Terms of Use

1. The Service

The platform enables wholesale companies to manage customer, product, order, and related information through mobile and web applications.

1.1 Free Trial

New accounts receive a free trial of one (1) month. The trial may be extended at LodDepot's discretion if you ask before it ends. During the trial the service is provided as is, usage-based features may be limited, and no fees are charged. When the trial ends, your subscription becomes a paid subscription under section 3 unless you cancel before the trial end date. If you do not continue, we may delete the data in your trial account thirty (30) days after the trial ends.

2. Company Account; Account Users

Users must designate specific employees and/or contractors as Account Users. Required information includes first name, last name, email address, role, and login password; a mobile phone number may be provided for notifications. The company bears full responsibility for ensuring that all Account Users comply with the terms of this agreement.

3. Fees

3.1 Paid Subscription

All payment obligations are non-cancelable and all fees paid are non-refundable. Subscriptions auto-renew unless either party provides non-renewal notice prior to the renewal date. Subscription fees and any usage charges are billed at the end of each monthly service period and charged to the credit card or other approved payment method on file. You must keep a valid payment method on file. If a payment is not received when due, we will notify you by email; if the balance remains unpaid forty-five (45) days after the due date, access to the service will be suspended until the outstanding balance is paid in full. Fees and usage charges continue to accrue during a suspension.

3.2 Upgrades

When an upgrade is purchased mid-cycle, charges are pro-rated based on the remaining subscription time in the current billing period.

3.3 Downgrades

Downgrades become effective at the next renewal date. Fees incurred as a result of missed downgrade deadlines are non-refundable.

3.4 Usage-Based Charges

Certain features are charged by usage in addition to the subscription fee, including sales transactions above the allowance of your plan, and text messages, WhatsApp messages, emails and AI processing performed through LodDepot-provided service accounts. Usage charges are calculated at the rates published on our website or in your plan details, are billed together with the subscription fee at the end of the service month in which the usage occurred, and are non-refundable. We may change usage rates with at least thirty (30) days notice; the new rates apply to usage after the notice period. Services you connect under your own provider accounts are billed to you by those providers and are not charged by LodDepot.

4. Referral Credits

Credits are earned when referred individuals make their first subscription payment. Full details are available from support@loddepot.com on request.

5. Intellectual Property

5.1 LodDepot Content

The LodDepot Content may be owned by us or our licensors, and is protected under both United States and foreign laws. LodDepot retains all rights to LodDepot Content. Users receive only a limited, non-exclusive right to access and use the service as specified in this agreement.

5.2 Your Content

Users retain ownership of content created through the service, including customer information, product descriptions, and orders. By using the service, users grant LodDepot an irrevocable, non-exclusive, worldwide, royalty-free, sublicensable, transferable license to use such content as necessary to operate and improve the service.

6. Unsolicited Information

All Unsolicited Information will be considered NON-CONFIDENTIAL and NON-PROPRIETARY. LodDepot may use any submitted ideas, designs, or communications freely, including for development and marketing purposes. Users grant LodDepot a perpetual, royalty-free license with respect to any such unsolicited submissions.

7. Disclaimer and Limitation of Liability

Service Disclaimer

Third-Party Products

Liability Caps

8. External Sites

LodDepot does not endorse linked external sites and assumes no responsibility for their content, accuracy, or availability. Your use of any external sites is at your own risk.

9. Text Messaging and WhatsApp

The service can send and receive text messages (SMS), multimedia messages and WhatsApp messages on your behalf, for example to receive orders from your customers and to send order confirmations and notifications. Messages are transmitted through third-party messaging providers, either under a LodDepot-provided account or under an account you connect yourself.

When you use these features, you are the sender of the messages. You are responsible for obtaining and keeping records of any consent required from the people you message, for honoring opt-out requests, and for complying with all laws and industry rules that apply to business messaging, including the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, CTIA guidelines, carrier requirements and the policies of WhatsApp. You may not use the service to send unsolicited marketing messages, or any message that is unlawful, deceptive or abusive.

Recipients can stop messages at any time by replying STOP and can get help by replying HELP. Delivery of messages depends on carriers and providers outside our control; we do not guarantee that any message will be delivered or delivered on time. We do not share, sell, or provide your mobile phone number or messaging consent data to third parties or affiliates for marketing or promotional purposes. Our handling of phone numbers and message content is described in our Privacy Policy.

10. AI-Assisted Order Processing

Some features use artificial intelligence to read messages, emails and attachments that your customers send, and to suggest the customer, products, quantities and units of an order. To provide these features, the content of those messages may be processed by third-party AI providers under agreements that prohibit them from using your content to train their models.

AI output is a suggestion and may be incomplete or wrong. You are responsible for reviewing orders before they are confirmed, shipped or invoiced, and LodDepot is not liable for any loss arising from an order that was created, changed or rejected on the basis of AI output. Corrections you make may be stored and used to improve the suggestions for your account.

11. Third-Party Services and Integrations

The service can connect to third-party products such as accounting systems, e-commerce platforms, payment processors, messaging, email and AI providers. Your use of a third-party product is governed by that provider's own terms and privacy policy, and you are responsible for your account with that provider and for any fees it charges you. LodDepot does not control third-party products and is not responsible for their availability, accuracy, security, or for changes to their services or interfaces that affect an integration. We may add, change or discontinue an integration at any time.

12. Indemnification

You agree to defend, indemnify, and hold harmless LodDepot and its officers, directors, employees, and agents from any claims, damages, or expenses (including reasonable attorney fees) arising from:

• Your breach of this agreement
• Account user access or misuse of the service
• Content you submit through the service
• Violation of any third-party rights
• Messages sent through the service on your behalf, including any claim that a message was sent without the recipient's consent or in violation of applicable law
• Claims by other users of the service arising from your actions

13. Term and Termination

13.1 Agreement Term

This agreement continues in effect until all subscriptions expire or are otherwise terminated in accordance with its terms.

13.2 Termination for Cause

Either party may terminate this agreement upon thirty (30) days written notice (email to the other party's designated contact is sufficient) if the other party commits a material breach that remains uncured during that notice period, or immediately upon insolvency proceedings being initiated by or against the other party.

Non-payment is a material breach. If your account has been suspended for non-payment under section 3.1 and the outstanding balance remains unpaid ninety (90) days after the original due date, LodDepot may terminate this agreement and close your account without further notice. We will keep your data for thirty (30) days after such termination so you can pay the balance and export it; after that period we may delete it.

13.3 Payments Upon Termination

Fees are not refundable on termination. If you terminate or cancel your subscription, you remain responsible for all fees and usage charges incurred through the end of the service month in which the termination takes effect, and no refund or credit is given for the unused part of a subscription term. If LodDepot terminates the agreement for cause, you remain responsible for all outstanding fees through the remainder of the term. If LodDepot discontinues the service or terminates the agreement without cause, we will refund any prepaid fees for the period after the termination date.

14. Miscellaneous

Governing Law & Jurisdiction

These Terms of Use shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-law principles. Disputes shall be resolved exclusively in New York state or federal courts, except for proceedings seeking injunctive relief to protect intellectual property rights.

Electronic Signatures

Electronic acceptance of this agreement constitutes a valid signature under the federal Electronic Signatures in Global and National Commerce Act (E-SIGN) and applicable state law.