This Software Subscription Service (SaaS) Agreement (the "Agreement") sets forth the terms and conditions between you ("Client") and the entities operating under the trade name Easync, which include JDG Yauheni Stsiapnou, Scalehat Technologies Ltd, and Gologin LLC (collectively, the "Provider"). This Agreement governs your use of the Services provided by these entities. By clicking "I Agree" and/or using the Services, you agree to these terms. If you do not agree, exit by clicking "I Do Not Agree."

The Provider is the owner of proprietary software used for online dropshipping automation services, known as Easync. The Provider offers subscription services that allow the Client to access and use the software via Easync.io or other notified websites ("Services"). The Client desires to use the Services for internal business purposes, including for the benefit of the Client’s customers or potential customers ("Authorized Users"). This Agreement becomes effective once the Client clicks "I Agree."

a. Access Rights: Provider grants the Client a limited, non-exclusive, non-transferable right to access and use the Services for internal business use. Authorized Users may use the Services as authorized by the Client. The Services may not be used for or on behalf of unauthorized third parties.

b. Web-Based Access: The Services will only be accessible through the web, and no part of the software will be installed on the Client's local servers or computers.

c. Confidentiality: Any negotiations between the Client and the Provider are confidential. The Provider reserves the right to cancel any negotiations if confidentiality is breached.

a. Ownership: All intellectual property rights in the Services, including codes, sequences, documentation, and trade names, belong exclusively to the Provider. This Agreement does not grant the Client any rights to patents, copyrights, or trademarks except for the limited right to use the Services as outlined.

b. Restrictions: The Client and Authorized Users must not copy, modify, reverse-engineer, or distribute any part of the Services without the Provider’s consent.

a. Payment: The Client agrees to pay the fees specified on the Easync Pricing page. After a 10-day free trial, the Client is charged for the first subscription period. Subsequent fees are due on the first day of each subscription period.

b. Taxes: The subscription fee does not include taxes. The Client is responsible for any applicable taxes.

c. Payment Method: The Client must provide a valid credit card for automatic payments. If automatic payment fails, the Client has five days to resolve the issue.

d. FBE Balance: The Provider reserves the right to use the Client’s Fulfillment by Easync (FBE) balance to cover outstanding subscription fees.

e. Additional Payment Terms: Any additional payment agreements between the Client and the Provider must be in writing and reflected in an invoice or billing document.

The Provider will make commercially reasonable efforts to ensure the Services are available 24/7, except for scheduled maintenance or uncontrollable events (e.g., network failures, force majeure). The Provider reserves the right to limit the Client's access if excessive resource usage impacts other clients.

The Provider will maintain the Services and provide necessary updates and patches at no additional cost. Custom programming or major new versions of the software may incur additional fees.

This Agreement starts on the Effective Date and renews automatically unless either party provides written notice at least 15 days before the next renewal date. Upon termination, the Client must stop using the Services and ensure that all Authorized Users also cease access.

The Client is in default if they fail to make a payment or breach any material terms of this Agreement. If the Client fails to rectify the issue within five days of receiving notice, the Provider may terminate the Agreement and seek other legal remedies.

The Client agrees to protect and keep confidential all proprietary information related to the Provider's software, business, and services. The confidentiality obligation continues for five years after termination of this Agreement, except for information already publicly known or legally obtained.

The Provider warrants that it has the authority to provide the Services under this Agreement. The Services are provided "as is," with no warranties regarding fitness for a particular purpose. The Provider’s liability is limited to the amount of the subscription fees paid by the Client in the past 12 months. The Provider will not be liable for any indirect, incidental, or consequential damages.

a. FBE Returns: For products purchased through the Provider’s Fulfillment by Easync (FBE) service, the Provider may not provide return labels. The Client is responsible for organizing and covering the cost of returning products to the seller or warehouse. The Provider reserves the right to withdraw a fixed commission equal to $0.6 for each return of goods processed through the FBE service.

a. Notices: All notices must be sent by registered mail to the addresses provided by both parties.

b. Force Majeure: The Provider is not liable for delays caused by uncontrollable events such as natural disasters or network failures.

c. Entire Agreement: This Agreement constitutes the full understanding between the parties and supersedes all prior agreements. Amendments must be in writing and signed by both parties.

By clicking “I Agree” and/or using the Services, the Client acknowledges they have read, understood, and agree to be bound by this Agreement.