Terms of Service

1. Acceptance of Terms

By accessing or using AdaptiveShop ("Service", "Platform", "we", "us", or "our"), you ("Merchant", "you", or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not use the Service.

These Terms constitute a legally binding agreement between you and AdaptiveShop. We may update or modify these Terms at any time. Continued use of the Service after changes are posted constitutes acceptance of those changes.

2. Service Description

AdaptiveShop provides an online platform that enables Merchants to:

• Create and manage online storefronts
• List products and manage inventory
• Accept payments through integrated third-party payment processors
• Fulfill orders using third-party shipping or print-on-demand providers
• Access analytics, reporting, and AI-generated content

AdaptiveShop is a PLATFORM PROVIDER ONLY.

• We do not manufacture, hold, ship, sell, or take possession of any products.
• All transactions occur directly between the Merchant and their customers.
• AdaptiveShop does not act as a "merchant of record," "seller of record," or agent for the Merchant.

3. Merchant Responsibilities

As a Merchant, you are solely responsible for:

• Product Liability: Quality, safety, legality, labeling, and regulatory compliance of all products you sell
• Accuracy: Providing accurate descriptions, pricing, variants, inventory data, and imagery
• Legal Compliance: Complying with all local, state, national, and international laws
• Taxes: Collecting, calculating, reporting, and remitting all sales tax, VAT, GST, import duties, customs fees, and any other taxes or levies applicable to your transactions—including international orders
• Customer Service: Handling all inquiries, complaints, disputes, and communications with customers
• Fulfillment: Ensuring timely shipping, correct packaging, and accurate tracking
• Returns & Refunds: Managing returns in accordance with your policies
• Data Protection: Protecting customer data in accordance with applicable privacy laws
• Intellectual Property: Ensuring rights to all uploaded content and product designs

AdaptiveShop does not guarantee compliance with any laws on your behalf.

Tax Disclaimer

AdaptiveShop does NOT:

• Calculate, collect, or remit any taxes on your behalf
• Provide tax advice or determine applicable tax rates
• Handle VAT registration, reporting, or compliance for any jurisdiction
• Manage import duties, customs declarations, or cross-border tax obligations
• Guarantee tax compliance for domestic or international sales

You are solely responsible for understanding and complying with all tax obligations in every jurisdiction where you sell—including sales tax (US), VAT (EU/UK), GST (Australia, Canada, etc.), and any import/export duties for international customers. Consult a qualified tax professional for guidance.

4. Payment Processing (Stripe)

AdaptiveShop uses Stripe to process payments. By using the Service, you agree to:

• Comply with Stripe's Terms, policies, and verification processes
• Maintain a valid Stripe Connect account
• Accept all fees charged by Stripe
• Bear full responsibility for fraud, chargebacks, and disputes

AdaptiveShop is NOT a payment processor and never handles funds.

You are solely responsible for:

• Chargebacks, customer disputes, and refunds
• Fraudulent or unauthorized transactions
• Payment holds or account freezes
• PCI-DSS compliance
• Stripe account suspensions

AdaptiveShop has NO LIABILITY for any payment processing issues.

5. Shipping & Fulfillment (ShipEngine)

If you use our shipping integrations, you acknowledge that:

• ShipEngine and all carriers are independent third parties
• You are responsible for accurate weights, dimensions, and addresses
• You are responsible for all shipping costs, adjustments, and re-shipments
• You must comply with all carrier and customs requirements

AdaptiveShop has NO LIABILITY for:

• Lost, damaged, stolen, or delayed shipments
• Incorrect addresses
• Carrier outages or failures
• Customs delays or rejections

6. Print-on-Demand (POD) Providers

If you use POD services (e.g., Printful, Printify), you acknowledge:

• POD providers are not employees or agents of AdaptiveShop
• You are solely responsible for design legality and IP compliance
• You are responsible for production costs and quality control

AdaptiveShop has NO LIABILITY for:

• Production delays
• Product defects
• Quality issues
• Infringing designs
• POD provider outages or disputes

7. Intellectual Property

Your Content

You retain ownership of all content you upload. By using the Platform, you grant AdaptiveShop a worldwide, non-exclusive, royalty-free license to use, display, reproduce, and distribute your content solely to operate the Service.

Promotional Use License

By using the Platform, you grant AdaptiveShop an additional worldwide, non-exclusive, royalty-free, sublicensable license to use, reproduce, display, and distribute:

• Your storefront, shop pages, and product pages (including screenshots and visual representations)
• Your product images, descriptions, and listings
• Your shop name, logo, and branding elements
• Customer-facing content you create on the Platform

This promotional license permits AdaptiveShop to use such content for:

• Promotional and marketing materials (including advertisements, case studies, and testimonials)
• The AdaptiveShop website (including homepage showcases, feature demonstrations, and merchant spotlights)
• Social media accounts and external marketing channels
• Press releases, presentations, and investor materials
• Educational and instructional content demonstrating Platform features

This license survives termination of your account. If you wish to opt out of promotional use, you may contact us at support@adaptiveshop.ai. Opting out does not affect the license granted to operate the Service.

Your Warranty

You warrant that:

• You own or have rights to your content
• Your content does not infringe any intellectual property rights
• You have the authority to grant the licenses described in this section

Platform IP

All AdaptiveShop branding, features, and software are owned by AdaptiveShop. You may not copy, reverse engineer, reproduce, or exploit any part of the Platform.

8. Prohibited Activities

You may not use the Platform to:

• Sell illegal or prohibited goods
• Engage in fraudulent, deceptive, harmful, or misleading activities
• Violate any laws or third-party rights
• Sell hazardous or unsafe products
• Infringe intellectual property
• Launder money or evade sanctions
• Harass, abuse, or spam
• Interfere with or disrupt the Service
• Scrape or data-mine without authorization

Violation may result in immediate termination.

9. Beta, Experimental & AI Features

You acknowledge that the Platform—especially any AI-driven features—is under active development and may include bugs, inaccuracies, or incomplete functionality.

AI Content Disclaimer

AdaptiveShop may generate text, descriptions, titles, recommendations, or other content using AI. You agree that:

• AI-generated content may be incorrect, harmful, infringing, or misleading
• You must review and approve all AI content before use
• You bear full responsibility for legality, accuracy, claims, and compliance
• AdaptiveShop is not liable for damages arising from AI-generated output

Experimental Features

You use any experimental or beta feature strictly at your own risk.

10. No Guarantee of Availability or Data Preservation

You acknowledge:

• The Service may experience outages, errors, security incidents, or downtime
• Data may be lost, corrupted, or become unavailable

AdaptiveShop does not guarantee:

• Uptime or uninterrupted access
• Data backups or long-term data storage
• Error-free performance

You are solely responsible for maintaining your own backups.

11. No Guarantee of Revenue or Performance

AdaptiveShop does not guarantee:

• Sales
• Customer traffic
• Conversion rates
• Visibility
• Business outcomes
• Recommendations or analytics accuracy

Your results depend solely on your own business actions.

12. Fees and Payment

You agree to:

• Pay subscription fees when due
• Maintain valid payment information
• Permit recurring billing
• Pay applicable taxes

Fees are non-refundable except where required by law.

AdaptiveShop may modify pricing at any time. Continued use after pricing changes constitutes acceptance.

Payment Disputes

If you file a payment dispute (chargeback) with your bank or credit card company for any AdaptiveShop subscription charge, your account will be immediately suspended as an automatic fraud protection measure. During suspension:

• Your shop will be taken offline and customers cannot make purchases
• You may still access your dashboard to view data
• All your products, orders, and settings are preserved

Your account will be automatically reactivated if the dispute is withdrawn or resolved in AdaptiveShop's favor. If you have a billing concern, we encourage you to contact support@adaptiveshop.ai before filing a dispute.

13. Account Termination

AdaptiveShop may suspend or terminate your account at any time, with or without cause or notice.

Upon termination:

• You may lose access to storefronts, data, and content
• AdaptiveShop shall not be liable for resulting losses
• You remain responsible for outstanding obligations

14. Data Retention & Inactive Account Policy

To manage platform resources and comply with data protection best practices, AdaptiveShop automatically removes inactive accounts according to the following policy:

Incomplete Setup Accounts

Accounts that do not complete the required setup (connecting Stripe and adding at least one product) within 60 days of creation will be scheduled for deletion:

• Warning email sent at day 45
• Account marked for deletion at day 60
• Permanent deletion 30 days after marking (day 90 total)

Lapsed Subscription Accounts

Accounts with inactive subscriptions (canceled, suspended, or unpaid) for more than 12 months will be scheduled for deletion:

• Warning email sent at month 11
• Account marked for deletion at month 12
• Permanent deletion 30 days after marking (month 13 total)

Reactivation

You may reactivate your account at any time before permanent deletion by:

• For incomplete setup: Completing the required setup steps
• For lapsed subscriptions: Resubscribing to an active plan

Data Deletion

Upon permanent deletion, all associated data is removed, including:

• Account profile and settings
• Products and inventory
• Order history and customer data
• Analytics and page visit data
• Shop customizations

This action is irreversible. Grandfathered accounts are exempt from automatic deletion.

15. Indemnification

You agree to indemnify, defend, and hold harmless AdaptiveShop and its founder, officers, employees, contractors, and affiliates from all claims, losses, damages, liabilities, or expenses arising from:

• Your products
• Your content
• Customer disputes
• Payment or fulfillment issues
• AI-generated content
• Legal violations
• Your use of the Platform

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

ADAPTIVESHOP SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, SALES, CUSTOMERS, DATA, OR BUSINESS.

ADAPTIVESHOP'S TOTAL LIABILITY SHALL NOT EXCEED THE SUBSCRIPTION FEES YOU PAID IN THE PRIOR 12 MONTHS.

THE SERVICE IS PROVIDED "AS IS", WITHOUT WARRANTIES OF ANY KIND.

17. Founder Liability Limitation

You agree that:

• Any claim arising from the Platform must be brought solely against "AdaptiveShop"
• You waive any right to pursue claims against the individual founder personally
• You will not seek personal liability to the fullest extent permitted by law

(This provides maximum protection until you form an LLC.)

18. Dispute Resolution

Informal Resolution

Contact support@adaptiveshop.ai before filing any claim.

Binding Arbitration

Any disputes shall be resolved through binding arbitration in Los Angeles County, California, under the rules of the American Arbitration Association.

Class Action Waiver

You may bring claims only on an individual basis.

19. Governing Law

These Terms are governed by the laws of the State of California, without regard to conflicts of law principles.

20. Changes to Service

We may modify, suspend, or discontinue any part of the Service at any time. We are not liable for such changes.

21. Eligibility

You must be at least 18 years old to use the Service.

22. Severability

If any provision is found unenforceable, the remaining provisions remain in effect.

23. Entire Agreement

These Terms constitute the entire agreement between you and AdaptiveShop and supersede all prior agreements or communications.

24. Contact Information

For questions, contact:

Email: support@adaptiveshop.ai
Website: https://www.adaptiveshop.ai