Terms of Service
The rules and conditions for using Repricing.app.
Last updated: March 17, 20261. Acceptance of Terms
By accessing or using the Repricing.app website, platform, or any related services (collectively, "the Service"), you acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). If you do not agree to all of these Terms, you must not access or use the Service in any way.
The Service is owned and operated by Repricing, Inc., a Florida corporation with its principal place of business at 9616 NW 7th Cir #1625, Plantation, FL 33324, United States ("Repricing.app", "Company", "we", "us", or "our").
If you are entering into these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, "you" and "your" refer to both you as an individual and the entity you represent.
These Terms constitute a legally binding agreement between you and Repricing, Inc. Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference.
2. Definitions
The following terms have specific meanings when used throughout these Terms:
"Service"
The Repricing.app website, web application, APIs, background workers, integrations, documentation, and all related software and services provided by Repricing, Inc.
"User" or "you"
Any individual or entity that accesses or uses the Service, including Organization Owners, Administrators, Managers, and Analysts.
"Organization"
A business entity or group created within the Service under which Users, channel accounts, listings, repricing rules, and billing are managed. Each Organization operates in complete data isolation from other Organizations.
"Channel"
A third-party sales platform integrated with the Service, such as Amazon, Walmart, Shopify, or BigCommerce.
"Channel Account"
Your seller account on a Channel that you connect to the Service for the purpose of repricing.
"Channel Region"
A geographic subdivision within a Channel. For example, Amazon operates marketplaces in the United States (amazon.com), Canada (amazon.ca), and the United Kingdom (amazon.co.uk). Each Channel Region has its own currency and regional policies.
"Repricing Rule" or "Strategy"
A set of user-defined configurations that instruct the automated repricing engine how to adjust product prices, including target price behavior, reference prices, minimum and maximum bounds, rounding, and scheduling.
"GMV" (Gross Merchandise Value)
The total dollar value of merchandise sold through your connected Channel Accounts during a billing period, converted to USD equivalent, used to determine your subscription tier.
"Content"
Any data, text, files, information, product listings, pricing data, sales metrics, or other materials that you upload, submit, or make available through the Service.
3. Eligibility
You must be at least 18 years of age to use the Service. By using the Service, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into a binding agreement.
The Service is designed for business and commercial use. By creating an account, you represent that you are using the Service in connection with a legitimate e-commerce business or commercial activity. The Service is not intended for personal, non-commercial use.
You represent and warrant that you are not located in, and will not use the Service from, any country or region subject to comprehensive U.S. economic sanctions administered by the Office of Foreign Assets Control (OFAC), including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine. You further represent that you are not listed on any U.S. government list of prohibited or restricted parties.
We reserve the right to refuse access to the Service to anyone, at any time, for any reason, including but not limited to violations of these Terms, applicable laws, or third-party platform policies.
4. Description of Service
Repricing.app is an automated pricing optimization platform for e-commerce sellers. The Service connects to third-party sales Channels through their official APIs to perform the following functions:
- Synchronize your product catalog from connected Channel Accounts
- Monitor competitive pricing data, Buy Box status, and market conditions
- Calculate applicable marketplace fees (referral fees, fulfillment fees)
- Compute optimized target prices based on your Repricing Rules and Strategies
- Submit price changes automatically to your connected Channels
- Provide reporting, analytics, and historical pricing data
- Support bulk data import and export in CSV and XLSX formats
The Service operates through a pipeline of automated background processes that run on scheduled intervals. These processes sync your product catalog, fetch current market data and competitor prices, calculate applicable fees, compute new target prices based on your Repricing Rules, and submit price changes to the connected Channels on your behalf.
The Service is a tool. It does not provide financial advice, investment advice, pricing consulting, or business strategy recommendations. All repricing decisions are driven by the rules and configurations you define. You maintain full control over your pricing strategy at all times.
5. Account Registration
To use the Service, you must create an account by providing a valid email address. We use passwordless authentication (magic links sent to your email), so we do not require or store passwords. Your email address serves as your sole login credential.
You are responsible for maintaining the security of your email account and for all activity that occurs under your Repricing.app account, whether or not authorized by you. You must notify us immediately at security@repricing.app if you become aware of any unauthorized access to or use of your account.
You agree to provide accurate and complete information when creating your account and to keep this information up to date. You may not create an account using a false identity, an email address you do not control, or on behalf of another person without their authorization.
We reserve the right to suspend, disable, or delete any account that we reasonably believe violates these Terms, is being used for fraudulent or illegal purposes, or poses a risk to the Service, other users, or third parties.
6. Organizations and Teams
Organization structure
The Service supports multi-user Organizations with role-based access control. Each Organization has complete data isolation from all other Organizations on the platform. The individual who creates an Organization is designated as the Organization Owner.
Roles and permissions
Organization Owners can invite additional users and assign them roles: Owner, Admin, Manager, or Analyst. Each role has specific permissions within the Service. The Organization Owner is responsible for managing team membership, assigning appropriate roles, and ensuring that all members comply with these Terms.
Owner responsibility
The Organization Owner bears primary responsibility for all activity within the Organization, including actions taken by invited team members. By inviting a user to your Organization, you represent and warrant that the individual is authorized to access the Organization's data and act on behalf of the business. The Organization Owner is also responsible for the billing obligations described in Section 7.
Transfer of ownership
An Organization Owner may transfer ownership to another team member by assigning them the Owner role. Once ownership is transferred, the new Owner assumes all responsibilities described in these Terms, including billing obligations.
7. Subscriptions and Billing
Pricing model
The Service uses a GMV-based tiered pricing model. Your subscription tier is determined by the total Gross Merchandise Value (GMV) processed through your connected Channel Accounts during each billing period, converted to USD equivalent. All subscription tiers provide identical access to all features of the Service. The only difference between tiers is the monthly price.
Subscription tiers
The following tiers apply at the time of these Terms. Current pricing is always displayed on our pricing page. Free: $0/month (up to $1,000 GMV). Starter: $29/month ($1,001 to $10,000 GMV). Growth: $59/month ($10,001 to $25,000 GMV). Scale: $149/month ($25,001 to $75,000 GMV). Pro: $299/month ($75,001 to $150,000 GMV). Business: $499/month ($150,001 to $300,000 GMV). Business Plus: $799/month ($300,001 to $500,000 GMV). Premium: $1,299/month ($500,001 to $1,000,000 GMV). Premium Plus: $2,499/month ($1,000,001 to $2,500,000 GMV). Elite: $3,999/month ($2,500,001 to $5,000,000 GMV). Elite Plus: $6,499/month ($5,000,001 to $10,000,000 GMV). Enterprise: custom pricing (above $10,000,000 GMV, contact sales).
Automatic tier adjustments
Your subscription tier is reviewed and adjusted automatically at each billing cycle based on your actual GMV for that period. For example, if your sales increase from $8,000 to $15,000 in a given month, your tier will automatically move from Starter ($29/month) to Growth ($59/month) for that billing period, and the change will be prorated on your next invoice. Similarly, if your sales decrease, your tier will adjust downward. These adjustments happen automatically without requiring your prior confirmation. By using the Service, you acknowledge and agree to this automatic adjustment mechanism.
Payment processing
All payments are processed by Stripe. We do not store your credit card details. By providing payment information, you authorize us to charge your payment method for applicable subscription fees as they become due. You agree to Stripe's terms of service in connection with your payment transactions.
Failed payments
If a payment fails, your billing status will change to past due and your access to the Service will be restricted to read-only mode. The automated repricing engine will be paused, and you will not be able to create, update, or delete data until the payment issue is resolved. Stripe will automatically retry the charge according to its retry schedule. If all retries fail, your subscription will be canceled.
Cancellation
You can cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the current billing period. After cancellation, your access to the Service will be blocked and the repricing engine will stop processing your listings.
Refund policy
We do not offer refunds for partial billing periods. Because the Service operates in real time (syncing data, monitoring prices, submitting price changes), value is delivered continuously throughout the billing period. If you cancel mid-period, you retain access until the end of that period, but no prorated refund will be issued. If you believe a charge was made in error, please contact us at billing@repricing.app within 30 days of the charge, and we will review your request.
Taxes
Posted prices do not include applicable taxes. As a software-as-a-service product, the Service may be subject to sales tax, use tax, VAT, GST, or similar transactional taxes depending on your jurisdiction. You are responsible for determining and paying any taxes applicable to your use of the Service. If we are required to collect taxes, the applicable tax amount will be added to your invoice.
Resubscription
If your subscription has been canceled, you may resubscribe at any time through the billing section of your account settings, provided you have a valid payment method on file. A new subscription will start on the free tier ($0/month) and will be adjusted based on your actual GMV at the next billing cycle.
8. Free Trial
New Organizations receive a 30-day free trial with full access to all Service features. During the trial period, the automated repricing engine is fully operational.
Trial expiration with payment method
If you have a valid payment method on file when your trial expires, your subscription will automatically transition to the active billing state. You will be billed based on your GMV tier starting from the first billing cycle after the trial ends. If your GMV is $1,000 or less, you will remain on the free tier at $0/month.
Trial expiration without payment method
If you do not have a payment method on file when your trial expires, your subscription will be paused. In the paused state, you will have read-only access to the Service. The repricing engine will stop, and you will not be able to create, update, or delete data. To restore full access, add a payment method in your billing settings.
We will send you email notifications and display in-app banners as your trial nears its end so you have time to add a payment method before any interruption in service.
9. Third-Party Integrations
Channel integrations
The Service integrates with third-party sales Channels (such as Amazon, Walmart, Shopify, and BigCommerce) through their official APIs. By connecting a Channel Account, you expressly authorize us to access your seller account data and submit price changes on your behalf through the Channel's official API.
Your responsibility
You are solely responsible for complying with the terms of service, policies, and guidelines of each Channel you connect. This includes but is not limited to marketplace pricing policies, listing policies, seller conduct guidelines, and API usage policies. We do not monitor or enforce compliance with third-party platform policies on your behalf.
Third-party changes
We are not responsible for changes to third-party APIs, rate limits, policies, pricing structures, or availability. If a Channel modifies its API or revokes access, the affected integrations may cease to function until updated. We will make commercially reasonable efforts to maintain compatibility with supported Channels, but we cannot guarantee uninterrupted integration with any third-party platform.
Credential storage
Your Channel Account credentials are stored using encrypted vaults with AES-256 encryption. Credentials are decrypted only at the moment of API use and are never cached. You can revoke access to any connected Channel Account at any time through the Service or through the Channel's own settings.
Account suspension by Channel
If a Channel suspends, restricts, or terminates your seller account for any reason, including as a result of pricing changes submitted by the Service, we bear no responsibility. You acknowledge that automated pricing adjustments may interact with Channel policies in ways that result in account actions by the Channel, and you accept full responsibility for such outcomes.
Third-party service providers
The Service relies on third-party infrastructure providers to operate, including Supabase (database and authentication), Vercel (web hosting), Stripe (payment processing), Resend (email delivery), Sentry (error monitoring), and PostHog (product analytics). Each of these providers processes data only as needed to provide their respective services and under their own terms and privacy policies. We are not liable for the acts, omissions, or outages of any third-party service provider.
10. Automated Repricing and Safe Harbor
How repricing works
The Service adjusts your product prices based exclusively on the Repricing Rules and configurations you define. This includes reference price selection (Buy Box price, lowest competitor price, or other reference points), pricing strategy (beat by an amount, match, target margin), minimum and maximum price bounds, rounding rules, and scheduling. The repricing engine operates automatically on recurring intervals and will continue to adjust prices as long as your account is active and the repricing engine is enabled.
Safe Harbor provision
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED AS A TOOL FOR AUTOMATED PRICE ADJUSTMENTS BASED ON USER-DEFINED RULES. REPRICING, INC. DOES NOT GUARANTEE ANY SPECIFIC OUTCOMES, INCLUDING BUT NOT LIMITED TO BUY BOX ACQUISITION, INCREASED SALES VOLUME, REVENUE TARGETS, PROFIT MARGINS, OR COMPETITIVE POSITIONING. THE SERVICE DOES NOT PROVIDE PRICING ADVICE OR RECOMMENDATIONS. ALL PRICING DECISIONS ARE MADE ALGORITHMICALLY BASED ON YOUR CONFIGURATIONS, AND YOU ARE SOLELY RESPONSIBLE FOR THE OUTCOMES OF THOSE DECISIONS.
Your obligations
You are responsible for: properly configuring minimum and maximum price limits for all listings; regularly reviewing and monitoring your pricing rules and the resulting price changes; ensuring your pricing rules comply with all applicable laws, regulations, and marketplace policies; setting appropriate cost information and margin floors to prevent unprofitable pricing; and supervising the automated system as a prudent business operator.
No liability for pricing outcomes
We are not liable for any financial loss, revenue reduction, margin erosion, account suspension, or any other damage resulting from pricing decisions made by the automated system based on your configuration. This includes, without limitation, scenarios where: a pricing rule results in prices lower than intended; a pricing rule results in prices higher than intended, leading to lost sales; competitor data is delayed, incomplete, or unavailable, affecting the repricing calculation; the repricing engine operates as designed but produces outcomes you did not anticipate; or minimum or maximum price limits were not configured or were configured incorrectly.
System limitations
The repricing engine relies on data from third-party Channel APIs, which may be delayed, incomplete, or temporarily unavailable. Market conditions, competitor prices, Buy Box eligibility, and fee calculations can change at any time. The Service processes repricing calculations on scheduled intervals and does not guarantee real-time price matching. You acknowledge these inherent limitations in any automated pricing system.
11. Acceptable Use
You agree to use the Service only for lawful purposes and in compliance with these Terms. You agree not to:
- Use the Service to violate any applicable local, state, national, or international law or regulation
- Use the Service to manipulate prices in a way that violates marketplace policies, constitutes price fixing, or involves any form of anticompetitive behavior
- Attempt to access another Organization's data, accounts, or systems
- Share your account credentials or allow unauthorized individuals to access the Service through your account
- Reverse engineer, decompile, disassemble, or attempt to derive the source code, algorithms, or data models of the Service
- Use automated bots, crawlers, scrapers, or other automated tools to access, extract data from, or interact with the Service outside of our provided interfaces
- Circumvent, disable, or interfere with any security, authentication, or access control features of the Service
- Engage in any activity that places an unreasonable or disproportionate load on our infrastructure
- Transmit any viruses, malware, worms, or other harmful or destructive code through the Service
- Use the Service to send unsolicited communications, spam, or promotions
- Resell, sublicense, lease, or redistribute access to the Service without our prior written authorization
- Impersonate another person or entity, or misrepresent your affiliation with a person or entity
- Use the Service for any purpose that is fraudulent, deceptive, or harmful to others
- Interfere with or disrupt the Service or the servers, networks, or systems connected to the Service
We reserve the right to investigate any suspected violation of these restrictions and to take appropriate action, including suspending or terminating your account, reporting illegal activity to law enforcement, and cooperating with investigations by regulatory or legal authorities.
12. Data Ownership and Licenses
Your data
You retain all ownership rights to the Content you submit, upload, or sync to the Service. This includes your product listings, pricing data, sales metrics, cost information, and any other business data. We do not claim ownership of your Content.
License to us
By submitting Content to the Service, you grant us a limited, non-exclusive, worldwide, royalty-free license to use, process, store, reproduce, and display your Content solely for the purpose of providing and improving the Service. This license terminates when you delete your Content or your account, except as required for backups, archival, or legal compliance.
Aggregated and anonymized data
We may collect and use aggregated, anonymized, or de-identified data derived from your use of the Service for purposes such as product improvement, performance optimization, and internal analytics. This aggregated data will not identify you, your Organization, or your business, and is not considered your Content. We do not share individual seller data between Organizations. Each Organization's data is completely isolated.
Feedback
If you provide us with feedback, suggestions, ideas, feature requests, or other input regarding the Service ("Feedback"), you grant us an irrevocable, perpetual, worldwide, royalty-free, fully sublicensable license to use, incorporate, modify, and commercialize the Feedback in any manner without obligation, compensation, or credit to you. You acknowledge that Feedback is provided voluntarily and does not create a confidential relationship.
13. Confidentiality
Each party acknowledges that it may receive or have access to confidential information of the other party ("Confidential Information"). Confidential Information includes, but is not limited to, business data, pricing data, customer lists, trade secrets, technical information, product plans, and any information that would reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.
Each party agrees to: (a) use Confidential Information solely for the purpose of fulfilling its obligations or exercising its rights under these Terms; (b) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care; and (c) not disclose Confidential Information to any third party except as necessary to provide or receive the Service, subject to appropriate confidentiality obligations.
These confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party without restriction; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is required to be disclosed by law, provided that the receiving party gives reasonable notice to the disclosing party before such disclosure, to the extent permitted by law.
14. Intellectual Property
The Service, including but not limited to its software, source code, object code, algorithms, repricing engine, user interface designs, documentation, APIs, trademarks, service marks, logos, and all related intellectual property, is and remains the exclusive property of Repricing, Inc. and is protected by U.S. and international copyright, trademark, patent, trade secret, and other intellectual property laws.
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 during the term of your subscription. This license does not grant you any right, title, or interest in or to the Service beyond the limited usage rights expressly set forth in these Terms.
You may not:
- Copy, reproduce, modify, adapt, or create derivative works of any part of the Service
- Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms of the Service
- Remove, alter, or obscure any proprietary notices, labels, or marks on the Service
- Use our trademarks, logos, or branding without prior written permission
- Frame, mirror, or otherwise incorporate any part of the Service into any other product or service
- Sublicense, lease, rent, distribute, or otherwise make the Service available to any third party
15. Data and Privacy
Privacy Policy
Our collection, use, and disclosure of personal information is governed by our Privacy Policy, available at repricing.app/legal/privacy. By using the Service, you consent to the data practices described in the Privacy Policy. The Privacy Policy is incorporated into these Terms by reference.
CCPA (California Consumer Privacy Act)
If you are a California resident, you have specific rights under the California Consumer Privacy Act (CCPA), as amended by the California Privacy Rights Act (CPRA). These include the right to know what personal information we collect and how it is used, the right to request deletion of your personal information, the right to correct inaccurate personal information, and the right to opt out of the sale or sharing of personal information. We do not sell or share your personal information for cross-context behavioral advertising. To exercise your CCPA rights, contact us at privacy@repricing.app. We will respond to verified requests within 45 days. We will not discriminate against you for exercising your privacy rights.
GDPR (General Data Protection Regulation)
If you are located in the European Economic Area (EEA), United Kingdom, or Switzerland, you have rights under the General Data Protection Regulation (GDPR) and equivalent local laws. Where we process your personal data, we act as a data controller for account information and usage data, and as a data processor for your seller account data. Our legal bases for processing include performance of the contract (providing the Service), legitimate interest (improving the Service and preventing fraud), and your consent where required. You have the right to access, rectify, erase, restrict, port, and object to the processing of your personal data. You may also withdraw consent at any time and lodge a complaint with your local supervisory authority. To exercise your GDPR rights, contact us at privacy@repricing.app. We transfer data outside the EEA using standard contractual clauses or other approved mechanisms.
Data Processing Agreement
If you are a business operating under GDPR or similar data protection laws and require a Data Processing Agreement (DPA) to formalize our role as a data processor for your seller account data, please contact us at privacy@repricing.app. We will provide a DPA that includes standard contractual clauses and details regarding data processing scope, security measures, sub-processor lists, and data subject rights.
Other privacy laws
We are committed to complying with applicable data protection laws in the jurisdictions where we operate, including but not limited to Brazil's LGPD, Canada's PIPEDA, Australia's Privacy Act 1988, and Japan's APPI, to the extent they apply to our processing activities. If you are located in a jurisdiction with specific data protection requirements, please contact us at privacy@repricing.app so we can address your needs.
16. International Users
The Service is operated from the United States. If you access the Service from outside the United States, you do so at your own initiative and are responsible for compliance with local laws applicable to your use of the Service.
By using the Service, you consent to the transfer, storage, and processing of your information in the United States, where data protection laws may differ from those in your jurisdiction. We use third-party infrastructure providers that maintain data centers primarily in the United States (AWS us-east-1 region).
If you are located in the European Economic Area, United Kingdom, or Switzerland, transfers of personal data to the United States are governed by standard contractual clauses or other appropriate safeguards as described in Section 15. Nothing in these Terms limits your rights under applicable local data protection laws where such rights cannot be waived by contract.
17. Security and Breach Notification
Security measures
We implement industry-standard security measures to protect your data, including: encryption in transit using TLS 1.3; encryption at rest using AES-256; encrypted vault storage for Channel Account credentials; row-level security (RLS) database policies that ensure complete data isolation between Organizations; passwordless authentication with single-use magic links; CAPTCHA protection against automated attacks; and role-based access control within Organizations.
Breach notification
In the event of a security breach involving your personal information, we will notify affected users as required by applicable law. For Florida residents, we will provide notice no later than 30 days after determination of the breach, in compliance with Florida Statute 501.171. For EU/EEA residents, we will notify the relevant supervisory authority within 72 hours of becoming aware of a breach, as required by GDPR Article 33, and will notify affected data subjects without undue delay when the breach is likely to result in a high risk to their rights and freedoms. Where other jurisdictions impose breach notification requirements, we will comply with the applicable timelines and procedures.
Your security responsibilities
You are responsible for maintaining the security of your email account (which serves as your authentication credential), for ensuring that only authorized individuals have access to your Organization, and for promptly revoking access for team members who should no longer have it. We are not responsible for unauthorized access that results from the compromise of your email account.
18. Disclaimer of Warranties
THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, REPRICING, INC. DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS OR EXPECTATIONS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OR DATA OBTAINED THROUGH THE SERVICE WILL BE ACCURATE, RELIABLE, OR COMPLETE; (D) ANY ERRORS IN THE SERVICE WILL BE CORRECTED; OR (E) THE SERVICE WILL BE COMPATIBLE WITH ANY PARTICULAR THIRD-PARTY PLATFORM, API, OR SYSTEM.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
19. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL REPRICING, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO: LOSS OF PROFITS, REVENUE, OR BUSINESS; LOSS OF DATA OR GOODWILL; BUSINESS INTERRUPTION; COST OF SUBSTITUTE SERVICES; OR ANY OTHER INTANGIBLE LOSS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF (OR INABILITY TO USE) THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
WITHOUT LIMITING THE FOREGOING, THIS LIMITATION OF LIABILITY SPECIFICALLY INCLUDES, BUT IS NOT LIMITED TO, DAMAGES ARISING FROM: AUTOMATED PRICING DECISIONS MADE BY THE REPRICING ENGINE BASED ON YOUR CONFIGURATION; CHANGES IN THIRD-PARTY CHANNEL APIS, POLICIES, OR AVAILABILITY; CHANNEL ACCOUNT SUSPENSIONS, RESTRICTIONS, OR TERMINATIONS; DELAYED, INCOMPLETE, OR INACCURATE COMPETITOR OR MARKET DATA; FAILURES OF THIRD-PARTY INFRASTRUCTURE PROVIDERS; AND UNAUTHORIZED ACCESS RESULTING FROM COMPROMISE OF YOUR EMAIL ACCOUNT OR CREDENTIALS.
OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT YOU PAID TO US FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, AND ANY OTHER LEGAL OR EQUITABLE THEORY.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to you. In such jurisdictions, our liability will be limited to the greatest extent permitted by applicable law.
20. Indemnification
You agree to indemnify, defend, and hold harmless Repricing, Inc., its officers, directors, employees, agents, contractors, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
- Your use of the Service, including any pricing decisions resulting from the automated repricing engine
- Your violation of these Terms or any applicable law, regulation, or third-party right
- Your Content or any data you submit, upload, or transmit through the Service
- Your violation of any Channel's terms of service, policies, or guidelines
- Any dispute between you and a Channel, buyer, competitor, or other third party arising from your use of the Service
- Any claim that your Channel Account was suspended, restricted, or terminated as a result of pricing changes submitted by the Service based on your configuration
- Any tax liability arising from your use of the Service or your failure to remit applicable taxes
- Your failure to properly configure pricing rules, including minimum and maximum price limits
We reserve the right to assume exclusive control of the defense of any claim subject to indemnification by you, at your expense. You agree to cooperate fully with us in the defense of any such claim. You shall not settle any claim that affects our rights or interests without our prior written consent.
21. Service Availability
We strive to maintain high availability of the Service and design our infrastructure for reliability and resilience. However, we do not guarantee 100% uptime or uninterrupted access to the Service at all times.
The Service may be temporarily unavailable due to: scheduled maintenance and updates (for which we will attempt to provide reasonable advance notice), unscheduled maintenance necessary to address urgent security or stability issues, outages or degradations in third-party infrastructure (such as our database, hosting, or payment providers), outages or changes in Channel APIs (such as Amazon SP-API), network failures beyond our reasonable control, or force majeure events as described in Section 27.
During periods of Service unavailability, the repricing engine may not process price changes, market data may not be updated, and pending price submissions may be delayed. We are not liable for any losses, damages, or missed repricing opportunities resulting from Service unavailability, regardless of the cause.
We do not currently offer a formal Service Level Agreement (SLA) with uptime guarantees or financial credits. If a custom SLA is important to your business, please contact us at sales@repricing.app to discuss Enterprise plans.
Modifications to the Service
We reserve the right to modify, update, enhance, or discontinue any feature, functionality, or aspect of the Service at any time, with or without notice. This includes changes to the user interface, available integrations, repricing engine behavior, data processing pipelines, APIs, reporting capabilities, and supported Channels or Channel Regions. If we discontinue a material feature that significantly affects your use of the Service, we will make reasonable efforts to provide advance notice. Your continued use of the Service after any modification constitutes your acceptance of the modified Service. We are not liable to you or any third party for any modification, suspension, or discontinuation of any part of the Service.
22. Termination
Termination by you
You may terminate your account at any time by deleting your Organization through the account settings. Account deletion requires confirmation by the Organization Owner by typing the Organization name and a confirmation keyword. Canceling your subscription (without deleting the Organization) does not delete your data. It blocks access and stops the repricing engine but retains your data for possible resubscription.
Termination by us
We may suspend or terminate your account, with or without notice, if: you violate these Terms or any applicable law; you fail to pay subscription fees when due and all retry attempts fail; your use of the Service poses a risk to the security, integrity, or availability of the Service or other users; we receive a valid legal order, subpoena, or law enforcement request; or we reasonably believe your account is being used for fraud, abuse, or illegal activity.
Effect of suspension
During a suspension, you may not access the Service, the repricing engine will be paused, and pending price changes will not be submitted. We will make reasonable efforts to notify you of the suspension and the reason for it, except where doing so would compromise an investigation or violate a legal obligation.
23. Effects of Termination
Data export
Before deleting your account, you have the opportunity to export your data using the Service's built-in export functionality, which supports CSV and XLSX formats. We strongly recommend exporting all important data before initiating account deletion.
Data retention after deletion
If you delete your Organization, the following occurs: your Stripe subscription is canceled immediately with proration; all files stored in our systems (imports, exports) are permanently removed; all Organization data (listings, pricing rules, price history, team members, connected accounts) is permanently deleted via cascading database deletion; Channel Account credentials stored in encrypted vaults are permanently destroyed; and an email notification is sent to all former Organization members confirming the deletion.
Data we may retain
Notwithstanding the above, we may retain certain information after account deletion as required by law or for legitimate business purposes, including: billing records and transaction history (as required for tax and accounting compliance), admin audit logs recording the deletion event, anonymized or aggregated data that does not personally identify you, and information necessary to comply with legal obligations, resolve disputes, or enforce our agreements.
Surviving provisions
The following sections survive termination of these Terms: Section 10 (Automated Repricing and Safe Harbor), Section 12 (Data Ownership and Licenses), Section 13 (Confidentiality), Section 14 (Intellectual Property), Section 18 (Disclaimer of Warranties), Section 19 (Limitation of Liability), Section 20 (Indemnification), Section 24 (Dispute Resolution), Section 25 (Class Action Waiver), Section 27 (Force Majeure), and Section 28 (General Provisions).
24. Dispute Resolution
Governing law
These Terms and any disputes 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 Florida, United States, without regard to its conflict of law principles.
Informal resolution
Before initiating any formal dispute resolution proceeding, you agree to first contact us at legal@repricing.app and attempt to resolve the dispute informally for at least thirty (30) days. Most concerns can be resolved quickly and satisfactorily through informal communication.
Binding arbitration
If we cannot resolve a dispute informally, you and Repricing, Inc. each agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (including the formation, interpretation, performance, or breach of these Terms) shall be resolved exclusively through final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator, in the English language, and shall take place in Broward County, Florida, or, at the election of the claimant, through video conference. The arbitrator's decision shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction.
Exceptions to arbitration
Notwithstanding the above, either party may bring a claim in a court of competent jurisdiction: (a) to seek injunctive or other equitable relief to protect intellectual property rights, enforce confidentiality obligations, prevent unauthorized access to data, or address violations of the acceptable use restrictions in Section 11; or (b) for claims that are required by applicable law to be brought in court and cannot be subject to mandatory arbitration. For users located in the European Union, this arbitration clause does not restrict your right to bring claims before the competent courts of your country of residence, where mandatory consumer protection laws apply.
Arbitration costs
Each party shall bear its own attorneys' fees and costs in connection with any arbitration proceeding. The filing fees, arbitrator compensation, and administrative costs of the arbitration shall be allocated in accordance with the AAA's Commercial Arbitration Rules. The arbitrator may, in the award, allocate all or part of the costs of the arbitration, including the fees of the arbitrator and reasonable attorneys' fees, to the prevailing party.
Small claims court
Either party may bring a qualifying claim in small claims court in Broward County, Florida, as an alternative to arbitration, provided the claim falls within the court's jurisdictional limits.
Statute of limitations
To the maximum extent permitted by applicable law, any claim or cause of action arising out of or relating to these Terms or the Service must be filed within one (1) year after the cause of action arises. Any claim not filed within this period is permanently barred. This limitation applies regardless of the nature of the claim and regardless of whether the claimant knew or should have known of the basis for the claim.
25. Class Action Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND REPRICING, INC. EACH AGREE THAT ANY CLAIMS OR DISPUTES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. NEITHER PARTY SHALL HAVE THE RIGHT TO: (A) BRING A CLAIM AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION; (B) ACT AS A PRIVATE ATTORNEY GENERAL; OR (C) PARTICIPATE IN ANY MULTI-PARTY PROCEEDING OF ANY KIND.
THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING. IF THIS CLASS ACTION WAIVER IS FOUND TO BE UNENFORCEABLE IN ANY JURISDICTION, THEN THE ENTIRETY OF SECTION 24 (DISPUTE RESOLUTION) SHALL BE NULL AND VOID IN THAT JURISDICTION, AND ANY DISPUTE SHALL BE BROUGHT EXCLUSIVELY IN THE STATE OR FEDERAL COURTS LOCATED IN BROWARD COUNTY, FLORIDA.
26. Changes to Terms
We reserve the right to modify these Terms at any time. When we make changes, we will update the "Last updated" date at the top of this page. For material changes that affect your rights or obligations, we will provide notice by email and through an in-app notification at least thirty (30) days before the changes take effect.
Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service and, if applicable, cancel your subscription before the changes take effect.
We may make non-material changes (such as fixing typographical errors, clarifying language, or updating contact information) at any time without prior notice. We will always maintain a current version of these Terms at repricing.app/legal/terms.
27. Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations under these Terms (other than payment obligations) to the extent that such failure or delay results from circumstances beyond the affected party's reasonable control. Such circumstances include, but are not limited to: natural disasters, epidemics, pandemics, acts of God, war, terrorism, civil unrest, government actions or orders, embargoes, sanctions, labor disputes, power outages, internet outages, telecommunications failures, cyberattacks, failures of third-party service providers (including cloud infrastructure, CDNs, DNS providers, and payment processors), and changes in third-party APIs or platform policies.
The affected party shall promptly notify the other party of the force majeure event and use commercially reasonable efforts to mitigate its effects. If a force majeure event continues for more than sixty (60) consecutive days, either party may terminate these Terms upon written notice to the other party.
28. General Provisions
Entire agreement
These Terms, together with the Privacy Policy and any other policies or agreements referenced herein, constitute the entire agreement between you and Repricing, Inc. regarding the Service and supersede all prior or contemporaneous agreements, understandings, representations, and warranties, whether written or oral.
Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions, which shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent.
Waiver
The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. A waiver of any term shall be effective only if in writing and signed by the waiving party, and shall apply only to the specific instance for which it was given.
Assignment
You may not assign, transfer, or delegate your rights or obligations under these Terms, in whole or in part, without our prior written consent. Any attempted assignment without consent shall be void. We may assign our rights and obligations under these Terms without your consent in connection with a merger, acquisition, reorganization, sale of substantially all of our assets, or any similar transaction. These Terms shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.
No third-party beneficiaries
These Terms are intended solely for the benefit of you and Repricing, Inc. Nothing in these Terms, express or implied, is intended to confer upon any other person or entity any rights, benefits, or remedies of any nature.
Notices
All legal notices to us must be sent by email to legal@repricing.app or by mail to Repricing, Inc., 9616 NW 7th Cir #1625, Plantation, FL 33324, United States. Notices to you will be sent to the email address associated with your account. Email notices are deemed received on the date sent. Mailed notices are deemed received five (5) business days after mailing.
Headings
The section headings in these Terms are for convenience only and have no legal or contractual effect. They shall not be used in the interpretation or construction of any provision.
Relationship of the parties
Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Repricing, Inc. Neither party has the authority to bind the other or create obligations on behalf of the other.
Export compliance
You agree to comply with all applicable U.S. and international export control and trade sanctions laws and regulations in connection with your use of the Service. You shall not export, re-export, or transfer any part of the Service or any related technical data to any country, entity, or individual prohibited by applicable export control laws.
Electronic communications
By using the Service, you consent to receiving electronic communications from us, including emails, in-app notifications, and messages posted within the Service. You agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communications be in writing.
Governing language
These Terms are written in English. If these Terms are translated into any other language for convenience or as required by local law, the English version shall prevail in the event of any conflict, ambiguity, or inconsistency between the English version and any translation.
29. Contact
If you have questions, concerns, or feedback about these Terms, please contact us:
Repricing, Inc.
9616 NW 7th Cir #1625, Plantation, FL 33324, United States
- General legal questions: legal@repricing.app
- Privacy and data requests: privacy@repricing.app
- Billing inquiries: billing@repricing.app
- Security concerns: security@repricing.app
- Sales and Enterprise plans: sales@repricing.app
- General support: support@repricing.app