Terms of Service

1. Acceptance of these Terms

These Terms of Service ("Terms") are an agreement between Xerothread ("Company," "Xerothread," "we," "us") and you. By creating an account, clicking to accept, or accessing or using Company's marketing sites, store dashboards, public Trend Index, or related services ("Services"), you accept these Terms. If you do not agree to these Terms, do not use the Services.

If you use the Services on behalf of a business, you represent that you are authorized to bind that business, and "you" means that business. The Services are intended for business users in the United States who are at least 18 years old.

2. The Services

Company operates an independent impulse-retail data panel: a group of participating independent retailers (such as toy and candy stores) whose sales data is combined into aggregated, anonymized insights. Store users receive free dashboards and benchmarks.

Brand and distributor customers may purchase concierge reports and related insight products built only from aggregated, anonymized panel data or clearly identified sample material.

3. Accounts; suspension and termination

You must provide accurate account information and keep your credentials secure. Admin access is limited to authorized Company personnel.

Company may suspend or terminate an account or access to the Services if these Terms are violated, if reasonably necessary to protect the Services, panel data, or other users, or on notice if Company discontinues a feature or the Services. You may stop using the Services at any time.

For merchants, panel participation and merchant data rights end only as provided in the Merchant Data Agreement; suspension or termination of an account under these Terms does not by itself change the Merchant Data Agreement. To end panel participation and data sharing, use the termination methods in the Merchant Data Agreement - for example, disconnecting your POS connection in the product.

4. Acceptable use

You may not reverse-engineer suppression rules to re-identify stores, attempt to re-identify any store or individual from aggregated data, use bots or other automated tools to bulk-copy data from the Services, interfere with the operation of the Services, or use the Services for unlawful purposes.

5. Merchant Data Agreement

Panel participation and rights in merchant data are governed by the Merchant Data Agreement. If these Terms conflict with the Merchant Data Agreement on that subject, the Merchant Data Agreement controls.

6. Intellectual property and data ownership

Company retains ownership of the Services, the Trend Index presentation, report formats, and software.

As between you and Company, Company owns the aggregated, anonymized, and derived panel data and works created from panel contributions, including the Trend Index and panel-level insights. Merchants retain ownership of their raw underlying store data, subject to the Merchant Data Agreement.

7. Trend Index license

Company grants you a revocable, non-exclusive, non-transferable license to view, cite, and republish excerpts of the publicly available Trend Index, on these conditions: (a) you attribute the material to Xerothread; (b) you never present sample or illustrative material as live panel results, and where material is labeled as sample or illustrative, you preserve that labeling in any republication; (c) you do not alter the figures or present them as your own measurement; and (d) you do not suggest that Company endorses you, your products, or your conclusions.

Trend Index data is provided as-is, without any warranty of accuracy or completeness. Notwithstanding Section 10 (Changes to these Terms), Company may revoke or modify this license at any time, including by updating these Terms or the Trend Index page; revocation applies going forward and does not make your earlier permitted use a violation.

8. Disclaimers

Panel metrics describe observed sell-through momentum and early signals among participating independent retailers. They are not predictions or forecasts of future performance, and they are not business, financial, or investment advice.

Sample or illustrative materials are provided for demonstration only and must not be treated or presented as live panel results.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF ACCURACY, AVAILABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

9. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, OR LOST DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.

TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES IS LIMITED TO THE GREATER OF (A) THE AMOUNTS YOU PAID COMPANY FOR THE SERVICES IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS (US $100).

For users who pay nothing for the Services, this cap will typically be US $100. This limit applies in the aggregate across these Terms and the Merchant Data Agreement combined.

Some jurisdictions do not allow certain limitations of liability; these limits apply to the fullest extent the law allows.

10. Changes to these Terms

Company may update these Terms. Updated Terms will be posted with a new version number and effective date. For material changes, Company will give reasonable advance notice, for example by email to account holders, prominent in-product notice, or a notice on the site.

Changes apply going forward from their effective date. Continued use of the Services after the effective date constitutes acceptance of the updated Terms.

11. Governing law and venue

These Terms are governed by the laws of the State of Texas, without regard to conflict-of-laws rules. The state and federal courts located in Travis County, Texas have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Services, and each party consents to personal jurisdiction and venue there.

12. General terms

These Terms and, for merchants, the Merchant Data Agreement are the entire agreement between you and Company about the Services, and supersede prior discussions and understandings on that subject. Our Privacy Policy describes how we handle data.

If any provision of these Terms is found unenforceable, it will be limited or severed to the minimum extent necessary, and the rest of the Terms remain in effect.

You may not assign these Terms without Company's written consent, except to a successor of your business. Company may assign these Terms to an affiliate or successor, including a legal entity formed to operate the Services.

A failure to enforce a provision of these Terms is not a waiver of it.

13. Contact

Questions, complaints, and legal notices: xerothreaddev@gmail.com