Terms of Service

Effective Date: January 1, 2024

These Terms of Service ("Terms") govern your use of the PALACI platform and services operated by MB PALACI ("PALACI," "we," "us," or "our"). By accessing or using our services, you agree to be bound by these Terms. If you disagree with any part of these Terms, you may not access our services.

1. Acceptance of Terms

By creating an account, accessing, or using PALACI services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. These Terms constitute a legally binding agreement between you and PALACI.

2. Eligibility

To use our services, you must:

• Be at least 18 years of age or the legal age of majority in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Not be prohibited from using our services under applicable laws
• Provide accurate, current, and complete information during registration
• Maintain and update your information to keep it accurate and current

3. Account Registration and Security

3.1 Account Creation

You must register for an account to access certain features of our services. You agree to provide accurate, current, and complete information during registration and to update such information as necessary.

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Immediately notifying us of any unauthorized use or security breach
• Ensuring that your account information is accurate and up-to-date

3.3 Account Restrictions

You may not:

• Create multiple accounts for fraudulent purposes
• Share your account credentials with third parties
• Use another person's account without permission
• Sell, trade, or transfer your account to another party

4. Services Description

4.1 Platform Services

PALACI provides an inventory management and fulfillment platform that includes:

• Multi-channel inventory synchronization
• Order management and processing
• Warehouse management tools
• Analytics and reporting features
• Integration with third-party marketplaces and carriers
• Automated fulfillment workflows

4.2 Service Availability

We strive to provide continuous service availability but do not guarantee uninterrupted access. Services may be temporarily unavailable due to maintenance, updates, or circumstances beyond our control.

5. Acceptable Use Policy

5.1 Permitted Use

You may use our services only for lawful purposes and in accordance with these Terms. You agree to use the services in compliance with all applicable laws and regulations.

5.2 Prohibited Activities

You agree not to:

• Violate any applicable laws, regulations, or third-party rights
• Use the services for any fraudulent or deceptive purposes
• Upload or transmit viruses, malware, or harmful code
• Attempt to gain unauthorized access to any part of the services
• Interfere with or disrupt the services or servers
• Circumvent any security measures or access controls
• Reverse engineer, decompile, or disassemble the platform
• Use automated systems or bots without our written permission
• Collect or harvest user data without authorization
• Engage in any activity that could damage our reputation

6. Intellectual Property Rights

6.1 PALACI Property

The services, including all content, features, and functionality, are owned by PALACI and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws. Our proprietary rights include but are not limited to:

• Software code and architecture
• User interface designs and layouts
• Logos, trademarks, and brand elements
• Documentation and training materials
• Marketing content and website copy

6.2 License Grant

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the services for your internal business purposes in accordance with these Terms.

6.3 User Content

You retain ownership of any content you upload to our platform. By uploading content, you grant us a worldwide, non-exclusive, royalty-free license to use, process, store, and display such content as necessary to provide the services.

7. Payment Terms

7.1 Fees and Billing

You agree to pay all fees associated with your selected service plan. Fees are:

• Based on the pricing plan you select
• Billed in advance on a recurring basis
• Non-refundable except as required by law
• Subject to automatic renewal unless canceled

7.2 Payment Methods

We accept payment via credit card, debit card, and other methods we may make available. You authorize us to charge your selected payment method for all fees due.

7.3 Late Payments

If payment is not received within 10 days of the due date, we may suspend or terminate your access to the services. Late payments may incur additional fees.

7.4 Price Changes

We reserve the right to modify our pricing with 30 days' notice. Continued use of the services after price changes take effect constitutes acceptance of the new pricing.

8. Third-Party Services

8.1 Integrations

Our services integrate with third-party platforms such as marketplaces, shipping carriers, and payment processors. Your use of these integrations is subject to the terms and policies of those third parties.

8.2 Third-Party Links

We are not responsible for the content, privacy policies, or practices of third-party websites or services. We encourage you to review the terms and privacy policies of any third-party services you access.

9. Data Processing and Privacy

9.1 Data Processing

We process your data in accordance with our Privacy Policy and applicable data protection laws. You acknowledge that we may process and store your data in various jurisdictions.

9.2 Data Security

We implement industry-standard security measures to protect your data. However, no method of transmission or storage is 100% secure, and we cannot guarantee absolute security.

9.3 Data Backup

While we perform regular backups, you are responsible for maintaining your own backups of important data. We are not liable for any loss of data.

10. Service Level Agreement

10.1 Uptime Commitment

We target 99.9% uptime for our services, excluding scheduled maintenance. This commitment does not apply to issues beyond our reasonable control.

10.2 Support Services

We provide customer support according to your service plan. Premium support options are available for additional fees.

11. Warranties and Disclaimers

11.1 Service Warranty

We warrant that our services will perform substantially in accordance with the applicable documentation under normal use and circumstances.

11.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

11.3 No Guarantee of Results

We do not guarantee any specific results from using our services, including but not limited to increased sales, reduced costs, or business success.

12. Indemnification

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

• Your use of the services
• Your violation of these Terms
• Your violation of any third-party rights
• Your content or data uploaded to the platform
• Any products you sell or fulfill through the platform

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PALACI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF THE SERVICES.

OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU HAVE PAID US IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

14. Termination

14.1 Termination by You

You may terminate your account at any time by contacting us. Termination does not relieve you of any obligations incurred prior to termination.

14.2 Termination by Us

We may suspend or terminate your account immediately if:

• You violate these Terms
• You engage in fraudulent or illegal activities
• Your account remains inactive for an extended period
• You fail to pay fees when due
• We cease offering the services

14.3 Effect of Termination

Upon termination:

• Your access to the services will cease immediately
• We may delete your data after a reasonable retention period
• You remain liable for all fees incurred prior to termination
• All provisions that should survive termination will remain in effect

15. Dispute Resolution

15.1 Informal Resolution

We encourage you to contact us first to resolve any disputes informally. Most concerns can be resolved quickly and amicably through our customer support.

15.2 Binding Arbitration

Any disputes that cannot be resolved informally shall be resolved through binding arbitration in accordance with the rules of the Lithuanian Arbitration Court, except where prohibited by law.

15.3 Class Action Waiver

You agree to resolve disputes with us on an individual basis and waive any right to participate in class action lawsuits or class-wide arbitration.

16. General Provisions

16.1 Governing Law

These Terms are governed by the laws of Lithuania, without regard to conflict of law principles.

16.2 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and PALACI.

16.3 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

16.4 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

16.5 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations without restriction.

16.6 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, or acts of civil or military authorities.

17. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes via email or through the services. Your continued use of the services after changes become effective constitutes acceptance of the revised Terms.

18. Contact Information

For questions about these Terms, please contact us at:

19. Acknowledgment

BY USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE OUR SERVICES.

Last updated: January 2024
Version: 1.2