Terms of Service

Last updated: February 9, 2026

These Terms of Service (“Terms”) govern your access to and use of the TruUp application and website (together, the “Services”) provided by TruUp (“TruUp”, “we”, “us”, or “our”).

By installing or using TruUp, you agree to be bound by these Terms. If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity; in that case, “you” and “your” refer to that entity.

If you do not agree to these Terms, do not install or use the Services.

1. Overview of the Services

TruUp is a software-as-a-service (SaaS) product that connects to your ecommerce platforms (initially Shopify) and, where configured, your accounting systems (such as QuickBooks Online). TruUp ingests order, refund, return, and exchange data and helps you:

  • Understand how returns, exchanges, and store credit affect your revenue and reporting.
  • Identify discrepancies between platform-reported figures (for example, Shopify “net sales”) and cash-based revenue.
  • Generate exports and reports (such as CSV files) that can be imported into accounting software to adjust your books.

We may update or improve the Services over time, including by adding or removing features, integrations, or interfaces. If we make material changes, we will provide notice where required by law or in accordance with these Terms.

2. Eligibility and Account Registration

You may use the Services only if:

  • You are a business user (for example, a merchant with a valid Shopify or other supported ecommerce store), and
  • You have the legal authority to enter into these Terms and bind the business you represent, and
  • You are not barred from using the Services under applicable law.

To use the Services, you may need to:

  • Install the TruUp app from the relevant platform’s app marketplace (e.g., Shopify App Store).
  • Create or connect an account with us.
  • Provide accurate, current, and complete information during sign-up and keep that information up to date.

You are responsible for maintaining the security of your account information and credentials and for all activities that occur under your account. If you believe your account has been compromised, you must notify us promptly.

3. Your Responsibilities

You are responsible for:

  • Configuration and data Configuring the Services, including connecting your ecommerce platform(s) and accounting tools, and ensuring that Your Data (defined below) is accurate, complete, and lawful.

  • Compliance with laws Ensuring that your use of the Services complies with all applicable laws and regulations, including data protection, privacy, tax, accounting, and consumer protection laws in all jurisdictions where you operate.

  • Use by your team Any use of the Services by your employees, contractors, or other authorized users under your account. You must ensure that they comply with these Terms and any applicable policies.

  • Acceptable use Adhering to our Acceptable Use Policy, which sets out prohibited uses of the Services. You must not use the Services in any way that violates the rights of others, disrupts the Services, or contravenes applicable law.

4. Subscriptions, Plans, and Billing

4.1 Subscription plans

TruUp is offered as a subscription service with different plan tiers that may vary by price, usage limits, features, and support levels. Details of the current plans are described on our Pricing page and/or within the app.

Unless otherwise stated:

  • Plans are billed on a recurring basis (for example, monthly).
  • Prices are in the currency indicated on the Pricing page or in your account.

4.2 Trials and promotions

We may offer free trials or promotional access to certain plans or features. The duration and terms of any trial or promotion will be stated at the time of sign-up.

If a trial converts into a paid subscription, we will clearly indicate whether and when charges will begin, and by using the trial you authorize us (or the platform through which billing occurs) to charge your payment method when the trial ends, unless you cancel in time.

4.3 Billing and payment

Depending on how you install TruUp and your region, billing may be handled:

  • Directly by us (for example, via credit card or other methods), or
  • Through a platform’s billing system (e.g., Shopify Billing).

You agree to pay all applicable fees associated with your chosen plan in a timely manner, including any applicable taxes (excluding our income taxes).

Fees are typically billed in advance for the upcoming billing period (for example, monthly in advance). Except as expressly provided in our Refund & Cancellation Policy or required by law, payments are non-refundable.

4.4 Plan changes and grandfathered pricing

You may upgrade or downgrade your plan in accordance with the options provided in your account or via the platform.

  • If you upgrade, the change may take effect immediately, and any increase in fees may be prorated for the current billing period or applied in the next billing period.
  • If you downgrade, the plan change may take effect at the end of the current billing period, and you may lose access to certain features, limits, or historical data associated with the higher plan.

We may occasionally change our pricing or plan structure for new signups. Where applicable, we may offer “grandfathered” pricing for existing customers who remain on the same plan tier; the specific rules and eligibility for grandfathering will be described on the Pricing page and in your account. If you change tiers or cancel and later resubscribe, you may lose any grandfathered pricing and pay the current rates for the new plan.

5. Refunds, Cancellations, and Termination

5.1 Cancellations by you

You may cancel your subscription at any time:

  • Through your account settings, or
  • By uninstalling the TruUp app from the platform where it was installed, or
  • By contacting us through the support channels we provide.

Unless otherwise stated:

  • Cancellation will take effect at the end of your current billing period, and your subscription will not renew.
  • You will remain responsible for any fees incurred through the end of that billing period.

5.2 Refunds

Our general refund practices are described in our Refund & Cancellation Policy, which is incorporated into these Terms by reference. In summary:

  • Subscription fees are typically non-refundable.
  • We may, at our discretion, consider refund requests in limited circumstances (for example, billing errors or sustained service outages attributable to us).
  • Any refunds or credits granted do not obligate us to provide similar accommodations in the future.

Your rights to a refund may also be governed by the billing platform’s policies (e.g., Shopify) and applicable law.

5.3 Suspension or termination by TruUp

We may suspend or terminate your access to the Services, or any part thereof, if:

  • You violate these Terms, the Acceptable Use Policy, or other policies referenced here.
  • You fail to pay fees when due.
  • Your use of the Services creates a security or legal risk for us, the Services, or other users.
  • We are required to do so by law or at the request of a government authority.

In some cases, we may attempt to notify you and provide an opportunity to resolve the issue before suspension or termination, but we are not obligated to do so in situations where immediate action is appropriate (for example, fraud, abuse, or severe security risk).

Upon termination:

  • Your right to use the Services will end.
  • We may delete or anonymize Your Data (defined below) in accordance with our data retention practices and any legal obligations.

6. Your Data and Our Rights

6.1 Ownership of Your Data

As between you and TruUp, you retain all rights, title, and interest in and to:

  • The data you provide directly (for example, configuration information, uploaded files).
  • The data ingested from your connected platforms (for example, Shopify orders, returns, and related customer/order meta).
  • The outputs that are derived directly from your data (for example, reports and dashboards generated from your own data), to the extent permitted by any third-party terms.

We refer to all of this information collectively as “Your Data”.

6.2 License to Use Your Data

You grant TruUp a non-exclusive, worldwide, royalty-free license to host, store, use, process, transmit, and display Your Data as reasonably necessary to:

  • Provide, maintain, and improve the Services.
  • Perform our obligations under these Terms and any applicable order forms or platform agreements.
  • Prevent or address service, security, support, and technical issues.
  • Fulfill any legal obligations we have.

We will not access or use Your Data for purposes unrelated to providing the Services, except with your permission or as otherwise described in our Privacy Policy.

6.3 Aggregated and anonymized data

We may use Your Data to create aggregated, anonymized, or de-identified information that does not identify you or your customers. For example, we may compute average return rates or revenue discrepancies by industry or size band across our customer base.

We may use and share such aggregated or anonymized data for legitimate business purposes, such as improving the Services, generating benchmarks, or publishing insights, provided that we do not disclose information that identifies you or any individual.

7. Intellectual Property

7.1 Ownership of the Services

The Services, including all software, code, interfaces, documentation, designs, visual content, graphics, logos, trademarks, and other materials (excluding Your Data and third-party content), are and will remain the exclusive property of TruUp and its licensors.

Except for the limited rights expressly granted in these Terms, we do not grant you any license or rights (by implication, estoppel, or otherwise) under any intellectual property rights we or our licensors own or control.

7.2 License to use the Services

Subject to these Terms and any applicable plan restrictions, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your internal business purposes while your subscription is active.

You may not:

  • Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or underlying ideas or algorithms from any part of the Services, except where permitted by law.
  • Remove or alter any proprietary notices or labels.
  • Use the Services to build a competing product or service that is substantially similar to TruUp or uses similar ideas and features in a way that violates applicable law or these Terms.

8. Confidentiality

8.1 Definition

“Confidential Information” means non-public information disclosed by one party (the “Disclosing Party”) to the other party (the “Receiving Party”) that is designated as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.

Confidential Information includes, without limitation, Your Data, business plans, product roadmaps, technical information, security information, and non-public financial information. It does not include information that:

  • Is or becomes publicly available without breach of these Terms.
  • Was lawfully known to the Receiving Party before disclosure.
  • Is received from a third party without restrictions on use or disclosure.
  • Is independently developed by the Receiving Party without use of the Disclosing Party’s Confidential Information.

8.2 Obligations

Each party agrees to:

  • Use the other party’s Confidential Information only as necessary to perform obligations or exercise rights under these Terms.
  • Protect the other party’s Confidential Information with at least the same degree of care it uses to protect its own confidential information, and in no event less than a reasonable standard of care.
  • Not disclose the other party’s Confidential Information to any third party except to its employees, contractors, and professional advisors who need to know the information and are bound by confidentiality obligations at least as protective as those in these Terms.

These confidentiality obligations continue for as long as the information remains confidential, even after termination of the relationship.

8.3 Required disclosures

A Receiving Party may disclose Confidential Information to the extent required by law, regulation, or court order, provided that (where legally permitted) the Receiving Party gives the Disclosing Party reasonable notice and an opportunity to seek a protective order or other appropriate remedy.

9. Privacy and Data Protection

Our collection and use of personal information in connection with the Services are described in our Privacy Policy, which is incorporated into these Terms by reference.

If you process personal data that is subject to data protection laws such as the GDPR, UK GDPR, or similar frameworks, and TruUp processes that data on your behalf, our relationship is further governed by our Data Processing Agreement (DPA), which describes our respective roles and obligations as controller and processor (or equivalent concepts).

You are responsible for:

  • Ensuring you have a lawful basis for processing personal data in Your Data.
  • Providing any necessary notices and obtaining any necessary consents from individuals.
  • Making sure that your instructions to TruUp regarding personal data comply with applicable laws.

10. Third-Party Services and Integrations

The Services may enable you to connect with or use third-party products, services, or integrations (for example, Shopify, QuickBooks Online, Xero, or others). These are provided by third parties, not by TruUp.

  • Your use of third-party services is governed by those providers’ terms and privacy policies, not these Terms.
  • We are not responsible for the behavior, features, performance, or security of third-party services.
  • We may, as part of the Services, transmit Your Data to and from such services at your request and configuration.

You acknowledge that discontinuation or changes in third-party services or APIs may affect your use of the Services (for example, if an external API is deprecated or modified). We are not responsible for any such changes beyond our control, but we will use reasonable efforts to adapt the Services where practicable.

11. Service Availability and Support

We aim to provide reliable and performant Services, but we do not guarantee that the Services will be:

  • Continuous or uninterrupted, or
  • Free from errors, bugs, or security vulnerabilities.

We may perform scheduled maintenance, which may result in temporary downtime. We will use reasonable efforts to schedule maintenance at off-peak hours and, where feasible, provide notice.

Support channels and response expectations may vary by plan tier. We will make available at least one reasonable method for you to contact us for support (such as email or in-app messaging).

12. Disclaimers

To the maximum extent permitted by law, the Services are provided “as is” and “as available” and we expressly disclaim all warranties, whether express, implied, or statutory, including, without limitation, any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Without limiting the generality of the foregoing, we do not warrant that:

  • The Services will meet your requirements or expectations.
  • The Services will be uninterrupted, timely, secure, or error-free.
  • The Services will be compatible with your other software, systems, or services.
  • The outputs or results produced by the Services will be accurate, complete, or suitable for any particular purpose (including legal, tax, or accounting compliance).

The Services are tools intended to assist with reconciliation and reporting; they do not constitute legal, tax, or accounting advice. You are solely responsible for any decisions made based on the outputs of the Services, and you should consult appropriate professionals for advice tailored to your situation.

Some jurisdictions do not allow certain disclaimers, so some of the above may not apply to you.

13. Limitation of Liability

To the maximum extent permitted by law:

  • Exclusion of certain damages In no event will TruUp or its affiliates, officers, employees, agents, or licensors be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, or other intangible losses, arising out of or in connection with your use of or inability to use the Services, even if we have been advised of the possibility of such damages.

  • Cap on liability Our total aggregate liability arising out of or relating to these Terms or the Services, whether in contract, tort (including negligence), strict liability, or otherwise, will not exceed the greater of:

    • The amount you paid to us for the Services in the six (6) months immediately preceding the event giving rise to the claim, or
    • One hundred U.S. dollars (USD $100).

These limitations apply to the maximum extent permitted by law, regardless of the legal theory or basis of the claim and even if a remedy fails of its essential purpose.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

14. Indemnification

You agree to indemnify, defend, and hold harmless TruUp and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising from or related to:

  • Your use of the Services.
  • Your violation of these Terms or any applicable law.
  • Your violation of any third-party rights, including intellectual property or privacy rights.
  • Any claim relating to Your Data, including allegations that Your Data infringes or misappropriates the rights of a third party or violates applicable law.

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate with us in asserting any available defenses.

15. Term and Termination

These Terms become effective when you first install or use the Services and continue until terminated by you or us.

You may terminate these Terms at any time by canceling your subscription and ceasing use of the Services.

We may terminate these Terms and/or suspend or terminate your access to the Services in accordance with Section 5 or if we discontinue the Services.

Upon termination:

  • All rights and licenses granted to you under these Terms will immediately cease.
  • You must stop using the Services.
  • Sections that by their nature should survive termination (for example, those relating to ownership, confidentiality, disclaimers, limitations of liability, indemnification, and dispute resolution) will continue to apply.

16. Governing Law and Dispute Resolution

16.1 Governing law

These Terms and any dispute or claim arising out of or in connection with them or the Services are governed by and construed in accordance with the laws of Delaware, United States , without regard to its conflict-of-law principles.

16.2 Dispute resolution

You and TruUp agree to attempt to resolve any disputes informally first. If a dispute cannot be resolved informally within a reasonable time, then, except where prohibited by law, disputes will be resolved:

  • In the courts located in Wilmington, Delaware , which will have exclusive jurisdiction, unless we agree otherwise in writing; or
  • By binding arbitration if we adopt an arbitration clause in an updated version of these Terms.

Nothing in this section limits either party’s ability to seek injunctive or equitable relief in a court of competent jurisdiction to prevent or stop ongoing infringement, misappropriation, or misuse of intellectual property or confidential information.

17. Changes to These Terms

We may update these Terms from time to time to reflect changes to our Services, our practices, or for other operational, legal, or regulatory reasons.

When we make material changes, we will:

  • Update the “Last updated” date at the top of these Terms, and
  • Provide additional notice where required by law (for example, via email, in-app messages, or a notice on our website).

Your continued use of the Services after the updated Terms become effective constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Services.

18. Miscellaneous

  • Entire agreement These Terms, together with any additional terms referenced herein (such as the Privacy Policy, Data Processing Agreement, Acceptable Use Policy, and Refund & Cancellation Policy), constitute the entire agreement between you and TruUp regarding the Services and supersede all prior or contemporaneous agreements, communications, and understandings, whether written or oral, relating to their subject matter.

  • Severability If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

  • No waiver Our failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision.

  • Assignment You may not assign or transfer these Terms, or any rights or obligations under them, without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.

  • Relationship of the parties Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship between you and TruUp.

19. Contact

If you have any questions about these Terms or the Services, you can contact us at:

TruUp TruUp

Email: [email protected]