# Terms of Service

_Last updated: July 5, 2026_

These Terms of Service ("Terms") are a binding agreement between you and Auto Shift Media LLC, an Ohio limited liability company ("Relode", "we", "us", or "our"), that governs your access to and use of the Relode application for Shopify, the Relode website at relode.app, the free Revenue Leak Audit estimator, and every related tool, feature, and service we provide (together, the "Service"). Please read them carefully. They cover important topics, including how billing works, the limits of our responsibility, and how disputes are resolved through binding individual arbitration.

## 1. Acceptance of these Terms

By installing the Relode app from the Shopify App Store, creating a Relode account, clicking a button that says you accept or agree, using the Revenue Leak Audit, submitting a form on relode.app, or otherwise accessing or using the Service, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated here by reference. If you do not agree, do not install or use the Service.

If you use the Service on behalf of a company or other organization, you represent that you have authority to bind that organization to these Terms, and "you" refers to both you and that organization. You must be at least 18 years old and able to form a binding contract to use the Service.

## 2. Definitions

- **"Service"** means the Relode app, the relode.app website, the Revenue Leak Audit, and all related features and tools described in these Terms.
- **"Merchant", "you", or "your"** means the Shopify store owner or the person or organization that installs, accesses, or uses the Service.
- **"Store"** means the Shopify store you connect to Relode.
- **"Customer"** means a shopper of your Store whose personal data Relode processes and who may receive a win-back email.
- **"Customer Data"** means the personal data of your Customers that Relode processes on your behalf, such as names, email addresses, order history, and email engagement events.
- **"Win-Back Email"** means an email that Relode sends to a Customer on your behalf as part of an automated reactivation sequence.
- **"Shopify"** means Shopify Inc. and its affiliates, the platform on which the Relode app operates.
- **"Fees"** means the subscription and one-time charges for paid features of the Service, as described in Section 6.
- **"Revenue Leak Audit" or "Audit"** means the free interactive estimator on relode.app described in Section 12.

## 3. Eligibility and accounts

To use the Relode app you must have an active Shopify store and a Shopify account in good standing, and you must authorize the app through Shopify's Admin API. You are responsible for maintaining the confidentiality of your account and for all activity that occurs under it. You agree to provide accurate information, to keep it current, and to notify us promptly at support@relode.app if you suspect any unauthorized use of your account. You are responsible for the acts and omissions of anyone you allow to access the Service through your Store or account.

## 4. Description of the Service

Relode is an automated win-back and lapsed-customer reactivation application for Shopify stores. With your authorization through Shopify's Admin API, the Service reads your Store's orders and customers to learn each Customer's repurchase rhythm, detects Customers who have lapsed or are about to lapse, ranks them by predicted value, and sends a margin-aware, multi-touch Win-Back Email sequence on your behalf. When a contacted Customer purchases again, the Service attributes the recovered revenue so you can see results. Email is delivered through Resend. The Service mints single-use discount codes through Shopify when a sequence includes an incentive, honors one-click unsubscribe requests, and suppresses complaints and bounces.

The relode.app website provides marketing information, the free Revenue Leak Audit, and an email capture form so you can learn about and try Relode.

The Service depends on data from and integration with Shopify and other third-party providers. We may add, change, or remove features over time as described in Section 18. We do not guarantee any particular amount of recovered revenue, any specific email deliverability, open, click, or conversion rate, or any specific outcome from using the Service.

## 5. Relationship with Shopify and other platforms

Relode is an independent application. It is not affiliated with, endorsed by, sponsored by, or otherwise associated with Shopify. Your use of Shopify is governed by your own agreements with Shopify, and your use of any other connected platform is governed by your agreements with that platform. You are responsible for complying with the terms, policies, and technical requirements of Shopify and of any other platform you connect to the Service, including Shopify's merchant and API terms and its messaging and marketing rules.

Because the Service relies on Shopify's platform and APIs, changes that Shopify makes to its platform, APIs, billing system, or policies may affect the availability or functionality of the Service, and we are not responsible for interruptions or changes caused by Shopify or by any other third-party platform. If you uninstall the Relode app or your Shopify store is closed, suspended, or loses access to the required API scopes, the Service may stop working.

## 6. Plans, trials, billing, and refunds

### 6.1 Plans and the send cap

Relode offers the following plans, each measured by the number of Win-Back Email sends per calendar month:

| Plan | Price | Monthly send cap |
| --- | --- | --- |
| Free | $0 | Up to 100 sends per month |
| Growth | $29 per month | 1,000 sends per month |
| Pro | $49 per month | Unlimited sends |

Send caps reset at the start of each calendar month and do not roll over. If you reach your plan's cap, the Service may pause additional sends until the cap resets or until you upgrade. We may adjust how sends are counted for legitimate operational reasons, and we will not count purely technical retries against your cap in a way that is unfair to you.

### 6.2 Free plan

The Free plan is offered at no charge and may be subject to the send cap and other limits described above. We may modify, limit, or discontinue the Free plan at any time. The Free plan is provided "as is" without any commitment of continued availability.

### 6.3 14-day free trial

Paid plans (Growth and Pro) include a 14-day free trial. Unless you cancel before the trial ends, your paid subscription begins automatically at the end of the trial and you will be charged the applicable Fee through Shopify. The trial applies to subscription Fees. We may modify or discontinue trial offers, and limit trials to one per Store or Merchant, at our discretion.

### 6.4 Billing through Shopify

All Fees for paid plans are billed and processed through Shopify's managed Billing API, not by us directly. By subscribing to a paid plan, you authorize the charge to be applied to your Shopify account in accordance with Shopify's billing terms. We do not receive, process, or store your full payment card number or other complete payment instrument. Because Shopify handles billing, the timing of charges, invoicing, proration, and payment collection is governed by Shopify's billing system and your agreement with Shopify.

### 6.5 Auto-renewal

Subscriptions are recurring. Unless you cancel, your plan renews automatically each billing period and the applicable recurring Fee is charged through Shopify for the next period. You may cancel at any time by downgrading or uninstalling the app through your Shopify admin. Cancellation stops future renewals; it does not retroactively refund a period that has already begun, except as stated in Section 6.7 or as required by law.

### 6.6 Price changes

We may change our prices, plans, and send caps from time to time. If we change the recurring Fee for a plan you are on, we will provide reasonable advance notice, for example in the app or by email, and the new price will take effect on your next billing period after the notice. If you do not agree to a price change, you may cancel before it takes effect. Continued use of a paid plan after a price change becomes effective constitutes acceptance of the new price.

### 6.7 Refunds

Except where required by applicable law, Fees are non-refundable and there are no refunds or credits for partial billing periods, unused sends, or periods during which your account remained open but you did not use the Service. The 14-day free trial exists so you can evaluate paid features before you are charged. If you believe you were charged in error, contact us at support@relode.app and we will review the situation in good faith. Because Shopify processes billing, some refund and cancellation mechanics are subject to Shopify's policies.

### 6.8 Taxes

Fees are exclusive of taxes. You are responsible for all applicable sales, use, value-added, goods-and-services, and similar taxes, duties, and government charges associated with your purchase, except for taxes based on our net income. Where we or Shopify are required to collect such taxes, they may be added to your charges.

## 7. Merchant responsibilities and data roles

You are solely responsible for your Store, your Customer relationships, and your compliance with all laws that apply to your business, including consumer-protection, marketing, privacy, and data-protection laws.

**Data roles.** For the personal data of your Customers that Relode processes to run win-back on your behalf, including names, email addresses, order history, and email engagement, you are the data **controller** and Relode acts as your data **processor**, processing that Customer Data only to provide the Service on your instructions as set out in these Terms and our Privacy Policy. For your own merchant account, contact, and billing data, and for visitors to relode.app, Relode acts as a **controller**.

**Lawful basis to contact your Customers.** You represent and warrant that, for every Customer that Relode may contact on your behalf, you have a valid lawful basis and all necessary consents, permissions, and rights to collect their information, to share it with Relode as your processor, and to send, or have Relode send on your behalf, marketing and win-back emails to them. You are responsible for the accuracy of your Customer records, for maintaining and honoring your Customers' marketing consent and preferences, and for maintaining your own privacy policy and any consumer disclosures required by law. Relode relies on the marketing consent status available through Shopify and on the instructions reflected in your use of the Service, but you remain responsible for ensuring that contacting each Customer is lawful.

You are responsible for the content and configuration choices you make in the Service, including sender identity, sequence timing, incentives, and any custom copy, and for ensuring that Win-Back Emails sent on your behalf are truthful and not deceptive.

## 8. Acceptable use and prohibited conduct

You agree not to, and not to permit anyone else to:

- use the Service to send unsolicited email or to contact people who have not provided a lawful basis to be contacted, or to send messages that are unlawful, deceptive, harassing, defamatory, obscene, or that promote illegal goods or activities;
- upload, connect, or process data you do not have the right to process, or use the Service in violation of any law, regulation, or third-party right, including intellectual property, privacy, anti-spam, and marketing laws;
- use the Service to send content that infringes others' rights or that contains malware, phishing, or fraudulent material;
- attempt to circumvent, disable, or exceed send caps, plan limits, quiet hours, unsubscribe handling, or other technical or usage controls;
- reverse engineer, decompile, disassemble, scrape, or attempt to derive the source code of the Service, except to the extent this restriction is prohibited by law;
- copy, resell, sublicense, rent, lease, or provide the Service to third parties as a service bureau, or build a competing product using the Service or our confidential information;
- interfere with, disrupt, overload, or probe the Service or its infrastructure, or attempt to gain unauthorized access to any account, system, or data;
- remove, obscure, or alter any proprietary notices, or misrepresent your affiliation with Relode or Shopify;
- use the Service to compete with us, or use automated means to access the Service other than through interfaces we provide.

We may investigate suspected violations and may suspend or terminate access as described in Section 17. You remain responsible for all activity conducted through your account.

## 9. Email sending, consent, and anti-spam obligations

The Service sends Win-Back Emails on your behalf as the sender you configure. You are the sender of record for those emails and are responsible for compliance with all applicable email and anti-spam laws, including the U.S. CAN-SPAM Act, Canada's Anti-Spam Legislation (CASL), and comparable laws in other jurisdictions. In particular, you are responsible for ensuring that:

- you have the necessary consent or other lawful basis to email each recipient;
- the sender name and address are accurate and not misleading, and the subject lines are not deceptive;
- each message identifies the sender and includes a valid physical postal address where required by law;
- each message offers a clear and functional way to opt out.

To support this, the Service includes one-click unsubscribe in Win-Back Emails and processes opt-outs, complaints, and bounces automatically. When a Customer unsubscribes, complains, or hard-bounces, the Service permanently stops the sequence for that Customer and suppresses further sends. You agree not to disable, obscure, or work around unsubscribe handling and not to attempt to re-contact a Customer who has opted out. We may throttle, pause, or suspend sending, or suspend your account, if we reasonably believe your sending threatens deliverability, violates law, or breaches these Terms.

## 10. Intellectual property and license

The Service, including its software, models, designs, text, graphics, logos, and the "Relode" name, and all related intellectual property, are owned by Auto Shift Media LLC or its licensors and are protected by law. Subject to your compliance with these Terms and payment of any applicable Fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your own internal business purposes during the term of these Terms. We reserve all rights not expressly granted.

As between you and us, you retain all rights to your Store data and Customer Data. You grant us a limited, worldwide, royalty-free license to access, host, process, transmit, and display that data solely as necessary to provide, secure, maintain, and improve the Service for you, to send Win-Back Emails on your behalf, and to comply with law. We may also create and use aggregated and de-identified data that does not identify you or any Customer to operate, analyze, and improve the Service.

## 11. Feedback

If you send us suggestions, ideas, or other feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable, and transferable license to use, reproduce, modify, and otherwise exploit that feedback for any purpose without any obligation or compensation to you. Feedback is provided voluntarily and is not your confidential information.

## 12. The Revenue Leak Audit

The Revenue Leak Audit is a free, interactive estimator on relode.app. It produces a **directional estimate** based on the inputs you self-report and on published Shopify retention benchmarks. It is **not** a connected-store analysis, an audited figure, financial or tax advice, or a promise of any result. Actual results depend on many factors outside our control, and your real numbers will differ. You should not rely on the Audit as the sole basis for any business or financial decision, and you use it at your own risk. If you submit your email address or other information through the Audit or another form on relode.app, we use it to return your results and to contact you about Relode, as described in our Privacy Policy.

## 13. Third-party services and links

The Service integrates with and depends on third parties, including Shopify (platform, Store data access, and subscription billing), Resend (email delivery), Vercel (website hosting), a cloud application host and a managed PostgreSQL database provider (application and data hosting), and error and performance monitoring (Sentry). Your use of the Service through Shopify, and any content or links to third-party sites or services, are subject to those third parties' own terms and policies. We do not control and are not responsible for third-party services, their availability, or their acts or omissions. A current list of subprocessors is available on request at support@relode.app.

## 14. Disclaimer of warranties

The Service is provided **"as is"** and **"as available"**, with all faults and without warranty of any kind. To the fullest extent permitted by law, we disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties arising from course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, timely, secure, or error-free, that defects will be corrected, that emails will be delivered or reach any particular inbox, or that the Service will produce any particular recovered revenue, deliverability, or conversion outcome. Any estimate, benchmark, or projection, including the Revenue Leak Audit, is directional only. Some jurisdictions do not allow the exclusion of certain warranties, so some of these exclusions may not apply to you.

## 15. Limitation of liability

To the fullest extent permitted by law, in no event will Auto Shift Media LLC or its members, officers, employees, or agents be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, or business opportunities, arising out of or relating to the Service or these Terms, whether based in contract, tort, negligence, strict liability, or any other theory, and whether or not we have been advised of the possibility of such damages.

To the fullest extent permitted by law, our total aggregate liability arising out of or relating to the Service or these Terms will not exceed the greater of (a) the total Fees you actually paid to us or through Shopify for the Service in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100). The Free plan and the Revenue Leak Audit are provided at no charge, and for claims arising from features used at no charge our liability will not exceed one hundred U.S. dollars ($100). These limitations form an essential basis of the bargain and apply even if a limited remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations, so some of these may not apply to you.

## 16. Indemnification

You will defend, indemnify, and hold harmless Auto Shift Media LLC and its members, officers, employees, and agents from and against any claims, demands, actions, liabilities, damages, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to: (a) your use of the Service; (b) your Store data, Customer Data, or content; (c) your Win-Back Emails and other marketing, including any claim that you lacked a lawful basis or consent to contact a Customer or that a message violated CAN-SPAM, CASL, or other applicable law; (d) your violation of these Terms or of any law or third-party right; or (e) your dispute with any Customer or third party. We may, at our option, assume the exclusive defense and control of any matter subject to indemnification, and you will cooperate with us in that defense.

## 17. Term, suspension, and termination

These Terms apply from the moment you first access or use the Service and continue until terminated. You may stop using the Service and terminate these Terms at any time by canceling your plan and uninstalling the Relode app through your Shopify admin.

We may suspend or terminate your access to all or part of the Service, with or without notice, if we reasonably believe you have violated these Terms, if your use poses a risk to the Service, other users, deliverability, or any third party, if required by law or by Shopify, if you fail to pay Fees, or if we discontinue the Service. Where practical and appropriate, we will try to give you notice.

**Effect of termination.** On termination or uninstall, your license to use the Service ends and the Service stops sending emails for your Store. We handle your data on uninstall and deletion as described in our Privacy Policy: we stop processing for your Store, retain data briefly so a reinstall can resume, and delete your Store's data in response to Shopify's shop/redact webhook and in any case within 30 days, subject to any data we are legally required to retain. You may also request deletion at any time by emailing support@relode.app. Sections that by their nature should survive termination will survive, as listed in Section 20.

## 18. Modifications to the Service and to these Terms

We are continually improving the Service and may add, change, suspend, or discontinue features, plans, or send caps at any time. We will try to avoid material disruption to paid features, but we are not liable for any modification, suspension, or discontinuation of the Service, except as expressly stated in these Terms.

We may also update these Terms from time to time. When we make a material change, we will update the "Last updated" date at the top of this page and, where appropriate, notify you in the app or by email. Changes are effective when posted unless we state otherwise. Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms. If you do not agree to the changes, you must stop using the Service and may cancel and uninstall the app.

## 19. Governing law and dispute resolution

### 19.1 Governing law

These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of Ohio, USA, without regard to its conflict-of-laws rules, and by applicable U.S. federal law, including the Federal Arbitration Act.

### 19.2 Informal resolution first

Before starting any arbitration or court proceeding, you agree to first contact us at support@relode.app and describe the dispute and the relief you seek. We will try in good faith to resolve it informally. Both parties agree to negotiate in good faith for at least sixty (60) days after notice before pursuing formal proceedings. This informal-resolution step is a precondition to arbitration.

### 19.3 Binding individual arbitration

If a dispute is not resolved informally, it will be resolved by **binding individual arbitration** rather than in court, except as provided below. The arbitration will be administered by a recognized arbitration provider under its then-current consumer or commercial rules, conducted in the English language, and seated in Ohio, with the option of telephonic or video participation. The arbitrator has exclusive authority to resolve disputes about the interpretation, applicability, or enforceability of this arbitration agreement, and may award the same relief a court could, but only in favor of the individual party seeking relief and only to the extent necessary to that party's individual claim.

### 19.4 Class-action waiver

All claims must be brought in the parties' **individual** capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding. You and we waive any right to a jury trial and to participate in a class action.

### 19.5 Exceptions and court venue

Either party may bring an individual claim in small-claims court if it qualifies, and either party may seek injunctive or other equitable relief in court to protect its intellectual property or confidential information. For any matter that is not subject to arbitration, or if the arbitration agreement is found unenforceable, you agree to the exclusive jurisdiction and venue of the state and federal courts located in Ohio, and you waive any objection to that venue. If the class-action waiver is found unenforceable as to a particular claim, that claim will be severed and heard in court while the rest proceeds in arbitration.

## 20. Miscellaneous

**Assignment.** You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law. These Terms bind and benefit the parties and their permitted successors and assigns.

**Severability.** If any provision of these Terms is held invalid or unenforceable, that provision will be limited or removed to the minimum extent necessary, and the remaining provisions will remain in full force.

**Entire agreement.** These Terms, together with the Privacy Policy and any order or plan terms presented at purchase, are the entire agreement between you and us about the Service and supersede all prior agreements and understandings on that subject.

**Force majeure.** We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, internet or utility failures, and acts or failures of third-party providers such as Shopify, Resend, our hosting providers, or the PostgreSQL provider.

**Notices.** We may give you notice through the app, by email to the address associated with your account, or by posting on relode.app. You may give us notice at support@relode.app. Notices are effective when sent or posted.

**No waiver.** Our failure to enforce any provision is not a waiver of our right to do so later. A waiver is effective only if in writing.

**Relationship.** The parties are independent contractors. These Terms do not create any partnership, joint venture, agency, or employment relationship, except that, for the limited purpose of processing Customer Data, Relode acts as your processor as described in Section 7.

**Survival.** Provisions that by their nature should survive termination will survive, including the definitions, and Sections 6 (as to accrued Fees), 7, 10, 11, 14, 15, 16, 19, and 20.

**No third-party beneficiaries.** Except for the indemnified parties named in Section 16, these Terms do not create any third-party beneficiary rights.

## 21. Contact us

The Service is operated by **Auto Shift Media LLC**, an Ohio limited liability company. If you have any question about these Terms, contact us:

**Email:** support@relode.app  
**Web:** relode.app

Relode is an independent app built for Shopify merchants and is not affiliated with or endorsed by Shopify.