● "Services" : All products, applications, and offerings provided by Sellify, LLC.
● "User" : Any individual or entity using the Services, including website visitors.
● “Content” : All text, images, data, and other materials provided by users through the Services, as well as all text, images, data, and other materials provided by our business through the Services.

By agreeing to this Agreement, you agree to resolve all disputes or claims arising out of or relating to this Agreement, or the breach thereof, through binding individual arbitration. This means that:
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● Waiver of Litigation : You waive any right to litigate disputes in a court or have a jury trial.
● Waiver of Class Actions : You waive any right to participate in class actions, class arbitrations, or any other representative actions.
● Arbitration Rules and Venue : Arbitration Rules and Venue: Arbitration will be conducted under the rules of the American Arbitration Association (AAA) or JAMS (Judicial Arbitration and Mediation Services) under its Comprehensive Arbitration Rules and Procedures. The arbitration will be conducted by a single arbitrator in a mutually agreed-upon location. If a location cannot be mutually agreed upon, the arbitration will take place in Dublin, Ohio, or a location determined by AAA/JAMS.
● Cost and Expenses : Each party will bear its own costs and expenses of the arbitration, and the arbitrator’s fees and costs will be divided equally between the parties unless the arbitrator determines that a different allocation is required by law. You are responsible for your own legal fees unless otherwise awarded by the arbitrator.
● Opt-Out Option : You may opt out of arbitration by sending a written notice to contact@sellify.app within 30 days of accepting these Terms, indicating your desire to opt out. Opting out of arbitration does not affect any other part of these Terms, including the obligation to litigate disputes in a court of competent jurisdiction.
● Jurisdiction : Any litigation arising out of or related to this Agreement that is not subject to arbitration will be brought in the state or federal courts located in Dublin, Ohio and both parties consent to the jurisdiction of such courts.

By agreeing to these terms, you acknowledge and agree that this arbitration agreement favors the prompt and efficient resolution of any disputes and minimizes the burden on both parties.

To use the Services, you must be at least 18 years old. You are responsible for maintaining the confidentiality of your account information, including your username and password, and for all activities that occur under your account. You agree to:
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● Use a strong and unique password for your account.
● Immediately notify us of any unauthorized use of your account or any other breach of security.
● Ensure that you log out from your account at the end of each session, especially when accessing your account from a public or shared computer.
● Not share your username or password with any other person.

We reserve the right to terminate or suspend your account at any time for any reason, including if we believe you have violated these Terms of Service.

Some features of the Services require a subscription. By subscribing to these features, you agree to the following:

● Subscriptions automatically renew at the end of each billing cycle unless you cancel before the renewal date. Renewal dates are provided in your account settings.
● You may cancel or downgrade your subscription at any time through the self-serve functionality in your account settings or by emailing contact@sellify.app.
● Changes to your subscription will take effect at the end of your current billing cycle, and no refunds will be issued for partial billing periods.
● We reserve the right to modify subscription fees at any time. If we do so, we will provide you with notice of the change at least 30 days before the new fees take effect. The new fees will apply from the start of your next billing cycle following the notice period.

You agree to pay all fees and charges associated with your use of the Services, as specified on our website or in your account settings. All payments must be made in advance and are non-refundable, except as expressly stated in these Terms or required by law. You are responsible for:

● All charges incurred under your account, including applicable taxes.
● Providing accurate and complete payment information.
● Promptly updating your account with any changes to your payment information.

If your payment method is declined or if a payment is otherwise unsuccessful, we may suspend or terminate your access to the Services until payment is successfully processed. You agree that we may charge any outstanding fees to your updated payment method or a backup payment method provided in your account.

By agreeing to these Terms, you authorize us to charge your payment method on a recurring basis for subscription fees, as well as any additional fees or charges you may incur. If you believe there has been an error in billing, you must contact us at contact@sellify.app within 30 days of the billing date to request an adjustment.

You agree not to engage in any of the following prohibited activities:

● Use the Services for any unlawful purposes, including but not limited to violating any local, state, national, or international law or regulation.
● Harm the Services or other users, including but not limited to transmitting any viruses, malware, or other harmful code, or engaging in any activity that disrupts, damages, or interferes with the performance or functionality of the Services.
● Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, algorithms, or underlying structure of the Services.
● Use automated means, such as bots, scrapers, or spiders, to access, query, or collect data from the Services, unless expressly permitted by us.
● Violate any applicable laws, regulations, or third-party rights, including but not limited to intellectual property rights and privacy rights.

We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates these prohibitions, including but not limited to terminating their account and reporting such violations to law enforcement authorities.

You agree to keep our Confidential Information strictly confidential. "Confidential Information" includes any proprietary or confidential information, data, or materials disclosed by us that are not generally known to the public. You agree to:

● Use Confidential Information only as permitted by this Agreement.
● Protect Confidential Information with at least the same degree of care that you use to protect your own confidential information, but no less than a reasonable standard of care.
● Not disclose Confidential Information to any third party without our prior written consent, except to your employees, agents, or advisors who need to know the information for the purposes of this Agreement and who are bound by confidentiality obligations at least as protective as those in this Agreement.

Your confidentiality obligations will survive the termination of this Agreement

We grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Services for your personal or internal business purposes, provided that you comply with all the terms and conditions of this Agreement. This license does not include any rights to:

● Modify, adapt, or create derivative works based on the Services.
● Sell, resell, license, sublicense, distribute, or otherwise exploit the Services for commercial purposes without our express written consent.

Our obligations regarding your personal information are set forth in our Privacy Policy, which is incorporated into this Agreement by reference. We will use commercially reasonable efforts to protect your personal information in accordance with our Privacy Policy.

This Agreement remains in effect until terminated by either party. You may terminate the Agreement at any time by canceling your subscription and ceasing all use of the Services. We reserve the right to terminate this Agreement and your access to the Services at any time, with or without cause, and with or without notice. This includes, but is not limited to, termination due to any breach or suspicions that you have breached the Agreement. Upon termination:

● All licenses granted to you under this Agreement will immediately cease.
● You must promptly cease all use of the Services and delete any copies of the Services in your possession or control.

Termination of this Agreement does not affect any rights, obligations, or liabilities that accrued before the termination, including any payment obligations.

The Services may integrate with, or contain links to, third-party content, services, or platforms (collectively, "Third-Party Platforms"). We do not control or endorse any Third-Party Platforms and are not responsible for their accuracy, operations, security, or performance. Your use of Third-Party Platforms is at your own risk and is subject to the terms and conditions and privacy policies of those platforms. We disclaim any and all liability for any damages or losses arising from your use of or reliance on Third-Party Platforms.

Any content you post publicly on our Services, including but not limited to comments, feedback, or reviews, will be treated as non-confidential and non-proprietary. By posting such content, you grant us a worldwide, royalty-free, perpetual, irrevocable, and transferable license to use, reproduce, distribute, display, and create derivative works of the content in any media and for any purpose, including commercial purposes, without compensation to you. You represent and warrant that:
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● You own or have the necessary rights to post the content.
● The content does not infringe any third-party rights, including intellectual property rights and privacy rights.
● The content does not violate any applicable laws or regulations.

The Services are provided "as is" and "as available" without any warranties of any kind, either express or implied. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including but not limited to:
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● Warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
● Warranties that the Services will be uninterrupted, error-free, secure, or free from viruses or other harmful components.
● Warranties regarding the accuracy, reliability, or completeness of any information or content provided through the Services, even if any inaccuracies or errors cause you significant financial losses.
● Warranties that the Services will be compatible with all user equipment and browsers; it is the user’s responsibility to use supported equipment and browsers.

You acknowledge and agree that your use of the Services is at your own risk, and we are not responsible for any financial losses or other damages resulting from your reliance on the accuracy, reliability, or completeness of the data provided.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In such cases, the excluded warranties are limited to the minimum extent required by applicable law.

To the fullest extent permitted by law, we are not liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, or use, incurred by you or any third party, whether in an action in contract, tort (including negligence), strict liability, or otherwise, arising out of or in connection with your access to or use of the Services.

Our aggregate liability to you for any claims arising out of or related to this Agreement or the Services is limited to the total fees paid by you to us for the Services during the six-month period immediately preceding the date the claim arose. This limitation applies regardless of the form or source of the claim or whether the claim was foreseeable. Some jurisdictions do not allow the exclusion or limitation of liability for certain types of damages, so the above limitations may not apply to you to the extent prohibited by applicable law.

You agree to indemnify, defend, and hold harmless Sellify, LLC, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from your use of the Services or your breach of these Terms.

● Governing Law: This Agreement is governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of law principles. Any legal actions or proceedings arising out of or related to this Agreement that are not subject to arbitration will be brought exclusively in the state or federal courts located in Ohio, and you consent to the jurisdiction of such courts.
● Assignment: You may not assign, transfer, or delegate any of your rights or obligations under this Agreement without our prior written consent. Any purported assignment in violation of this section is void. We may assign this Agreement, in whole or in part, without your consent.
● Severability: If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid, illegal, or unenforceable provision will be modified so as to best accomplish the original intent of the provision within the limits of applicable law.
● Waiver: Our failure to enforce any right or provision of this Agreement will not be deemed a waiver of such right or provision. A waiver will be effective only if in writing and signed by a duly authorized representative of Sellify, LLC.
● Entire Agreement: This Agreement, including our Privacy Policy and any other policies or guidelines incorporated by reference, constitutes the entire agreement between you and us regarding your use of the Services and supersedes all prior and contemporaneous agreements, understandings, and communications, whether written or oral.

We may update these Terms from time to time to reflect changes in our practices, technology, legal requirements, and other factors. When we make changes, we will revise the "Last Updated" date at the top of these Terms and provide notice to you as required by applicable law. Your continued use of the Services after any such updates constitutes your acceptance of the revised Terms.

You may contact us regarding these Terms at:

Sellify, LLC
7652 Sawmill Rd
Suite 121
Dublin, OH 43016
Contact: contact@sellify.app