resolutionflow/legal/terms-of-service.md

Terms of Service

Effective Date: 2026-05-14 Version: 1.0

DRAFT — not legal advice. This document was generated from a code scan with reasonable defaults. Commercial-risk provisions (liability cap, indemnification, dispute resolution, refunds) are flagged for attorney calibration.

These Terms of Service ("Terms") govern your use of the ResolutionFlow software-as-a-service platform provided by ResolutionFlow LLC ("ResolutionFlow," "we," "us," or "our"). By creating an account or using the Services, you agree to these Terms.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. In that case, "you" and "your" refer to that entity.

1. The Services

ResolutionFlow provides a software-as-a-service platform that assists managed service providers (MSPs) in triaging, resolving, and documenting IT support tickets. The Services include:

• A ticket triage and session interface
• An AI-assisted troubleshooting copilot ("FlowPilot")
• A general-purpose AI assistant for IT workflows
• Integration with the ConnectWise PSA platform
• A knowledge base feature ("Knowledge Flywheel") that derives suggestions from your own resolved sessions
• A flow and procedural builder, a script builder, and a network-diagram builder
• File upload, document analysis, and image analysis for use within sessions

We may modify, suspend, or discontinue any feature of the Services at any time. For material adverse changes affecting paid subscriptions, we will provide reasonable advance notice through the Services or by email.

2. Eligibility and accounts

2.1 Eligibility

You must be at least 18 years old and capable of entering into a binding contract to use the Services. The Services are intended for use by businesses providing managed IT services and are not directed to consumers.

2.2 Account responsibilities

You are responsible for:

• Providing accurate account information and keeping it current
• Maintaining the confidentiality of your credentials
• All activities that occur under your account
• Promptly notifying us of unauthorized access at support@resolutionflow.com

You may not share your account credentials with any person outside your organization or use another person's account.

2.3 Roles within an account

An account has one owner, optional admins, and engineer or viewer members. Only the owner can delete the account, transfer ownership, or invite others. Members may be removed from an account by the owner; a removed member is moved into a personal account on the free tier.

3. Customer Data and your responsibilities

3.1 Definitions

"Customer Data" means the data that you or your authorized users submit to the Services or that the Services retrieve on your behalf from connected third-party systems including ConnectWise PSA. Customer Data may include personal information about your employees, your end-clients, and your end-clients' employees and contacts. Customer Data includes, without limitation: ticket bodies and notes; intake text, images, and log files; AI session conversation histories; resolution notes and escalation packages; uploaded files; and flows, scripts, and diagrams you create within the Services.

3.2 Your representations regarding Customer Data

You represent and warrant that:

• You have all rights, consents, and legal bases necessary to share Customer Data with ResolutionFlow and authorize its processing as described in these Terms and the Data Processing Agreement ("DPA")
• Your collection and use of Customer Data complies with all applicable laws, including data protection and privacy laws
• You will not submit Customer Data that you are not authorized to process for the purposes for which you use the Services
• You will not submit Protected Health Information as defined under HIPAA unless a Business Associate Agreement is in place between you and ResolutionFlow
• You will not submit payment card numbers, government-issued ID numbers, or financial-account credentials of third parties into the Services, except as Stripe handles for ResolutionFlow's own billing
• Where you are acting on behalf of your own end-clients, you have all necessary authority to appoint ResolutionFlow as a sub-processor in your chain of processing

3.3 Ownership

You retain all right, title, and interest in Customer Data. You grant ResolutionFlow a limited, non-exclusive, worldwide license to host, store, process, transmit, display, analyze, and otherwise use Customer Data solely as necessary to provide the Services and as further described in the DPA. This license terminates when Customer Data is deleted as set out in the DPA, except for de-identified, aggregated data used to operate and improve the Services.

3.4 No model training on Customer Data

We do not use Customer Data to train our own machine-learning models, and we use AI subprocessors at API tiers that do not train on Customer Data. We use de-identified, aggregated usage information to operate, secure, and improve the Services.

3.5 Data Processing Agreement

The DPA is incorporated into these Terms by reference and governs ResolutionFlow's processing of personal information within Customer Data. Where these Terms and the DPA conflict regarding personal information processing, the DPA controls.

4. Acceptable use

4.1 Prohibited activities

You may not, and may not permit anyone to:

• Use the Services for any unlawful purpose or in violation of any applicable law
• Use the Services to harass, abuse, defame, or stalk any person
• Send spam or other unsolicited messages from or through the Services
• Attempt to gain unauthorized access to the Services or any other user's account
• Reverse engineer, decompile, or attempt to extract the source code of the Services, except where this restriction is prohibited by applicable law
• Interfere with the integrity or performance of the Services, including via denial-of-service attacks, rate-limit evasion, or resource exhaustion
• Use the Services to develop a competing service
• Resell, sublicense, or provide the Services as a service bureau to third parties without our prior written consent
• Use automated means to access the Services other than through documented APIs
• Submit content that infringes a third party's intellectual property or violates a third party's privacy rights
• Use the Services to process Protected Health Information without a Business Associate Agreement in place between you and ResolutionFlow
• Use the Services to process payment card data outside Stripe's payment flow

4.2 AI feature use

When you use AI-assisted features including FlowPilot, the chat assistant, the script builder, the network-diagram builder, and Knowledge Flywheel outputs, you acknowledge that:

• AI outputs may contain errors, omissions, or fabricated information ("hallucinations")
• You are responsible for reviewing AI outputs before relying on them, posting them to a PSA ticket, sharing them with an end-client, or running scripts generated by them
• ResolutionFlow does not guarantee the accuracy, completeness, or safety of AI-generated content
• Inputs you submit to AI features are transmitted to AI subprocessors as described in the DPA and Subprocessor List

4.3 Suspension for violation

We may suspend or terminate your account for violations of this Section 4 with or without notice, depending on the severity of the violation. For clear and active threats to the Services or to other users, we may act immediately.

5. Subscriptions, fees, and payment

5.1 Subscriptions

The Services are offered on a subscription basis. Subscription details, pricing, and term length are specified at the point of subscription or in a separate order form.

5.2 Billing and renewal

• Fees are billed in advance for the subscription period (monthly or annually as elected)
• Subscriptions automatically renew at the end of each term unless cancelled before the renewal date
• Fees are non-refundable except as expressly stated or required by law [LEGAL REVIEW: confirm refund and proration policy — common alternatives include a 14-day satisfaction window or prorated refunds on annual plans]

5.3 Payment processor

Payment is processed by Stripe. By providing payment information, you authorize us to charge the applicable fees to your payment method via Stripe.

5.4 Taxes

Fees are exclusive of taxes. You are responsible for all applicable sales, use, value-added, and similar taxes.

5.5 Price changes

We may change subscription prices. For existing subscriptions, price changes take effect on the next renewal and we will provide at least 30 days' notice before the renewal date.

5.6 Trials and free tiers

We may offer free trials or a free tier. These may be modified or discontinued at any time. Usage of free or trial features is subject to the same Terms.

6. Intellectual property

6.1 Our IP

ResolutionFlow and its licensors own all right, title, and interest in the Services, including all software, designs, trademarks, models, prompts, and content (other than Customer Data). These Terms do not grant you any rights to our intellectual property except the limited right to use the Services as expressly provided.

6.2 Feedback

If you provide feedback, suggestions, or ideas about the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use that feedback without obligation to you.

6.3 Trademarks

You may not use our trademarks, logos, or trade names without our prior written consent, except for descriptive references (e.g., "we use ResolutionFlow").

7. Privacy

Our handling of personal information is described in our Privacy Policy. For Customer Data containing personal information, processing is governed by the DPA.

8. Third-party services

The Services may integrate with third-party services that you choose to connect (including ConnectWise PSA). Your use of those third-party services is governed by your agreements with them. We are not responsible for third-party services and disclaim all liability arising from them.

If a third-party service modifies its API or terms in a way that affects the Services, we may modify or discontinue the integration. We will provide reasonable notice where practicable.

9. Term and termination

9.1 Term

These Terms remain in effect for as long as you have an account or active subscription with ResolutionFlow.

9.2 Termination by you

You may terminate your account at any time by following the account-deletion flow in the Services or contacting support@resolutionflow.com. Account deletion requires that you are the sole remaining member of your account. Termination is effective at the end of the current paid subscription period unless otherwise required by law.

9.3 Termination by us

We may terminate or suspend your account immediately if:

• You materially breach these Terms (including Section 4)
• You fail to pay fees when due and do not cure within 10 days of notice
• Required by law or government order
• Your use of the Services creates a material legal or security risk to ResolutionFlow or other users

For other reasons, we may terminate with 30 days' notice.

9.4 Effect of termination

Upon termination:

• Your right to access and use the Services ends
• We will make Customer Data available for export for 30 days following termination as further described in the DPA [LEGAL REVIEW: confirm export window aligns with what the Services actually support today]
• After the export window, we will delete or anonymize Customer Data as described in the DPA, except where retention is required by law
• Sections that by their nature survive termination (intellectual property, confidentiality, indemnification, limitation of liability, dispute resolution) will survive

10. Disclaimers

[LEGAL REVIEW: warranty disclaimers are commercial decisions; calibrate with counsel]

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT THESE DISCLAIMERS ARE PROHIBITED BY APPLICABLE LAW.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT AI-GENERATED OUTPUTS WILL BE ACCURATE, COMPLETE, OR FIT FOR ANY PARTICULAR PURPOSE.

11. Limitation of liability

[LEGAL REVIEW: liability caps are critical commercial decisions; calibrate to insurance posture and revenue]

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

(a) NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES.

(b) EACH PARTY'S TOTAL LIABILITY IN ANY 12-MONTH PERIOD IS LIMITED TO THE FEES PAID OR PAYABLE BY YOU TO RESOLUTIONFLOW IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

(c) THE LIMITATIONS IN (a) AND (b) DO NOT APPLY TO: (i) BREACH OF CONFIDENTIALITY OBLIGATIONS; (ii) INDEMNIFICATION OBLIGATIONS; (iii) BREACH OF THE DPA; (iv) GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; (v) LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.

12. Indemnification

[LEGAL REVIEW: indemnification scope is a major commercial-risk decision; calibrate with counsel]

12.1 By you

You will indemnify, defend, and hold harmless ResolutionFlow from any third-party claim arising from:

• Your use of the Services in violation of these Terms or applicable law
• Customer Data, including any allegation that Customer Data infringes a third party's rights or was processed without proper legal basis
• Your representations regarding Customer Data being inaccurate

12.2 By us

We will indemnify, defend, and hold you harmless from any third-party claim alleging that the Services as provided by us infringe a valid US patent, copyright, or trademark. Our obligation is conditioned on you promptly notifying us of the claim, giving us sole control of the defense, and reasonably cooperating in the defense.

If we believe the Services may be subject to such a claim, we may at our option: (a) procure the right for you to continue using them; (b) modify them to be non-infringing; or (c) terminate the affected portion of the Services and refund prepaid fees for the unused period.

This Section 12.2 is your sole remedy for IP infringement claims.

13. Dispute resolution

[LEGAL REVIEW: arbitration vs litigation, class-action waiver, and venue selection are major decisions with significant commercial impact — calibrate with counsel and your insurer]

13.1 Governing law

These Terms are governed by the laws of the State of Georgia, United States, without regard to conflict-of-law principles. [LEGAL REVIEW: Georgia chosen as a reasonable default for a Georgia-based LLC; counsel may prefer Delaware]

13.2 Venue

Any dispute arising out of or related to these Terms will be brought exclusively in the state or federal courts located in Cobb County, Georgia, and both parties consent to the personal jurisdiction of those courts. [LEGAL REVIEW: consider arbitration as an alternative — JAMS or AAA — depending on your insurance and litigation posture]

13.3 Class action waiver

To the extent permitted by law, each party waives the right to participate in a class, collective, or representative action.

13.4 Time bar

Any cause of action arising out of or related to these Terms must be brought within one (1) year after the cause of action accrues, except where prohibited by applicable law.

14. General

14.1 Entire agreement

These Terms, together with the Privacy Policy, Cookie Policy, Subprocessor List, and DPA, constitute the entire agreement between you and ResolutionFlow regarding the Services.

14.2 Modifications to these Terms

We may modify these Terms by posting the updated Terms and updating the Effective Date. For material changes adverse to existing customers, we will provide at least 30 days' notice through the Services or by email. Your continued use of the Services after the new Effective Date constitutes acceptance. If you do not accept material changes, you may terminate your account before they take effect.

14.3 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all of our assets. Any unauthorized assignment is void.

14.4 Severability

If any provision of these Terms is held unenforceable, the remaining provisions will remain in effect.

14.5 No waiver

Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.

14.6 Force majeure

Neither party is liable for delays or failures caused by events beyond reasonable control, including natural disasters, war, terrorism, civil unrest, government action, pandemic, or major network or infrastructure outages.

14.7 Notices

Notices to ResolutionFlow must be sent to support@resolutionflow.com. For service of legal process or any notice requiring a physical mailing address, contact us at support@resolutionflow.com to receive the appropriate address. Notices to you may be sent to the email associated with your account.

14.8 Export control

You will not use or export the Services in violation of US export control laws.

14.9 Headings

Section headings are for convenience only and do not affect interpretation.

15. Contact

Questions about these Terms? Contact us at support@resolutionflow.com.