Last updated: September 3, 2026
These Terms of Service (this "Agreement") are a binding contract between you and Railz Incorporated, a Delaware corporation ("Railz", "we", "us", or "our"). They govern your access to and use of the Railz website at https://railz.app (the "Site"), our web application, dashboards, APIs, and related chargeback automation tools (collectively, the "Platform"), and the services we make available through the Platform (the "Services").
Railz provides software that helps merchants manage payment card disputes and chargebacks. We help you load open disputes from supported payment processors, organize evidence, prepare representment responses, and, when you enable automation, submit evidence to your processor on your behalf. Railz is chargeback automation software. We are not a bank, payment processor, money transmitter, or law firm. We do not take deposits, issue cards, hold customer funds, or provide FDIC-insured accounts.
BY CREATING AN ACCOUNT, CONNECTING A PAYMENT PROCESSOR, OR USING THE PLATFORM OR SERVICES, YOU AGREE TO THIS AGREEMENT AND OUR PRIVACY POLICY. IF YOU DO NOT AGREE, DO NOT USE THE PLATFORM OR SERVICES.
1. DEFINITIONS.
1.1. "Account" means the registered merchant account you create to access the Platform.
1.2. "Authorized Users" means your employees, contractors, advisors, or agents whom you authorize to access your Account under your subscription or team settings.
1.3. "Chargeback" or "Dispute" means a payment card dispute, chargeback, retrieval request, inquiry, or similar contested transaction initiated by a cardholder, issuer, card network, or payment processor.
1.4. "Customer Data" means information you or your Authorized Users submit to Railz or that Railz accesses on your behalf through integrations, including order data, customer records, dispute details, evidence files, templates, communications, and account settings.
1.5. "Payment Processor" means a third-party payment, commerce, or dispute platform you connect to Railz, such as Stripe or Shopify.
1.6. "Pre-Dispute Alert" means an early warning or alert program, such as Visa Rapid Dispute Resolution (RDR), Ethoca, or similar network or processor alert services, that may allow a merchant to resolve a transaction before it becomes a formal chargeback.
1.7. "Representment" means the process of submitting evidence and a rebuttal to contest a Chargeback through your Payment Processor or acquiring bank.
1.8. "Success Fee" means the performance-based fee described in Section 5, calculated only on Chargebacks that are marked won or recovered according to your Payment Processor.
1.9. "Won Chargeback" means a Chargeback that your Payment Processor, issuer, or card network marks as won, accepted, reversed in your favor, or otherwise results in funds being returned to you in connection with that dispute.
2. ELIGIBILITY AND AUTHORITY.
2.1. Business use only. The Platform and Services are offered to businesses, not consumers acting in a personal capacity. You represent that you are a merchant or business entity using the Services for commercial purposes.
2.2. Authority to bind. If you accept this Agreement on behalf of a company or other legal entity, you represent that you have authority to bind that entity and its Authorized Users. In that case, "you" and "Customer" mean that entity.
2.3. Merchant eligibility. You represent that you are authorized to accept card payments, operate the connected store or business, and manage disputes for the Payment Processor accounts you connect to Railz. You are responsible for ensuring that your use of the Services complies with your processor agreements, card network rules, and applicable law.
2.4. Restricted businesses. We may refuse, suspend, or terminate access if we reasonably believe your business, products, or dispute activity present legal, fraud, reputational, or operational risk.
3. THE SERVICES.
3.1. Service description. Subject to this Agreement, Railz provides chargeback workflow software that may include: loading open Chargebacks from supported Payment Processors; organizing dispute status and deadlines; generating or storing evidence templates; attaching supporting records; optional review workflows before submission; optional automated Representment submission; and optional Pre-Dispute Alert configuration and handling based on your settings.
3.2. No outcome guarantee. Card networks, issuers, and Payment Processors decide dispute outcomes. Railz does not guarantee that any Chargeback will be won, prevented, or recovered, and we do not promise any win rate, recovery amount, or chargeback ratio improvement.
3.3. Your control. Unless you enable automation features, Railz does not submit Representments for you. You may review disputes, edit evidence, and choose whether to respond. If you enable auto-submit or similar automation, you authorize Railz to submit evidence according to your settings, but you remain responsible for the accuracy and completeness of the underlying records.
3.4. Supported processors. At launch, Railz supports connecting Stripe and Shopify to load open Chargebacks. Additional processors may be added, marked beta, or listed as coming soon. Features available for a given processor depend on that processor's APIs, permissions, and dispute tools.
3.5. Service changes. We may modify, suspend, or discontinue any part of the Platform or Services at any time. We will use reasonable efforts to provide notice of material changes that affect core dispute workflows, but we are not liable for changes required by Payment Processors, card networks, or third-party providers.
4. ACCOUNT REGISTRATION AND SECURITY.
4.1. Account information. You agree to provide accurate, current, and complete registration information and to keep it updated. You are responsible for all activity that occurs under your Account and for maintaining the confidentiality of login credentials.
4.2. Authorized Users. You are responsible for Authorized Users' access and for ensuring they comply with this Agreement. You must promptly revoke access for anyone who should no longer use your Account.
4.3. Security incidents. Notify us promptly at support@railz.app if you suspect unauthorized access to your Account or connected integrations.
5. FEES, BILLING, AND TAXES.
5.1. Success-based pricing. Railz uses performance-based pricing for dispute recovery. Unless we agree otherwise in writing, there is no monthly platform subscription, setup fee, or per-seat charge for standard use of the Services described on our pricing page.
5.2. Success Fee. When a Chargeback becomes a Won Chargeback, you agree to pay Railz a Success Fee equal to fifteen percent (15%) of the won chargeback amount as reported by your Payment Processor. The Success Fee applies to the recovered dispute amount, not to separate processor dispute fees, network fees, or chargeback penalties unless we expressly state otherwise in writing.
5.3. No fee on non-wins. Lost Chargebacks, pending Chargebacks, inquiries that do not become won recoveries, and Chargebacks that are not marked won by your Payment Processor do not create a Success Fee.
5.4. Invoicing and payment method. Pending Success Fees are invoiced on Monday and Friday when a valid payment method is on file. If no payment method is on file, invoicing may be delayed until you add one. Your payment method on file may be charged automatically when an invoice is created. You authorize Railz and our payment providers to charge applicable fees, taxes, and reasonable collection costs.
5.5. Fee changes. We may change pricing by posting updated terms on the Site or by giving you reasonable notice. Updated Success Fees apply to Won Chargebacks occurring after the effective date of the change, unless a separate written agreement states otherwise.
5.6. Late or failed payment. If fees are not paid when due, we may suspend access to the Platform or Services until payment is received. You remain responsible for fees accrued before suspension.
5.7. Taxes. Fees are exclusive of applicable taxes, duties, and government assessments. You are responsible for all such amounts except taxes based on Railz's net income.
5.8. Billing disputes. If you believe an invoice is incorrect, notify us in writing at support@railz.app within ten (10) business days of receipt and provide reasonable supporting detail. Undisputed amounts remain due on schedule.
6. PAYMENT PROCESSOR CONNECTIONS AND THIRD-PARTY SERVICES.
6.1. Third-party terms. Payment Processors, alert networks, ecommerce platforms, and other integrated services are provided by third parties and are subject to their own terms and privacy policies. Railz is not affiliated with Stripe, Shopify, Visa, Mastercard, or other processors unless we expressly say so. Connecting a processor is optional and at your discretion.
6.2. Authorization to connect. By connecting a Payment Processor or other integration, you represent that you have all rights and permissions needed to grant Railz access to the connected account, dispute data, order data, customer records, and related information required to provide the Services.
6.3. Access scope. You authorize Railz to access, retrieve, store, copy, display, and use connected account data as needed to sync disputes, build evidence, submit Representments when enabled, operate alert settings, calculate fees, provide support, and improve the Services.
6.4. Integration availability. Railz depends on third-party APIs and permissions. We are not responsible for outages, rate limits, policy changes, token expiration, or data delays caused by third parties. If an integration breaks or is revoked, related automation may stop until access is restored.
6.5. Revoking access. You may disconnect integrations at any time through the Platform or the third party. Disconnecting may limit or stop the Services. You are responsible for revoking Railz access when you stop using the Services.
7. DISPUTE REPRESENTMENT AUTHORIZATION.
7.1. Your authorization. When you enable Representment workflows, auto-submit, or similar features for a dispute or account, you appoint Railz as your authorized agent to prepare, finalize, and submit dispute responses and evidence packages to your Payment Processor on your behalf, using the templates, records, and settings you have configured.
7.2. Merchant responsibility. You remain the merchant of record for every Chargeback. Railz does not become a party to your processor agreement and does not communicate directly with issuers unless a feature explicitly allows it. You are solely responsible for the truthfulness, accuracy, legality, and completeness of evidence submitted in your name.
7.3. Evidence and records. You agree to maintain and provide records reasonably needed to support Representments, including order details, fulfillment proof, customer communications, refund policies, subscription terms, authorization data, and delivery confirmation. Railz may rely on the records available through your connected systems and uploads.
7.4. Deadlines. Dispute deadlines are set by card networks, issuers, and Payment Processors. While Railz provides deadline tracking and automation tools, you are responsible for ensuring that disputes are handled in time. Railz is not liable for missed deadlines caused by late connections, missing data, processor errors, or your configuration choices.
7.5. Pre-Dispute Alerts. If you enable Pre-Dispute Alerts or auto-refund settings, you authorize Railz to act according to your alert rules, which may include issuing refunds, canceling orders, or taking other actions designed to prevent a Chargeback from posting. Alert outcomes may still affect your dispute metrics depending on network and processor rules. You are responsible for reviewing alert settings and thresholds.
7.6. No legal advice. Railz provides software tools and workflow automation only. We do not provide legal, tax, accounting, or financial advice, and nothing in the Platform or Services creates an attorney-client relationship.
8. CUSTOMER OBLIGATIONS AND ACCEPTABLE USE.
8.1. Lawful use. You will use the Platform and Services only in compliance with applicable law, card network rules, and your Payment Processor agreements.
8.2. Accurate information. You will not submit false, misleading, altered, or fraudulent evidence or dispute responses through the Platform, and you will not use the Services to misrepresent transaction facts to an issuer or processor.
8.3. Prohibited conduct. You may not: reverse engineer or attempt to extract source code from the Platform except as allowed by law; interfere with Platform security or performance; access another customer's data; resell or sublicense the Services without our written consent; use the Services to build a competing product; or use the Services in a manner that infringes intellectual property or privacy rights.
8.4. Cooperation. You will respond promptly to reasonable requests for information needed to provide the Services, verify billing, or investigate misuse.
9. INTELLECTUAL PROPERTY.
9.1. Railz ownership. Railz and its licensors own the Platform, Services, software, templates, workflows, documentation, branding, and all related intellectual property ("Railz IP"). Except for the limited rights expressly granted in this Agreement, no rights in Railz IP are transferred to you.
9.2. License to you. Subject to this Agreement, Railz grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform and Services for your internal business purposes during the term of your Account.
9.3. Customer Data. You retain ownership of Customer Data. You grant Railz a worldwide, non-exclusive license to host, copy, process, transmit, display, and use Customer Data as necessary to provide, maintain, secure, bill for, and improve the Services, and to create aggregated or de-identified analytics that do not identify you or your customers.
9.4. Feedback. If you provide suggestions or feedback, you grant Railz a perpetual, irrevocable, royalty-free license to use it without restriction or compensation.
10. CONFIDENTIALITY AND DATA PROTECTION.
10.1. Confidential Information. Each party may receive non-public information from the other. The receiving party will use reasonable care to protect such information and will use it only to perform under this Agreement, except as required by law.
10.2. Privacy Policy. Our Privacy Policy at https://railz.app/privacy/ explains how we collect, use, and disclose personal information. By using the Services, you also agree to the Privacy Policy.
10.3. Personal information. You represent that you have provided all notices and obtained all consents required to share personal information about your customers, employees, or contractors with Railz for dispute management and evidence preparation.
10.4. Security. Railz implements reasonable administrative, technical, and organizational safeguards designed to protect Customer Data. No method of transmission or storage is completely secure, and we cannot guarantee absolute security.
11. PARTNER AND REFERRAL PROGRAMS.
11.1. Separate terms. Railz may offer partner, referral, reseller, or affiliate programs described on our Site or in separate written agreements. Participation in those programs is optional and may be subject to additional terms, qualification requirements, and payout rules.
11.2. No agency. Unless expressly agreed in writing, partners and referrers are independent contractors and are not agents of Railz with authority to bind Railz or make warranties on our behalf.
12. DISCLAIMERS.
12.1. As-is services. THE PLATFORM AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, RAILZ DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
12.2. No professional advice. RAILZ DOES NOT PROVIDE LEGAL, FINANCIAL, TAX, OR COMPLIANCE ADVICE. YOU SHOULD CONSULT YOUR OWN ADVISERS ABOUT DISPUTE STRATEGY, REGULATORY OBLIGATIONS, AND PROCESSOR REQUIREMENTS.
12.3. No guaranteed results. RAILZ DOES NOT WARRANT UNINTERRUPTED SERVICE, ERROR-FREE OPERATION, OR ANY PARTICULAR DISPUTE OUTCOME. RECOVERIES DEPEND ON ISSUER DECISIONS, EVIDENCE QUALITY, DISPUTE REASON CODES, PROCESSOR STATUS DATA, AND OTHER FACTORS OUTSIDE OUR CONTROL.
13. LIMITATION OF LIABILITY.
13.1. Exclusion of damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER RAILZ NOR ITS SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR CHARGEBACK LOSSES, EVEN IF ADVISED OF THE POSSIBILITY.
13.2. Liability cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RAILZ'S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE SUCCESS FEES YOU PAID TO RAILZ IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).
13.3. Basis of bargain. The limitations in this Section apply regardless of the theory of liability and are a fundamental part of the bargain between the parties.
14. INDEMNIFICATION.
You will defend, indemnify, and hold harmless Railz and its officers, directors, employees, contractors, and agents from and against any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your Customer Data or business operations; (b) your breach of this Agreement; (c) your violation of law, card network rules, or Payment Processor terms; (d) dispute responses or evidence submitted in your name; or (e) your connected stores, products, or services.
15. TERM, SUSPENSION, AND TERMINATION.
15.1. Term. This Agreement begins when you first accept it and continues until your Account is closed or we terminate access.
15.2. Termination by you. You may stop using the Services and close your Account at any time through the Platform or by contacting support@railz.app.
15.3. Suspension or termination by Railz. We may suspend or terminate your access immediately if you breach this Agreement, fail to pay amounts due, present unacceptable risk, misuse the Services, or if required by law or a third-party provider. We may also discontinue the Services on reasonable notice.
15.4. Effect of termination. Upon termination, your license to use the Platform ends. You remain responsible for Success Fees and other amounts accrued before termination. Sections that by their nature should survive will survive, including fees owed, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and dispute resolution.
16. COMMUNICATIONS.
16.1. Electronic communications. You consent to receive communications from us electronically, including email, in-app messages, and notices posted on the Site. You agree that electronic communications satisfy any legal writing requirement to the extent permitted by law.
16.2. Text messages. If you provide a mobile number, you may receive service-related texts or authentication messages. Message and data rates may apply. You may opt out of promotional messages as described in our communications or account settings.
17. GENERAL PROVISIONS.
17.1. Entire agreement. This Agreement, together with the Privacy Policy and any order flow, pricing page, or written addendum expressly incorporated by reference, is the entire agreement between you and Railz regarding the Services and supersedes prior discussions on that subject.
17.2. Changes. We may update this Agreement by posting a revised version on the Site and updating the "Last updated" date. Material changes may also be communicated by email or in-app notice. Continued use after the effective date constitutes acceptance, except where applicable law requires additional consent.
17.3. Assignment. You may not assign this Agreement without Railz's prior written consent. Railz may assign this Agreement in connection with a merger, acquisition, corporate reorganization, or sale of assets.
17.4. Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including internet failures, processor outages, labor disputes, acts of government, or natural disasters.
17.5. Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in effect.
17.6. No waiver. Failure to enforce a provision is not a waiver of future enforcement.
17.7. Export compliance. You agree to comply with applicable export control and sanctions laws.
18. GOVERNING LAW AND DISPUTE RESOLUTION.
18.1. Governing law. This Agreement is governed by the laws of the State of Delaware, without regard to conflict-of-law principles, except to the extent federal law applies.
18.2. Informal resolution. Before filing a claim, you agree to contact support@railz.app and attempt in good faith to resolve the dispute informally for at least thirty (30) days.
18.3. Arbitration. Except for claims seeking injunctive relief for misuse of intellectual property or unauthorized access, any dispute arising out of or relating to this Agreement or the Services will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The seat of arbitration will be Wilmington, Delaware. The arbitrator may award the same damages a court could award, subject to the limitations in this Agreement.
18.4. Class action waiver. YOU AND RAILZ AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.
18.5. Venue for permitted court claims. If arbitration does not apply to a claim, the state and federal courts located in New Castle County, Delaware will have exclusive jurisdiction, and each party consents to personal jurisdiction there.
19. CONTACT.
Questions about these Terms or the Services may be sent to Railz Incorporated, Attn: Legal, 1764 Ruby Drive, Pingree Grove, IL 60140, USA, or by email to support@railz.app.