Terms of Service

Acceptance & eligibility

You must be at least eighteen (18) years of age, of legal capacity to enter into a binding contract in your jurisdiction, and authorized to bind the business entity on whose behalf you register. By accepting these Terms, you represent and warrant that all of the foregoing is true and that the information you provide during registration is accurate, current, and complete.

If you do not agree to any provision of these Terms, you must not register for, install, or use the Service.

The Service

"Service" means the DigieSales AI WooCommerce plugin, companion mobile applications (when released), the DigieSales web dashboard, supporting APIs, and any related documentation, updates, or services provided by DigieSales from time to time.

The Service is provided on a software-as-a-service ("SaaS") basis. We grant you a non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business operations during your active subscription period and in accordance with these Terms.

Account & security

• You are responsible for all activity that occurs under your account credentials, including any actions taken by employees, contractors, or automated processes you authorize.
• You must keep your password confidential and notify us without undue delay at security@digiesales.ai upon discovering any unauthorized access or suspected breach.
• We strongly recommend enabling two-factor authentication and rotating your store-to-server license keys at least every twelve (12) months.
• You may not share account credentials, transfer your subscription to another party, or operate more than one production store under a single Starter-plan seat without our written consent.

Subscription, billing & renewals

4.1 Plans & fees

The Service is sold on subscription plans (Starter, Pro, Scale, and Enterprise) at the prices listed at digiesales.ai/#pricing or as set out in a signed Order Form. All fees are quoted in United States Dollars (USD) and are exclusive of any applicable taxes, levies, or duties, which are your responsibility.

4.2 Authorization & auto-renewal

By providing a payment method, you authorize DigieSales (and our payment processor, currently Stripe, Inc.) to charge that payment method for all fees due on a recurring basis (monthly or annually) until you cancel. Your subscription renews automatically at the then-current rate at the end of each billing period.

4.3 Price changes

We may change subscription fees with at least thirty (30) days' notice. If you do not agree to the new pricing, you may cancel before the next renewal and continue to use the Service at your existing rate until the end of your current billing period.

4.4 Failed payments

If a payment fails, we will attempt to recharge your payment method for up to seven (7) days. If still unpaid, we may suspend access until payment is brought current. Repeated failed payments may result in termination under Section 15.

Refunds & cancellation

• 14-day money-back guarantee on initial subscription. If you cancel within fourteen (14) days of your first paid charge on any plan, we will refund 100% of the amount charged, no questions asked.
• After the initial 14-day window, fees are non-refundable. Cancelling mid-period stops the next renewal but does not generate a pro-rated refund for the unused portion.
• Annual plans are non-refundable after the 14-day window except where required by applicable law.
• You may cancel at any time from Dashboard → Billing & Plan or by emailing billing@digiesales.ai.

Data processing consent

The full technical and legal terms governing how we collect, host, retain, and secure your data are set out in our Privacy & Data Processing Notice, which is incorporated into these Terms by reference. To the extent there is any conflict between the Privacy Notice and these Terms regarding data handling, the Privacy Notice controls.

AI analysis & automated decisions

You acknowledge and agree that:

• AI-generated outputs (emails, segments, scores, descriptions, chat answers) are statistical predictions, not guarantees. You retain responsibility for reviewing and approving any customer-facing output before it is sent or published.
• We do not use your data, or any data from your customers, to train shared, publicly-available foundation models. Any model fine-tuning performed for your account is isolated to your tenant and is deleted on termination per our Privacy Notice.
• Third-party AI providers (currently OpenAI, Anthropic, and Google Cloud Vertex AI) act as sub-processors under written data-processing agreements that prohibit them from training their general-purpose models on your data, per their enterprise API terms.
• Where any feature would constitute a "solely automated decision producing legal or similarly significant effects" under Article 22 of the GDPR, that feature is gated behind explicit user confirmation; you, the store operator, remain the human-in-the-loop.

No sale or sharing of your data

The only circumstances under which your data is disclosed to a third party are:

• Sub-processors strictly necessary to operate the Service (cloud hosting, payment processing, transactional email delivery, AI inference) — enumerated in the Sub-processor Register in our Privacy Notice and bound by contractual confidentiality and data-protection obligations no less stringent than these Terms.
• When you direct us to do so — for example, when you enable a Klaviyo, Mailchimp, Meta Ads, or other integration and authenticate the export of specific data.
• When required by valid legal process directed at DigieSales — see Government & Law Enforcement Requests in our Privacy Notice for our policy on challenging overbroad demands.
• In a corporate transaction (merger, acquisition, asset sale, or insolvency), in which case the acquiring party must assume all data-protection obligations under these Terms and notice will be provided to you before any transfer.

Acceptable use

You agree not to, and not to permit any third party to:

• Use the Service to send unsolicited bulk messages (spam) in violation of the CAN-SPAM Act, GDPR e-Privacy rules, CASL, or any other applicable anti-spam law.
• Upload, transmit, or process any data you do not have the lawful right to share, including special-category personal data (health, biometric, racial, religious, sexual-orientation, or trade-union data) without an additional written addendum from us.
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service, except to the extent expressly permitted by applicable law.
• Use the Service to operate stores selling firearms, ammunition, controlled substances, sexually explicit content involving minors, or any goods or services prohibited under the laws of The Bahamas or your jurisdiction.
• Bypass usage limits, rate-limits, license-key validation, or any technical security measure.
• Use the Service to develop a competing product or to benchmark for the purposes of producing a competing product.

Intellectual property

Our IP. The Service, including all underlying software, models (excluding open-source components used under their own licenses), trademarks, logos, designs, and documentation, is the exclusive property of DigieSales Ltd. and its licensors. No rights are granted other than the limited license expressly set out in Section 2.

Your data. You retain all ownership rights in the data you transmit through the Service. You grant DigieSales a worldwide, non-exclusive, royalty-free, sub-licensable (to sub-processors) license to host, copy, transmit, display, and process your data solely to the extent necessary to provide the Service to you and to comply with these Terms and applicable law. This license terminates when your data is deleted in accordance with the Privacy Notice.

Feedback. If you submit feedback, suggestions, or feature requests, you grant us a perpetual, irrevocable, royalty-free license to use that feedback to improve the Service without obligation.

Third-party services

The Service interoperates with third-party platforms (WooCommerce, Shopify when released, Stripe, OpenAI, Anthropic, Google, Meta, Klaviyo, Mailchimp, etc.). Your use of any third-party service is governed by that party's own terms; DigieSales is not responsible for the availability, accuracy, or practices of third-party services. You are responsible for ensuring you have valid licenses and consents to use any third-party integration you connect.

Disclaimer of warranties

EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ACCURACY OF AI OUTPUTS. DIGIESALES DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT AI-GENERATED CONTENT WILL BE FACTUALLY CORRECT OR FREE FROM BIAS.

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• IN NO EVENT WILL DIGIESALES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOST DATA, LOST REVENUE, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• THE TOTAL AGGREGATE LIABILITY OF DIGIESALES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU ACTUALLY PAID TO DIGIESALES FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS (US$100).
• NOTHING IN THESE TERMS LIMITS LIABILITY FOR FRAUD, WILFUL MISCONDUCT, OR ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless DigieSales, its officers, directors, employees, agents, and sub-processors from and against any third-party claims, liabilities, damages, losses, and reasonable legal fees arising out of or related to: (a) your or your end-users' use of the Service; (b) your breach of these Terms; (c) the data you transmit through the Service, including any claim that such data violates a third party's privacy, publicity, or intellectual-property rights; or (d) your operation of the underlying e-commerce business, including any product-liability or consumer-protection claim.

Suspension & termination

We may suspend or terminate your access to the Service, with or without notice, if:

• You breach these Terms (including non-payment) and fail to cure the breach within ten (10) days of written notice (no cure period applies for breaches of Acceptable use);
• We are required to do so by applicable law, court order, or regulator demand;
• Your use creates a security, performance, or legal risk to DigieSales or other customers.

You may terminate your subscription at any time from your dashboard. On termination, your right to use the Service ceases immediately, and we will delete your data in accordance with the retention schedule in our Privacy Notice (currently 30 days of soft-deletion followed by permanent erasure, except where retention is mandated by law).

Sections that by their nature should survive (intellectual property, disclaimers, liability limits, indemnification, governing law, and any accrued payment obligations) survive termination.

Governing law & venue

Prior to initiating proceedings, the parties shall first attempt to resolve any dispute in good faith through written notice and a thirty (30) day negotiation period. If unresolved, either party may proceed to the Bahamian courts. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Changes to these Terms

We may update these Terms from time to time. If we make material changes, we will notify you by email and post a notice in your dashboard at least thirty (30) days before the changes take effect, except where a shorter period is required by law. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not accept the updated Terms, you must cancel your subscription before the effective date; non-renewal will be your sole remedy.

Contact

Questions about these Terms can be sent to legal@digiesales.ai or by post to the registered office below.