1. Acceptance

By accessing or using any ArbiEngine property (including arbiengine.com, “Atlas,” and “Launchpad”), you agree to these Terms. If you accept on behalf of a company, you represent you have authority to bind that company. If you do not agree, do not use the Services.

2. Services & Changes

We provide intelligent sourcing, inventory, multichannel listing, and fulfillment software (the “Services”). We may update features, documentation, and these Terms from time to time. Material changes take effect when posted unless stated otherwise.

3. Eligibility; Accounts

• You must be 18+ and able to form a binding contract.
• Maintain accurate account info and safeguard credentials, MFA, and API keys.
• We may decline, suspend, or terminate accounts for risk, abuse, non-payment, or policy violations.

4. Plans, Trials, Billing & Taxes

• Trials/betas are provided “AS IS” and may change or end at any time.
• Paid plans renew automatically unless canceled in the Portal before renewal.
• Fees exclude taxes and government charges for which you are responsible.
• Except where required by law, fees are non-refundable.

5. Acceptable Use

• No reverse engineering or attempts to bypass authentication, rate limits, or security.
• No unlawful, infringing, harmful, deceptive, or misleading content or activity.
• No interference with platform availability, integrity, or other users’ access.
• No use to build a competing product, derivative dataset, or feature set (“no competitive scraping”).

6. Your Data; License; Aggregates

• You retain ownership of data you submit (“Customer Data”).
• You grant us a worldwide, non-exclusive license to host, process, transform, analyze, and display Customer Data to provide, secure, improve, and support the Services (including derivative analytics, embeddings, and model tuning solely for your or platform-level performance).
• We may produce aggregated and de-identified insights (“Aggregates”) that do not identify you or your customers. We own Aggregates and may use them for benchmarking and product improvement.
• You are responsible for rights/consents and compliance with marketplace policies and laws.

7. Third-Party Services & Marketplaces

Integrations are provided for convenience. Your use of any third-party service is governed by that provider’s terms. We are not responsible for third-party availability or performance.

8. Ownership; Feedback

• Capilleh LLC and its licensors own the Services and all related IP (software, UI/UX, documentation, schemas, models, analytics, and improvements).
• Feedback is voluntary and may be used by us without restriction or obligation; you assign related rights.

9. Confidentiality

Each party will protect the other’s non-public information with at least reasonable care and use it only for the relationship. This does not restrict use of Aggregates or information that is public, independently developed, or rightfully obtained without confidentiality obligations.

10. Security

We implement reasonable safeguards. You are responsible for secure configuration of your accounts, users, keys, and connected marketplaces.

11. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY OF PRICING OR MARKET SIGNALS. YOU ARE SOLELY RESPONSIBLE FOR YOUR COMMERCE DECISIONS.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS/REVENUE/GOODWILL/DATA, EVEN IF ADVISED OF THE POSSIBILITY. EXCEPT FOR PAYMENT OBLIGATIONS, CONFIDENTIALITY BREACHES, OR IP INFRINGEMENT/INDEMNITY OBLIGATIONS, EACH PARTY’S AGGREGATE LIABILITY UNDER THESE TERMS IS LIMITED TO THE AMOUNTS PAID OR PAYABLE BY YOU FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE 12 MONTHS PRIOR TO THE EVENT.

13. Indemnification

You will defend and indemnify us against claims arising from (a) your Customer Data; (b) your use of the Services in violation of these Terms or law; or (c) your commerce activities (including listings, pricing, warranties, taxes, or fulfillment).

14. Suspension & Termination

• We may suspend or limit Services for security, legal, or operational reasons.
• Either party may terminate for material breach if uncured after 30 days’ written notice.
• Upon termination, we will delete or return Customer Data per our Privacy Policy and retention rules.

15. APIs; Rate Limits; Beta

• API use must follow documentation, authentication, and rate limits.
• We may modify, deprecate, or discontinue APIs with reasonable notice when practicable.
• Beta features are experimental and provided “AS IS,” with no commitments or SLAs.

16. Compliance; Export; U.S. Government

• You will comply with applicable laws and marketplace rules.
• You will not use the Services in violation of export, sanctions, or embargo laws, and you represent you are not a prohibited party.
• For U.S. Government end users, the Services are “commercial computer software” and “commercial computer software documentation” subject to standard commercial licensing.

17. Governing Law; Disputes

These Terms are governed by New York law (conflicts rules excluded). Any dispute will be resolved by binding arbitration in New York, New York, before a single arbitrator under JAMS Rules. Either party may seek injunctive relief in court for IP or security misuse. Waiver of jury trial and class actions.

18. Miscellaneous

• Assignment only with consent, except either party may assign to a successor in a merger, acquisition, or sale of substantially all assets.
• Force majeure; severability; waiver; entire agreement (including order forms and incorporated policies).
• Order of precedence: order form > these Terms > documentation/FAQs.
• Notices: via your account email or posting in the Portal/site.

Contact

Change Log

• 2025-11-08 • Initial public posting.