Terms of Service

Effective Date: March 1, 2026 · Last Updated: March 1, 2026

Welcome to ClickSKU. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and ClickSKU ("Company," "we," "us," or "our"). By creating an account, accessing, or using the ClickSKU platform (the "Service"), you agree to be bound by these Terms, our Privacy Policy, and our E-Sign Consent.

If you do not agree to these Terms, you must not access or use the Service. If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

1. Definitions

• "Service" means the ClickSKU web application, including all features, tools, APIs, and related services.
• "User" or "you" means the individual or entity accessing or using the Service.
• "Workspace" means a business account created within ClickSKU and its associated members.
• "Customer Data" means all data uploaded, entered, or generated by users within the Service, including inventory records, sales data, product information, and project data.
• "Subscription" means the paid plan selected by the User to access the Service.

2. Account Registration and Security

To use the Service, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration.
• Be at least 18 years of age (or the age of majority in your jurisdiction).
• Maintain the security of your account credentials and not share them with others.
• Immediately notify us of any unauthorized access to your account.
• Accept responsibility for all activity that occurs under your account.

The administrator who creates a Workspace is responsible for all users they invite to that Workspace. We reserve the right to suspend or terminate accounts that we reasonably believe have been compromised.

3. Description of Service

ClickSKU is a cloud-based Software-as-a-Service (SaaS) platform that provides inventory management, pricing tools, sales tracking, project management, and related business operations tools. The Service is accessed via web browser and does not require installed software. We do not guarantee any specific level of uptime or availability, though we strive to maintain reliable service.

4. Subscription Plans, Pricing, and Payment

• The Service is offered through various subscription plans with different feature sets and user limits.
• Pricing is listed on our website and is subject to change with at least 30 days' prior notice to existing subscribers.
• Payments are processed by Square, Inc. ClickSKU does not directly store your credit card numbers.
• You are responsible for any applicable taxes associated with your subscription.
• Auto-Renewal: Subscriptions automatically renew at the end of each billing cycle unless you cancel before the renewal date. You will be charged the then-current rate upon renewal. You may cancel auto-renewal at any time through your account settings.
• If a payment fails, we may suspend access to the Service after a reasonable grace period.

5. Free Trials

We may offer free trial periods. During a trial, you will not be charged. At the end of the trial period, your subscription will not automatically convert to a paid plan without your explicit consent and entry of a valid payment method. If you do not subscribe, your access may be limited or suspended, but your data will be retained for a reasonable period (typically 30 days) to allow you to subscribe and regain access.

6. Cancellation and Refunds

• You may cancel your subscription at any time through your account settings or by contacting support.
• Cancellation takes effect at the end of the current billing period. You will retain access until then.
• We do not provide refunds for partial billing periods. Annual plans may be eligible for a prorated refund if cancelled within the first 30 days.
• After cancellation, your Customer Data will be retained for 30 days to allow data export, after which it will be permanently deleted.

7. Acceptable Use Policy

You agree not to:

• Upload malicious code, viruses, or harmful content.
• Attempt to breach security, reverse-engineer, decompile, or disassemble any part of the Service.
• Use the Service for any illegal purpose or in violation of any applicable law.
• Infringe on the intellectual property rights of others.
• Share account credentials or allow unauthorized individuals to access your account.
• Use automated tools to scrape, crawl, or overload the Service.
• Circumvent usage limits, access restrictions, or security measures.
• Resell, sublicense, or redistribute access to the Service without our written authorization.
• Harass, abuse, or threaten other users of the Service.

We reserve the right to suspend or terminate accounts that violate this Acceptable Use Policy.

8. Intellectual Property Rights

• ClickSKU Ownership: We own all rights, title, and interest in the Service, including the software, codebase, design, trademarks, logos, and documentation. Nothing in these Terms grants you any right to use our trademarks or brand elements.
• User Ownership: You retain all rights, title, and interest in your Customer Data. We claim no ownership over any data you upload, enter, or generate within the Service.
• License to ClickSKU: You grant us a limited, non-exclusive license to process, store, and display your Customer Data solely for the purpose of providing and improving the Service.
• License to User: We grant you a limited, non-exclusive, non-transferable, revocable license to use the Service during your active subscription term, subject to these Terms.
• Feedback: If you provide suggestions, ideas, or feedback about the Service, you grant us a royalty-free, worldwide, perpetual license to use and incorporate such feedback without obligation to you.

9. Customer Data

• You retain full ownership of all Customer Data you input into the Service.
• You are solely responsible for the accuracy, quality, and legality of your Customer Data.
• We will not access your Customer Data except as necessary to provide the Service, respond to support requests, or comply with legal obligations.
• You may export your Customer Data at any time during your active subscription.
• Upon account termination, Customer Data will be retained for 30 days and then permanently deleted.

10. Confidentiality

Each party agrees to keep confidential information received from the other party private and to not disclose it to third parties, except as required by law or as necessary to perform obligations under these Terms. This obligation does not apply to information that is publicly available, independently developed, or received from a third party without restriction.

11. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION. CLICKSKU DOES NOT WARRANT THAT THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, THAT THE RESULTS OBTAINED FROM USING THE SERVICE WILL BE ACCURATE OR RELIABLE, OR THAT ANY ERRORS IN THE SERVICE WILL BE CORRECTED. YOU ASSUME ALL RISK ASSOCIATED WITH YOUR USE OF THE SERVICE FOR BUSINESS DECISIONS.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CLICKSKU, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF CLICKSKU HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

CLICKSKU'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID TO CLICKSKU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00 USD).

Nothing in these Terms excludes or limits liability for fraud, gross negligence, willful misconduct, or death or personal injury caused by negligence, to the extent such exclusion or limitation is prohibited by applicable law.

13. Indemnification

You agree to indemnify, defend, and hold harmless ClickSKU, its officers, directors, employees, agents, 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 violation of these Terms or any applicable law.
• Your Customer Data, including any claim that your Customer Data infringes or violates any third-party rights.
• Your use or misuse of the Service.
• Your negligence or willful misconduct.

We will promptly notify you of any claim subject to indemnification and allow you to control the defense of such claim. We reserve the right to participate in the defense at our own expense.

14. Dispute Resolution

14.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States of America, without regard to its conflict of law principles.

14.2 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first attempt to resolve the dispute informally by contacting us at ghemmeinc@gmail.com. We will attempt to resolve the dispute informally within 30 days.

14.3 Binding Arbitration

If informal resolution is unsuccessful, any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator. The arbitration may be conducted in person, by telephone, or virtually. Each party shall bear its own costs. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

14.4 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

14.5 Exceptions

Notwithstanding the above, either party may (a) bring claims in small claims court if the claim qualifies, or (b) seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights or violation of security measures.

14.6 Opt-Out

You may opt out of the arbitration and class action waiver provisions by sending written notice to ghemmeinc@gmail.com within 30 days of first accepting these Terms. Your notice must include your name, email address, and a clear statement that you wish to opt out.

15. Force Majeure

ClickSKU shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to: natural disasters, pandemics, war, terrorism, government actions or regulations, internet or infrastructure outages, power failures, or failures of third-party service providers (including Supabase, Vercel, and Square).

16. Modifications to These Terms

We reserve the right to modify these Terms at any time. We will provide at least 30 days' notice of material changes via email or in-app notification. Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, your sole remedy is to cancel your subscription and stop using the Service.

17. Termination

• By You: You may cancel your subscription and close your account at any time through account settings or by contacting support.
• By ClickSKU for Cause: We may suspend or terminate your account immediately for material breach of these Terms, non-payment, violation of the Acceptable Use Policy, or illegal activity.
• By ClickSKU for Convenience: We may discontinue the Service with at least 90 days' prior notice. In such case, we will provide a prorated refund for any unused prepaid subscription period.
• Effect of Termination: Upon termination, your access will be revoked. Your Customer Data will be available for export during a 30-day grace period, after which it will be permanently deleted.
• Survival: Sections 8 (Intellectual Property), 9 (Customer Data), 11 (Disclaimer), 12 (Limitation of Liability), 13 (Indemnification), 14 (Dispute Resolution), and this survival clause shall survive termination.

18. Miscellaneous

• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.
• Entire Agreement: These Terms, together with the Privacy Policy and E-Sign Consent, constitute the entire agreement between you and ClickSKU regarding the Service.
• Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer your account or these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Notices: We may send notices to the email address associated with your account. You are responsible for keeping your email address current.
• Headings: Section headings are for convenience only and have no legal effect.
• No Third-Party Beneficiaries: These Terms do not create any third-party beneficiary rights.

19. Contact Information

If you have any questions about these Terms of Service, please contact us at: ghemmeinc@gmail.com