Terms of Service

These Terms of Service ("Terms") govern your access to and use of the Nventory platform ("Service," "Platform," or "Nventory"), a multi-channel inventory management solution operated by Techspawn Inc. ("Techspawn," "Company," "we," "us," or "our"). By creating an account, installing the Nventory app, or otherwise accessing or using the Service, you ("Merchant," "you," or "your") agree to be bound by these Terms.

If you do not agree to these Terms, do not use the Service.

1. Overview of the Service

Nventory is a cloud-based, multi-channel inventory management platform that enables merchants to:

• Synchronize product listings, inventory levels, and stock quantities across multiple sales channels including Shopify, eBay, Amazon, WooCommerce, and other supported e-commerce platforms.
• Manage and process orders from multiple channels in a unified dashboard.
• Automate inventory updates, stock alerts, and fulfillment workflows.
• Track inventory across multiple warehouses and locations.
• Generate reports and analytics on multi-channel performance.

2. Account Registration and Security

2.1 Account Creation

To use the Service, you must create an account by providing accurate, complete, and current information. You represent that you are at least 18 years old and have the legal authority to bind yourself (and the organization you represent, if applicable) to these Terms.

2.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials, including passwords and API keys. You agree to notify us immediately at support@nventory.io if you suspect any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to safeguard your account credentials.

2.3 Account Responsibilities

You are responsible for all activities that occur under your account, including actions taken by team members you authorize. If you grant access to team members, you are responsible for ensuring their compliance with these Terms.

3. Subscription, Billing, and Payments

3.1 Subscription Plans

Nventory offers various subscription plans with different features, channel limits, and usage tiers. Plan details and pricing are available on our website and may be updated from time to time. We will notify you of any pricing changes at least 30 days in advance.

3.2 Free Trial

We may offer a free trial period for new accounts. At the end of the trial, your account will be converted to a paid subscription unless you cancel before the trial expires. No charges will be made during the trial period.

3.3 Billing

Subscription fees are billed in advance on a recurring basis (monthly or annually, depending on your plan). All fees are quoted in U.S. dollars unless otherwise stated. Payment is processed through our authorized payment providers (e.g., Stripe) or, for Shopify-installed accounts, through the Shopify Billing API.

3.4 Taxes

All fees are exclusive of applicable taxes (including sales tax, VAT, and GST), unless expressly stated otherwise. You are responsible for paying all applicable taxes associated with your use of the Service.

3.5 Refund Policy

Subscription fees are generally non-refundable. However, if you cancel your subscription within the first 14 days of your initial paid subscription and have not extensively used the Service, you may request a full refund by contacting support@nventory.io. Refund eligibility is determined at our reasonable discretion. Renewals are non-refundable.

4. Use of the Service

4.1 Permitted Use

You may use the Service solely for your legitimate business purposes in accordance with these Terms and all applicable laws and regulations. You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Service during the term of your subscription.

4.2 Prohibited Conduct

You agree not to:

• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Service.
• Copy, modify, create derivative works of, or distribute any part of the Service without our prior written consent.
• Use the Service to store, transmit, or process any data that is unlawful, harmful, threatening, abusive, or otherwise objectionable.
• Attempt to gain unauthorized access to any systems, networks, or accounts associated with the Service.
• Use the Service in any way that could damage, disable, overburden, or impair our servers or networks.
• Use automated scripts, bots, or scraping tools to access the Service beyond normal API usage.
• Resell, sublicense, or make the Service available to third parties without our express written permission.
• Circumvent or interfere with any security features of the Service.
• Use the Service for competitive analysis or to build a competing product or service.

5. Third-Party Integrations and Sales Channels

5.1 Connected Channels

Nventory connects to third-party platforms (including Shopify, eBay, Amazon, WooCommerce, and others) through their respective APIs. You acknowledge and agree that:

• Your use of connected sales channels is subject to the terms and conditions of those platforms.
• We are not responsible for changes, outages, or disruptions to third-party APIs or services that may affect synchronization.
• You are responsible for maintaining valid credentials and authorizations for all connected channels.
• Data availability and accuracy depend on the APIs provided by third-party platforms, and we cannot guarantee real-time synchronization if third-party APIs experience delays or rate limits.

5.2 Your Data on Third-Party Platforms

You retain ownership of all data originating from your sales channels. Nventory accesses and processes this data solely to provide the Service. We do not claim ownership of your product listings, customer data, order information, or any other data from your connected channels.

6. Data and Privacy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, and protect your information. By using the Service, you consent to the data practices described in our Privacy Policy.

6.1 Your Data

You retain all rights, title, and interest in and to the data you provide or that is collected from your connected sales channels ("Your Data"). You grant us a limited, non-exclusive license to use, process, store, and transmit Your Data solely to provide and improve the Service.

6.2 Data Processing

To the extent we process personal data on your behalf, we act as a data processor and you act as the data controller. We process personal data only in accordance with your instructions as documented in these Terms and our Privacy Policy, and in compliance with applicable data protection laws including GDPR and CCPA/CPRA.

7. Intellectual Property

7.1 Nventory IP

The Service, including its software, design, text, graphics, logos, trademarks, features, and all related intellectual property, is and remains the exclusive property of Techspawn Inc. Nothing in these Terms grants you any right, title, or interest in the Service beyond the limited license expressly granted herein.

7.2 Feedback

If you provide feedback, suggestions, or ideas about the Service ("Feedback"), you grant us a non-exclusive, royalty-free, perpetual, irrevocable license to use, modify, and incorporate that Feedback into the Service without obligation to you.

8. Service Availability and Support

8.1 Uptime

We strive to maintain high availability of the Service. While we target 99.9% uptime, we do not guarantee uninterrupted access. The Service may be temporarily unavailable due to scheduled maintenance (with advance notice where practicable), emergency maintenance, or circumstances beyond our reasonable control.

8.2 Support

We provide customer support via email at support@nventory.io. Support availability and response times may vary based on your subscription plan. We aim to respond to all support inquiries within one business day.

9. Cancellation and Termination

9.1 Cancellation by You

You may cancel your subscription at any time through your account settings or by contacting support@nventory.io. Cancellation will take effect at the end of your current billing period. You will continue to have access to the Service until the end of the paid period. No partial refunds will be issued for unused time within a billing cycle.

9.2 Termination by Us

We may suspend or terminate your access to the Service immediately, without prior notice, if:

• You breach any provision of these Terms.
• Your payment is overdue by more than 15 days.
• Your use of the Service poses a security risk or may harm other users.
• We are required to do so by law or a governmental authority.

9.3 Effect of Termination

Upon termination or cancellation:

• Your right to access the Service ceases immediately (or at the end of your billing period for cancellations).
• You may request an export of Your Data within 30 days of termination by contacting support.
• After the 30-day data export window, we will delete Your Data from our active systems in accordance with our Privacy Policy.
• Sections of these Terms that by their nature should survive termination will continue to apply (including Sections 7, 10, 11, 12, 13, and 14).

10. Disclaimer of Warranties

You acknowledge that inventory synchronization across multiple sales channels involves inherent risks, including but not limited to API delays, rate limits imposed by third-party platforms, and data conflicts. You are responsible for monitoring your inventory and verifying synchronization accuracy.

11. Limitation of Liability

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASES, OUR LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

12. Indemnification

You agree to indemnify, defend, and hold harmless Techspawn Inc., its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of or inability to use the Service.
• Your violation of these Terms.
• Your violation of any third-party right, including any intellectual property, privacy, or other proprietary right.
• Your violation of any applicable law, rule, or regulation.
• Any claim arising from Your Data, including customer data processed through the Service.
• Any dispute between you and your customers, suppliers, or any third-party platform.

13. Third-Party Platform Disclaimers

You acknowledge and agree that:

• Shopify: Shopify is not liable for any faults in the Nventory application. Shopify cannot provide assistance with the installation or use of Nventory. Techspawn Inc. is solely responsible for any liability arising from your use of the Service.
• eBay, Amazon, WooCommerce, and Other Platforms: These platforms are not affiliated with, do not sponsor, and are not responsible for the Nventory Service. Any issues arising from integration with these platforms are the responsibility of Techspawn Inc. and/or you, as applicable.

14. Governing Law and Dispute Resolution

14.1 Governing Law

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

14.2 Dispute Resolution

Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation between the parties for a period of thirty (30) days. If the dispute cannot be resolved through negotiation, it shall be submitted to binding arbitration in Clark County, Nevada, under the rules of the American Arbitration Association (AAA). The arbitration shall be conducted in English, and the arbitrator's decision shall be final and binding.

14.3 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. If this class action waiver is found to be unenforceable, the entirety of the arbitration provision shall be null and void.

15. General Provisions

15.1 Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes at least 30 days before they take effect, via email or through the Platform. Your continued use of the Service after the effective date of any changes constitutes acceptance of the updated Terms.

15.2 Modifications to the Service

We reserve the right to modify, suspend, or discontinue any feature or aspect of the Service at any time, with or without notice. We will make commercially reasonable efforts to provide advance notice of any material changes to the Service.

15.3 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements or policies referenced herein, constitute the entire agreement between you and Techspawn Inc. regarding the Service and supersede all prior and contemporaneous agreements, proposals, or representations.

15.4 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

15.5 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Techspawn Inc.

15.6 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

15.7 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, internet or telecommunications failures, third-party platform outages, pandemics, or other force majeure events.

15.8 No Exclusivity

Nothing in these Terms creates an exclusive relationship between you and Techspawn Inc. You are free to use other inventory management solutions, and we are free to provide the Service to other merchants, including your competitors.

16. Contact Information

For questions about these Terms of Service, please contact us: