Terms of Service

1. Agreement to these Terms

These Terms of Service are a contract between you and Seller63 LLC, a Wyoming limited liability company ("Seller63", "we", "us"). They govern seller63.com, the Seller63 application and related services (the "Service"). You accept these Terms by signing an order form, pilot agreement or online subscription that refers to them (an "Order"), by clicking to accept them, or by creating an account or using the Service. If you do not agree, do not use the Service.

The Service is for businesses. You must be at least 18 years old and have authority to bind the company whose account you create or join. "You" means that company, its Affiliates whose Amazon accounts are connected to its Seller63 account, and everyone who uses the Service through that account. An "Affiliate" is an entity that controls, is controlled by, or is under common control with a party. You are responsible for your Affiliates' compliance with these Terms.

Our Data Processing Addendum forms part of these Terms to the extent data-protection law applies to personal data we process on your behalf. Our Privacy Policy explains how we handle personal data; it is a notice and does not form part of these Terms.

If an Order or another agreement signed by both of us conflicts with these Terms, the signed document prevails.

2. The Service

Seller63 provides analytics for Amazon sellers: profitability by product and marketplace, advertising and traffic metrics, catalog and cost management, and related tools, calculated from data retrieved from your Amazon accounts and data you provide.

Pilots, early access and beta. Any free pilot or trial, and any feature labeled early access, beta or preview, is provided as-is for evaluation. We may change, limit or end it at any time, and the disclaimer and liability sections below apply to it in full.

We may add, change or remove features, and we may set reasonable limits on use, such as the number of connected accounts or the depth of history we retrieve. We will give at least 30 days' notice before a change that materially reduces the core functionality you pay for.

3. Accounts and users

Each Seller63 account belongs to one organization. Its owner may invite users and set their permissions. You are responsible for everyone who uses the Service through your account, for keeping sign-in credentials confidential, and for telling us as soon as you become aware of any unauthorized use.

Keep your registration and contact details accurate, because we send notices to the account owner's email address (section 17). We may need to verify your identity before acting on a request about your account.

4. Connecting your Amazon account

To use Seller63 you connect one or more Amazon Seller Central and Amazon Ads accounts (each an "Amazon account") by authorizing our application through Amazon's standard consent flow. You confirm that you are entitled to grant that access for each account you connect, including accounts held by your Affiliates, and that doing so does not breach your agreements with Amazon or anyone else.

The access you grant may technically permit more than reading. Seller63 uses it only to read your data and to request reports. We do not create, change or delete listings, prices, inventory, orders or advertising campaigns in your Amazon account, and any future feature that does so will stay switched off until you turn it on.

You can disconnect an Amazon account at any time by emailing support@seller63.com or by revoking our access with Amazon. The account is disconnected on the day you revoke our access, or on the day we confirm your request by email. Disconnecting stops data retrieval and the parts of the Service that depend on it. Within 30 days after that day we delete our stored authorization and the data we retrieved from that account, as Amazon's policies require, together with the costs and custom fields you entered for that account's products, unless the product is also in another Amazon account that stays connected. If you reconnect the account before we have deleted its data, nothing is deleted.

Amazon is not a party to these Terms and does not endorse Seller63. Amazon may change, limit or withdraw its APIs, reports or developer policies at any time, and may require us to restrict or end access for a particular account; these things can affect what Seller63 can show you, and we are not responsible for them. Your use of Amazon's services remains subject to Amazon's own agreements, and you agree not to use Seller63 in any way that would breach them.

5. Your data

Your data stays yours. "Customer Data" means the data we retrieve from Amazon on your behalf, the data you enter or upload (such as costs and custom fields), and the reports derived from it for your account. As between you and Seller63, you own it. You grant Seller63 a non-exclusive, worldwide, royalty-free license to host, process, display and back up Customer Data, and to let our service providers do so on our behalf, solely to provide, secure and support the Service for you.

What we will not do with it. We will not sell Customer Data, share it with other customers, use it for advertising, benchmark you against other sellers, or use it to train artificial-intelligence or machine-learning models that serve anyone other than you.

Aggregated statistics. De-identified, aggregated usage statistics (for example, how many reports are run or how long a page takes to load) that cannot identify you, your products or your figures are not Customer Data, and we may use them to operate and improve the Service.

Your responsibilities. You are responsible for the accuracy of the data you enter, especially the costs used in profitability calculations, and for having the rights to the data you connect or upload. Do not upload personal data about Amazon buyers, or about anyone else beyond what the Service asks for (your team's names and email addresses).

6. Fees and payment

Pilot. Your pilot is free of charge. You will not be charged unless you agree to a paid plan in an Order.

Paid plans. Fees, billing period and plan limits are stated in your Order. Subscriptions are billed in advance and renew automatically for the same period until cancelled. You can cancel before the next renewal by emailing support@seller63.com or as your Order describes; cancellation takes effect at the end of the current billing period, and fees already paid are not refunded except where these Terms or the law say otherwise. We may change prices with at least 30 days' notice before your next renewal. If a payment fails, we will notify you, and we may suspend the Service if the balance is still unpaid 14 days after that notice.

Prices exclude taxes; you are responsible for sales, VAT and similar taxes unless you provide a valid exemption.

7. Acceptable use

You agree not to do any of the following, or let anyone else do them through your account:

• use the Service unlawfully, or in breach of Amazon's agreements and policies;
• access or try to access accounts, data or systems you are not authorized to use, or test our security without our written permission;
• interfere with the Service or other customers' use of it, including by scraping, placing excessive load, or circumventing rate limits;
• copy, modify, reverse engineer, decompile or otherwise try to extract the Service's source code, algorithms or data models, except where the law allows this despite the term;
• resell, sublicense or share your access, or use the Service to provide a service to third parties other than your Affiliates;
• remove or obscure proprietary notices;
• use the Service to build a competing product, or access it on behalf of a competitor;
• upload malicious code, or personal data about Amazon buyers.

8. Intellectual property and feedback

Seller63 owns the Service — its software, algorithms, designs, documentation and brand — and all improvements to it. These Terms give you a limited, non-exclusive, non-transferable right to use the Service for your own business while your account is open; no other rights are granted. Reports and exports you generate from your Customer Data are yours to use.

If you send us feedback or suggestions, we may use them freely and without obligation to you. Feedback is not Customer Data and is not confidential.

9. Confidentiality

Each of us will keep the other's non-public information confidential and use it only for the purposes of these Terms. Your Customer Data and account information are your confidential information; our pricing, roadmap and the non-public workings of the Service are ours. Each of us may share the other's confidential information with employees, contractors and service providers who need it for those purposes and are bound by confidentiality duties or by terms that restrict their use of it. These duties do not apply to information that is public, already lawfully known to the receiving party, independently developed, or that must be disclosed by law — in which case the receiving party gives notice first where permitted and discloses only what is required.

10. Availability and support

We aim to keep the Service available around the clock and to refresh the data from your Amazon accounts once a day, with updates during the day for current-day orders, advertising spend and refunds. These are targets: we do not promise uninterrupted availability, specific refresh times or a service level; data freshness depends on Amazon's APIs and report processing times, which we do not control.

Support is by email at support@seller63.com, Monday to Thursday, 9am to 5pm US Eastern Time, excluding US federal holidays. We aim to reply by the end of the next support day; this is a target, not a guarantee. We may perform maintenance at any time, and the Service may be unavailable while we do.

11. Third-party services

The Service depends on third parties we do not control: Amazon's APIs and the providers listed in our Privacy Policy. We choose them carefully, but we are not responsible for their acts, omissions or outages, except where the Data Processing Addendum makes us responsible for a subprocessor. Links from the Service to other websites are provided for convenience; those sites' own terms and privacy policies apply to your use of them.

12. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT PERMITTED BY LAW, SELLER63 DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND ANY WARRANTY THAT DATA OR CALCULATIONS WILL BE ACCURATE, COMPLETE OR TIMELY.

In plain terms: our figures depend on data from Amazon and on inputs you provide, either of which can be late, incomplete or wrong. Figures for recent days are provisional and change as Amazon finalizes fees, refunds and advertising attribution. Amounts shown in another currency are converted at published reference rates, which can differ from the rates Amazon applies. The Service is not accounting, tax, legal or financial advice. Check our numbers against your own records before making purchasing, pricing, advertising or financial decisions, and do not rely on the Service as the only record of your business.

13. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW: (A) NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL OR BUSINESS OPPORTUNITIES — INCLUDING LOSSES FROM INVENTORY, PRICING OR ADVERTISING DECISIONS MADE IN RELIANCE ON THE SERVICE — EVEN IF ADVISED OF THEIR POSSIBILITY; AND (B) SELLER63'S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE, THESE TERMS OR THE DATA PROCESSING ADDENDUM IS LIMITED TO THE FEES YOU PAID US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR US$100 IF YOU HAVE PAID NONE.

These limits apply to every kind of claim, whether in contract, tort (including negligence) or any other legal theory, even if the loss was foreseeable and even if a remedy under these Terms fails of its essential purpose. They do not apply to a party's fraud or willful misconduct, to your payment obligations, to your indemnification obligations, to your breach of section 7, or to any liability that cannot be limited by law. Where a jurisdiction does not allow a particular limitation, it applies to the fullest extent it can.

14. Indemnification

You will defend and indemnify Seller63 and its members, officers and contractors against third-party claims, and the resulting losses and reasonable legal costs, arising from your Customer Data, your breach of these Terms or of your agreements with Amazon, or your unlawful use of the Service. We will notify you promptly of any such claim, let you control its defense, and cooperate at your expense; you may not settle a claim in a way that admits fault on our behalf or imposes obligations on us without our written consent.

15. Term, suspension and closure

These Terms apply from the day you accept them until your account is closed.

By you. You may close your account at any time by emailing support@seller63.com from the account owner's address.

By us. We may close your account for a breach of these Terms that you do not cure within 30 days of our notice, and immediately for a breach of sections 4, 5 or 7 that cannot be cured or that puts the Service, other customers or our Amazon access at risk, or where the law, a lawful request or Amazon requires it. We may also close a paid account for any reason on 30 days' notice, or discontinue the Service on 60 days' notice, in either case refunding any prepaid fees for the unused period. A free pilot may be ended as section 2 describes.

Suspension. We may suspend access immediately while we investigate a suspected breach, while a balance remains unpaid as section 6 describes, where we reasonably believe your account poses a security risk to the Service or to others, or where Amazon requires it. We will tell you why and restore access once the cause is resolved. We are not liable for losses caused by a suspension this section allows.

What happens on closure. Your access ends and we stop retrieving data from Amazon. Export what you need before closing — CSV exports are available from the Catalog, COGS and Home pages — or email us within 7 days of closure and we will send you those exports within 7 days of your request. We delete your Customer Data and our stored Amazon authorization within 30 days of closure, except for backups, which are deleted automatically no later than 30 days after they are made, and records we must keep by law or need for a dispute between us.

Sections 5, 8, 9 and 12 through 17, and any payment obligation that arose before closure, survive closure. The Data Processing Addendum continues to apply for as long as we hold personal data it covers.

16. Governing law and disputes

Governing law. These Terms are governed by the laws of the State of Wyoming, without regard to its conflict-of-laws rules. The Federal Arbitration Act governs this section.

Talk first. Before starting any proceeding, the parties will try in good faith to resolve the dispute by discussion for 30 days after one of them gives the other written notice of it.

Arbitration. Any dispute not resolved that way will be decided by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including its expedited procedures where they apply, before a single arbitrator. The seat of arbitration is Sheridan, Wyoming. Hearings take place by video conference unless the arbitrator decides an in-person hearing is necessary. The language is English. The proceedings and the award are confidential, except as needed to enforce the award. Judgment on the award may be entered in any court with jurisdiction.

Exceptions. Either party may bring a claim that qualifies in the small-claims court of Sheridan County, Wyoming. Either party may ask any competent court for an injunction to protect its intellectual property or confidential information. The 30-day discussion period does not apply to a request for an injunction.

Courts. For anything not subject to arbitration, and for proceedings to compel arbitration or enforce an award, the state courts located in Sheridan County, Wyoming and the United States District Court for the District of Wyoming have exclusive jurisdiction, and both parties consent to their personal jurisdiction and venue.

Individual claims only. Disputes are resolved on an individual basis. Neither party may bring or join a class, collective or representative proceeding, and the arbitrator may not consolidate claims without both parties' consent.

Jury waiver and time limit. To the extent the law allows, each party waives trial by jury. Claims must be brought within one year of the date they arise, except claims for unpaid fees. The 30-day discussion period does not count toward that year.

17. General terms

• Entire agreement. These Terms, the Data Processing Addendum and any Order or other agreement signed by both of us are the whole agreement about the Service and replace any earlier discussions. You have not relied on any statement about features the Service does not yet have.
• Assignment. You may not assign these Terms without our written consent. We may assign them to a successor to our business.
• Notices. We send notices to the account owner's email address; you send notices to support@seller63.com or to Seller63 LLC, 30 N Gould St # 50171, Sheridan, WY 82801, United States. Email notices count as received 24 hours after they are sent, and postal notices when they are delivered.
• Severability and waiver. If a term is found unenforceable, the rest stays in force and the term is read as narrowly as needed to make it enforceable. Not enforcing a term is not a waiver of it.
• Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including outages at Amazon or our hosting providers, except for payment obligations.
• Relationship. We are independent contractors; nothing here creates a partnership, agency or employment relationship.
• Export and sanctions. You will not use the Service in breach of US export-control or sanctions laws, and you confirm you are not on a US government restricted-party list.
• Publicity. We will not name you as a customer or use your logo without your written permission.
• Electronic communications. You agree that notices, agreements and disclosures we send electronically satisfy any requirement that they be in writing.
• No third-party beneficiaries. These Terms benefit only you and Seller63.
• Reading these Terms. Headings are for convenience only, and "including" means "including, without limitation".

18. Changes to these Terms

We may update these Terms. For material changes we will email the account owner at least 30 days before they take effect. A change is material if it reduces your rights or adds to your obligations. A change required by law or by Amazon's policies may take effect sooner, on the date our notice states. No change applies to anything that happened before it took effect. Other changes take effect when posted with a new "Last updated" date. If you do not agree to a material change, close your account before it takes effect and we will refund any prepaid fees for the unused period. Continuing to use the Service after that date means you accept the updated Terms.

19. Contact

Seller63 LLC, 30 N Gould St # 50171, Sheridan, WY 82801, United States. Email: support@seller63.com