Terms of Service

1. Introduction and Acceptance

1.1 Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and TrueSeller ("we," "us," "our," or "TrueSeller") governing your access to and use of the TrueSeller website located at trueseller.io, the TrueSeller application, and all related services, features, content, and applications (collectively, the "Service").

By creating an account, accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you may not access or use the Service.

1.2 Eligibility

To use the Service, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into a binding agreement
• Not be barred from using the Service under applicable law
• If registering on behalf of a business entity, have the authority to bind that entity to these Terms

If you are using the Service on behalf of a business, organization, or other entity, you represent and warrant that you have the authority to bind such entity to these Terms, and "you" or "your" shall refer to both you individually and such entity.

2. Description of Service

2.1 Service Overview

TrueSeller provides an e-commerce profit tracking and analytics platform that enables users to:

• Connect and sync order data from multiple e-commerce marketplaces (Amazon, Walmart, eBay)
• Integrate shipping and fulfillment data from Veeqo
• Track and manage Cost of Goods Sold (COGS) data
• Calculate and analyze profit metrics at the order, product, and aggregate levels
• View dashboards and reports showing profitability analytics
• Export data for external use

2.2 Service Availability

While we strive to provide uninterrupted access to the Service, we do not guarantee that the Service will be available at all times. The Service may be temporarily unavailable due to:

• Scheduled maintenance and updates
• Emergency maintenance
• Technical issues or system failures
• Third-party service provider issues
• Circumstances beyond our reasonable control

2.3 Service Modifications

We reserve the right to modify, update, or discontinue any aspect of the Service at any time, with or without notice. This includes adding or removing features, changing functionality, or adjusting pricing (subject to Section 4.6).

3. Account Terms

3.1 Account Registration

To access most features of the Service, you must create an account. When creating an account, you agree to:

• Provide accurate, current, and complete registration information
• Maintain and promptly update your account information to keep it accurate, current, and complete
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activities that occur under your account
• Immediately notify us of any unauthorized use of your account or any other breach of security

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for restricting access to your account. You agree to:

• Use a strong, unique password for your TrueSeller account
• Not share your account credentials with any third party
• Not allow others to access or use your account
• Log out of your account at the end of each session when using shared or public devices

We will not be liable for any loss or damage arising from your failure to protect your account credentials.

3.3 One Account Per Person

Each individual may only maintain one active account. You may not create multiple accounts to circumvent usage limits, take advantage of promotional offers multiple times, or for any other purpose.

3.4 Account Accuracy

You are responsible for the accuracy of the information you provide through your account, including your marketplace credentials, COGS data, and other business information. Inaccurate information may result in incorrect profit calculations and analytics.

4. Subscription and Billing

4.1 Subscription Plans

The Service is offered on a subscription basis. Our current subscription pricing is:

• Monthly Subscription: $479 per month

The subscription includes access to all features of the Service, including unlimited orders, all marketplace integrations, and full analytics capabilities.

4.2 Free Trial

We offer a 7-day free trial for new users. During the trial period:

• You will have access to all features of the Service
• No credit card is required to start the trial
• The trial will automatically end after 7 days
• To continue using the Service after the trial, you must subscribe to a paid plan
• If you do not subscribe, your account will be downgraded and you will lose access to premium features

Free trials are limited to one per person or entity. We reserve the right to determine trial eligibility and to terminate trials at our discretion.

4.3 Billing Cycle

Subscriptions are billed in advance on a monthly or annual basis, depending on the plan you select. Your billing cycle begins on the date you first subscribe to a paid plan and renews on the same date each month (or year for annual plans).

4.4 Payment Methods

We accept payment via credit card, debit card, and other payment methods as made available through our payment processor, Stripe. By providing a payment method, you:

• Represent that you are authorized to use that payment method
• Authorize us to charge your payment method for the applicable subscription fees
• Authorize us to charge your payment method for any applicable taxes
• Agree to keep your payment information current and accurate

4.5 Failed Payments

If a payment fails:

• We will notify you by email and attempt to process the payment again
• We may retry the payment multiple times over the following days
• If payment continues to fail, your access to the Service may be suspended or terminated
• You remain responsible for any uncollected amounts

4.6 Price Changes

We may change our subscription prices from time to time. If we do:

• We will provide at least 30 days' advance notice of the price change
• Notice will be sent via email to the address associated with your account
• Price changes will take effect at the start of your next billing cycle after the notice period
• Your continued use of the Service after the price change constitutes acceptance of the new price
• If you do not agree to the price change, you may cancel your subscription before the new price takes effect

4.7 Refund Policy

Monthly Subscriptions: Monthly subscription payments are non-refundable. You may cancel your subscription at any time, and you will retain access to the Service until the end of your current billing period.

Annual Subscriptions: If you cancel an annual subscription, you may be eligible for a prorated refund for the unused portion of your subscription, less any discounts received. Refund requests must be submitted within 30 days of cancellation.

Exceptions: Refunds may be provided at our sole discretion in exceptional circumstances, such as extended service outages caused by us.

5. Acceptable Use

5.1 Permitted Uses

You may use the Service only for lawful purposes and in accordance with these Terms. Permitted uses include:

• Tracking and analyzing profitability of your own e-commerce business
• Connecting your own marketplace accounts
• Managing your product costs and COGS data
• Generating reports and analytics for your business
• Exporting your own data for external use

5.2 Prohibited Activities

You agree not to engage in any of the following prohibited activities:

Illegal Activities

• Using the Service for any illegal purpose or in violation of any local, state, national, or international law
• Violating any applicable laws relating to data protection, privacy, or electronic communications
• Using the Service in connection with fraudulent activities, money laundering, or terrorist financing

Abuse and Harmful Conduct

• Harassing, threatening, intimidating, or impersonating any person or entity
• Attempting to gain unauthorized access to the Service, other user accounts, or computer systems
• Transmitting any viruses, malware, worms, or other malicious code
• Interfering with or disrupting the integrity or performance of the Service

Technical Violations

• Scraping, data mining, or using automated means to access the Service without our written permission
• Reverse engineering, decompiling, disassembling, or attempting to derive the source code of the Service
• Circumventing, disabling, or interfering with any security features of the Service
• Using any robot, spider, crawler, or other automated device to access the Service
• Attempting to probe, scan, or test the vulnerability of the Service or any related system

Account and Service Abuse

• Sharing your account credentials with any third party
• Creating multiple accounts to circumvent limitations or restrictions
• Reselling, sublicensing, or providing access to the Service to third parties without authorization
• Using the Service to compete with TrueSeller or to develop competing products
• Connecting marketplace accounts that you do not own or have authorization to access

5.3 Enforcement

We reserve the right to investigate and take appropriate action against anyone who violates these Terms, including terminating accounts, removing content, reporting illegal activities to law enforcement, and pursuing any available legal remedies.

6. Marketplace Integrations

6.1 Authorization

By connecting your marketplace accounts (Amazon, Walmart, eBay) and shipping platforms (Veeqo) to the Service, you:

• Grant TrueSeller permission to access your account data through the respective platform's APIs
• Authorize us to retrieve, store, and process your order data, fee data, and other business information
• Represent that you have the right and authority to grant such access
• Acknowledge that you are solely responsible for complying with each platform's terms of service

6.2 Platform Compliance

You are solely responsible for:

• Complying with Amazon's, Walmart's, eBay's, and Veeqo's terms of service and acceptable use policies
• Maintaining your accounts in good standing with each platform
• Any consequences arising from violations of platform terms or policies

6.3 Third-Party Changes

The Service's functionality depends on access to third-party APIs. We are not responsible for:

• Changes to third-party APIs that affect the Service's functionality
• Third-party platform outages or service interruptions
• Suspension or termination of your marketplace accounts by the respective platforms
• Changes to data access policies by marketplace platforms

We will make reasonable efforts to adapt to API changes, but we cannot guarantee uninterrupted integration functionality.

6.4 Data Accuracy

The accuracy of profit calculations and analytics depends on the data provided by marketplace platforms and the information you input. We are not responsible for inaccuracies resulting from incorrect or incomplete data from marketplace APIs, errors in the data you provide (such as COGS), delays in data synchronization, or differences between our calculations and those provided by marketplace platforms.

7. Intellectual Property

7.1 TrueSeller Intellectual Property

The Service and its original content (excluding user-provided content), features, and functionality are and will remain the exclusive property of TrueSeller and its licensors. This includes:

• The TrueSeller name, logo, and branding
• The Service's software, code, and architecture
• User interface designs and visual elements
• Documentation, tutorials, and help content
• Proprietary algorithms and calculation methods

The Service is protected by copyright, trademark, and other intellectual property laws. Our trademarks may not be used in connection with any product or service without our prior written consent.

7.2 License to Use the Service

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes. This license does not include:

• The right to sublicense, resell, or redistribute the Service
• The right to modify, adapt, or create derivative works
• The right to reverse engineer or attempt to extract source code
• The right to use the Service to build competing products

7.3 Feedback

If you provide us with feedback, suggestions, or ideas about the Service ("Feedback"), you grant us a worldwide, perpetual, irrevocable, royalty-free license to use, modify, and incorporate such Feedback into the Service without any obligation to you.

8. User Data and Content

8.1 Ownership of Your Data

You retain all ownership rights in your data, including:

• Your marketplace order and transaction data
• COGS and product cost information you provide
• Notes, tags, and other content you create within the Service
• Data you export from the Service

8.2 License to Use Your Data

By using the Service, you grant TrueSeller a non-exclusive, worldwide license to access, use, process, and store your data solely for the purpose of providing and improving the Service. This includes:

• Processing your data to calculate profit metrics
• Storing your data securely on our infrastructure
• Displaying your data to you through the Service
• Creating anonymized, aggregated data for analytics and service improvement

8.3 Data Protection

We process your personal information in accordance with our Privacy Policy. By using the Service, you acknowledge that you have read and understood our Privacy Policy.

9. Disclaimers

9.1 Service Provided "As Is"

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. To the fullest extent permitted by applicable law, we disclaim all warranties, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties that the Service will be uninterrupted, timely, secure, or error-free
• Warranties regarding the accuracy, reliability, or completeness of any information provided through the Service
• Warranties that defects will be corrected
• Warranties that the Service is free of viruses or other harmful components

9.2 No Guarantee of Accuracy

While we strive to provide accurate profit calculations and analytics, we do not guarantee the accuracy, completeness, or reliability of any calculations, reports, or data provided through the Service. Profit calculations depend on:

• The accuracy of data from marketplace APIs
• The accuracy of COGS and cost data you provide
• The timeliness of data synchronization
• The correct configuration of your account

9.3 Not Financial or Tax Advice

THE SERVICE DOES NOT PROVIDE FINANCIAL, TAX, LEGAL, OR ACCOUNTING ADVICE. The information and calculations provided through the Service are for informational purposes only and should not be relied upon as the sole basis for making financial or business decisions. You should consult with qualified professionals for advice specific to your situation.

9.4 No Responsibility for Business Decisions

We are not responsible for any business decisions you make based on information provided through the Service. This includes decisions related to pricing, inventory, marketing, product sourcing, or any other business operations.

10. Limitation of Liability

10.1 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TRUESELLER'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICE EXCEED THE AMOUNT YOU HAVE PAID TO TRUESELLER IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10.2 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TRUESELLER BE LIABLE FOR ANY:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, business opportunities, or goodwill
• Loss of data or data corruption
• Business interruption or loss of business information
• Costs of procurement of substitute services
• Any other intangible losses

These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise), even if TrueSeller has been advised of the possibility of such damages.

10.3 Force Majeure

TrueSeller shall not be liable for any failure or delay in performing our obligations under these Terms if such failure or delay results from circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, internet or telecommunications failures, or third-party service provider failures.

11. Indemnification

You agree to indemnify, defend, and hold harmless TrueSeller and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any rights of another party, including intellectual property rights
• Your violation of any applicable laws, rules, or regulations
• Any content or data you submit, post, or transmit through the Service
• Your marketplace account activities and compliance with marketplace terms
• Any claim by a third party related to your use of the Service

We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with our defense of such claim.

12. Termination

12.1 Termination by You

You may terminate your account and cancel your subscription at any time by:

• Using the account settings in your dashboard to cancel your subscription
• Contacting us at support@trueseller.io

Upon cancellation, you will retain access to the Service until the end of your current billing period. No refunds will be provided for partial billing periods unless otherwise specified in Section 4.7.

12.2 Termination by TrueSeller

We may suspend or terminate your account and access to the Service at any time, with or without cause, including but not limited to:

• Violation of these Terms or any of our policies
• Engaging in fraudulent, abusive, or illegal activities
• Non-payment of subscription fees
• Extended inactivity of your account
• At our sole discretion for any reason

We will make reasonable efforts to provide notice before termination, except where immediate action is necessary to protect the Service or other users.

12.3 Effect of Termination

Upon termination of your account:

• Your right to access and use the Service will immediately cease
• We may delete your account and associated data in accordance with our Privacy Policy
• You remain responsible for any fees incurred before termination
• Provisions of these Terms that by their nature should survive termination will survive, including ownership provisions, warranty disclaimers, indemnification, and limitations of liability

12.4 Data Export

We recommend exporting your data before terminating your account. After termination, you may have limited or no ability to retrieve your data. Please contact us if you need assistance exporting your data before account closure.

13. Dispute Resolution

13.1 Governing Law

These Terms and any dispute arising out of or relating to these Terms or the Service shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

13.2 Informal Dispute Resolution

Before initiating any formal dispute resolution procedure, you agree to first contact us at support@trueseller.io to attempt to resolve the dispute informally. We will attempt to resolve the dispute through good-faith negotiations within 30 days of receipt of your notice.

13.3 Binding Arbitration

If we cannot resolve the dispute informally, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules.

• The arbitration shall be conducted by a single arbitrator
• The arbitration shall be held in Delaware or another mutually agreed location
• The arbitrator's decision shall be final and binding
• Judgment on the arbitration award may be entered in any court of competent jurisdiction
• Each party shall bear its own costs, and the parties shall split arbitration fees equally

13.4 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than in arbitration, you waive any right to a jury trial.

13.5 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or to prevent irreparable harm.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and TrueSeller regarding the Service and supersede all prior agreements, understandings, and communications.

14.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable.

14.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by TrueSeller.

14.4 Assignment

You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties and their successors and assigns.

14.5 Notices

We may provide notices to you by email to the address associated with your account, by posting on the Service, or by other reasonable means. You are responsible for keeping your email address current. Notices to us should be sent to support@trueseller.io.

14.6 Headings

The headings in these Terms are for convenience only and shall not affect the interpretation of these Terms.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. When we make material changes:

• We will provide at least 30 days' advance notice before the changes take effect
• Notice will be sent via email to the address associated with your account
• We will update the "Last Updated" date at the top of these Terms
• We may also post a notice on the Service

Your continued use of the Service after the effective date of the revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Service and cancel your account before the changes take effect.

For non-material changes, we may update these Terms without prior notice. We encourage you to review these Terms periodically.