Terms of service

Version Pending: version — effective Pending: effective date

Clause 01Who we are

The service described in these terms is provided by Pending: registered entity name, a company registered in Pending: country under number Pending: registration number, with its registered office at Pending: registered address ("Austral", "we", "us").

These terms apply between Austral and the business that subscribes to the service ("you", "the Customer"). They do not apply to consumers. By subscribing, or by using the service, you accept them.

Clause 02Definitions

• Dispute — a payment dispute, chargeback, claim or pre-dispute raised against you through a Payment Provider.
• Payment Provider — PayPal, Klarna, Wero, or another provider we support for you in writing.
• Connected System — any system of yours that you connect to the service, such as an ERP, commerce platform, logistics provider, support desk or payment processor.
• Customer Data — the records the service reads from your Connected Systems, and anything derived from them, including Evidence Packs.
• Evidence Pack — the file the service assembles from Customer Data in order to respond to a Dispute.
• Response Window — the period a Payment Provider allows for a response to a particular Dispute.

Clause 03The service

Austral receives notice of a Dispute, matches it to the order it relates to, reads the relevant records from your Connected Systems, assembles an Evidence Pack, and submits that pack through the Payment Provider's own dispute process within the Response Window. The outcome is recorded back against the order, together with the pack that was filed.

Which stages of each Payment Provider's process we operate in is set out in your order form. Where a Payment Provider runs a multi-stage process — for example an escalation from a dispute to a claim, or a follow-up request for further evidence — we handle only the stages named there.

Clause 04What the service is not

Austral is not a law firm and does not provide legal advice. Nothing produced by the service is a legal opinion, and no relationship of legal privilege arises from your use of it.

Austral does not decide whether a Dispute should be defended or conceded, does not communicate with your shoppers on your behalf outside a Payment Provider's own dispute process, does not set or operate your fraud rules, and does not issue refunds.

Clause 05Access and users

We grant you a non-exclusive, non-transferable right to use the service for your own business during the term. You may give access to your personnel and to contractors acting for you; you remain responsible for what they do with it.

You must keep credentials secure and tell us promptly if you believe an account has been compromised. We may suspend an account immediately where we reasonably believe it is being used to harm the service or another customer.

Clause 06The mandate

This is the clause the service depends on, so it is stated plainly rather than buried.

You authorise Austral, acting on your behalf and in your name:

• to access your Connected Systems, on a read-only basis, and to read the records a Dispute requires;
• to assemble Evidence Packs from those records;
• to submit those packs, and any accompanying statements, to a Payment Provider through its dispute process; and
• to receive and act on communications from a Payment Provider relating to a Dispute, including requests for further evidence.

You confirm that you are entitled to grant this authority, that granting it does not breach your agreements with your Payment Providers or with the operators of your Connected Systems, and that you will tell us if that ceases to be true.

You may withdraw the mandate at any time, in whole or for a particular Payment Provider, by written notice. Withdrawal takes effect for Disputes we have not yet responded to. It does not oblige us to withdraw a response already filed.

Clause 07Your obligations

• Keep your Connected Systems connected. If a connection breaks, the service cannot read what a Dispute needs, and a Response Window may pass.
• Keep the records in them accurate. We defend Disputes with what your systems say; we cannot verify that what they say is true.
• Tell us promptly about anything that changes what we should file — a refund made outside the service, a settlement reached directly with a shopper, a change to your terms of sale.
• Do not use the service to submit evidence you know to be false or misleading.

Clause 08Fees and payment

Pending: fee model, invoicing frequency, payment terms, late payment interest, and whether fees are exclusive of VAT

Clause 09Term and termination

Pending: initial term, renewal, and notice period for termination for convenience

Either party may terminate immediately on written notice if the other commits a material breach that is not remedied within 30 days of being asked to remedy it, or becomes insolvent.

On termination we stop reading your Connected Systems. Return and deletion of Customer Data is dealt with in the data processing agreement, and in clause 12 below.

Clause 10Intellectual property

Austral owns the service and everything in it, including the software, the models and the formats used to assemble an Evidence Pack. You own your Customer Data. Nothing in these terms transfers ownership either way.

You grant us the licence to use Customer Data that is necessary to provide the service. We may use aggregated, anonymised information about how the service performs to operate and improve it, provided it does not identify you, your shoppers, or your business.

Clause 11Confidentiality

Each party will keep the other's confidential information confidential, use it only for the purposes of this agreement, and protect it with at least reasonable care. This does not apply to information that is public through no fault of the receiving party, was already known to it, or must be disclosed by law — in which case the receiving party will give notice where it is lawfully able to.

Clause 12Data protection

For Customer Data you are the controller and Austral is the processor. We process it only on your documented instructions, which these terms and the order form form part of. The data processing agreement sets out the detail: scope, security measures, sub-processors, assistance with data subject requests, breach notification, and deletion or return on termination. It forms part of this agreement.

How we handle personal data where we are the controller — visitors to our website, and people who contact us — is set out in our privacy policy.

Clause 13Warranties and disclaimers

We warrant that we will provide the service with reasonable skill and care, and that we will assemble and submit a response to each Dispute within the applicable Response Window, provided your Connected Systems are available and hold the records that Dispute requires.

Beyond the warranty above, and to the extent the law allows, the service is provided as is, and all other warranties, conditions and terms implied by statute or common law are excluded.

Clause 14Liability

Neither party excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be excluded.

Subject to that, neither party is liable for indirect or consequential loss, loss of profit, loss of business, or loss of goodwill.

Pending: the liability cap — amount or multiple of fees, and the period it is measured over

For the avoidance of doubt, the value of a Dispute decided against you is not a loss caused by Austral, unless it follows directly from our failure to meet the warranty in clause 13.

Clause 15Indemnity

You will indemnify us against claims arising from evidence submitted on your behalf that was false or misleading, from your lack of authority to grant the mandate in clause 6, or from your breach of a Payment Provider's own terms.

We will indemnify you against claims that the service infringes a third party's intellectual property rights.

Clause 16Changes

We may change the service, provided we do not materially reduce what it does during a paid term. We may change these terms on Pending: notice period notice in writing; if a change materially disadvantages you, you may terminate before it takes effect without penalty.

Clause 17General

Neither party is liable for failure caused by events outside its reasonable control, including the unavailability of a Payment Provider's own systems. Neither party may assign this agreement without the other's consent, except to a successor to its business. We may use sub-processors as set out in the data processing agreement, and we remain responsible for what they do. If a provision is unenforceable, the rest stands. This agreement, together with the order form and the data processing agreement, is the whole agreement between us. Nothing in it gives rights to anyone who is not a party.

Clause 18Governing law

This agreement is governed by Pending: governing law, and the courts of Pending: jurisdiction have exclusive jurisdiction over any dispute arising from it.

Clause 19Notices

Formal notices must be in writing and sent to Pending: legal notices email address, or by post to the registered address in clause 1. Other correspondence can go to the addresses on our contact page.