Terms of Service

The Services are built for business use. You must be at least 18 years old and able to form a binding contract to use them. You may not use the Services if we have previously suspended or removed you, or if doing so would violate applicable law.

You must give us accurate and complete registration information and keep it current. You are responsible for keeping your login credentials confidential and for all activity under your account. Tell us promptly at [email protected] if you suspect unauthorized access. An organization's administrator may manage, suspend or remove the accounts of its authorized users.

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Services for your internal business purposes during your subscription or trial.

You agree not to:

• Copy, modify, reverse engineer, decompile or attempt to extract the source code of the Services, except where the law expressly allows it
• Resell, sublicense, rent or otherwise make the Services available to anyone outside your organization
• Use the Services to build or benchmark a competing product
• Scrape, crawl or use automated tools to access the Services, other than through interfaces we provide
• Probe, scan or test the vulnerability of the Services, or bypass any security or access controls
• Upload malicious code, or interfere with or overload the Services
• Upload content you do not have the right to share, or that is unlawful, infringing, deceptive or harmful
• Use the Services to send spam or unsolicited communications
• Use the Services in violation of any law, including export control and sanctions laws

“Customer Data” means the data, files, communications and other information you or your users submit to the Services, or that the Services receive from third-party tools you connect. As between you and SuperChain, you own your Customer Data.

You grant SuperChain a worldwide, non-exclusive, royalty-free license to host, process, transmit and display Customer Data as needed to provide, secure, support and improve the Services. You are responsible for the accuracy of Customer Data and for having all rights and consents needed to share it with us, including data about your suppliers, manufacturers, customers and colleagues.

We do not sell Customer Data. We do not use Customer Data to train AI models, and we do not permit the third-party AI providers we use to train their models on it.

We may collect and analyze data about how the Services are used, such as feature usage, performance and error logs (“Usage Data”). We may use Usage Data, and aggregated, de-identified data derived from it, to operate, secure and improve the Services. We will not disclose Usage Data in a form that identifies you or your users.

The Services may let you connect third-party products, such as email, messaging, ERP or file storage tools. Your use of those products is governed by their own terms. By connecting one, you authorize us to access and exchange data with it on your behalf. We are not responsible for third-party products, their availability, or how they handle your data.

Paid plans are billed as described in your order form. Unless stated otherwise, fees are invoiced in advance, payable in US dollars within 30 days of the invoice date, and non-refundable. Subscriptions renew automatically for the same term unless you cancel before renewal.

You are responsible for applicable taxes other than taxes on our income. We may suspend the Services if an invoice remains unpaid 15 days after notice. We will give you at least 30 days' notice of any price change, effective at your next renewal.

We may offer free trials or early-access features. These are provided as-is, may be changed or discontinued at any time, and may not be supported. We may delete data in a trial account after the trial ends if you do not upgrade.

SuperChain and its licensors own the Services, including all software, designs, text, graphics, trademarks (including SuperChain and SuperStatus), and all improvements to them. Except for the rights expressly granted in these Terms, no rights are transferred to you.

If you send us feedback or suggestions, we may use them without restriction or compensation to you.

Each party may receive non-public information from the other that is marked confidential or reasonably should be understood as confidential. The receiving party will use it only to perform under these Terms and will protect it with reasonable care. This does not apply to information that is public, already known to the receiving party, independently developed, or lawfully received from a third party. Either party may disclose confidential information if required by law, after giving the other party reasonable notice where permitted.

You may stop using the Services and close your account at any time. We may suspend or terminate your access if you breach these Terms, fail to pay, create a security or legal risk, or if we discontinue the Services. Where practical, we will give you notice first.

On termination, your right to use the Services ends. For 30 days after termination, you may request an export of your Customer Data, after which we may delete it. Sections that by their nature should survive termination will survive, including sections 4 (license to use data as needed to wind down), 5, 9, 10, and 12 through 16.

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, SUPERCHAIN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE.

The Services may include analytics, scores, summaries or AI-generated output. These are provided to support your decisions, not replace them. You are responsible for reviewing output before relying on it, including any decision about suppliers, manufacturers, orders or production.

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA OR GOODWILL, EVEN IF ADVISED OF THEIR POSSIBILITY.

SUPERCHAIN'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100).

These limits do not apply to your payment obligations, your breach of Section 3, or your indemnification obligations, to the extent the law does not allow them to be limited.

You will defend and indemnify SuperChain and its officers, employees and agents against third-party claims, and related losses and reasonable legal fees, arising from your Customer Data, your breach of these Terms, or your violation of law or third-party rights.

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law rules.

Before filing any claim, each party agrees to try to resolve the dispute informally by contacting the other in writing and negotiating in good faith for 30 days. Any dispute that is not resolved will be brought exclusively in the state or federal courts located in Delaware, and each party consents to their jurisdiction. EACH PARTY WAIVES ITS RIGHT TO A JURY TRIAL AND TO BRING OR PARTICIPATE IN ANY CLASS OR REPRESENTATIVE ACTION. Any claim must be brought within one year after it arises, or it is permanently barred. SuperChain may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

We may update these Terms from time to time. If a change is material, we will notify you by email or in the Services at least 30 days before it takes effect. Continued use after the effective date means you accept the updated Terms.

You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition or sale of assets. Neither party is liable for delays caused by events beyond its reasonable control. If any provision is found unenforceable, the rest remain in effect. Our failure to enforce a provision is not a waiver. These Terms, together with any order form and our Privacy Policy, are the entire agreement between you and SuperChain regarding the Services.

We may identify your organization as a SuperChain customer, including by using your name and logo, unless you tell us in writing not to.

Questions about these Terms can be sent to [email protected].