Terms and Conditions of Service

Applicability. These Terms and Conditions of Service (these “Terms”) are the only terms that govern the relationship between Resolution Processing LLC, a Florida limited liability company, with offices located at 1314 E Las Olas Blvd, Ste 2428, Fort Lauderdale, Florida 33301 (“us”, or “we”) and the individual identified on the applicable, initialed, Customer Information Summary (“you”) (we and you may be referred, collectively, as the “Parties”, and each a “Party”). These Terms, together with the Customer Information Summary, the Debt Schedule, and the Disclaimer (collectively, this “Agreement”) comprise the entire agreement between the Parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.
What We Do. Subject to the terms of this Agreement, we agree to perform the non-legal, administrative and correspondence management support services listed below (the “Services”):
1. We will assist you in communicating with creditors and debt collectors in connection with any of the debts listed on the Debt Schedule (each, a “Debt” and, collectively, the “Debts”).
2. We will request validation of the debt from your debt collectors in writing. We will work with you to obtain the necessary information to validate debts.
3. If the debt collector has provided inaccurate or incomplete information, or the debt is otherwise not valid, you may have the right to dispute the debt. We will work with you to manage the dispute process and obtain a written response from the debt collector.
4. We will offer you support by managing mail related to your debts, processing scheduled payments in accordance with this Agreement and communicating with credit bureaus and creditors on your behalf, in accordance with applicable laws.
5. We will monitor the status of the above services and keep you informed of the process on a regular and frequent basis. One of our file managers will be available to answer your questions, to provide you with status updates, and to respond to information requests.
6. If you engage a law firm in our network, we will pay their fees for the services they offer to you.
What We DO NOT Do. We do not perform any services beyond those set forth in Section 2 above. Specifically, we do not perform the services disclaimed in Part 3 – Disclaimer.
Third-Parties. We may perform some or all of the Services through third parties. We are not required to notify you each time we use a third-party service, but we will be responsible for the quality of Services provided by the third-party. In addition, we may share your personal and Debt information with third-parties in order to perform the Services or to promote the services of third-parties to you (“External Services”). You are not obligated to purchase any External Services as a condition to receiving or continue receiving Services from us. You may be required to execute separate agreements directly with the applicable third-parties for the provision of External Services.
Your Obligations. You must:
1. Provide us with accurate information regarding your Debts, including account numbers, balances, creditor or collector names, and all other information we require related to the Debts;
2. Provide us with all correspondence (except regular bills) that you receive from any creditor, credit bureau, attorney or court as soon as possible, but no later than five (5) days after receiving them. Please send all such correspondence by email, if possible, to customerservice@resolutionprocessing.com;
3. Notify us immediately when you receive a summons (a court document that informs you that you are being sued). Summons have specific (and often short) deadlines by which responses must be filed in court and your failure to timely notify us and provide us with a copy of the summons may affect your legal rights and our ability to properly represent you;
4. Notify us promptly if a creditor or collection agency engages in harassing or abusive conduct;
5. Keep a log of all communications, including telephonic and electronic communications, from any of those parties until the conclusion of our representation of you and to provide it to us upon request. We have included with this Agreement a sample log that you can use;
6. All information you provide us will be accurate and truthful information;
7. Provide us with accurate contact information and to promptly notify us of any changes;
8. To timely make all payments due to us and to notify us promptly of any changes to your payment account information;
9. To promptly respond to all requests or communications from us, but no later than within three (3) business days. You understand that your failure to respond in a timely manner can have significant consequences and can affect our ability to properly provide Services to you; and
10. To cooperate with us and to participate in your legal representation, especially when we request your participation.
Fees. You must pay us the monthly fees identified on the Customer Information Summary (“Fees”). All Fees paid are for the work performed and not for any other purpose including the payment or settlement of any debt. If you do not timely pay our Fees, we will discontinue the Services. Every time any of your payments are late, or are returned for any reason, we will charge you an additional administrative fee of $35 to cover our internal expenses. You are responsible for all taxes applicable on the Fees, if any.
Intellectual Property. All intellectual property and all creations of the human mind, regardless of registration or registrability, throughout the world, delivered by us to you or otherwise related to our work product and Services (“Our Materials”), are our sole and exclusive property. You cannot copy, reproduce, or use Our Materials without our prior written permission.
Confidentiality. All information, documents, and communications shared with you, including Our Materials (collectively, “Confidential Information”), are confidential. You may not share, duplicate, or reproduce any Confidential Information without our prior written permission. We may share your Confidential Information in accordance with our Privacy Policy and this Agreement.
Term; Termination.
1. This Agreement shall commence as of the Starting Date and shall continue for the Term identified on Customer Information Summary unless sooner terminated pursuant to this Section.
2. Either Party may terminate this Agreement for any reason, or for no reason at all, subject to thirty (30) days’ prior written notice to the other Party, however, if you terminate this Agreement within three (3) months after the Starting Date identified on the Customer Information Summary, you will be responsible to pay to us an early termination fee of $100.
3. We may terminate this Agreement immediately upon written notice if you fail to timely pay any Fees.
4. You may terminate this Agreement pursuant to Section 10.3 below.
5. The termination of this Agreement shall not release you for liability arising out of, or in connection with, any acts of omissions that occurred prior to the effective date of termination. The terms of this Agreement which extend beyond the Term will survive termination.
Miscellaneous.
1. All notices and other communications between you and us (each, a “notice”) shall be in writing and addressed at the applicable address set forth in the preamble (for us) and in the Customer Information Summary (for you). All notices shall be delivered by FEDEX, DHL, or UPS, or certified or registered mail (in each case, return receipt requested, postage prepaid). Notice is effective on the earlier of either: (a) actual receipt of the receiving Party, or (b) regardless of receipt, 3 days after the notice is sent in compliance with this Section. In addition, we may send you any notices via email at your email address identified in the Customer Information Summary and we may serve any legal documents on you in the same manner in which we provide notices to you. Notice addresses and contact information may be changed from time to time by providing notice to the other Party.
2. If any term of this Agreement cannot be enforced, the rest of the Agreement will be enforced and the offending term will be reformed so as to render it enforceable to the fullest extent permitted by law.
3. You may change this Agreement only if we agree to the proposed changes in writing and one of our authorized representatives signs a formal amendment to this Agreement. We may change this Agreement only if: (a) you agree to the proposed changes verbally on a recorded call or in writing, (b) we give you notice of the proposed changes and you continue using our Services for thirty (30) days after said notice (“Opt-Out Period”). If you disagree with our proposed changes to this Agreement, you may terminate this Agreement immediately by giving us notice of your intent to terminate during the Opt-Out Period. If you terminate the Agreement pursuant to this Section, you will not be charged for any future Fees, but you will remain responsible for the Fees for any Services we already performed for you until the effective date of termination.
4. No waiver of any right or remedy shall be valid unless it is in writing and signed by the waiving Party.
5. You shall not assign, transfer, delegate or subcontract any of your rights or obligations under this Agreement without our prior written consent. Any purported assignment or delegation in violation of this Section is void at inception. No assignment or delegation shall relieve you of any obligations hereunder. This Agreement is binding on the Parties and their respective permitted successors and permitted assigns. Nothing in this Agreement, express or implied, confers on any other person any legal or equitable right whatsoever.
6. The Parties are independent contractors. Nothing express or implied shall be construed as creating any agency, partnership, joint venture, fiduciary, or other relationship between the Parties. Neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.
7. In interpreting this Agreement, each gender and number shall include all genders and numbers, as the context requires. Headings are for convenience only. This Agreement shall not be interpreted more strongly against any Party solely by reason of who drafted this Agreement.
8. This Agreement may be executed in counterparts, including electronic copies and digital signatures. Each counterpart shall be deemed an original but all together shall constitute one and the same instrument.
9. All matters arising out of or relating to this Agreement are governed exclusively by Florida law, regardless of any conflict of law rules.
10. Any action or proceeding arising out of or relating to this Agreement, the transactions contemplated hereunder, or the relationship of the Parties (each, a “Dispute”) shall be resolved exclusively by binding arbitration pursuant to the commercial rules of the American Arbitration Association (“AAA”) in effect at the time of filing of the petition for arbitration. The arbitral tribunal shall be composed of a single arbitrator jointly selected by the Parties or, if the Parties cannot agree on the selection of an arbitrator within 15 days after the filing of the petition for arbitration, the arbitrator shall be appointed by AAA. The arbitrator shall have exclusive authority to resolve arbitrability disputes and to determine the jurisdiction of the tribunal. The arbitrator shall have the power to award temporary and permanent injunctions, specific performance, and any other form of equitable or declaratory relief, as the arbitrator may determine in its sole discretion. Arbitration shall be conducted in the English language in Miami, Florida. If any portion of this arbitration provision is found to be unenforceable, on its face or as applicable to a specific Dispute, such unenforceability shall not cause the arbitration clause to be disregarded. Instead, the unenforceable portion of this clause shall be reformed and the Dispute shall be arbitrated pursuant to this clause, as reformed.
11. All Disputes that cannot be arbitrated, as determined by the arbitrator pursuant to Section 10.10 above, shall be resolved exclusively in the courts located in Miami-Dade County, Florida. The Parties irrevocably submit to the exclusive jurisdiction of said courts and waive any objection thereto. The Parties also consent to the laying of venue in said courts and waive any objections thereto, including any objections based on principles of forum non conveniens.
12. All rights, remedies, and powers hereunder are irrevocable and cumulative. You agree that we are entitled to seek injunctive relief, specific performance or any other form of equitable and declaratory relief, in any court having jurisdiction over you, without prejudice to the provisions of Sections 10.10 and 10.11 above. You waive all defenses and objections to any such relief, and waive any requirement for the securing or posting of any bond or security.