Terms of Service

By accessing or using DropFlowLister, you agree to be bound by these Terms of Service. If you disagree with any part of these terms, you may not access the service.

Effective date: October 9, 2026
Last updated: October 11, 2026

These Terms of Service (the “Terms“) are a binding agreement between you and Aurora Asset Management LLC, a limited liability company with its address at 28 Geary St. Suite 650, San Francisco, CA 94108. DropFlowLister is a product of Aurora Asset Management LLC. In these Terms, “DropFlowLister“, “we“, “us” and “our” mean Aurora Asset Management LLC. These Terms govern your use of the DropFlowLister website at www.dropflowlister.com, the web app at app.dropflowlister.com, the DropFlowLister browser extension, and any related software, content, training, community and support (together, the “Service“).

Please read Section 22 carefully. It requires most disputes to be resolved by individual binding arbitration, waives class actions and jury trials, and explains how to opt out.

By creating an account, starting a trial, installing the browser extension, clicking “I agree” (or similar), or otherwise using the Service, you agree to these Terms, our Privacy Policy and our Refund Policy. If you do not agree, do not use the Service. If you use the Service on behalf of a company or other organization, you confirm that you have authority to bind it, and “you” means that organization.

1. Summary of the most important points

This summary is for convenience only. The full Terms control.

  • We sell a software tool. That is all we do. DropFlowLister is not a marketplace, seller, supplier, shipper, payment provider or agent of any marketplace. We are not a party to any sale you make or any purchase you place with a supplier.
  • You alone decide how to use the tool, and you alone are responsible for that use. You must comply with all laws and with the terms and policies of eBay, Poshmark, Amazon, AliExpress, Walmart, Target, your suppliers and every other third party you deal with. Nothing in the Service authorizes, encourages or guarantees that any particular use is lawful or permitted by those third parties.
  • Third-party consequences are your responsibility. Account restrictions, suspensions, delistings, takedowns, defect rates, returns, chargebacks, fees, taxes and losses on any third-party platform are your responsibility, not ours.
  • AI and automation can be wrong. You must review every listing, price, order and message before and after it goes live.
  • No income or results guarantee. We do not promise any sales, profit or business outcome.
  • Subscriptions renew automatically until you cancel. Our 14-day trial costs US$1, requires a payment method and includes 150 credits. When it ends, it automatically becomes a paid subscription to the plan you selected, charged at that plan’s regular price, unless you cancel before the trial ends. You can cancel online at any time.
  • Credits. Each listing, including AI listings, uses 1 credit. Credits from paid plans and one-time credit packs roll over and do not expire, but you need an active subscription to use them. Trial credits follow Section 9.8.
  • Our liability is limited to the fees you paid us in the 12 months before the claim (Section 18).

2. Eligibility and business use

2.1 You must be at least 18 years old (or the age of majority where you live, if higher) and able to form a binding contract to use the Service.

2.2 The Service is designed for people and businesses who sell goods online. You agree that you use the Service for business or commercial purposes in connection with your own selling activity, and not as a consumer for personal, family or household purposes, except where the law where you live does not allow this to be waived.

2.3 You may not use the Service if you are barred from doing so under applicable law, if you are located in, or ordinarily resident in, a country or region subject to comprehensive U.S. sanctions, or if you appear on any U.S. or other government restricted-party list.

2.4 You may not use the Service if we have previously suspended or terminated your account, unless we agree in writing.

3. What DropFlowLister is, and what it is not

3.1 The Service. DropFlowLister is software for eBay and Poshmark sellers. Depending on your plan and the features available at the time, it can help you with AI-assisted listing creation and bulk listing, product research, price and stock monitoring, automated ordering from suppliers, automatic tracking updates, bookkeeping and profit tracking, image editing and templates, and related training and community resources. Some eBay plans (labelled “Non-API”) operate through our browser extension inside your own browser session. Plans that connect directly through a marketplace’s official API may be offered later and may have different features and terms.

3.2 Tool provider only. DropFlowLister provides software only. We are not:

  • a party to any sale between you and your buyers, or any purchase between you and your suppliers;
  • a seller, reseller, distributor, manufacturer, importer, supplier, wholesaler, dropshipper, shipper, fulfillment provider or merchant of record for any product;
  • a marketplace, or an agent, partner, representative or affiliate of eBay, Poshmark, Amazon, AliExpress, Walmart, Target or any other marketplace, supplier, carrier or platform;
  • a payment processor, money transmitter, bank, escrow agent or tax collector for your sales; or
  • a provider of legal, tax, accounting, financial, customs or compliance advice.

3.3 You are the seller. You are the seller of record for every item you list or sell. You choose what to list, where, at what price, from which supplier, how it is described and shown, and how orders are fulfilled. Settings, templates, rules and automations run only because you set them up or turned them on. When the Service takes an action in your marketplace, supplier or other accounts, it does so at your direction and on your behalf, and you are responsible for that action as if you had taken it yourself.

3.4 No affiliation or endorsement. DropFlowLister is independent. It is not affiliated with, endorsed by, sponsored by or approved by eBay Inc., Poshmark, Inc., Amazon.com, Inc., Alibaba Group/AliExpress, Walmart Inc., Target Corporation or any other marketplace, supplier or carrier. Their names and trademarks belong to their owners and are used only to describe compatibility.

4. Your responsibility for legal and platform compliance

4.1 You are solely responsible for compliance. You are solely responsible for making sure that your use of the Service, your listings, your products, your sourcing and fulfillment methods, and your business comply with:

  • all laws and regulations that apply to you, your products and your buyers, anywhere you sell, including consumer protection, advertising and pricing, product safety and recall, product labelling, import/export and customs, data protection and privacy, anti-spam, sales tax, VAT/GST and other tax registration, collection and reporting, and business licensing laws; and
  • the user agreements, terms of service, policies, rules and guidelines of every marketplace, supplier, carrier, payment provider and other third party you use (each a “Third-Party Platform“). For example, and without limitation, this includes eBay’s User Agreement and its dropshipping and product sourcing, listing, picture, Verified Rights Owner (VeRO) and intellectual property, prohibited and restricted items, automation and third-party tool, and shipping, handling and tracking policies; Poshmark’s Terms of Service, listing and shipping policies (including any requirement to use Poshmark-generated labels); and the terms of Amazon, AliExpress, Walmart, Target and any other supplier or retailer you buy from.

4.2 No authorization, encouragement or warranty. Third-Party Platform rules change often and are interpreted and enforced by those third parties, not by us. The availability of a feature, a supported supplier, an integration, a template, a training video, a blog post, a community post or any statement by us or our staff:

  • is not legal advice;
  • does not authorize, encourage, instruct or require you to do anything that breaks any law or any Third-Party Platform’s rules; and
  • is not a representation or warranty that any use of the Service, any sourcing model (for example, buying from a retailer and shipping directly to your buyer), any listing, image or price, or any automation is lawful or permitted by any Third-Party Platform.

Features such as VeRO or brand screening, keyword filters and policy checks are aids only. They are not complete, may produce errors, and do not replace your own review. You must check the current rules yourself, and get your own legal or tax advice where needed, before using any feature.

4.3 Automation and marketplace restrictions. Some Third-Party Platforms restrict or prohibit automated access, bots, scraping, browser automation or third-party tools, or require their prior permission. You decide whether, how and on which accounts to use any automation feature, and you accept all risk of doing so. If a Third-Party Platform’s rules prohibit a feature you want to use, do not use that feature on that platform.

4.4 Consequences on Third-Party Platforms are yours. You are solely responsible for, and we have no liability for, any action a Third-Party Platform takes or any loss you suffer in connection with your selling activity, including account warnings, restrictions, holds, suspensions or closures; listing removals, delistings or VeRO or other intellectual property takedowns; lower seller ratings, defect rates or search visibility; returns, refunds, “item not as described” claims, late shipment and tracking issues; chargebacks, payment holds, fees, fines and penalties; supplier cancellations, price changes, stock-outs and order errors; and taxes, duties and customs charges. This is true even if the action relates to something the Service did at your direction.

4.5 Your buyers and suppliers. You are solely responsible for your relationships with your buyers and suppliers, including customer service, returns, warranties, delivery, product quality and safety, and the accuracy of everything you tell your buyers.

5. Your account

5.1 You must give accurate, complete and current information when you register and keep it up to date.

5.2 You are responsible for keeping your login details secure, for all activity under your account (including activity by your staff, virtual assistants or anyone you give access to), and for any devices and browsers on which you install the extension. Tell us immediately at contact@dropflowlister.com if you believe your account has been compromised.

5.3 Connected accounts. You may connect marketplace, supplier and other third-party accounts to the Service. You confirm that each connected account belongs to you or that you are authorized to use it and to let the Service act in it. You authorize us, and the Service, to access, read, create, change and delete information and take actions in those accounts as needed to provide the features you turn on (for example, creating or updating listings, monitoring prices and stock, placing supplier orders and adding tracking). You can disconnect an account at any time, which may stop some features working.

5.4 Accounts are for one customer. You may not sell, transfer, sublicense or share your account or subscription with anyone outside your business without our written permission.

6. Acceptable use and prohibited conduct

6.1 You agree not to use the Service, or let anyone else use it, to:

  • break any law or regulation, or help anyone else do so;
  • list, sell, source or advertise counterfeit, replica, stolen, illegal, recalled, unsafe, prohibited or restricted goods, or goods you do not have the right to sell;
  • infringe or misappropriate anyone’s copyright, trademark, patent, design right, right of publicity, trade secret or other rights, including by copying images, descriptions or brand names you are not allowed to use;
  • break the terms, policies or rules of any Third-Party Platform, or evade, circumvent or disable any of their controls, limits, security checks, CAPTCHAs, human-verification steps, rate limits, bans, restrictions or detection systems, including by creating or using accounts, payment methods, identities or addresses to hide your activity or avoid enforcement;
  • create false, misleading or deceptive listings, prices, discounts, reviews, ratings, “best seller” or similar claims, product origins, shipping times or tracking information;
  • manipulate search, feedback, reviews or sales history, or engage in shill bidding or fake transactions;
  • send spam or unsolicited messages, or misuse anyone’s personal information, including your buyers’ information;
  • engage in fraud, money laundering, sanctions evasion or other financial crime;
  • upload or transmit malware, or anything that could harm the Service, our users or any third party;
  • access or try to access the Service, other accounts or our systems without authorization, or probe, scan or test their vulnerability;
  • copy, modify, reverse engineer, decompile or disassemble the Service or the extension, or try to extract its source code, except where the law expressly allows this despite this restriction;
  • resell, rent, lease, white-label or provide the Service to third parties, or use it to build a competing product;
  • use bots, scripts or other automated means to access the Service itself, except through features or interfaces we provide; or
  • interfere with or overload the Service, or get around any usage limits, credit limits, plan restrictions or security features.

6.2 We may, but are not required to, monitor use of the Service. We may investigate suspected violations, remove or disable content, limit features, and cooperate with law enforcement, rights owners and Third-Party Platforms where we believe in good faith that it is appropriate or required by law.

7. AI-generated and automated output

7.1 The Service uses artificial intelligence and automation (including third-party AI models) to generate or change titles, descriptions, item specifics, images, prices, categories, research data and other content (“Output“). Output may be inaccurate, incomplete, out of date, offensive, similar to content generated for other users, or may infringe third-party rights or break Third-Party Platform rules.

7.2 You must review all Output before you use it, and you are solely responsible for every listing and every action taken using Output. In particular, check that each listing accurately describes the actual product you will deliver (including brand, condition, size, compatibility, materials, safety warnings and origin), that you have the right to use all text, brand names and images, and that prices, stock levels and shipping times are correct.

7.3 Research data, sales estimates, profit calculations, fee estimates and similar figures are estimates only and may be wrong. Do not rely on them as the only basis for any business, financial or tax decision.

8. No income or results guarantee

DropFlowLister does not promise or guarantee any level of sales, revenue, profit, savings, rankings, account health or other result. Any testimonials, case studies, examples, figures or success stories on our website, in our training or in our community are illustrations only. They are not typical, and your results will depend on many factors outside our control, including your products, suppliers, pricing, effort, marketplace rules and market conditions. Dropshipping and online selling involve real financial risk, including the risk of losing money.

9. Trials

9.1 The trial offer. New customers can try a paid plan for 14 days for a one-time fee of US$1.00 (the “Trial Fee”). The trial includes 150 credits and the features of the plan you select. Before you start, the signup page shows the Trial Fee, the trial length, the included credits, the plan you will move to, and that plan’s recurring price and billing frequency. Those terms apply to your trial. We may change the trial offer for future sign-ups, but changes won’t affect a trial you have already started.

9.2 Payment method and Trial Fee. You need a valid payment method to start a trial. We charge the US$1.00 Trial Fee when the trial starts. The Trial Fee is not refundable, except where the law requires a refund (see our Refund Policy).

9.3 Automatic conversion to a paid subscription. Unless you cancel before your 14-day trial ends, your trial will automatically become a paid subscription to the plan and billing period (monthly or annual) you selected at signup. When the trial ends, we will charge your payment method that plan’s price as shown at signup (for example, US$39.00 per month for Lite billed monthly). After that, we will charge the same amount at the start of each monthly or annual billing period until you cancel. There is no minimum term. Prices can change only as described in Section 10.7.

9.4 Your consent. Before we start your trial, we will ask you to agree to these trial and automatic-renewal terms with a separate checkbox or similar action that is not pre-selected. We keep a record of your consent for at least three years, or for one year after your subscription ends, whichever is longer.

9.5 Confirmation email. When your trial starts, we will email you a confirmation that you can keep. It includes these trial and automatic-renewal terms, the date your trial ends and your first plan charge, the recurring price and billing frequency, our cancellation policy, and a link to cancel online.

9.6 Reminder before your trial ends. At least 7 days before your trial becomes a paid subscription, we will email you a reminder. It includes the date and amount of the first plan charge and a link to cancel online.

9.7 How to cancel a trial. You can cancel online at any time before your trial ends, from the Credits & Billing page in your account, without calling or emailing us. You can also cancel by emailing contact@dropflowlister.com. If we show you an offer to stay, you will also see a clear option to finish cancelling. If you cancel before the trial ends, you will not be charged for the paid plan. You can keep using the Service until the end of the 14-day trial period.

9.8 Trial credits. Trial credits can be used only while your trial or a later paid subscription is active. If your trial becomes a paid subscription, your unused trial credits stay on your account and roll over like other credits. If you cancel your trial, your unused trial credits expire when the trial ends, and they are not restored if you subscribe later. Trial credits have no cash value.

9.9 Starting your plan early. You can end your trial early and start your paid plan at any time from the app, for example to get more credits or to buy a credit pack. If you do, we charge the plan price that day and your first billing period starts then.

9.10 One trial per customer. We may limit trials to one per person, business, payment method or marketplace account, and we may end or refuse a trial if we suspect abuse.

10. Subscriptions, billing and auto-renewal

10.1 Plans. Paid plans, their prices, monthly credits (1 credit = 1 listing) and support levels are described on our Pricing page. Plans can be billed monthly or annually. Annual billing may be offered at a discount (currently 20% off the monthly price). Custom packages may be agreed separately in writing or at checkout. You can also buy one-time credit packs in the app when they are offered. The pack size and price are shown before you buy.

10.2 Billing in advance. Fees are charged in advance at the start of each billing period, in U.S. dollars unless stated otherwise. Payments are processed by our third-party payment processor, Authorize.net, and you agree to its terms. You authorize us and our payment processor to charge your payment method for all fees when due.

10.3 Automatic renewal. Your subscription renews automatically at the end of each billing period (monthly or annual) for another period of the same length, and we will charge your payment method the plan price in effect at that time, until you cancel. There is no minimum term. For annual plans, we will email you a reminder 15 to 45 days before each renewal, with the renewal date, the amount and how to cancel. We will also send every subscriber a reminder at least once a year that describes the subscription, the amount and frequency of the charges, and how to cancel.

10.4 Cancellation. You can cancel online at any time, immediately and without contacting us, from the Credits & Billing page in your account. You can also cancel by emailing contact@dropflowlister.com. Cancellation stops future renewals. Your plan stays active until the end of the billing period you have already paid for, and then ends. Except as stated in our Refund Policy or required by law, fees already paid are non-refundable, and we do not give prorated refunds or account credit for partial periods, unused credits or unused features. Unused paid credits stay on your account (see Section 10.5).

10.5 Credits.

(a) Each listing you create with the Service, including AI-generated or AI-optimized listings, uses 1 credit.

(b) Your plan adds the number of credits shown on the Pricing page for each month of your subscription.

(c) Credits from your paid plan and from one-time credit packs roll over and do not expire.

(d) You need an active paid subscription to use credits. If your subscription ends, your unused paid credits stay on your account, and you can use them again after you start a new subscription.

(e) To get more credits, you can upgrade your plan or buy a one-time credit pack.

(f) Trial credits follow Section 9.8.

(g) Credits have no cash value, can’t be transferred, and are not refundable except as stated in our Refund Policy or required by law.

(h) If a payment is refunded or charged back, we may remove the credits that came with it. If we close your account for breaking these Terms, unused credits end.

10.6 Upgrades and downgrades. You can change plans from your account. Upgrades usually take effect immediately and may be charged or prorated as shown at checkout. Downgrades usually take effect at the start of your next billing period. A downgrade lowers the number of credits you get each month and may change your support level. Credits you already have stay on your account.

10.7 Price changes. We may change our prices. We will email you between 7 and 30 days before a price change takes effect for your subscription. The email will include the new price, the date it applies and how to cancel. The new price will apply from your next renewal after the notice period. If you do not agree, you can cancel before the new price applies. Continuing your subscription after it applies means you accept the new price.

10.8 Taxes. Prices do not include taxes unless stated. You are responsible for any sales, use, value-added, goods and services or similar taxes on your purchase of the Service, which we may collect where required. You are separately and solely responsible for all taxes relating to your own sales.

10.9 Failed payments. If a payment fails, we may retry the charge, ask you to update your payment method, and suspend or downgrade your account until the balance is paid.

10.10 Refunds and chargebacks. Refunds are governed by our Refund Policy, which includes a 30-day money-back guarantee on first purchases of the Lite, Plus and Solo plans. Please contact us before disputing a charge with your bank. If you file a chargeback or payment dispute for a valid charge, we may suspend or close your account and dispute the chargeback, and you agree to pay any amounts and reasonable fees we incur as a result, to the extent permitted by law.

11. Training, community and educational content

The Service may include video courses, guides, templates, blog posts, webinars and access to a private community. This content is general information only. It is not legal, tax, financial or compliance advice, and it does not replace your own judgment or the current rules of each Third-Party Platform. Other community members’ posts are their own views, not ours. We may set community rules and remove anyone who breaks them.

12. Third-party services, APIs and integrations

12.1 The Service works with, links to and depends on websites, marketplaces, suppliers, APIs, browsers, AI models and other services that we do not own or control (“Third-Party Services“). Your use of each Third-Party Service is governed by its own terms and privacy policy, and is at your own risk.

12.2 Third-Party Services may change their websites, APIs, terms, prices, fees, data formats, security checks or policies at any time, or may limit, block or end access by tools like ours, without notice. When that happens, some or all features may stop working, work differently, or produce errors (for example, missed price or stock changes, failed or duplicated orders, or wrong tracking). We will make reasonable efforts to adapt, but we do not guarantee that any integration, supported supplier or marketplace will remain available or compatible, and we are not responsible for Third-Party Services or for any loss caused by them.

12.3 Features we label as beta, preview, early access or “coming soon” (including any eBay API plans) are provided as is, may change or be withdrawn, and may have additional limits.

13. The browser extension

13.1 Some features need our browser extension. The extension runs in your browser, can read and change content on the websites it supports, and can take actions you set up on your behalf while you are logged in to those websites. You are responsible for the browsers and devices on which you install it and for what it does at your direction.

13.2 Required security checks, human-verification steps, payment confirmations and similar steps remain under your control. You must not use the extension, or modify it, to bypass any of them.

13.3 We may update the extension automatically. Older versions may stop working. How the extension handles data is described in our Privacy Policy.

14. Our intellectual property and your license

14.1 The Service, including the software, extension, website, design, text, graphics, training content, templates and all related intellectual property, is owned by us or our licensors and protected by law. Except for the limited license below, no rights are granted to you.

14.2 Subject to these Terms and payment of applicable fees, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license during your subscription or trial to access and use the Service, and to install and use the extension, for your internal business purposes in line with your plan.

14.3 “DropFlowLister”, “DropFlow” and our logos are our trademarks. You may not use them without our written permission, except to refer to the Service accurately.

14.4 Feedback. If you send us ideas, suggestions or feedback, we may use them freely without any obligation to you.

15. Your content

15.1 “Your Content” means the content and data you upload, import, connect or create using the Service, including product data, supplier links, listings, images, templates, settings, order and buyer data, and Output generated for you. As between you and us, you own Your Content (to the extent it is protectable).

15.2 You grant us a worldwide, non-exclusive, royalty-free license, for as long as you use the Service and for a reasonable period afterwards, to host, store, copy, process, transmit, adapt, display and publish Your Content as needed to provide, maintain, secure and improve the Service, to comply with law, and as described in our Privacy Policy. This includes sending Your Content to marketplaces, suppliers and service providers (including AI providers) to perform the features you use. We may create and use aggregated or de-identified data that does not identify you or any individual.

15.3 You confirm that you have all rights and permissions needed for Your Content and for us to use it as described, and that Your Content and its use do not break any law, infringe anyone’s rights or break any Third-Party Platform’s rules. You are responsible for backing up Your Content.

15.4 Your buyers’ personal information. Where the Service processes personal information of your buyers or others on your behalf (for example, buyer names and shipping addresses used to place supplier orders), you are responsible for having a lawful basis and giving any required notices. We process that information on your instructions as described in our Privacy Policy.

16. Copyright and intellectual property complaints

We respect intellectual property rights. If you believe content made available through the Service infringes your rights, send a notice to our designated copyright agent: Copyright Agent, Aurora Asset Management LLC, 28 Geary St. Suite 650, San Francisco, CA 94108, email contact@dropflowlister.com, including the information required by 17 U.S.C. § 512(c)(3). We may remove content and terminate repeat infringers. Complaints about listings on a marketplace should also be sent to that marketplace (for example, through eBay’s VeRO program).

17. Disclaimer of warranties

17.1 THE SERVICE, ALL OUTPUT AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND. To the fullest extent permitted by law, we disclaim all warranties, express, implied or statutory, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, quiet enjoyment, and any warranties arising from course of dealing or usage of trade.

17.2 Without limiting the above, we do not warrant that:

  • the Service will be uninterrupted, timely, secure, error-free or free of harmful components;
  • any Output, research data, price, stock, order, tracking or bookkeeping information will be accurate, complete or current;
  • any listing, upload, price or stock update, order or tracking update will succeed, be made only once, or be made on time;
  • the Service will be compatible with, or remain available on, any marketplace, supplier, browser or other Third-Party Service; or
  • any use of the Service will comply with any law or any Third-Party Platform’s terms or policies, or will avoid account restrictions or other enforcement.

17.3 Some jurisdictions do not allow certain warranties to be excluded. In those places, the exclusions apply to the maximum extent the law allows.

18. Limitation of liability

18.1 TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER WE NOR OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS OR SUPPLIERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SALES, BUSINESS, GOODWILL, DATA OR ANTICIPATED SAVINGS, OR FOR ANY MARKETPLACE OR SUPPLIER ACCOUNT RESTRICTION, SUSPENSION OR CLOSURE, DELISTING, CHARGEBACK, REFUND, RETURN, FEE, FINE, PENALTY OR TAX, OR THE COST OF SUBSTITUTE SERVICES, arising out of or relating to these Terms or the Service, however caused and under any theory of liability (contract, tort including negligence, strict liability or otherwise), even if we were told such damages were possible.

18.2 OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE TOTAL FEES YOU ACTUALLY PAID US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE FIRST CLAIM.

18.3 These limits apply even if a limited remedy fails of its essential purpose, and they are an essential part of the bargain between you and us. They do not limit liability that cannot be limited under applicable law (for example, for fraud, or for death or personal injury caused by negligence where that cannot be excluded).

19. Indemnification

You agree to defend, indemnify and hold harmless DropFlowLister and our affiliates, officers, directors, employees, contractors and agents from and against all claims, demands, actions, losses, damages, liabilities, fines, penalties, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your use of the Service or Output; (b) Your Content, your listings, your products and your sales; (c) your sourcing, ordering, shipping and fulfillment; (d) your breach of these Terms or of any law; (e) your breach of any Third-Party Platform’s terms or policies; (f) any claim by a buyer, supplier, marketplace, rights owner, payment provider, tax authority or other third party relating to your business; and (g) any taxes relating to your sales. We may take control of the defense of any claim at your expense, and you will cooperate with us. You may not settle any claim that affects us without our written consent.

20. Suspension and termination

20.1 You can stop using the Service and cancel your subscription at any time (see Section 10.4).

20.2 We may suspend, limit or terminate your access to all or part of the Service, with or without notice, if: you breach these Terms or our Refund Policy; you do not pay; we reasonably believe your use is unlawful, harmful, fraudulent, infringing or breaks a Third-Party Platform’s rules, or exposes us, our users or a third party to risk or liability; a Third-Party Platform or law enforcement asks us to; or we stop offering the Service or a feature. Where reasonable, we will try to give notice. If we terminate your account for convenience (and not because of your breach or conduct), we will refund any prepaid fees for the unused part of your billing period.

20.3 When your account ends, your license ends, you must stop using the Service and uninstall the extension, and we may delete Your Content after a reasonable period as described in our Privacy Policy. Please export anything you need before you cancel. Termination does not affect any fees already owed or any listings, orders or actions already made on Third-Party Platforms, which remain your responsibility.

20.4 Sections 3, 4, 7, 8, 10 (for amounts owed and chargebacks), 14.4, 15.2 to 15.4, 17, 18, 19, 20.3, 21, 22 and 24 survive termination.

21. Governing law

These Terms, and any dispute arising out of or relating to them or the Service, are governed by the laws of the State of California and applicable U.S. federal law, without regard to conflict-of-laws rules. The Federal Arbitration Act governs Section 22. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 22, you and we agree to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California. If you live in a country whose laws give you the right to bring claims in your local courts or under your local law, nothing in these Terms takes away that right.

22. Dispute resolution, binding arbitration and class-action waiver

22.1 Informal resolution first. Before starting arbitration or a court case, the party with a dispute must send the other a written notice describing the dispute and the relief sought. Notices to us go to contact@dropflowlister.com and to Aurora Asset Management LLC, 28 Geary St. Suite 650, San Francisco, CA 94108. Both parties will try in good faith to resolve the dispute within 60 days of the notice.

22.2 Agreement to arbitrate. If the dispute is not resolved within 60 days, you and we agree that any dispute, claim or controversy arising out of or relating to these Terms or the Service, including questions about whether this arbitration agreement is valid, enforceable or applies, will be resolved by final and binding individual arbitration, and not in court, except as stated in Section 22.5.

22.3 Rules and location. Arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules in effect when the arbitration is filed, before a single arbitrator. The AAA rules are available at www.adr.org. The arbitration will take place in San Francisco, California, or by video or written submissions where the rules allow. Payment of filing, administration and arbitrator fees will be governed by the AAA’s rules. The arbitrator may award the same individual relief a court could, but only to the individual party asking for it and only to the extent needed for that party’s individual claim.

22.4 Class-action and jury-trial waiver. YOU AND WE EACH AGREE TO BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL PROCEEDING. YOU AND WE EACH WAIVE THE RIGHT TO A JURY TRIAL. The arbitrator may not consolidate more than one person’s claims. If this Section 22.4 is found unenforceable for a particular claim, that claim (and only that claim) will be severed and heard in court after the arbitration of any other claims, and the rest of Section 22 will still apply.

22.5 Exceptions. Either party may (a) bring an individual claim in small claims court if it qualifies, and (b) ask a court for an injunction or other equitable relief to stop actual or threatened infringement or misuse of intellectual property, or unauthorized access to or misuse of the Service.

22.6 30-day right to opt out. You can opt out of this agreement to arbitrate by emailing contact@dropflowlister.com within 30 days after you first accept these Terms, with the subject line “Arbitration Opt-Out” and your name, account email address and a clear statement that you opt out of arbitration. Opting out does not affect any other part of these Terms. If you opt out, Section 21 governs where disputes are heard.

22.7 Time limit. To the extent permitted by law, any claim must be brought within one year after it arises, or it is permanently barred.

22.8 Changes. If we make a material change to this Section 22, it will not apply to any dispute of which we already had notice, and you may reject the change by emailing us within 30 days after it takes effect, in which case the previous version of Section 22 continues to apply to you.

23. Changes to these Terms or the Service

23.1 We may change the Service at any time, including by adding, changing or removing features, supported marketplaces or suppliers.

23.2 We may update these Terms from time to time. We will post the updated Terms on this page and change the “Last updated” date. If a change is material, we will give you reasonable advance notice (for example, at least 15 days) by email or in the app before it takes effect, unless the change is required by law or relates to a new feature, in which case it may take effect immediately. If you do not agree to an update, you must stop using the Service and cancel before it takes effect. If you keep using the Service after an update takes effect, you accept the updated Terms.

24. General terms

24.1 Entire agreement. These Terms, together with the Privacy Policy, the Refund Policy and any order form or plan terms you accept, are the entire agreement between you and us about the Service and replace any earlier agreements, statements or marketing materials. If there is a conflict, an order form signed by both parties controls, then these Terms, then the Refund Policy for refund questions.

24.2 Severability. If any part of these Terms is found invalid or unenforceable, it will be enforced to the maximum extent allowed and the rest of these Terms will remain in full effect.

24.3 No waiver. Our failure to enforce any right is not a waiver of it.

24.4 Assignment. You may not assign or transfer these Terms without our written consent. We may assign them, including in connection with a merger, acquisition or sale of assets.

24.5 Independent parties. You and we are independent contractors. These Terms do not create any partnership, joint venture, employment, franchise or fiduciary relationship. Except where the Service acts in your accounts at your direction, as described in Section 3.3, neither party is the agent of the other.

24.6 Force majeure. We are not responsible for any delay or failure caused by events beyond our reasonable control, including outages or changes at Third-Party Services, internet or hosting failures, cyberattacks, natural disasters, labor disputes, government action or war.

24.7 Electronic communications and notices. You agree to receive communications from us electronically, including by email and in-app notices, and agree that they satisfy any legal requirement for a writing. We may send notices to the email address on your account. You must send legal notices to us at the contact details in Section 25.

24.8 Export and sanctions. You will comply with all export control and sanctions laws that apply to your use of the Service.

24.9 Third-party beneficiaries. There are no third-party beneficiaries of these Terms, except that the persons protected by Sections 18 and 19 may rely on them.

24.10 Language and headings. Headings are for convenience only. “Including” means “including without limitation”. If we provide a translation, the English version controls.

25. Contact us

Aurora Asset Management LLC
28 Geary St. Suite 650
San Francisco, CA 94108
Email: contact@dropflowlister.com

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