically and We cannot guarantee that any particular rebuttal strategy will remain effective as card network rules evolve. We will use reasonable efforts to keep Our knowledge and methodology current.

15. Complaints and Dispute Resolution

15.1 Internal Complaints

If you have a complaint regarding the Service, please contact Us in the first instance at support@disputaflow.com. We will acknowledge your complaint within two (2) business days and aim to resolve it within fifteen (15) business days, in accordance with our obligations under the EU Platform-to-Business Regulation.

15.2 Mediation

If We are unable to resolve a complaint through our internal process, either party may propose mediation as an alternative dispute resolution mechanism. We are willing to engage in good faith mediation before pursuing formal legal proceedings.

15.3 Online Dispute Resolution

EU consumers may also submit complaints to the European Commission’s Online Dispute Resolution platform at https://ec.europa.eu/consumers/odr.

16. Governing Law and Jurisdiction

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Republic of Cyprus.

Subject to Section 15.2 above, each party irrevocably agrees to submit to the exclusive jurisdiction of the courts of Limassol, Cyprus to settle any dispute or claim arising out of or in connection with these Terms.

Nothing in this Section shall limit Our right to seek injunctive or other equitable relief in any jurisdiction where necessary to protect Our Intellectual Property Rights or Confidential Information.

17. General Provisions

17.1 Entire Agreement

These Terms, together with Our Privacy Policy and any Data Processing Agreement entered into between the parties, constitute the entire agreement between you and Us relating to the Service and supersede all prior agreements, representations, and understandings.

17.2 Severability

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

No failure or delay by either party in exercising any right or remedy under these Terms shall constitute a waiver of that right or remedy. A waiver of any breach shall not be deemed a waiver of any subsequent breach.

17.4 Assignment

You may not assign or transfer any of your rights or obligations under these Terms without Our prior written consent. We may assign or transfer Our rights and obligations under these Terms to a successor entity in connection with a merger, acquisition, or sale of assets, provided We give you reasonable notice.

17.5 Notices

All notices under these Terms shall be in writing. Notices to Us shall be sent to: N. Kallis & E. Lazarides LLC, Limassol, Cyprus, or by email to support@disputaflow.com. Notices to you shall be sent to the email address associated with your Shopify account.

17.6 P2B Regulation Compliance

In accordance with the EU Platform-to-Business Regulation (EU) 2019/1150, We will provide at least fifteen (15) days’ written notice prior to making any changes to these Terms. If you do not agree with any proposed changes, you may terminate your subscription before the changes take effect.

17.7 Language

These Terms are drafted in English. In the event of any conflict between the English version and any translation, the English version shall prevail.

18. Contact Information

For any questions regarding these Terms, the Service, or your data, please contact: