1. Acceptance of Terms

By creating an account, accessing, or otherwise using the Services in any manner, you agree to be bound by:

• These Terms of Service;
• Our Privacy Policy, incorporated herein by reference;
• Any supplemental terms, policies, rules, or guidelines posted on the Platform or otherwise made available to you.

If you do not agree to all of the foregoing, you may not access or use the Services. Your continued use of the Services following the posting of any changes to these Terms constitutes acceptance of those changes.

If you are accessing or using the Services on behalf of a business, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms, in which case "you" and "your" shall refer to such entity.

2. Eligibility and Account Registration

2.1 Eligibility

You must be at least eighteen (18) years of age to use the Services. By using the Services, you represent and warrant that you meet this age requirement and have the legal capacity to enter into this Agreement. We reserve the right to request proof of age and to deny access to any person who does not meet the eligibility requirements.

2.2 Account Registration

To access certain features of the Services, you must register for an account. When registering, you agree to:

• Provide accurate, current, and complete information as prompted during the registration process;
• Maintain and promptly update your account information to keep it accurate, current, and complete;
• Not create more than one (1) account per person or entity without our prior written consent;
• Not use another person's account without their permission and our express authorization.

We reserve the right to suspend or terminate any account that contains false, inaccurate, or incomplete information, or that violates any provision of these Terms.

2.3 Account Security

You are solely responsible for safeguarding the confidentiality of your account credentials, including your password and any authentication tokens. You agree to:

• Not share, transfer, or disclose your account credentials to any third party;
• Notify us immediately at support@opsyncpro.io upon becoming aware of any unauthorized access to or use of your account;
• Accept full responsibility for all activities that occur under your account, whether or not authorized by you.

The Company shall not be liable for any loss or damage arising from your failure to comply with the foregoing obligations. The Company is not responsible for the security or functionality of any third-party authentication systems used in connection with account access.

3. Description of Services

OpSyncPro is a multi-platform e-commerce operations management platform designed for Amazon sellers, resale businesses, and Amazon influencers. The Services include, but are not limited to:

• Amazon-to-Amazon (A2A) Arbitrage: Automated profit analysis, product sourcing from Amazon seller storefronts, and price tracking integration for arbitrage opportunities;
• Product Sourcing CRM: Product lifecycle management from discovery through listing, including multi-owner collaboration, status tracking, and inventory management;
• eBay Listing Management: Automated listing creation, price optimization, repricing tools, and inventory synchronization;
• Order Tracking: Email-based order ingestion, receipt scanning, and tax assessment features;
• Product Launch Dashboard: Keyword rank tracking, pay-per-click (PPC) analytics, daily sales monitoring, and promotional campaign management;
• Social Media Publishing: Content distribution and scheduling across YouTube, Instagram, TikTok, and other social media platforms;
• Video Content Management: Cloud-based video storage integration, thumbnail generation, and content workflow management;
• Automated Sourcing Engine: Spider-based product discovery and seller storefront analysis with configurable sourcing criteria;
• Shipping & Fulfillment Tracking: Multi-carrier shipment tracking and delivery status monitoring;
• AI-Powered Tools: Machine learning and artificial intelligence features for product correlation, data extraction, and operational recommendations;
• Browser Extensions: Workflow automation tools for use within supported web browsers;
• API & MCP Integration: Programmatic access to Platform features through API endpoints and Model Context Protocol (MCP) server integration.

Feature availability may vary based on your subscription plan, account type, and feature access level. The Company reserves the right to modify, expand, or discontinue any feature or component of the Services at any time, with or without notice.

4. Free Tier and Service Tiers

The Company may offer a free tier of the Services ("Free Tier") subject to the following conditions:

• Free Tier access is provided at the sole discretion of the Company and may be modified, limited, or discontinued at any time without prior notice;
• Free Tier accounts are subject to usage limitations, including but not limited to listing quantity caps, feature restrictions, and reduced API access;
• The Company reserves the right to impose additional limitations on Free Tier accounts as necessary to maintain Service quality and infrastructure integrity;
• Free Tier accounts are subject to all provisions of these Terms, including disclaimers, limitations of liability, and arbitration provisions.

Certain features of the Services may be made available exclusively to Users with paid subscription plans. The specific features and limitations applicable to each tier shall be described on the Platform's pricing page or otherwise communicated to you.

5. Subscriptions and Payment

5.1 Subscription Terms

Access to certain features of the Services requires a paid subscription. By subscribing, you agree to the following:

• Subscriptions automatically renew at the end of each billing period (monthly or at the frequency selected at the time of purchase) unless cancelled prior to the renewal date;
• You authorize the Company to charge your designated payment method for recurring subscription fees at the then-current rate;
• Subscription prices are as listed on the Platform and are subject to change upon thirty (30) days' prior notice via email or prominent notice within the Services;
• All fees are stated in United States Dollars (USD) unless otherwise specified.

5.2 Refund Policy

You are entitled to a full refund of your subscription fee if you cancel your subscription within seven (7) calendar days of your initial purchase date ("Refund Period"). After expiration of the Refund Period:

• All payments are non-refundable;
• No refunds or credits shall be issued for partial billing periods, periods of non-use, or unused features;
• Upon cancellation, you shall retain access to paid features through the end of your current billing period.

5.3 Subscription Pause

In lieu of cancellation, you may elect to pause your subscription for a period of one (1), three (3), or six (6) months ("Pause Period"). During a Pause Period:

• Your subscription billing shall be suspended, and no charges shall accrue;
• Your access to paid features shall be restricted to Free Tier functionality, if available;
• Your account data, configurations, and integrations shall be preserved;
• Upon expiration of the Pause Period, your subscription shall automatically resume, and billing shall recommence at the then-current subscription rate;
• You may unpause your subscription at any time during the Pause Period, at which point billing shall resume immediately.

5.4 Cancellation

You may cancel your subscription at any time through your Account settings, via in-app chat, or by contacting support@opsyncpro.io. To avoid charges for the next billing period, you must cancel before your renewal date. Cancellation shall take effect at the end of the current billing period.

5.5 Non-Payment

In the event of payment failure or non-payment:

• We may suspend or restrict your access to paid features;
• You remain liable for all unpaid charges, including any applicable late fees;
• After thirty (30) days of non-payment, a late charge of one and one-half percent (1.5%) per month (or the maximum rate permitted by applicable law, whichever is less) shall accrue on the outstanding balance;
• We reserve the right to engage collection agencies or pursue legal remedies for recovery of unpaid amounts.

6. Third-Party Platform Authorization

The Services integrate with third-party platforms and services including, but not limited to, Amazon (including Amazon Seller Central and Amazon Ads), eBay, Google (including Gmail and YouTube), Meta (including Instagram and Facebook), TikTok, Microsoft OneDrive, AfterShip, Keepa, and Cloudinary (each a "Third-Party Platform," and collectively, "Third-Party Platforms"). When you connect any Third-Party Platform to the Services:

• You authorize OpSyncPro to access, retrieve, store, transmit, and manage data from your Third-Party Platform accounts on your behalf, in accordance with these Terms and our Privacy Policy;
• You represent and warrant that you are the authorized owner or administrator of the applicable Third-Party Platform account(s) and that you have all necessary rights and permissions to grant such access;
• You acknowledge and agree that you remain bound by each Third-Party Platform's terms of service, policies, and guidelines, and that your compliance therewith is your sole responsibility;
• You acknowledge that you are solely responsible for all content posted, actions taken, and transactions executed through the Services on any Third-Party Platform;
• You acknowledge that the Company is not responsible for, and shall have no liability arising from, any actions taken by Third-Party Platforms, including but not limited to account suspensions, API changes, rate limit modifications, policy changes, or service discontinuations.

The Company has no affiliation, association, endorsement, or sponsorship with or by any Third-Party Platform. All Third-Party Platform names, logos, and brands are the registered trademarks of their respective owners and are used herein solely for identification purposes.

7. Company Data and Platform Data

7.1 Platform Data

By connecting Third-Party Platforms and using the Services, you grant the Company a non-exclusive, worldwide, royalty-free, sublicensable license to access, collect, store, process, and use data retrieved from your connected Third-Party Platform accounts and generated through your use of the Services ("Platform Data") for the following purposes:

• Providing, operating, and maintaining the Services and their features;
• Improving, enhancing, and developing the Services, including the development of new features and functionality;
• Generating aggregated, anonymized, and de-identified data sets, analytics, benchmarks, market intelligence, trend reports, and statistical insights ("Aggregated Data");
• Training, improving, and operating machine learning models, artificial intelligence systems, and algorithmic tools used in connection with the Services;
• Internal research, analysis, and business operations.

7.2 Aggregated Data

You acknowledge and agree that the Company shall own all right, title, and interest in and to Aggregated Data. Aggregated Data is not considered confidential information and may be used, disclosed, published, and distributed by the Company for any lawful purpose, including but not limited to:

• Product improvement and feature development;
• Industry benchmarking and market analysis;
• Publication of market trend reports and analytical insights;
• Academic or research purposes;
• Marketing and promotional materials describing aggregate Platform usage.

Aggregated Data shall not contain personally identifiable information or data that could reasonably be used to identify any individual User or their specific business operations.

7.3 Personal Data

The collection, use, and protection of your personal information is governed by our Privacy Policy. We shall not sell your personal Platform Data or use personally identifiable information for third-party advertising purposes without your express consent.

8. Automated Actions Disclaimer

The Services provide automated functionality including, but not limited to, price adjustments, listing modifications, inventory updates, social media content publication, and repricing operations (collectively, "Automated Actions"). With respect to Automated Actions, you acknowledge and agree that:

• Automated Actions are executed based upon your configurations, settings, rules, and parameters as established within the Services;
• You are solely responsible for reviewing, configuring, and monitoring all Automated Action settings prior to and during activation;
• The Company strongly recommends testing Automated Actions with a limited number of listings or items before applying them broadly;
• The Company shall not be liable for any unintended changes, errors, or consequences arising from Automated Actions, including but not limited to incorrect pricing, inadvertent listing modifications, unintended social media publications, missed repricing events, or resulting account actions on any Third-Party Platform;
• Third-Party Platform API changes, rate limits, or outages may cause Automated Actions to fail, be delayed, or produce unexpected results, and the Company shall bear no liability for such occurrences;
• Tax assessment, profit calculation, and financial data features are provided for informational purposes only and do not constitute tax, legal, or financial advice. You are solely responsible for verifying all tax-related and financial information with a qualified professional.

9. Artificial Intelligence and Machine Learning Tools

The Services incorporate artificial intelligence ("AI") and machine learning ("ML") technologies, including but not limited to product correlation analysis, data extraction from emails and receipts, operational recommendations, and programmatic tool integration via the Model Context Protocol ("MCP"). With respect to AI and ML features, you acknowledge and agree that:

• AI-generated outputs, recommendations, correlations, and analyses are provided on an "as-is" basis and may contain inaccuracies, errors, or incomplete information;
• The Company does not warrant the accuracy, reliability, completeness, or fitness for any particular purpose of any AI or ML output;
• You are solely responsible for independently verifying and validating any AI-generated recommendations, data extractions, or analytical outputs before relying upon them for business decisions;
• AI and ML features may utilize third-party AI service providers (including but not limited to OpenAI and Anthropic) whose services are subject to their respective terms, and the Company shall not be liable for any actions, outputs, or failures of such third-party providers;
• Data processed by AI and ML features may be subject to the data practices described in Section 7 (Company Data and Platform Data) and our Privacy Policy;
• AI and ML models may be updated, retrained, or modified at any time, which may affect the nature, quality, or characteristics of their outputs.

10. Prohibited Uses

You agree that you shall NOT, and shall not permit any third party to:

• Use the Services for any purpose that is unlawful or prohibited by these Terms;
• Violate any applicable local, state, national, or international law, rule, or regulation, or any Third-Party Platform terms of service;
• Post, upload, transmit, or otherwise distribute any content that is illegal, fraudulent, defamatory, obscene, threatening, harassing, or infringing upon the rights of others;
• Attempt to gain unauthorized access to the Services, other User accounts, or computer systems or networks connected to the Services through hacking, password mining, brute force, or any other unauthorized means;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or underlying structure of the Services or any component thereof;
• Copy, modify, adapt, translate, or create derivative works based upon the Services or any part thereof;
• Resell, sublicense, lease, rent, or otherwise commercially exploit or make available the Services to any third party without our prior written consent;
• Use any automated scripts, bots, spiders, crawlers, or similar data-gathering or extraction tools beyond the normal and intended use of the Services' API;
• Circumvent, disable, or otherwise interfere with any rate limits, security measures, access restrictions, or other protective features of the Services;
• Use the Services in any manner that could damage, disable, overburden, or impair the Services' infrastructure, servers, or networks;
• Transmit any viruses, worms, trojan horses, malware, or other harmful or disruptive code;
• Share, transfer, or disclose your account credentials or API keys to unauthorized parties, or permit access to your account by unauthorized persons;
• Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity;
• Use the Services to send unsolicited communications, spam, or promotional materials;
• Remove, alter, or obscure any copyright, trademark, or other proprietary notices from the Services or any content provided therein;
• Use the Services to engage in any form of market manipulation, price fixing, or anti-competitive behavior on any Third-Party Platform.

11. Intellectual Property

11.1 Company Property

The Services, including but not limited to the Platform's design, user interface, software, source code, algorithms, data compilations, analytics, logos, trademarks, service marks, trade names, and all content provided by the Company (collectively, "Company Property"), are owned by or licensed to the Company and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. All rights not expressly granted herein are reserved by the Company.

You may not copy, reproduce, modify, distribute, display, perform, transmit, publish, license, create derivative works from, or sell any Company Property without our prior written permission.

11.2 Your Content

You retain ownership of content that you create, upload, or input into the Services ("User Content"). By using the Services, you grant the Company a non-exclusive, worldwide, royalty-free, sublicensable, transferable license to use, store, process, reproduce, modify, and display your User Content solely as necessary to provide, maintain, and improve the Services.

For User Content that is made publicly available through the Services (if applicable), you grant the Company a non-exclusive, worldwide, royalty-free, perpetual, irrevocable license to use, reproduce, modify, adapt, publish, distribute, and create derivative works from such content in connection with the Services and the Company's business operations.

11.3 Feedback

Any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you regarding the Services ("Feedback") shall be the sole and exclusive property of the Company. You hereby irrevocably assign to the Company all right, title, and interest in and to all Feedback, and the Company shall be free to use, disclose, reproduce, license, distribute, and otherwise exploit such Feedback without restriction, obligation, or compensation to you.

12. Privacy and Data

Your use of the Services is governed by our Privacy Policy, which describes how we collect, use, store, and protect your personal information. By using the Services, you consent to our data practices as described in the Privacy Policy. The Privacy Policy is incorporated into these Terms by reference.

You acknowledge that we employ commercially reasonable security measures, including but not limited to AES-256 encryption for stored credentials, row-level security for data isolation, and HTTPS for data transmission. Notwithstanding the foregoing, no method of electronic transmission or storage is completely secure, and we cannot guarantee absolute security of your data.

13. Service Availability and Modifications

The Company shall use commercially reasonable efforts to maintain the availability of the Services. However, you acknowledge and agree that:

• The Services are provided without any guarantee of uninterrupted, error-free, or secure operation;
• The Company may perform scheduled or unscheduled maintenance with or without advance notice, which may result in temporary interruptions to the Services;
• The Company may, at its sole discretion, modify, update, suspend, or discontinue any feature, functionality, or component of the Services at any time, with or without notice;
• The Services may experience interruptions or degraded performance due to Third-Party Platform outages, API changes, rate limit modifications, or other causes beyond the Company's reasonable control;
• Your sole and exclusive remedy in the event of dissatisfaction with the Services or any modification thereto is to cease using the Services and terminate your account in accordance with these Terms.

14. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;
• WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE;
• ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
• ANY WARRANTY REGARDING THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY DATA, CONTENT, OR INFORMATION OBTAINED THROUGH THE SERVICES, INCLUDING BUT NOT LIMITED TO PRICING DATA, TAX CALCULATIONS, PROFIT ESTIMATES, AI-GENERATED OUTPUTS, AND PRODUCT RECOMMENDATIONS;
• ANY WARRANTY REGARDING THE SECURITY OF DATA TRANSMITTED TO OR FROM THE SERVICES OR STORED THEREIN;
• ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE COMPANY OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, REGARDLESS OF THE CAUSE OF ACTION OR THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO:
  • LOSS OF PROFITS, REVENUE, OR BUSINESS;
  • LOSS OF DATA OR GOODWILL;
  • BUSINESS INTERRUPTION;
  • COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES;
  • PRICING ERRORS, MISSED REPRICING EVENTS, OR INCORRECT LISTING DATA;
  • TAX CALCULATION INACCURACIES;
  • THIRD-PARTY PLATFORM API FAILURES, CHANGES, OR ACCOUNT ACTIONS;
  • AI OR ML OUTPUT INACCURACIES;
  • UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA.
• THE COMPANY'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU TO THE COMPANY DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR TEN UNITED STATES DOLLARS ($10.00), WHICHEVER IS GREATER.

THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; IN SUCH JURISDICTIONS, THE COMPANY'S LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

16. Indemnification

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

• Your violation of these Terms or any applicable law, rule, or regulation;
• Your use of the Services or any Third-Party Platform through the Services;
• User Content you create, upload, transmit, or make available through the Services;
• Automated Actions executed based on your configurations;
• Your violation of any rights of any third party, including intellectual property rights, privacy rights, or contractual rights;
• Any activity conducted under your account, whether or not authorized by you;
• Any dispute between you and any Third-Party Platform arising from your use of the Services.

The Company reserves the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

17. Force Majeure

The Company shall not be liable for any failure or delay in the performance of its obligations under these Terms where such failure or delay results from causes beyond the Company's reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, civil unrest, riots, embargoes, acts of governmental or military authorities, fire, floods, accidents, epidemics, pandemics, labor disputes or strikes, Internet or telecommunications disruptions, Third-Party Platform outages or API discontinuations, cyberattacks, denial-of-service attacks, infrastructure failures, power outages, or shortages of materials or supplies (each a "Force Majeure Event"). In the event of a Force Majeure Event, the Company's obligations shall be suspended for the duration of such event.

18. Termination and Suspension

18.1 Termination by You

You may terminate your account at any time through your Account settings or by contacting support@opsyncpro.io. Upon your termination:

• Your right to access and use the Services shall cease at the end of your current billing period (for paid subscriptions) or immediately (for Free Tier accounts);
• You remain responsible for any unpaid fees accrued prior to termination.

18.2 Termination by Company

The Company may suspend or terminate your account and access to the Services immediately, without prior notice or liability, for any reason, including but not limited to:

• Violation of any provision of these Terms;
• Engagement in prohibited uses as described in Section 10;
• Non-payment of fees beyond the applicable cure period;
• Fraudulent, abusive, or illegal activity;
• Upon request by law enforcement or government authorities;
• Discontinuation of the Services or any material modification thereof.

18.3 Effect of Termination

Upon termination of your account, regardless of the reason:

• Your right to access and use the Services shall cease immediately;
• The Company may, but is not obligated to, delete your account data, User Content, and configurations in accordance with our Privacy Policy and applicable data retention obligations;
• Any outstanding payment obligations shall survive termination;
• Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to Sections 7, 11, 14, 15, 16, 17, 21, 22, and 23.

For details on the in-app, email, and Meta-callback paths to delete your account and associated data, including timeline commitments and what we retain after deletion, see our Data Deletion page.

19. International Users

The Services are controlled and operated from the United States of America. If you access the Services from outside the United States, you do so at your own risk and are solely responsible for compliance with all applicable local, national, and international laws, rules, and regulations, including but not limited to export and import regulations, data protection laws, and tax obligations. You agree not to use or access the Services in any jurisdiction where the Services or any content thereof would be illegal or where the Company does not have the legal authority to operate.

20. Changes to Terms

The Company reserves the right to modify, amend, or update these Terms at any time at its sole discretion. We shall notify you of material changes by:

• Sending notice to the email address associated with your account; and/or
• Posting a prominent notice within the Services or on the Platform.

Material changes shall become effective thirty (30) days after notice is provided, unless a longer period is required by applicable law. Non-material changes shall become effective upon posting. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue your use of the Services and terminate your account.

20A. Platform-Specific Terms

Your use of features that interact with the following Third-Party Platforms is additionally governed by the platform-specific terms below. In the event of a conflict between these Terms and a platform’s own terms with respect to your use of that platform, the platform’s own terms shall control with respect to your use of that platform.

20A.1 YouTube

Your use of the Services in connection with YouTube content is governed by the YouTube Terms of Service and the Google Privacy Policy. You may revoke OpSyncPro’s access to your Google account at any time at https://myaccount.google.com/permissions.

20A.2 Meta (Facebook, Instagram, Threads)

Your use of the Services in connection with content posted to Facebook, Instagram, or Threads is governed by Meta’s Platform Terms and Developer Policies. We do not sell, license, or transfer Platform Data obtained from Meta to data brokers, information resellers, or any other parties for advertising or remarketing purposes. We comply with Meta’s Limited Use commitments with respect to Platform Data.

20A.3 TikTok

Your use of the Services in connection with TikTok content is governed by TikTok’s Terms of Service and Developer Terms of Service.

20A.4 Amazon

Your use of the Services in connection with Amazon Selling Partner API and Amazon Ads is governed by the Amazon Marketplace Web Service License Agreement, the Selling Partner Appstore Distribution Agreement, the Amazon Advertising Agreement, and the Amazon Acceptable Use Policy, each as applicable to your use.

20A.5 eBay

Your use of the Services in connection with eBay APIs is governed by the eBay Developers Program Agreement and the eBay User Agreement.

20A.6 Stripe

Subscription payments are processed by Stripe, Inc. and are subject to the Stripe Services Agreement available at https://stripe.com/legal/ssa. By providing a payment method, you authorize Stripe to charge that method on our behalf in accordance with Section 5.

21. Arbitration and Class Action Waiver

21.1 Agreement to Arbitrate

You and the Company mutually agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or the relationship between you and the Company (collectively, "Disputes") shall be resolved exclusively through binding individual arbitration rather than in court, except as set forth in Section 21.7 below.

21.2 Informal Resolution

Before initiating arbitration, you agree to first attempt to resolve any Dispute informally by contacting us at support@opsyncpro.io with a written description of the Dispute. The parties shall endeavor to resolve the Dispute through good-faith negotiation for a period of at least thirty (30) days from receipt of such notice before either party may initiate arbitration.

21.3 Arbitration Procedure

If a Dispute cannot be resolved informally, either party may initiate binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator selected in accordance with AAA rules. The arbitration may be conducted in person, by telephone, via videoconference, or based on written submissions, as determined by the arbitrator. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

21.4 Class Action Waiver

YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, MULTI-DISTRICT, OR REPRESENTATIVE PROCEEDING. Unless both parties agree in writing, the arbitrator may not consolidate proceedings or claims of more than one person and may not otherwise preside over any form of a representative or class proceeding.

21.5 Waiver of Jury Trial

YOU HEREBY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.

21.6 Arbitration Costs

If your claim is for ten thousand United States Dollars ($10,000.00) or less, the Company shall pay all AAA filing, administration, and arbitrator fees associated with the arbitration, unless the arbitrator determines that your claim is frivolous or brought for an improper purpose. For claims exceeding $10,000.00, arbitration fees shall be allocated in accordance with AAA rules.

21.7 Exceptions

Notwithstanding the foregoing, either party may bring an individual action in small claims court for Disputes within the jurisdictional limits of such court. Either party may also seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidentiality obligations.

21.8 Opt-Out

You may opt out of this arbitration agreement by sending written notice to support@opsyncpro.io within thirty (30) days of first accepting these Terms. Your opt-out notice must include your full legal name, the email address associated with your account, and a clear, unambiguous statement that you wish to opt out of the arbitration agreement. If you opt out, neither you nor the Company shall be bound by this arbitration provision, but all other provisions of these Terms shall remain in full force and effect.

21.9 Survival

This arbitration agreement shall survive the termination of your account and the cessation of your use of the Services.

22. Governing Law and Jurisdiction

These Terms and any Dispute arising hereunder shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law principles. The Federal Arbitration Act shall govern the interpretation and enforcement of the arbitration provisions set forth in Section 21.

For any matter not subject to arbitration as provided herein, or where arbitration is found to be unenforceable, you consent to the exclusive personal jurisdiction and venue of the state and federal courts located in the State of Delaware, and you waive any objection based on inconvenient forum.

23. Time Limitation on Claims

You agree that any claim or cause of action arising out of or relating to these Terms or the Services must be filed within six (6) months after the date on which such claim or cause of action arose or accrued, regardless of any statute or law to the contrary. Any claim or cause of action not filed within such period shall be permanently barred and waived.

24. General Provisions

24.1 Entire Agreement

These Terms, together with the Privacy Policy and any supplemental terms or policies referenced herein, constitute the entire agreement between you and the Company regarding the Services and supersede all prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and the Company.

24.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect.

24.3 No Waiver

The failure of the Company 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 shall be effective only if in writing and signed by the Company.

24.4 Assignment

You may not assign, transfer, or delegate your rights or obligations under these Terms without the prior written consent of the Company. The Company may freely assign, transfer, or delegate its rights and obligations under these Terms without restriction and without notice to you, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

24.5 Notices

The Company may provide notices to you via the email address associated with your account, through in-app notifications, or by posting on the Platform. Such notices shall be deemed effective upon transmission (for email) or posting (for in-app and Platform notices). You may provide notices to the Company at the contact information provided below.

24.6 Headings

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

24.7 Relationship of Parties

Nothing in these Terms shall be construed to create a joint venture, partnership, employment, or agency relationship between you and the Company. Neither party has the authority to bind the other or to incur any obligation on the other's behalf.

25. Contact Information