Terms of Service

1. Definitions

• Service: the MelQart platform for competitor price tracking, repricing, and margin reporting, together with related websites, APIs, and support.
• Customer Data: data you submit to the Service or that we access from your connected store on your instruction.
• Market Data: publicly available product, price, listing, and market information that MelQart collects and presents through the Service.
• Connected Platform: a third-party store or marketplace you connect, such as Salla, Zid, Shopify, or WooCommerce.

2. The Service and accounts

We grant you a non-exclusive, non-transferable, revocable right to access and use the Service during your subscription, for your internal business purposes, subject to these Terms.

You are responsible for your account, for keeping credentials secure, and for all activity under your workspace. You must provide accurate registration and billing information and keep it current. You are responsible for the acts of every user you invite.

3. Connected Platforms and integrations

To use core features, you connect one or more Connected Platforms. By connecting a platform, you represent that you are authorised to do so and to grant MelQart access to the relevant data. Your use of each Connected Platform remains governed by that platform's own terms, and you are responsible for complying with them. MelQart is not responsible for a Connected Platform's availability, API changes, or its acts or omissions.

4. Market Data and intelligence

• Market Data is provided for your internal decision-making and is not guaranteed to be complete, accurate, current, or error-free. Listings, prices, and availability change constantly.
• You are solely responsible for the commercial decisions you make using the Service, including any prices you set.
• You will not resell, redistribute, or make the Market Data available to third parties as a standalone data product, or use it other than to operate your own business through the Service.

5. Repricing, AI features, and your responsibility for pricing

MelQart and related features generate pricing recommendations using automated logic and AI. You retain full control over your prices. At launch, recommended price changes require your review and approval before they are applied to a Connected Platform.

You are responsible for ensuring that your pricing and your use of the Service comply with all applicable competition and antitrust laws, including (where applicable to you) the UK Competition Act 1998 and the rules of the Competition and Markets Authority (CMA), the retained EU competition rules, and any other competition or antitrust law of a jurisdiction where you operate. You will not use the Service to coordinate prices with competitors, to facilitate any agreement or concerted practice that restricts competition, or for any other anti-competitive purpose. MelQart provides a tool for independent decision-making; it does not facilitate coordination between competing merchants and is not responsible for pricing decisions you make.

AI-generated outputs (including generated listing content) may contain errors and should be reviewed before use. You are responsible for the content you publish, including its compliance with applicable e-commerce and advertising rules.

6. Acceptable use

You will not, and will not permit anyone to:

• use the Service unlawfully, in breach of any third party's rights, or in breach of the UK Computer Misuse Act 1990 or any equivalent computer-misuse or cybercrime law applicable to you;
• copy, modify, reverse engineer, or create derivative works of the Service, except as permitted by law;
• access the Service to build a competing product, or harvest, copy, or extract data from the Service by automated means other than through features we provide;
• introduce malware, attempt to gain unauthorised access, or interfere with the Service's integrity or performance;
• exceed usage limits or resell access without our written consent.

We may suspend access if we reasonably believe your use violates this section or poses a security or legal risk.

7. Fees, billing, and taxes

You agree to pay the fees for your selected plan. Unless stated otherwise, subscriptions are billed in advance and renew automatically until cancelled.

Fees are exclusive of Value Added Tax (VAT), sales tax, and any other applicable taxes. Where VAT, sales tax, or a similar tax applies based on your location, we will add it at the applicable rate and issue a compliant tax invoice in line with the requirements of the relevant tax authority. For cross-border supplies, tax treatment (including any reverse-charge mechanism) will follow the applicable place-of-supply rules.

Fees are non-refundable except where required by law or expressly stated. We may change pricing on renewal with prior notice. Late or failed payment may result in suspension.

8. Service availability and support

We will use commercially reasonable efforts to keep the Service available and to provide support during normal business hours. The Service may be unavailable during planned maintenance or due to factors outside our control. We do not commit to a specific uptime level except where set out in a separate written service level agreement.

9. Intellectual property

As between the parties, MelQart owns all rights in the Service, its software, data models, and brand. No rights are granted except as expressly stated.

You own your Customer Data. You grant MelQart a limited licence to host, process, and use Customer Data to provide and improve the Service and as described in the Privacy Policy. You also grant us the right to use aggregated and de-identified data that does not identify you or any individual for analytics and service improvement.

10. Confidentiality

Each party may receive confidential information of the other. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to those who need it and are bound to confidentiality, or as required by law.

11. Data protection

Our handling of personal data is described in the Privacy Policy, which is incorporated into these Terms. Where MelQart processes personal data on your behalf through a Connected Platform, that processing is governed by our Data Processing Agreement (which reflects the Processor obligations under UK GDPR) and forms part of these Terms.

12. Warranties and disclaimer

You warrant that you have the rights and authority to use the Service and to connect the platforms and data you connect. Except as expressly stated, and to the maximum extent permitted by law, the Service and all Market Data are provided "as is" and "as available", without warranties of any kind, whether express or implied.

13. Limitation of liability

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited under the laws of England and Wales.

Subject to the above, and to the maximum extent permitted by law: neither party is liable for indirect, special, or consequential loss, or for loss of profits, revenue, data, goodwill, or anticipated savings; and MelQart's total aggregate liability arising out of or relating to the Service or these Terms will not exceed the total fees you paid to MelQart in the twelve (12) months before the event giving rise to the claim.

14. Indemnification

You will indemnify MelQart against third-party claims and resulting losses arising from your Customer Data, your use of the Service in breach of these Terms or applicable law, your pricing or commercial decisions, or your breach of a Connected Platform's terms.

15. Term, suspension, and termination

These Terms apply while you use the Service. Either party may terminate a subscription as set out in the applicable plan or for material breach not remedied within a reasonable period. We may suspend or terminate immediately for non-payment, security risk, or unlawful use.

On termination, your right to use the Service ends. We will make Customer Data available for export for a limited period and then delete or anonymise it in line with the Privacy Policy and the Data Processing Agreement. Terms that by their nature should survive (including IP, confidentiality, liability, and indemnity) survive termination.

16. Changes to these Terms

We may update these Terms. For material changes we will give reasonable notice, for example by email or in-product. Continued use after changes take effect means you accept the updated Terms.

17. Governing law and disputes

These Terms and any dispute arising out of them are governed by the laws of England and Wales. The parties will seek to resolve disputes amicably; failing that, the courts of England and Wales have exclusive jurisdiction. Nothing in this section limits a data subject's or a party's statutory rights before a competent data-protection authority where the law so provides.

18. General

• Force majeure: neither party is liable for delay or failure caused by events beyond reasonable control.
• Assignment: you may not assign these Terms without our consent; we may assign to an affiliate or successor.
• Entire agreement: these Terms, the Privacy Policy, the Data Processing Agreement, and any order form are the entire agreement and supersede prior discussions.
• Severability: if any provision is unenforceable, the rest remains in effect.

19. Contact

MelQart, support@melqart.me