Terms of Service

1. What UW-agent is (and is not)

1.1 Underwriting software

The Service is MCA underwriting software for shops and funders. It is designed to:

• Accept deal packages you submit (for example, PDFs and related application fields);
• Apply versioned underwriting rules implemented in our deterministic underwriting code; and
• Produce a shop-facing draft ticket (and, on Explanation, a breakdown under the same first line).

The Service uses AI models to extract data from documents you submit. Approve/decline outcomes, amounts, terms, frequencies, and decline reasons are generated by rules configured in the Service, not by AI models. AI extraction may contain errors or omissions. You are solely responsible for reviewing each ticket and the underlying extracted data before making any funding, pricing, or decline decision.

1.2 Plan faces (informational)

Unless your Order says otherwise, plan faces described on the site are:

Express (list price $799/month; 400 deals included per month; $2.00 per deal overage — marketing figures; Order/invoice controls):

• Ticket is exactly one of: Declined: [reason], or Approve: [amount] / [term] [frequency]
• The Express ticket does not include score, WTR, factor, payback, daily payment, or an audit dump.

Explanation (list price $1,499/month; 500 deals included per month; $2.50 per deal overage — marketing figures; Order/invoice controls):

• Same Express first line, plus a breakdown that may include why, statement findings, score/tier, pricing, and stacking.
• Same one-pass engine as Express; Explanation does not add new credit gates.

Premium is not generally available. These Terms do not promise bypass, override, rebuttal, or second-pricing features.

Billing meters (included deals and overage) are commercial terms. They are not credit rules and do not change how underwriting rules run.

Feature and price descriptions on the website are informational and may change. Your Order or invoice controls your subscription.

1.3 Not a lender, broker, or funding principal

Unless an Order expressly says otherwise:

• We provide software and related services only.
• We do not extend MCA advances, advance capital, hold merchant repayment funds, or act as the creditor on deals you process in the Service.
• We do not act as a loan broker or MCA broker merely by providing the Service.
• You (or your funding entity) remain the underwriter and/or funder of record and decide whether to fund, decline, price, document, or collect on any merchant deal.
• A ticket is decision support — a draft outcome of the applicable rules (when a ticket is produced) — not a credit decision you must accept, not a commitment by Company to any merchant, and not a guarantee of merchant performance or repayment.

Sample tickets and merchant names on the website (including any “Cold Creek” or similar fixtures) are illustrations only.

1.4 No guarantee a ticket is always produced

The Service does not promise that every submission yields an Approve or Decline ticket. In some cases (including extract/build failures such as dual-fail or cases where required structures are not built), the Service may produce no Approve and no invented ticket. We do not promise a catch-all ticket for every file.

1.5 Website vs paid Service

The public website and demo request flow may be used without a paid subscription. Paid features require an Order or other acceptance we designate.

Demo and contact submissions may be emailed to krit@quantumofsolutions.com or support@quantumofsolutions.com (or another address we designate) via our email provider (currently including Resend for demo-form delivery).

2. Accounts and access

You must provide accurate account information and keep credentials confidential. You are responsible for activity under your shop’s accounts and for promptly notifying us of unauthorized access. We may suspend access for security risk, abuse, nonpayment, or material breach.

You will not share login credentials outside your authorized users. You must not attempt to access another shop’s data. Report any suspected cross-tenant access immediately.

Account provisioning, authentication methods, and admin roles are described in product documentation as we make them available.

3. Acceptable use

You will not, and will not allow others to:

1. Use the Service for unlawful lending, fraud, money laundering, or to violate applicable law.
2. Upload malware, or attempt to disrupt, scrape at abusive volume, probe, or reverse engineer the Service except to the extent applicable law allows.
3. Submit data you have no right to provide (including merchant, owner, or employee data without an appropriate basis).
4. Resell, white-label, or provide the Service to third parties as your own product without our written agreement.
5. Misrepresent ticket output as a guarantee of funding, as an approval-rate promise, as regulated consumer-credit advice we do not provide, or as a decision made by Company as lender or broker.
6. Use the Service to send unlawful commercial email or SMS (including TCPA-violative calls/texts) or to contact merchants in a way that violates law or your agreements.
7. Bypass usage limits, deal allotments, or billing meters.
8. Configure or operate the Service to auto-send underwriting results to merchants or to auto-fund deals unless we have expressly enabled a different mode in a written Order (the standard Service is draft-only as described in Section 5).

We may suspend or terminate access for violations.

4. Your data; Output; privacy; security claims

4.1 Customer Data

You retain rights in deal packages and other content you submit (“Customer Data”). You grant Company a limited license to host, process, transmit, and display Customer Data solely to provide, maintain, secure, and support the Service, and as otherwise described in our Privacy Policy.

You represent that you have all rights and notices needed to submit Customer Data (including bank statements and application fields) for processing.

You authorize Company to send Customer Data to its AI subprocessors, currently [Google (Gemini API) and Anthropic (Claude API)], solely to provide the Service.

4.2 Output

Draft tickets and related underwriting artifacts generated for your account (“Output”) are provided for your internal underwriting workflow as decision support. You remain solely responsible for final credit, funding, pricing, documentation, and collection decisions.

Nothing in these Terms requires you to accept every ticket, fund every Approve, decline every Declined result, or keep any product default credit settings forever.

4.3 Privacy and Security pages

Our Privacy Policy explains how we handle personal information. A security overview is at /security. Privacy requests: support@quantumofsolutions.com.

4.4 Subprocessors / model providers

We use service providers (hosting, email delivery, and other tools) to operate the Service. For website demo-form email delivery, we currently use Resend. A fuller subprocessor list will be published when confirmed with our builders.

4.5 No certification badges in these Terms

These Terms do not claim SOC 2, ISO 27001, or similar certifications.

4.6 No live per-shop custom policy promise

Unless your Order expressly includes a custom policy engagement, the Service runs on product-default versioned rules. A live per-shop custom policy questionnaire is not promised in these Terms.

5. Gmail draft and messaging features

Where the Service creates emails, the standard path is draft-only (including a Gmail draft reply-all path where enabled):

• Drafts are tools for your operators.
• The Service does not auto-send underwriting results to merchants and does not auto-fund deals.
• You (human/shop) control whether a draft is sent, edited, or discarded, and whether any deal is funded.
• We are not responsible for messages your users send, including content, recipients, or compliance with email/SMS marketing laws.

6. Fees, trials, and taxes

6.1 Fees

Paid plans are billed as stated in your Order or invoice. Unless your Order says otherwise, marketing list terms are:

Overage is a billing concept, not a credit rule.

6.2 Payment

We bill through Stripe. Unless your Order says otherwise, subscriptions are billed monthly and auto-renew until canceled per your Order or account controls. We do not currently assess separate late fees; unpaid amounts may still result in suspension.

6.3 Refunds

Fees are non-refundable except as required by law or as expressly stated in an Order.

6.4 Taxes

Fees are exclusive of taxes. You are responsible for applicable sales, use, VAT, or similar taxes, excluding taxes on our net income.

7. Service level; support; no performance guarantees

We do not commit to a specific uptime percentage in these Terms. We will use commercially reasonable efforts to keep the Service available and to address material outages.

Support: email support@quantumofsolutions.com. We aim to reply within one (1) business day, Eastern Time.

We do not guarantee funding outcomes, approval rates, portfolio performance, or your compliance with lending, brokerage, consumer, privacy, or other laws applicable to your business.

8. Intellectual property

The Service, website, software, underwriting rules configurations we provide, documentation, and UW-agent branding are owned by Company or its licensors. These Terms do not transfer ownership to you.

Subject to these Terms and your Order, we grant you a limited, non-exclusive, non-transferable right to access and use the Service during your subscription for your internal business underwriting operations.

You may not copy, modify, or create derivative works of the Service except as we allow in writing or as law requires.

Feedback you provide may be used by us without obligation to you.

9. Confidentiality

Each party may receive non-public information from the other (“Confidential Information”). The receiving party will use it only to perform under these Terms and will protect it with reasonable care. Customer Data is your Confidential Information. These Terms and non-public Service pricing for your account are Confidential Information.

Exceptions: information that is public through no fault of the receiver; independently developed; or rightfully received from a third party without duty. Disclosure may be made if required by law, with notice where legally allowed.

10. Disclaimers

The website and Service are provided “as is” and “as available.” To the maximum extent permitted by law, Company disclaims all warranties, whether express, implied, or statutory, including merchantability, fitness for a particular purpose, title, and non-infringement.

We do not warrant that:

• Output will be error-free, complete, produced for every submission, or suitable for any particular funding decision;
• The Service will be uninterrupted or free of harmful components;
• Any merchant will perform, repay, or qualify under your credit box; or
• Use of the Service will achieve any particular approval rate or regulatory result.

You are solely responsible for your funding decisions and for compliance with laws applicable to your MCA or financing business.

Company does not warrant that data extraction will be accurate or complete, or that any ticket is correct, and Company is not responsible for any funding outcome.

11. Limitation of liability

To the maximum extent permitted by law:

• Neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits, revenue, goodwill, or data, even if advised of the possibility.
• Except for (a) your payment obligations, (b) your indemnity obligations, (c) your breach of Section 3 (acceptable use) or intellectual-property misuse, or (d) liability that cannot be limited by law, each party’s total liability arising out of these Terms will not exceed the amounts you paid to Company for the Service in the twelve (12) months before the claim.

Some jurisdictions do not allow certain limitations; in those cases, our liability is limited to the maximum permitted by law.

12. Indemnity

You will defend and indemnify Company and its personnel against third-party claims arising from: (a) Customer Data (including claims you lacked rights to submit it); (b) your funding, decline, pricing, documentation, or collection decisions; (c) your misuse of the Service or violation of these Terms or law; and (d) your communications to merchants or applicants (including messages your users send from drafts). We will promptly notify you of claims and reasonably cooperate at your expense.

13. Term; suspension; termination

These Terms apply while you use the website or Service.

Either party may terminate a paid subscription as stated in the Order. We may suspend or terminate immediately for nonpayment, material breach, legal risk, or security threat.

After termination: Upon written request within thirty (30) days after termination, we will make Customer Data then in our possession available for export in a reasonable format, then delete or de-identify it per our retention practices, except copies retained for legal compliance or backups that rotate out.

14. Governing law; disputes

These Terms are governed by the laws of the State of Florida, without regard to conflict-of-laws rules. The state courts located in Pinellas County, Florida have exclusive jurisdiction over disputes arising out of or relating to these Terms or the Service, and each party consents to that venue.

15. Changes to these Terms

We may update these Terms by posting a new version on this page and updating the “Last updated” date. For material changes affecting paying customers, we will also provide notice by email (to the address on your account or Order). Continued use after the effective date means acceptance, except where your Order requires another process.

16. Miscellaneous

• Entire agreement. These Terms plus any Order and policies referenced here (Privacy Policy, Security page) are the entire agreement on this subject.
• Assignment. You may not assign without our consent; we may assign to an affiliate or in connection with a merger or sale of assets.
• Severability. If a provision is unenforceable, the rest remains in effect.
• No waiver. Failure to enforce is not a waiver.
• Force majeure. Neither party is liable for delays beyond reasonable control.
• Notices. Formal legal notices: support@quantumofsolutions.com and Kouko LLC, 7901 4th St N, STE 300, St. Petersburg, FL 33702. General inquiries: the demo/contact form on uw-agent.com or support@quantumofsolutions.com.
• Export / sanctions. You will not use the Service in violation of US export or sanctions laws.
• Government users. If you are a US government user, the Service is commercial computer software as defined in applicable regulations.
• Relationship. Independent contractors; these Terms do not create a partnership, joint venture, or employment relationship, and do not make Company your lender, broker, funder, or fiduciary.

17. Contact

• Legal / notices: support@quantumofsolutions.com · Kouko LLC, 7901 4th St N, STE 300, St. Petersburg, FL 33702
• Privacy: support@quantumofsolutions.com
• Sales / demo: krit@quantumofsolutions.com or the form on uw-agent.com
• Support: support@quantumofsolutions.com