StorepassThese Terms of Service (“Terms”) are an agreement between Atlas Alpha, Inc., doing business as Storepass (“Storepass,” “we,” or “us”), and the business or organization that accepts them (“Customer” or “you”). They govern access to Storepass’s websites, software, point-of-sale tools, inventory and ecommerce features, APIs, and related services (collectively, the “Services”).
By creating an account, clicking to accept, signing an order form, or using the Services, you agree to these Terms and our Acceptable Use Policy. Our Privacy Policy explains how we handle personal information. If you accept on behalf of a business, you represent that you have authority to bind it. If you do not agree, do not use the Services.
1. Eligibility and Accounts
The Services are intended for businesses and people who are at least 18 years old and legally able to enter a contract. You must provide accurate account information and keep it current. You are responsible for your authorized users, account activity, and safeguarding credentials. Tell us promptly at contact@storepass.co if you suspect unauthorized access.
Customer controls which users may access its account and what permissions they receive. An account administrator may manage the account and access information associated with it on Customer’s behalf.
2. The Services
Subject to these Terms and payment of applicable fees, Storepass grants Customer a limited, non-exclusive, non-transferable right during the subscription term to access and use the Services for Customer’s internal business operations. Documentation and plan descriptions may identify additional limits or features.
We may improve or modify the Services over time. We will not materially reduce the core functionality of a paid Service during a current subscription term without reasonable notice, except where necessary for security, law, or a third-party platform change. Preview, beta, or experimental features may be changed or discontinued at any time and are provided as-is.
3. Subscriptions, Fees, and Taxes
Pricing, billing intervals, included usage, trial terms, and other commercial details are those shown at checkout or in an applicable order form. Unless stated otherwise, paid subscriptions renew automatically for successive periods of the same length until canceled. You authorize Storepass and its payment processor to charge the payment method on file for fees and applicable taxes.
You may cancel through available account controls or by contacting us. Cancellation takes effect as described in the cancellation flow and may end access immediately. Fees already charged are non-refundable except where an offer displayed at purchase, an order form, or applicable law expressly provides otherwise. Cancellation does not excuse amounts already due.
We may change prices prospectively. We will give reasonable advance notice of a price increase that affects a renewing subscription. You are responsible for taxes other than taxes on Storepass’s income and for keeping billing information accurate.
4. Customer Responsibilities
Customer will:
- use the Services in compliance with law, these Terms, the Acceptable Use Policy, and applicable third-party platform rules;
- obtain all notices, permissions, and consents needed for Storepass to process Customer Data and operate requested integrations;
- remain responsible for products, pricing, listings, transactions, taxes, refunds, communications, and customer relationships managed through the Services; and
- maintain appropriate backups or exports of information it needs for its business and verify material automated actions, prices, and inventory changes.
Customer may not resell the Services, permit access by unauthorized parties, circumvent usage or security controls, or reverse engineer the Services except to the limited extent that applicable law prohibits that restriction.
5. Customer Data
“Customer Data” means information submitted to, stored in, or transmitted through the Services by or for Customer, including information obtained from integrations at Customer’s direction. As between the parties, Customer retains its rights in Customer Data. Customer grants Storepass a limited right to host, copy, process, transmit, and display Customer Data only as needed to provide, secure, support, and maintain the Services, comply with law, and follow Customer’s documented instructions.
Storepass may create and use aggregated or de-identified data that does not identify Customer or any individual to operate, analyze, secure, and improve the Services. We will not attempt to re-identify that data except to test our de-identification methods as permitted by law.
When Storepass processes personal information in Customer Data on Customer’s behalf, Customer is the controller or business and Storepass is its processor or service provider. If applicable law requires a data processing addendum, contact contact@storepass.co.
6. Third-Party Services and Integrations
Customer may choose to connect the Services to third-party platforms, payment providers, marketplaces, or hardware. Customer authorizes Storepass to exchange Customer Data with those services as needed to perform the requested integration. The third party’s terms and privacy practices govern its products. Storepass does not control and is not responsible for third-party services, and their availability or functionality may change.
7. Confidentiality and Security
Each party may receive non-public information that is marked confidential or reasonably should be understood as confidential. The receiving party will use it only to perform under these Terms and protect it with reasonable care. This obligation does not cover information that is public through no fault of the recipient, already lawfully known, independently developed, or lawfully received without a duty of confidentiality. A recipient may disclose information when legally required and, where lawful, will give advance notice.
Storepass maintains reasonable administrative, technical, and organizational safeguards designed to protect Customer Data. No online service is completely secure, and Customer remains responsible for configuring its account, users, devices, and integrations appropriately.
8. Intellectual Property
Storepass and its licensors own the Services, documentation, software, designs, and related intellectual property. Except for the limited access right in these Terms, no rights are transferred to Customer. If Customer gives feedback or suggestions, Storepass may use them without restriction or obligation, but will not identify Customer publicly without permission.
9. Suspension and Termination
Either party may terminate for a material breach that remains uncured 10 days after written notice. Storepass may suspend access sooner when reasonably necessary to prevent security harm, unlawful activity, material risk to the Services or other customers, nonpayment, or a violation of the Acceptable Use Policy. Where practical, we will give notice and an opportunity to cure.
On termination, Customer’s right to use the Services ends and outstanding fees become due. Customer should export information it needs before cancellation. Storepass may delete Customer Data after termination in accordance with its normal retention practices, legal obligations, and any applicable data processing addendum. Sections that by their nature should survive will survive, including payment obligations, confidentiality, intellectual property, disclaimers, indemnification, liability limits, and general terms.
10. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” STOREPASS DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. STOREPASS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THIRD-PARTY DATA, PRICES, INVENTORY, OR INTEGRATIONS WILL ALWAYS BE ACCURATE OR AVAILABLE.
11. Indemnification
Customer will defend and indemnify Storepass and its officers, directors, employees, and affiliates against third-party claims and resulting damages, costs, and reasonable attorneys’ fees arising from Customer Data, Customer’s products or transactions, Customer’s violation of law or third-party rights, or Customer’s material breach of these Terms. Storepass will promptly notify Customer of a claim and provide reasonable cooperation. Customer may control the defense, but may not settle a claim in a way that admits fault by or imposes obligations on Storepass without our consent.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.
EACH PARTY’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO STOREPASS FOR THE SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. IF CUSTOMER USED ONLY FREE SERVICES, THE CAP IS $100. THESE LIMITATIONS DO NOT APPLY TO CUSTOMER’S PAYMENT OBLIGATIONS OR TO LIABILITY THAT CANNOT LAWFULLY BE LIMITED.
13. Changes to These Terms
We may update these Terms. If a change materially affects Customer’s rights or obligations, we will provide at least 30 days’ advance notice through the Services, by email, or by another reasonable method. Changes required for law or security may take effect sooner. Changes apply prospectively; continued use after the effective date constitutes acceptance. If Customer does not agree, its remedy is to stop using and cancel the Services before the change takes effect.
14. General Terms
These Terms, the Acceptable Use Policy, an applicable order form, and any applicable data processing addendum are the entire agreement concerning the Services. An order form controls over these Terms only for an express conflict. A failure to enforce a provision is not a waiver. Unenforceable provisions will be modified to the minimum extent necessary, and the rest remain effective.
Neither party may assign this agreement without the other party’s consent, except to an affiliate or in connection with a merger, reorganization, or sale of substantially all relevant assets, provided the assignee assumes the agreement. Neither party is liable for delay caused by events beyond its reasonable control, except for payment obligations. The parties are independent contractors and there are no third-party beneficiaries.
These Terms are governed by California law, without regard to conflict-of-law rules. The state and federal courts located in San Luis Obispo County, California have exclusive jurisdiction, and each party consents to that venue.
15. Contact and Notices
Legal notices to Storepass must be sent to contact@storepass.co and are effective when received. Storepass may send notices to the account email address, through the Services, or by posting an update where legally permitted. Please keep account contact information current.