Terms of Service — Product/PO/Transfer Automation

Effective July 1, 2026. Last updated July 26, 2026.

1. Agreement

These Terms are a contract between you (the merchant that installs the app) and Groundwire Systems LLC (“we,” “us”). By installing or using Product/PO/Transfer Automation (the “Service”), you accept them. If you are installing on behalf of a business, you confirm you are authorized to bind it. If you do not accept these Terms, uninstall the app.

Shopify is not a party to this agreement and is not affiliated with, endorsing, or acting for us. Your Shopify account and your billing relationship are governed by your agreement with Shopify.

2. What the Service Does, and What You Are Responsible For

Product/PO/Transfer Automation turns supplier, and other, documents into product, purchase order, and transfer data for the store you connect. It applies your saved rules and templates, produces documents for your suppliers, and — depending on your plan — writes products, inventory, and transfers to your store.

The Service never acts on your store on its own. Every export and every write begins with a button you press, after a review screen showing exactly what will happen. Once you approve it, the result is yours: we do not check your supplier’s prices, SKUs, or quantities, and we cannot tell a correct file from a wrong one. Please review the output before you rely on it, send it to a supplier, or write it to your store, and keep your own records. If a write turns out to be wrong, correct it in Shopify; we cannot reverse it for you.

The Service can only do what the permissions you granted at install allow, and anyone with access to your Shopify admin can use it as you.

3. Plans and Limits

The plans available to you, their prices, their features, and their limits are the ones shown on the app’s pricing page in your Shopify admin (Apps → Product/PO/Transfer Management → Pricing) at the time you subscribe. That page is authoritative; these Terms fix no price and no limit. In outline:

• Sandbox (free) — preview only. You can upload a document, map it, and see the full review of what would be created. You cannot export anything, and you cannot write to Shopify. It is there so you can evaluate the Service on your real files, and we may change or discontinue it at any time.
• Starter and above — build, export, and import barcodes. Every paid plan can build a purchase order or transfer from your files and export it for your supplier as a PDF, an XLSX, or a CSV, and can import supplier barcodes onto your products.
• Boutique and above — write back into Shopify. Create and update transfers in Shopify, export the Shopify PO Import file (CSV or XLSX), pull vendor images and descriptions, and set reorder thresholds.
• Pro and above — proactive tools. Price Check, Catalog Cleanup, and supplier order-cart preparation. Higher plans also raise your vendor allowance, as shown on the pricing page.

Paid plans are priced on how many distinct vendors your imports touch in a calendar month, resetting on the first of each month. Your plan’s vendor allowance, along with its other limits, is shown on the pricing page and on the app’s home page.

Plan limits are enforced by the Service itself. An action that would exceed your plan is blocked and explained rather than charged, so you cannot accidentally run up a bill.

4. Billing

Shopify bills you, not us. The Service uses Shopify Managed Pricing, so your plan, price, trial, proration, refunds, and receipts are handled by Shopify under your Shopify agreement. We never see, handle, or store your payment details, and we never charge your card. Change or cancel your plan on the pricing page in your Shopify admin; cancellation and refund timing follow Shopify’s rules for app subscriptions, and uninstalling does not by itself refund a charge already made.

Any free trial — whether one is offered, how long it runs, and at which plan level — is shown on the app’s pricing page and administered by Shopify. When a trial or a paid plan ends, the store moves to Sandbox unless you choose another paid plan. Nothing you have built is deleted — you keep viewing and previewing it.

We may change plans, prices, features, and limits. Shopify requires your explicit approval before any subscription price increase takes effect, so a price change can never be applied to you silently.

5. Honest Use

Do not disguise vendors to fit under your plan’s vendor allowance. Your plan is priced by distinct vendors, so entering several real, unrelated suppliers under one name — or under a generic name such as “Vendor” or “Supplier” — so that fewer vendors are counted than you actually use is a breach of these Terms. Manipulating any other input the Service uses to measure your usage, or splitting one business across stores or accounts to obtain limits you have not paid for, is the same breach. Every other plan limit is blocked outright by the Service, so there is nothing else here you could do by accident.

Normal use is not circumvention, and never will be:

• Case, spelling, or punctuation variants of one vendor’s name (“Kulani,” “kulani,” “Kulani Kinis”). The Service already counts these as one vendor.
• Renaming a vendor because it genuinely changed, or correcting a name you entered wrong.
• Importing under one vendor name because that is genuinely who you buy from.
• Any volume of documents or products your plan allows.

You also agree not to use the Service unlawfully or to infringe anyone’s rights; not to access another merchant’s data or any part of the Service you have not been granted access to; not to probe, scan, disrupt, overload, or interfere with the Service or circumvent its security, authentication, or plan gates by technical means; and not to resell, sublicense, or provide the Service to third parties, or share one install across stores you do not own.

What we look at. We keep internal usage records — vendor slots, import counts, and job history — to run the Service, enforce plans, and investigate a suspected breach of this section. We do not publish a volume threshold, because there is not one: no amount of normal use is a violation.

6. Warnings and Suspension

If we believe you are breaching Section 5, we will email your store’s contact address with a warning describing what we saw. If it continues, we will send a second and final warning. If it continues after that, a person here — not an automated system — will review it and may suspend your access to the Service.

If we suspend you, we cancel your Shopify subscription at the same time, so you are never charged for a Service you cannot use. If you believe we have got it wrong, reply to the warning email and a person will read it.

We may suspend or terminate immediately, without the warnings above, where your conduct is fraudulent, unlawful, or materially harmful to the Service or to other merchants.

7. Your Data

Your store data is yours, and we process it only to run the Service for you. The Service stores the working data it needs: your uploaded documents and their parsed contents, your rules, templates, and mapping settings, your import history, your vendor activity records, and your store’s access credentials. It is held on, and processed by, our hosting, database, error-monitoring, and AI-mapping providers under standard commercial terms; the Privacy Policy names them and describes what each one receives. We do not sell your data, and we do not use your store’s data to build products for anyone else.

Our Privacy Policy at groundwiresystems.com/privacy/ describes what we collect, how it is used, and how long it is kept, and it forms part of these Terms. When you uninstall, we handle your data as set out in that policy and as required by Shopify’s data protection rules, including the shop redaction request Shopify sends after an uninstall. You may also request deletion in writing at Support@GroundwireSystems.com. We may use aggregated, de-identified usage information to operate and improve the Service.

The products, purchase orders, transfers, and documents the Service creates are records in your own store and your own files. They are yours. Uninstalling the app does not remove them, and deleting your data here does not either; change or remove them in your store if you want them gone.

Confidentiality. Each of us will protect the other’s non-public information — your business data on our side, and our non-public product, security, and pricing details on yours — with reasonable care, and use it only to perform under these Terms or as you direct. This does not cover information that is or becomes public through no fault of the receiver, was already known to it, is independently developed, or must be disclosed by law, in which case we give the other notice where the law allows.

8. Intellectual Property and Restrictions

The Service — its code, design, interface, workflows, templates, mapping rules, and documentation — is ours and remains ours. You receive a non-exclusive, non-transferable, revocable right to use the Service on stores you own for as long as your plan is active. Anything you create with it — your data, your documents, your exports — is yours.

What you may not do. You may not, yourself or through anyone else:

• copy, modify, translate, or create derivative works of the Service or any part of it;
• reverse engineer, decompile, or disassemble the Service, or otherwise try to discover or reconstruct its source code, underlying logic, algorithms, document-parsing rules, or data models — including by observing, recording, or systematically documenting how it behaves;
• use the Service, or the access these Terms grant you, to design, develop, train, test, or benchmark a product or service that competes with it, or to help anyone else do so;
• capture, scrape, or reproduce the Service’s screens, workflows, wording, or output formats in order to recreate them in another product; or
• resell, sublicense, rent, or provide the Service to third parties, or share one install across stores you do not own.

Confidential and trade-secret material. The non-public parts of the Service — including how it interprets supplier documents, its matching and mapping logic, and its rules engine — are our trade secrets and confidential information. The confidentiality obligations in Section 7 apply to them and survive termination.

If you build competing software. If you make, or intend to make, a product that competes with the Service, you may not install or use the Service without our prior written consent, on any plan, including the free one. Installing it anyway is a breach of these Terms and we may terminate your access immediately under Section 6.

How we check. To investigate a suspected breach of this section, we keep a limited record of each store’s install profile and of which pages in the Service have been opened, described in our Privacy Policy. We look at it only to investigate a suspected breach. Nothing in it changes how the Service works for you, and no action is ever taken against your store automatically — a person here reviews it first, under Section 6.

Where the law overrides this. If the law where you are gives you a right to reverse engineer for interoperability that a contract cannot waive, the restrictions above apply only as far as that law allows. Ask us first — we may be able to give you what you need directly.

9. Availability and No Warranty

We aim to keep the Service running and will fix what breaks, but we do not promise an uptime number, and this agreement includes no service level guarantee. The Service also depends on third-party services we do not control — Shopify’s APIs, and the hosting, database, error-monitoring, and AI-mapping providers named in our Privacy Policy. An outage, change, or failure in any of them can disrupt the Service, and we are not responsible for their acts or omissions. Support is by email at Support@GroundwireSystems.com, and we answer as promptly as we reasonably can.

Nothing in this section limits any liability that cannot be limited under applicable law, including liability for fraud, fraudulent misrepresentation, willful misconduct, or an intentional tort.

10. Limitation of Liability

10.1 — No indirect damages. To the fullest extent the law allows, and whether a claim is made in contract, tort (including negligence), strict liability, statute, or otherwise, we are not liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost or corrupted data, or lost goodwill, even if we were told they were possible.

10.2 — Cap on total liability. Our total liability for all claims relating to the Service is capped at the greater of (a) the fees you actually paid us for the Service in the 12 months before the claim arose, or (b) one hundred dollars (US $100).

10.3 — What these limits do not cover. Nothing in Section 10.1 or 10.2 limits liability for fraud, fraudulent misrepresentation, willful misconduct, gross negligence, an intentional tort, or any other liability that cannot be limited under applicable law.

10.4 — Your indemnity. You agree to indemnify us against claims arising from your use of the Service, your data, or your breach of these Terms. This does not require you to indemnify us against a claim to the extent it arises from our own negligence or willful misconduct.

10.5 — How these terms are read. Sections 10.1 through 10.4 are separate and independent. If any one of them is found unenforceable, the others remain in effect, and the unenforceable one applies as far as it legally can and no further. You and we agree that the fees for the Service reflect this allocation of risk, and that these limits are an essential basis of our agreement.

11. Changes to These Terms

We may update these Terms. If a change materially affects you, we will give you at least 30 days’ notice by email or in the app before it takes effect. Continuing to use the Service after that means you accept the updated Terms. If you would rather not, uninstall before the effective date.

12. Ending This Agreement

You may leave at any time by uninstalling the app in your Shopify admin and cancelling your subscription through Shopify. We may end this agreement on 30 days’ notice, or immediately for a breach of Section 5 or where the law requires it. If we end it for any reason other than your breach, we will cancel your subscription so that you stop being billed.

Sections 7 through 10, Section 13, and any payment obligation already incurred survive termination.

13. Legal Details

Governing law. These Terms are governed by the laws of Florida, United States, without regard to conflict-of-law rules.

Talk to us first. Before either of us files anything, whoever has the complaint will describe it to the other in writing — you to Support@GroundwireSystems.com, us to your store’s contact address — and we will both try in good faith to resolve it. Neither of us may start a court action until 30 days after that notice, except to ask for the urgent relief described below. Nearly every dispute we can imagine is faster to settle by email than by filing.

Where disputes go. If we cannot resolve it that way, claims will be brought exclusively in the state courts of competent jurisdiction located in Pinellas County, Florida or, for a claim within the federal courts’ jurisdiction, in the United States District Court for the Middle District of Florida, Tampa Division. We both consent to that jurisdiction and venue and waive any objection to it.

Urgent relief. Either of us may ask a court for an injunction or other equitable relief at any time, without waiting out the 30 days, to stop a breach of Section 5 or Section 8 — the honest-use and intellectual-property terms — or any other misuse that money could not put right.

Jury trial. To the fullest extent the law allows, each of us knowingly, voluntarily, and intentionally waives the right to a trial by jury in any dispute arising out of these Terms or the Service.

No class actions. Each of us agrees to bring claims only in our own name, and not as a plaintiff or class member in any class, collective, consolidated, or representative action. If this paragraph is found unenforceable, the rest of this section still stands.

The rest. These Terms and the Privacy Policy are the whole agreement between us. If a court finds one part unenforceable, the rest stands. Not enforcing something once does not waive it. You may not transfer this agreement without our written consent; we may transfer it as part of a sale of the business.

14. Contact

Groundwire Systems LLC — Support@GroundwireSystems.com, 11125 Park Blvd Suite 104-358, Seminole, FL 33772.