1. Acceptance of Terms & Authority

By registering on refundninja.com, accessing our platform, connecting carrier or marketplace accounts, or authorizing Refund Ninja (“Company,” “we,” “us,” or “our”) to audit your shipping invoices, you (“Client,” “you,” or “your”) enter into a legally binding agreement governed by these Terms of Service. If you are entering into this agreement on behalf of a company or legal entity, you represent and warrant that you possess the requisite authority to bind that entity to these Terms.

2. Scope of Services

Refund Ninja provides automated invoice auditing, shipping data log analytics, surcharge discrepancy detection, and refund recovery management across commercial transportation carriers and fulfillment networks, including but not limited to:

• Parcel Carriers: United Parcel Service (UPS), Federal Express (FedEx), DHL Express, and the United States Postal Service (USPS).
• Fulfillment & Marketplaces: Amazon Fulfillment by Amazon (Amazon FBA) warehouse discrepancy audits, inbound shipment tracking, and customer return reconciliations.
• Freight & Logistics: Less-Than-Truckload (LTL), Full Truckload (FTL), regional courier networks, and eCommerce cart platforms (Shopify, WooCommerce, BigCommerce).

3. Limited Power of Attorney & Carrier Authorization

To enable Refund Ninja to audit billing data and secure credits, Client hereby grants Refund Ninja a limited, revocable, non-exclusive authorization to:

• Access Client’s carrier and marketplace billing accounts using secure, read-only API credentials, Electronic Data Interchange (EDI 210/214) feeds, or authorized third-party portal connections.
• Analyze invoice line items, manifests, tracking history, address surcharges, and fulfillment center receiving records for errors, duplicates, and service failures.
• Prepare, format, submit, and track claims, disputes, and refund requests directly with carrier and marketplace billing departments on Client’s behalf.
• Communicate with carrier customer service and billing support strictly for the purpose of validating, substantiating, and securing unapplied credits or refund checks.

Ownership of Funds: Client retains 100% ownership of all carrier accounts and credentials. All refunds, billing adjustments, and credits are deposited directly into Client’s carrier account or bank account by the carrier. Refund Ninja does not act as an escrow agent and never collects, intercepts, or holds Client funds in Company accounts.

4. Contingency Pricing & Invoicing Mechanics

Refund Ninja operates on a pure performance-based model:

• Contingency Rate: Client agrees to pay Refund Ninja a fee equal to twenty-five percent (25%) of all Gross Recovered Funds resulting from our audits and dispute filings. Client retains seventy-five percent (75%) of all realized savings.
• Definition of Gross Recovered Funds: Any monetary refund, invoice credit offset, billing adjustment, toll/fuel recalculation, or warehouse inventory reimbursement issued to Client by a carrier or marketplace provider following dispute identification or claim submission by Refund Ninja.
• Verification of Credits: Our automated reconciliation engine cross-references carrier credit memos and revised billing statements to verify that every claimed refund has been successfully applied to Client’s account balance before any contingency fee is billed.
• Monthly Invoicing: Invoices are generated at the close of each calendar month detailing verified carrier credits applied during that billing cycle. Invoices are payable within fifteen (15) calendar days via ACH, credit card, or electronic wire.
• No Recovery, No Fee: If Refund Ninja audits your accounts and identifies no valid billing errors or recovers zero dollars during a billing period, Client owes $0.00.

5. Merchant Warranties & Anti-Duplication Safeguards

Client represents and agrees that:

• Client holds full legal authorization to manage and dispute charges for connected carrier accounts.
• Client will not engage multiple third-party audit recovery services concurrently on the exact same carrier accounts, nor submit manual claims for tracking numbers actively queued in Refund Ninja’s dispute pipeline, as duplicate claims violate carrier tariffs and may void legitimate refunds.
• Client will notify Refund Ninja promptly of any renegotiated carrier contracts or amended tariff schedules that alter Money-Back Guarantee (MBG) eligibility.

6. Carrier Tariff Compliance & Money-Back Guarantees

Client acknowledges that carrier refund rules, Money-Back Guarantees (MBG), Guaranteed Service Refunds (GSR), and dispute windows are established solely by the respective carrier’s service guides and commercial agreements. Carriers may periodically suspend or adjust MBG terms during peak holiday periods, weather emergencies, or force majeure events. Refund Ninja files disputes strictly within the parameters established by each carrier’s published terms.

7. Security, Confidentiality & SOC-2 Alignment

Both parties agree that shipping manifests, discount tiers, customer recipient data, and negotiated carrier rates constitute Confidential Information. Refund Ninja agrees to maintain strict administrative, technical, and physical safeguards—including TLS 1.3 transmission encryption and AES-256 resting encryption—to protect Client data. Refund Ninja will never sell, lease, or monetize Client shipping data to third-party brokers or advertisers.

8. Term, Cancellation & Termination

This agreement begins on the date Client connects carrier accounts or accepts these Terms and continues on a month-to-month basis. Client may cancel or disconnect services at any time by providing written notice to [email protected]. Upon cancellation, Refund Ninja will immediately halt all new claim submissions. Client remains responsible only for contingency fees on verified credits resulting from claims filed prior to the cancellation notice.

9. Disclaimer of Warranties & Limitation of Liability

Refund Ninja provides auditing software on an “as-is” and “as-available” basis. While our proprietary 50+ point audit engine achieves industry-leading recovery rates, Company makes no express guarantee that carriers will approve all submitted claims. In no event shall Refund Ninja be liable for consequential, indirect, or incidental damages. Refund Ninja’s maximum cumulative liability under this agreement shall not exceed the total fees paid by Client during the preceding three (3) months.

10. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to conflicts of law provisions. Any dispute arising under or in connection with these Terms shall be resolved through binding confidential arbitration administered in accordance with the American Arbitration Association (AAA) commercial rules.

11. Contact & Legal Notices

For questions regarding these Terms or to provide formal notice, contact our legal desk at [email protected].