Terms of Service

1. Introduction and Acceptance

Welcome to Solustica. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Solustica Ltd. ("Solustica," "we," "us," or "our") governing your access to and use of our logistics optimization platform, including our website, applications, APIs, and related services (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services. If you are using the Services on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

2. Eligibility

You must be at least 18 years old and capable of forming a binding contract to use our Services. By using our Services, you represent and warrant that you meet these eligibility requirements. Our Services are intended for business use by logistics professionals, furniture retailers, and delivery companies.

3. Description of Services

Solustica provides logistics optimization tools including, but not limited to:

• Elevator Fit Calculator – calculates whether items can fit through elevators
• Route Planning – AI-assisted multi-stop delivery route optimization
• Truck Load Optimization – efficient truck loading based on items and routes
• Container Load Planning – optimization of container shipments
• Pallet Build – optimal item arrangement on pallets
• Stairwell Fit Calculator – assesses item movement through stairwells

Our tools provide calculations and recommendations based on the information you provide. We reserve the right to modify, suspend, or discontinue any part of the Services at any time with reasonable notice.

4. User Accounts and Registration

To access certain features, you may need to create an account. You agree to:

• Provide accurate, current, and complete registration information
• Maintain and promptly update your account information
• Keep your password confidential and secure
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized access or security breach

We reserve the right to suspend or terminate accounts that violate these Terms or for any other reason at our sole discretion.

5. License and Access Rights

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. This license does not include the right to:

• Sublicense, resell, or redistribute the Services
• Modify, adapt, or create derivative works
• Reverse engineer, decompile, or disassemble any part of the Services
• Remove or alter any proprietary notices or labels
• Use the Services to develop a competing product

6. Prohibited Uses

You agree not to use the Services to:

• Violate any applicable laws, regulations, or third-party rights
• Transmit malware, viruses, or other harmful code
• Attempt to gain unauthorized access to our systems or other users' accounts
• Interfere with or disrupt the integrity or performance of the Services
• Collect or harvest user data without authorization
• Use automated means to access the Services without our permission
• Engage in fraudulent, deceptive, or misleading activities
• Infringe upon intellectual property rights of Solustica or third parties

7. User Data and Content

Your Data: You retain all ownership rights to data you input into our Services ("User Data"). By using our Services, you grant us a limited license to process your User Data solely to provide the Services to you.

Data Accuracy: You are responsible for the accuracy and completeness of User Data. Calculations and recommendations are based on the information you provide—inaccurate inputs will result in inaccurate outputs.

Aggregated Data: We may use anonymized, aggregated data derived from your use of the Services for analytics, research, and service improvement. Such data will not identify you or your organization.

8. Intellectual Property

The Services, including all software, algorithms, designs, text, graphics, logos, and trademarks, are owned by Solustica or our licensors and are protected by intellectual property laws. Nothing in these Terms transfers any ownership rights to you.

Feedback: If you provide feedback, suggestions, or ideas about our Services, you grant us a perpetual, irrevocable, royalty-free license to use such feedback for any purpose without obligation to you.

9. Fees and Payment

Certain Services may require payment. By subscribing to paid Services:

• You agree to pay all applicable fees as described at the time of purchase
• Subscriptions automatically renew unless cancelled before the renewal date
• Fees are non-refundable except as expressly stated or required by law
• We may change pricing with 30 days' notice before your next billing cycle
• You are responsible for all taxes associated with your use of the Services

Failure to pay may result in suspension or termination of your access to paid features.

10. Service Availability and Support

We strive to maintain high availability of our Services but do not guarantee uninterrupted access. Services may be temporarily unavailable for maintenance, updates, or circumstances beyond our control. We will make reasonable efforts to provide advance notice of planned maintenance.

Support is provided according to your subscription tier. Response times and support channels vary by plan.

11. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT:

• The Services will meet your specific requirements or expectations
• The Services will be uninterrupted, timely, secure, or error-free
• Results obtained from the Services will be accurate or reliable
• Any errors in the Services will be corrected

Important: Our logistics calculations and recommendations are tools to assist your decision-making. They should not be the sole basis for operational decisions. You should always verify critical measurements and assessments independently. Real-world conditions may differ from calculated results.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

12.1 Exclusion of Damages: IN NO EVENT SHALL SOLUSTICA, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business opportunities
• Loss of data or data corruption
• Business interruption or operational delays
• Failed deliveries or logistics operations
• Property damage or personal injury arising from reliance on our calculations
• Cost of replacement or substitute services
• Any damages arising from circumstances beyond our reasonable control

12.2 Cap on Liability: OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO SOLUSTICA DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

12.3 Exceptions: The limitations in this section do not apply to: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot be excluded or limited under applicable law.

12.4 Essential Basis: You acknowledge that these limitations reflect a reasonable allocation of risk and form an essential basis of the bargain between you and Solustica.

13. Indemnification

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

• Your use of the Services
• Your violation of these Terms
• Your violation of any applicable laws or third-party rights
• Your User Data or content you submit through the Services
• Any actions taken based on our calculations or recommendations

14. Term and Termination

Term: These Terms remain in effect until terminated by either party.

Termination by You: You may terminate your account at any time by contacting us or using account settings. Termination does not entitle you to refunds for prepaid fees.

Termination by Us: We may suspend or terminate your access immediately if you breach these Terms, engage in prohibited activities, or for any other reason at our discretion with reasonable notice where practicable.

Effect of Termination: Upon termination, your right to use the Services ceases immediately. We may delete your account data after a reasonable retention period. Sections that by their nature should survive termination will survive, including intellectual property, limitation of liability, indemnification, and dispute resolution.

15. Dispute Resolution

15.1 Informal Resolution: Before initiating formal proceedings, you agree to contact us at legal@solustica.com to attempt informal resolution of any dispute. We will work in good faith to resolve disputes within 30 days.

15.2 Governing Law: These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of law principles. For users in the European Union, nothing in these Terms affects your statutory consumer rights under applicable EU law.

15.3 Jurisdiction: Any legal action or proceeding shall be brought exclusively in the federal or state courts located in Delaware, and you consent to personal jurisdiction in such courts. For EU users, you may also bring proceedings in your country of residence.

15.4 Class Action Waiver: TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

16. General Provisions

Entire Agreement: These Terms, together with our Privacy Policy and any additional terms for specific Services, constitute the entire agreement between you and Solustica.

Severability: If any provision is found unenforceable, the remaining provisions will continue in effect.

Waiver: Failure to enforce any provision does not constitute a waiver of that provision.

Assignment: You may not assign these Terms without our consent. We may assign our rights and obligations freely.

Force Majeure: We are not liable for delays or failures caused by circumstances beyond our reasonable control, including natural disasters, war, terrorism, pandemics, or infrastructure failures.

Notices: We may provide notices via email, in-app notifications, or posting on our website. You may contact us at legal@solustica.com.

17. Changes to Terms

We may modify these Terms at any time. We will provide notice of material changes by posting updated Terms on our website and updating the "Last Updated" date. For significant changes, we may provide additional notice via email. Your continued use of the Services after changes take effect constitutes acceptance of the revised Terms. If you disagree with any changes, you must stop using the Services.

18. Contact Information

For questions about these Terms or our Services, please contact us:

Solustica Ltd.
Email: legal@solustica.com
Support: support@solustica.com