Terms of Service

These Terms of Service (“Terms”) govern access to and use of ShelfPilot, a commerce analytics, reporting, monitoring, and business intelligence service operated by Innobio Solutions LLC (“ShelfPilot,” “we,” “us,” or “our”). The ShelfPilot website, application, connected-platform integrations, reports, recommendations, and related services are collectively the “Service.”

By creating an account, clicking to accept these Terms, connecting a business account, or using the Service, you agree to these Terms on behalf of yourself and, if applicable, the company or other entity you represent (“Customer,” “you,” or “your”). If you do not agree, do not use the Service.

1. Business use, eligibility, and authority

The Service is intended for business use. You must be legally able to enter into a binding agreement and may use the Service only for lawful business purposes.

If you use the Service for an organization, you represent and warrant that you have authority to bind that organization to these Terms. You also represent and warrant that you are authorized to connect every store, seller account, marketplace, advertising account, analytics property, marketing account, Page, business asset, or other account that you add to ShelfPilot.

2. The Service

ShelfPilot connects to business systems you authorize and uses available data to provide dashboards, cross-channel analytics, business briefings, reports, alerts, recommendations, forecasts, and other operational insights.

The Service may evolve. We may add, remove, modify, combine, redesign, or discontinue features, integrations, reports, or workflows. A feature may be made generally available, limited to a plan, offered in beta, or subject to additional terms.

Some features may in the future be capable of initiating, scheduling, or automating actions in a Connected Platform. Where a feature can take action on a connected account, ShelfPilot will provide the relevant feature experience and request the permissions, authorization, or confirmation required for that functionality.

3. Accounts and account security

You are responsible for the accuracy of your account information and for activities performed through your account by you and your authorized users. You must protect login credentials, use reasonable security practices, and promptly notify us at hello@shelfpilot.io if you suspect unauthorized access.

You may not share an individual login in a manner that bypasses account, seat, or access restrictions. You are responsible for managing the people you authorize to use the Service for your organization.

4. Connected Platforms

The Service may connect to third-party platforms, including Shopify, Amazon Selling Partner, Meta, Google Analytics 4, Klaviyo, and other services we support from time to time (each a “Connected Platform”).

ShelfPilot accesses a Connected Platform only through credentials, OAuth authorization, API access, or another supported method associated with an account you authorize. The scopes and permissions requested may vary by integration and enabled feature.

Your use of a Connected Platform remains subject to that platform’s terms, policies, API rules, authorization limits, and technical requirements. You agree not to use ShelfPilot to circumvent a Connected Platform’s access controls, rate limits, policies, or restrictions.

Connected Platforms are independent third parties and are not controlled by ShelfPilot. They may change APIs, permissions, policies, pricing, data availability, or access rules; suspend or revoke authorizations; introduce rate limits; or discontinue services. ShelfPilot is not responsible for a Connected Platform’s acts, omissions, outages, data quality, or policy decisions.

5. Customer Data and Connected Platform Data

“Customer Data” means information, content, instructions, and other data you submit to the Service. “Connected Platform Data” means information ShelfPilot receives from a Connected Platform through an authorization associated with your Customer account. Together, Customer Data and Connected Platform Data are referred to in these Terms as “Customer-Authorized Data.”

As between you and ShelfPilot, you retain your rights in Customer Data. Rights in Connected Platform Data remain subject to the rights and terms of the applicable Connected Platform, data subjects, and other rights holders.

You grant ShelfPilot a non-exclusive, worldwide license during the term of your use of the Service to host, copy, transmit, retrieve, combine, organize, transform, analyze, display, and otherwise process Customer-Authorized Data as reasonably necessary to provide, secure, support, and improve the user-facing Service, comply with your instructions, and exercise our rights and obligations under these Terms. This license is subject to applicable law, our Privacy Policy, and Connected Platform restrictions.

You authorize ShelfPilot to combine data from multiple Connected Platforms for user-facing cross-channel analytics, reporting, recommendations, and other enabled features.

You are responsible for ensuring that you have all rights, permissions, notices, consents, and lawful bases needed to provide Customer Data to ShelfPilot and to authorize ShelfPilot’s processing of Customer-Authorized Data for the Service.

6. Privacy and data processing

Our Privacy Policy describes how ShelfPilot collects, uses, discloses, retains, and deletes information. The Privacy Policy is incorporated into these Terms by reference.

Where ShelfPilot processes personal information on your behalf as a processor or service provider, ShelfPilot will process that information to provide the Service and otherwise as permitted by applicable law and the parties’ agreements. You remain responsible for your obligations as a business, controller, merchant, seller, advertiser, or other party that determines why and how its personal information is processed.

If a separate data processing addendum is required by applicable law or an agreed commercial arrangement, the parties may enter into such an addendum. Platform-specific restrictions apply to Connected Platform Data even if these Terms otherwise describe broader rights or functionality.

7. Artificial intelligence and automated insights

ShelfPilot may use artificial intelligence, machine learning, statistical methods, and rules-based systems to generate summaries, reports, forecasts, recommendations, classifications, and other outputs (collectively, “Automated Outputs”).

Automated Outputs are generated from available information and may be incomplete, delayed, inaccurate, or based on incorrect assumptions. They are provided as business-support tools, not as a substitute for your judgment or professional advice.

You are responsible for reviewing Automated Outputs and for all decisions or actions taken based on them. ShelfPilot does not guarantee any particular sales, revenue, profit, advertising, inventory, marketplace, operational, or other business result.

ShelfPilot does not provide legal, tax, accounting, investment, or other regulated professional advice. You should obtain appropriate professional advice when a decision requires it.

8. Aggregated and de-identified information

Subject to applicable law and Connected Platform requirements, ShelfPilot may create and use aggregated or de-identified information derived from use of the Service or Customer-Authorized Data where the information does not reasonably identify you, an individual, a store, or a connected account.

ShelfPilot may use permitted aggregated or de-identified information to operate, secure, evaluate, benchmark, and improve the Service; develop user-facing features; and understand product and system performance. Nothing in this section authorizes a use prohibited by Google, Amazon, Meta, Shopify, Klaviyo, or another applicable Connected Platform.

9. Fees, billing, renewal, and taxes

Paid plans are billed at the price and billing interval presented when you subscribe, in an order form, or in the applicable Connected Platform billing flow. Depending on how you subscribe, billing may be processed by Stripe, Shopify Billing, or another designated payment provider.

Unless otherwise stated at checkout or in an order form, paid subscriptions automatically renew for successive billing periods until canceled. You authorize the applicable payment provider to charge the payment method associated with your subscription for recurring fees and applicable taxes.

You may cancel a recurring subscription through the available account or platform billing controls or by contacting us. Cancellation takes effect at the end of the then-current paid billing period unless otherwise stated.

Except where required by law or expressly stated in writing, fees are non-refundable and we do not provide credits for partial billing periods, unused features, or unused data connections.

We may change pricing or plan features. For an existing recurring subscription, a material price increase will apply no earlier than the next renewal after notice as required by applicable law or the applicable billing platform.

Fees are exclusive of taxes unless stated otherwise. You are responsible for taxes, duties, and governmental charges associated with your purchase, excluding taxes based on ShelfPilot’s net income.

10. Acceptable use

You will not, and will not permit others to:

• use the Service or a Connected Platform in violation of law, third-party rights, or applicable platform policies;
• connect, access, submit, or process data or accounts that you are not authorized to use;
• sell, rent, sublicense, syndicate, or redistribute access to a Connected Platform API or platform data except as expressly permitted;
• use the Service to send spam, conduct unlawful surveillance, discriminate unlawfully, or facilitate fraud or deceptive practices;
• use Connected Platform data for advertising, data-broker, creditworthiness, lending, or other purposes prohibited by the applicable Connected Platform;
• attempt to bypass security controls, authorization boundaries, API limits, rate limits, or account restrictions;
• probe, scan, or test the vulnerability of the Service except through a program or written authorization provided by ShelfPilot;
• introduce malware or other harmful code or interfere with the integrity or availability of the Service;
• reverse engineer or attempt to derive source code from the Service except to the limited extent such restriction is prohibited by law;
• use the Service to build or train a competing product using unauthorized access to ShelfPilot’s non-public systems, interfaces, or proprietary outputs; or
• misrepresent your identity, authority, or relationship with ShelfPilot or a Connected Platform.

11. Beta, preview, and experimental features

We may identify certain features as beta, preview, early access, experimental, or similar (“Beta Features”). Beta Features may be incomplete, changed or discontinued at any time, and may have additional errors, limitations, or data-handling requirements.

You use Beta Features at your own discretion. Unless we agree otherwise in writing, Beta Features are provided without any service-level commitment and may not be suitable for production-critical workflows.

12. Availability, data freshness, and third-party dependencies

The Service may be unavailable or delayed because of maintenance, software defects, infrastructure events, Connected Platform outages or changes, API limits, revoked authorizations, data-processing delays, or events beyond our reasonable control.

Connected Platform data may be delayed, incomplete, revised, sampled, attributed differently, or unavailable. Cross-channel metrics may not reconcile exactly because platforms can use different definitions, attribution windows, currencies, time zones, and reporting methods.

We may use reasonable efforts to restore or correct material Service issues, but we do not guarantee uninterrupted access, real-time synchronization, or complete historical data.

13. ShelfPilot intellectual property

ShelfPilot and its licensors own the Service and all related software, designs, interfaces, workflows, documentation, models, prompts, methods, compilations, and other technology or materials, excluding Customer Data and third-party materials.

Subject to these Terms and payment of applicable fees, ShelfPilot grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service for your internal business purposes during your subscription or permitted use period.

No rights are granted except as expressly stated in these Terms.

14. Feedback

If you provide ideas, suggestions, requests, or other feedback about ShelfPilot, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate that feedback without restriction or compensation to you. This does not give ShelfPilot ownership of your Customer Data or confidential business information.

15. Confidentiality

Each party may receive non-public information from the other that is identified as confidential or that reasonably should be understood to be confidential based on its nature and the circumstances of disclosure.

The receiving party will use the other party’s confidential information only to perform or exercise rights under these Terms and will protect it using reasonable care. Confidential information does not include information that the receiving party can demonstrate was lawfully known without confidentiality obligations, becomes public without breach, is received lawfully from a third party without confidentiality obligations, or is independently developed without use of the other party’s confidential information.

A party may disclose confidential information where required by law or legal process, subject to legally permitted notice and reasonable cooperation.

16. Suspension and termination

You may stop using the Service at any time. Cancellation of a paid subscription is governed by Section 9.

We may suspend or restrict access if we reasonably believe your use violates these Terms or Connected Platform policies, creates a security or legal risk, threatens the Service or other users, causes material technical harm, involves unauthorized data access, or could jeopardize ShelfPilot’s access to a Connected Platform.

We may terminate your access for a material breach that is not cured within a reasonable period after notice, where notice or a cure period is not reasonably possible because of security, legal, fraud, or platform-compliance concerns, or if we discontinue the Service.

Upon termination, your right to use the Service ends. ShelfPilot may delete or de-identify data in accordance with the Privacy Policy, applicable law, and Connected Platform requirements. Sections that by their nature should survive termination will survive, including provisions concerning fees owed, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, and general legal terms.

17. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, BETA FEATURES, AUTOMATED OUTPUTS, REPORTS, RECOMMENDATIONS, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” SHELFPILOT DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT.

SHELFPILOT DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR COMPLETE; THAT DATA WILL ALWAYS BE AVAILABLE OR CURRENT; THAT CONNECTED PLATFORMS WILL CONTINUE TO PROVIDE ACCESS; OR THAT ANY REPORT, FORECAST, RECOMMENDATION, OR OTHER OUTPUT WILL BE ACCURATE OR ACHIEVE A PARTICULAR RESULT.

SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY DISCLAIMERS, SO SOME OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.

18. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHELFPILOT AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, GOODWILL, OR BUSINESS OPPORTUNITY; LOSS OR CORRUPTION OF DATA; COST OF SUBSTITUTE SERVICES; OR DAMAGES ARISING FROM A CONNECTED PLATFORM, AUTOMATED OUTPUT, BUSINESS DECISION, OR INTERRUPTION OF THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHELFPILOT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO SHELFPILOT FOR THE SERVICE DURING THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM OR (B) US$100.

THE LIMITATIONS IN THIS SECTION APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW AND REGARDLESS OF THE THEORY OF LIABILITY. THEY DO NOT LIMIT LIABILITY THAT CANNOT LAWFULLY BE LIMITED.

19. Indemnification

To the extent permitted by law, you will defend, indemnify, and hold harmless ShelfPilot and its affiliates, officers, directors, employees, and agents from third-party claims, damages, liabilities, judgments, penalties, costs, and reasonable attorneys’ fees arising out of or relating to:

• your Customer Data or your instructions to ShelfPilot;
• your connection to or use of a Connected Platform, including an account you were not authorized to connect;
• your violation of law, third-party rights, Connected Platform terms or policies, or these Terms; or
• your use of the Service in a manner that causes a third-party claim.

ShelfPilot will provide reasonable notice of an indemnified claim and may participate in the defense with counsel of its choice. You may not settle a claim in a manner that admits fault by ShelfPilot or imposes non-monetary obligations on ShelfPilot without our written consent.

20. Governing law and disputes

These Terms are governed by the laws of the State of California, without regard to conflict-of-law rules.

Except where applicable law requires otherwise, the state and federal courts located in San Francisco County, California will have exclusive jurisdiction over disputes arising out of or relating to these Terms or the Service, and each party consents to personal jurisdiction and venue in those courts.

TO THE EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL IN AN ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE.

21. Changes to these Terms

We may update these Terms to reflect changes to the Service, integrations, law, security requirements, or Connected Platform rules. We will update the effective date when we revise the Terms.

If a change materially reduces your rights or materially increases your obligations, we will provide notice as required by applicable law. Your continued use of the Service after updated Terms become effective constitutes acceptance of the updated Terms, except where additional affirmative consent is required.

22. General terms

These Terms, the Privacy Policy, and any applicable order form or additional terms form the agreement between you and ShelfPilot regarding the Service. If an order form expressly conflicts with these Terms, the order form controls for that conflict. Connected Platform terms govern your relationship with the applicable Connected Platform and any platform-specific restrictions.

You may not assign these Terms without our prior written consent, except in connection with a merger, reorganization, or sale of substantially all of your relevant business or assets. ShelfPilot may assign these Terms in connection with a merger, acquisition, corporate reorganization, financing, sale of assets, or transfer of the Service.

Neither party is liable for delay or failure caused by events beyond its reasonable control, except for payment obligations.

If a provision of these Terms is held unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions will remain in effect. A failure to enforce a provision is not a waiver. Headings are for convenience only.

These Terms do not create a partnership, joint venture, agency, fiduciary relationship, or employment relationship between you and ShelfPilot.

23. Contact

ShelfPilot is operated by Innobio Solutions LLC in the United States.

General and legal inquiries: hello@shelfpilot.io

Privacy inquiries: privacy@shelfpilot.io