These Terms of Service (the “Terms”) are a legally binding agreement between you and Package Retriever, Inc., a Wyoming corporation (“Package Retriever,” “we,” or “us”). Please read these Terms carefully. If you do not agree, do not register for, access, or use the Services. These Terms incorporate by reference our Privacy Policy, Data Processing Agreement, and Subprocessor List.
Important Notices — Please Read
Binding arbitration; class-action waiver; mass-arbitration protocol. See Section 23. You are waiving your right to a jury trial and to participate in class actions.
Business-to-business only. The Services are for business, trade, or professional use. See Section 3.
You authorize post-shipment adjustments. See Section 8.
Rookie can act on your behalf. Configure limits and a kill switch. See Section 5.
Tiered liability cap. See Section 20.
1. The Agreement
These Terms govern your access to and use of packageretriever.com, the Fetch desktop application, the Rookie's Rewards browser extension (the “Extension”), the Rookie agentic automation hub, the Source wholesale marketplace, our mobile application, our APIs, and any related platforms (collectively, the “Services”).
1.1 Conditional Grant of Access
Your access is conditioned on your acceptance of and continued compliance with these Terms. By registering for an account, installing Fetch or the Extension, or otherwise accessing any portion of the Services, you represent that you have read, understood, and agree to be bound by these Terms.
1.2 Incorporated Policies
The following are incorporated into these Terms by reference: the Privacy Policy, the Data Processing Agreement, the Subprocessor List, the Extension Privacy Notice, the Cookie Policy, the California Notice, and any state-specific addenda. In the event of a conflict between these Terms and an incorporated document, these Terms control unless the incorporated document is required by law to control (for example, a mandatory provision of an applicable Data Protection Agreement or a jurisdiction-specific privacy notice required by local law).
1.3 Modification of Terms
We may modify these Terms from time to time by posting an updated version with a new “Last Updated” date. For material changes that adversely affect your rights, we will provide at least thirty (30) days' prior notice by email to your registered contact address or by in-product notice. Your continued use of the Services after a change takes effect constitutes acceptance. If you do not agree to a change, your sole remedy is to discontinue using the Services.
1.4 Regulatory Limitations
The Services are not intended for use in jurisdictions where access would be unlawful. The Services are not designed for, and are not authorized to be used in the processing of, protected health information under HIPAA, federal information systems subject to FISMA, payment-card cardholder data as the system of record for PCI-DSS (we use PCI-DSS compliant processors but do not act as cardholder environment), government-classified information, or any other industry-specific regulated data category unless we have expressly and in writing agreed to that use.
1.5 ARBITRATION, CLASS-ACTION WAIVER, AND JURY TRIAL WAIVER
SUBJECT TO LIMITED EXCEPTIONS, YOU AND PACKAGE RETRIEVER AGREE TO RESOLVE ALL DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION. YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL AND YOUR RIGHT TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. MASS FILINGS ARE SUBJECT TO THE BATCHED/BELLWETHER PROCEDURE IN SECTION 23. You have the right to opt out of arbitration as provided in Section 23.9.
1.6 Business Purpose Only
The Services are offered solely for business, trade, or professional use. By accessing the Services, you represent that you are acting for such purposes and not as a consumer (as “consumer” is defined under consumer-protection statutes such as the U.S. Magnuson-Moss Warranty Act or equivalent laws).
2. Definitions
Account — Digital credentials established by a User to access the Services, categorized as a Merchant Account or Source Buyer Account.
Account Balance — Record of prepaid funds maintained by us and used to fund Carrier Charges, subscription fees, and marketplace purchases.
Agreement — These Terms, together with all incorporated documents.
Carrier — Any third-party carrier or shipping service, including USPS, UPS, FedEx, DHL, Sendle, and regional couriers.
Carrier Charges — All fees, costs, and surcharges imposed by a Carrier, including base postage, fuel surcharges, DIM weight adjustments, and post-shipment audit fees.
Commercial Activation — The optional Services feature described in Section 9 that permits a Merchant to export hashed identifiers to advertising platforms.
DPA — The Data Processing Agreement at /legal/dpa.
EDI — Electronic Data Interchange.
Extension — The Rookie's Rewards browser extension.
Fetch — Our desktop hardware-bridge application.
Identity Graph — Our system for resolving events and records across the Services to a single Person record, as described in Section 9.
Marketplace Services — Technology tools that facilitate commercial interaction between Merchants and Source Buyers.
Member Content — Text, graphics, images, product descriptions, SKU metadata, or other materials posted by a User through the Services.
Merchant — A User operating a Merchant Account.
Operational Ledger — Our proprietary metadata database recording interactions and workflow transitions within the Services.
Rookie — Our AI automation hub. See Section 5.
Services — As defined in Section 1.
Software — The hosted SaaS platform, Fetch, the Extension, the mobile application, and all associated algorithms, models, and code.
User — Any individual who accesses the Services under an Account.
3. Eligibility & Account Integrity
3.1 Age and Capacity
You must be at least eighteen (18) years of age and have the legal capacity and authority to enter into a binding contract. If you are accessing the Services on behalf of an entity, you represent that you have authority to bind that entity and that all references to “you” in these Terms include that entity.
3.2 Business Use Only
You represent that your use of the Services is solely for business, trade, or professional purposes and not for personal, family, or household purposes.
3.3 Account Security
You are responsible for all activities that occur under your Account. You must (a) maintain the confidentiality of passwords, API keys, and other credentials; (b) prevent unauthorized access to your Fetch installation and local hardware; and (c) promptly notify us of any suspected unauthorized use of your Account at security@packageretriever.com.
3.4 Accuracy of Information
You agree to provide true, accurate, current, and complete information at registration and to promptly update such information. Material misstatements may result in suspension or termination.
4. Accounts, Funding & Fees
4.1 Account Funding and Pre-Payment
To purchase Shipping Services or certain Marketplace features, you must maintain a positive Account Balance. You are required to pre-fund your Account in an amount sufficient to cover the transactional services you wish to purchase.
4.2 Pooled Funds; No Interest; No Deposit Insurance
User funds may be held in pooled accounts at financial institutions we select. You are not entitled to FDIC or similar deposit insurance on your Account Balance, and you will not receive interest or other earnings on amounts held in your Account Balance.
4.3 Virtual Postage Meters
A portion of Account Balances may be linked to virtual postage meters authorized by the U.S. Postal Service. We may assign you to a personal or aggregate meter at our discretion and may reassign you without prior notice.
4.4 Pricing and No Refunds for Rate Fluctuations
All pricing is displayed at the time of transaction. No refunds apply to transactions that could have been obtained at a lower rate at a different time, via a different carrier service, or through a different integration.
4.5 Taxes
You are responsible for all applicable federal, state, local, and international taxes (other than taxes on our net income) arising from your use of the Services and the transactions conducted through the Services. We do not provide tax advice.
5. Rookie AI Agent & Automated Decision-Making
5.1 Appointment of Rookie; Transaction Caps and Kill Switch
By enabling any automated Rookie feature — including Auto-Inventory Refresh, Predictive Reordering, Smart Carrier Selection, or Automated Fraud Mitigation — you appoint Rookie as your authorized agent with express authority to access and interpret data from your connected storefronts, warehouses, and vendors; evaluate marketplace signals; and execute Purchase Orders and transactions on your behalf, subject to the per-transaction and monthly spending limits you configure in Agent Settings. Rookie will not execute any transaction exceeding your configured limits without manual approval. You may disable Rookie's transactional authority entirely at any time via the “Kill Switch” in Agent Settings.
5.2 Financial Commitment
When Rookie initiates a transaction within your configured limits, you are legally bound by that transaction as if you had manually executed it. You are responsible for ensuring your Account Balance is sufficient to satisfy any obligations Rookie incurs within your limits.
5.3 No Warranty on Algorithmic Accuracy; AI Hallucinations
Artificial-intelligence systems are subject to errors, “hallucinations,” and unpredictable outputs. We do NOT warrant the accuracy, completeness, or timeliness of Rookie's recommendations or automated actions, or that they will produce specific business outcomes.
5.4 Meaningful Disclosure; Recommendation Mode
The specific automated decisions Rookie makes, their inputs, their consequences, and the controls available to you are described in Section 9 of our Privacy Policy. You may configure Rookie to “Recommendation Mode,” which requires manual human approval for all actions.
5.5 Limitation of Liability for Agentic Errors
To the maximum extent permitted by law, we are not liable for damages arising from errors in Rookie's predictive logic, third-party API failures that affect Rookie's execution, or your failure to properly configure spending limits, safety thresholds, or the Kill Switch.
6. Supply-Chain Network & EDI Authority
6.1 EDI Enforceability
Electronic transmissions facilitated by the Services — including Purchase Orders, Invoices, Advanced Ship Notices, and Inventory Status Updates — are legally enforceable under UETA and the federal E-SIGN Act.
6.2 Marketplace Neutrality
We provide technology that enables our Marketplaces but are not a party to any commercial relationship between Merchants and Source Buyers or between Merchants and Vendors. We do not take title to goods, warrant product quality, or guarantee performance by any Network participant.
6.3 Inter-Member Disputes
Disputes between a Merchant and a Source Buyer (or between Merchants and Vendors) must be resolved directly between those parties. You release us from claims arising out of such disputes, subject to our availability to assist in good faith as the platform operator.
6.4 Credit & Performance Data
You authorize us to obtain and review business-credit history as reasonably needed for our Marketplace Services, to share de-identified performance signals with other participants to facilitate trust, and to adjust Network-wide credit limits or net-terms eligibility based on performance history.
7. Carrier Services, Charges & Audits
7.1 Technology Intermediary
We are a technology platform and are not a motor carrier, freight forwarder, or postal operator. Your purchase of a label through the Services creates a direct contract of carriage between you and the applicable Carrier; we are not a party to that contract.
7.2 No Guarantees of Carrier Performance
We do not guarantee transit times, successful delivery, or absence of damage. Any guarantee, claim procedure, or refund policy originates from the Carrier and is governed by the Carrier's tariff.
7.3 Hazardous Materials, Prohibited Items, and Reimbursement
You warrant that you will not tender any package containing hazardous materials, dangerous goods, or contraband except as expressly authorized by the Carrier's tariff and by applicable law. If a shipment causes a fine or penalty against us, you will reimburse us for the full amount plus reasonable legal fees and administrative costs. You authorize us to offset the amount against your Account Balance or deduct it therefrom, and to invoice you for any deficiency.
Shipping Insurance. Any insurance coverage for lost or damaged shipments is provided by the Carrier or a third-party insurer on their terms. We are not an insurer and make no guarantees regarding claims outcomes.
8. Post-Shipment Adjustments
8.1 Authorization
If a Carrier determines a shipment was underpaid due to incorrect weight, dimensions, or packaging data, you grant us an irrevocable, standing authorization to (a) deduct the full deficiency from your Account Balance; (b) charge any payment method on file if your Account Balance is insufficient; and (c) assess a reasonable administrative processing fee.
8.2 Regulation E Advance Notice (Sole Proprietors and Small Merchants)
For accounts held by sole proprietors and small merchants whose designated payment method on file is a debit card associated with a consumer demand-deposit account (to the extent Regulation E, 12 C.F.R. § 205.10(d), applies to the adjustment): deductions that vary by more than $5.00 from the original transaction amount or $100 in aggregate will be notified at least ten (10) days in advance, unless you have affirmatively waived this notice in writing through an authorization we provide. This Section 8.2 applies only where and to the extent Regulation E applies.
8.3 Survival of Carrier Audit Liability
Carrier audits may occur weeks or months after delivery. Your liability for adjustments is absolute and survives closure or termination of your Account.
9. Data License, Operational Ledger & Identity Graph
9.1 Operational Ledger Ownership
We own the structure, arrangement, and metadata schema of the Operational Ledger. You own the underlying business records you contribute (for example, your SKU catalog, customer order data, and inventory levels), subject to the licenses below.
9.2 Data License (With Privacy-Law Carve-Out)
You grant us a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, analyze, process, and use data and metadata generated by your use of the Services for the following purposes: (a) providing and improving the Services; (b) training and improving the Rookie AI agent; (c) operating the SKU Matchmaker and related Marketplace features; (d) generating aggregated and de-identified industry insights; and (e) offering Commercial Activation to Merchants who opt in. The license is perpetual and irrevocable except to the extent required by applicable law, including data subject rights under GDPR, UK GDPR, CCPA/CPRA, and other applicable privacy laws. On a valid erasure request, we will delete your identifiable personal data in accordance with our Privacy Policy, subject to our right to retain truly aggregated and de-identified insights that cannot reasonably be re-linked to you and to retain records required for tax, audit, or legal-hold purposes.
9.3 Identity Graph & Tiered Commercial Use
We operate an Identity Graph that links events and records across Merchants on the Services, as described in Section 7 of the Privacy Policy. Our commercial use of the Identity Graph is tiered:
Tier A — Merchant self-service analytics. Always on. Merchant sees insights about its own customers only.
Tier B — Aggregated benchmarks. Always on. Aggregated, de-identified outputs across the Network.
Tier C — Commercial Activation. Optional, per-Merchant opt-in, gated on the Merchant's written attestation of consumer disclosure and on our detection of the consumer-disclosure widget on the Merchant's storefront. Consumer-level opt-out (including via Global Privacy Control) is honored throughout.
Tier D — Cross-Merchant Conquest. Optional, dual opt-in (target Merchant and buyer Merchant), subject to additional terms we will present at the time of activation. Tier D is not available except where a Merchant has affirmatively opted in to participate both as a target and/or as a buyer, and we have performed the additional legal review described in the Merchant activation flow.
9.4 Commercialization of De-identified Insights
We own all right, title, and interest in aggregated and de-identified data derived from use of the Services. We may monetize, license, or disclose these de-identified insights for industry benchmarking, market analysis, and supply-chain reporting. We commit to processing such datasets using methods reasonably designed to prevent re-identification of any individual or Merchant.
9.5 Baseline Confidentiality Pledge
We do NOT sell or license any Merchant's customer records, customer lists, order histories, or identifiable customer profiles to other Merchants or to parties outside the Package Retriever ecosystem. Disclosures we make through Commercial Activation are limited to hashed identifiers transmitted to advertising platforms for audience matching on the Merchant's behalf, subject to consumer opt-outs.
10. Intellectual Property
10.1 Our IP
We and our licensors own all right, title, and interest in and to the Services, including the Rookie AI models, Fetch, the Extension, the Software, proprietary algorithms, and the Operational Ledger database architecture. These are protected by U.S. and international copyright, trademark, patent, and trade-secret laws.
10.2 License to Your Member Content (With Erasure Carve-Out)
You grant us a worldwide, non-exclusive, royalty-free, sublicensable license to host, use, copy, analyze, modify, and create derivative works from Member Content you submit (for example, product images, SKU metadata, brand assets) for the purpose of operating, providing, and improving the Services, and for SKU Matchmaker and Marketplace discovery. This license survives termination of these Terms as to content already posted, except as required by applicable law, including data subject rights under GDPR, UK GDPR, CCPA/CPRA, and other applicable privacy laws. On a valid erasure request, we will delete your identifiable personal data in accordance with our Privacy Policy, subject to aggregated and de-identified retention as described in Section 9.2.
10.3 Feedback (Revocable on Erasure)
If you provide feedback or suggestions regarding the Services, you grant us a non-exclusive, royalty-free, worldwide license to use the feedback to improve the Services, subject to applicable privacy-rights carve-outs. Unattributed, aggregated, or anonymized feedback may be retained indefinitely.
10.4 Trademarks
“Package Retriever,” “Rookie,” “Fetch,” “Source,” the Package Retriever logo, and related marks are our trademarks. You may not use our marks without our prior written consent, except for factual references within the authorized scope of the Services.
10.5 DMCA
If you believe content accessible through the Services infringes your copyright, please send a notice that complies with 17 U.S.C. § 512(c) to dmca@packageretriever.com. We may remove content, terminate repeat-infringer accounts, and take other steps we deem appropriate under the DMCA.
11. Fetch Desktop Application
11.1 License to Fetch
Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to install and use Fetch on devices you control, solely to interface with the Services.
11.2 Hardware Interaction
By installing Fetch, you authorize it to communicate with local operating-system APIs, peripheral drivers, and connected scales and printers. We are not responsible for damage resulting from incompatible peripherals, printer-driver issues, or physical or environmental damage to your hardware.
11.3 Updates
Fetch may receive automatic updates that deliver bug fixes, security patches, and new features. By installing Fetch, you consent to these updates.
11.4 Prohibited Engineering
You are strictly prohibited from reverse engineering, decompiling, disassembling, or attempting to extract the source code, model weights, or proprietary algorithms of (i) Fetch, (ii) Rookie, (iii) the Operational Ledger schema, (iv) the Extension, or (v) any API beyond the authorized use described in our public Documentation. You may not use the Services or any bridge to bypass Carrier security measures. You may not transmit malware, exploit, or harmful code via the Services.
11B. Rookie's Rewards Browser Extension
11B.1 Installation and Authenticated-Session Only
The Extension is optional. By installing and authenticating the Extension, you consent to the data practices described in our Privacy Policy and the Extension Privacy Notice. The Extension collects data only while you are authenticated. When you sign out, the Extension does not collect or transmit browsing telemetry.
11B.2 What We Do Not Intercept
The Extension does not intercept, read, or store: (a) password or credential fields; (b) payment-card numbers or payment form content; (c) content of private messaging, email, or social media; or (d) full AI-assistant conversation text. On AI-assistant platforms, the Extension runs a local shopping-intent classifier and only transmits references to products and outbound links identified in shopping-related responses.
11B.3 Affiliate Relationship (FTC Disclosure)
The Extension may cause a browser redirect through an affiliate tracking link on a partner retailer's site. We may receive commissions on qualifying purchases. This is a “material connection” within the meaning of 16 C.F.R. Part 255. Commissions fund the Rewards program and the Services.
11B.4 Chrome Web Store Limited-Use Commitment
Our use of information received from Google APIs and from the Chrome Web Store complies with the Chrome Web Store Developer Program Policies, including the Limited Use requirements. We do not sell data collected by the Extension. We use and transfer Extension-collected data only to provide the Extension's user-facing functionality (rewards, coupons, affiliate attribution) and related product improvement.
11B.5 Rewards and No-Guarantee
The Extension may generate rewards for your account subject to the Rewards terms in Section 12. Rewards depend on confirmation from the applicable affiliate network. We do not guarantee that any affiliate network will confirm or pay a commission for a given transaction.
12. Rewards, Missions & Pending Status
12.1 Promotional Only; No Monetary Value
Retriever Rewards are promotional incentives only. Rewards, credits, and points have no monetary value, do not constitute your personal property, and cannot be cashed out, transferred, sold, or assigned.
12.2 Our Discretion
We may modify, reduce, suspend, forfeit, or revoke any Rewards or Missions — including those pending verification — in cases of suspected fraud, violation of these Terms, or discontinuation of the Rewards program.
12.3 Pending Verification
Rewards earned through qualifying activity are subject to a mandatory “Pending” verification period during which we conduct anti-fraud analysis. We do not guarantee any Pending reward will be approved or converted to an active balance.
13. Billing, Subscriptions & Cancellation
13.1 Subscription Fees and Auto-Renewal
Subscription fees are billed in advance on a periodic basis. Subscriptions automatically renew unless you cancel before the renewal date. We may change pricing with reasonable notice to you.
13.2 No-Refund Policy
Subscription fees are non-refundable except where required by applicable law. No refunds are provided for partial periods or for unused service in an active subscription.
13.3 Cancellation
You may cancel your Account at any time. Service continues until the end of the current billing period. We may terminate for violation of these Terms without refund.
14. Prohibited Activities & Conduct
You may not use the Services to (a) violate applicable law; (b) scrape, crawl, or extract data by automated means except through authorized APIs; (c) circumvent security, authentication, or rate-limiting mechanisms; (d) ship contraband or prohibited items; (e) impersonate another person or entity; (f) damage, overload, or impair the Services; (g) transmit malware or exploit code; (h) infringe intellectual-property rights; (i) engage in unlawful discrimination or harassment; or (j) resell or sublicense the Services except as expressly authorized.
14.1 Workforce Conduct & Anti-Harassment
Harassment, discrimination, or abusive conduct directed at our employees, contractors, or other Users may result in immediate termination.
15. Representations & Warranties
You represent and warrant that: (a) you have authority to enter into these Terms; (b) you will comply with applicable law; (c) all information you provide is accurate and complete; (d) your use of the Services will not violate any law or the rights of any third party; (e) you hold all necessary rights to Member Content you submit and to any personal information you cause us to process on your behalf; (f) you have provided notice and obtained consents from your end customers to the extent required for our processing of their personal information, consistent with the DPA; and (g) you are not located in, or a national or resident of, a country subject to U.S. government embargo (see Section 17).
15.1 Cross-Merchant Data Representation
If you elect to enable Commercial Activation, you further represent and warrant that (i) you have provided your end customers with consumer-facing notice of Package Retriever's role and cross-merchant data handling, (ii) you have complied with applicable privacy laws, including disclosure and opt-in/opt-out requirements, and (iii) in jurisdictions requiring consumer opt-in for cross-context data use, you have obtained that opt-in. You agree to defend, indemnify, and hold us harmless against any third-party claim arising from your failure to comply with this Section 15.1.
16. Confidentiality
Each party may have access to the other's non-public business, technical, or operational information (“Confidential Information”). Each party agrees to (a) use the other's Confidential Information only for the purposes of performing under these Terms; (b) protect it with at least the degree of care it uses for its own similar information, but no less than reasonable care; and (c) not disclose it to third parties except to its personnel and service providers who need to know and are bound by written confidentiality obligations. These obligations do not apply to information that is or becomes public other than through breach, was independently developed, or is disclosed pursuant to legal process (with prior notice to the other party where legally permitted).
17. Export Controls & Sanctions
You represent that you are not (a) located in, under the control of, or a national or resident of Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, or Luhansk regions, or any other country subject to U.S. OFAC comprehensive sanctions; (b) identified on the U.S. government's Specially Designated Nationals and Blocked Persons List, the Denied Persons List, the Entity List, or any other U.S. or EU restricted-party list; or (c) a “foreign adversary” or “covered person” as defined in 28 C.F.R. Part 202. You will not export, re-export, or transfer the Services in violation of U.S., EU, or other applicable export-control laws.
18. Warranty Disclaimer
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, OR UNINTERRUPTED AVAILABILITY. WE DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT DEFECTS WILL BE CORRECTED, OR THAT OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES; THE EXCLUSIONS ABOVE APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
19. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
19.1 Tiered Aggregate Cap
Subject to Section 19.2 below, our total aggregate liability to you arising out of or relating to these Terms or the Services will not exceed:
Tier 1 — Free accounts with no paid transactions in the preceding twelve months: one hundred U.S. dollars ($100.00).
Tier 2 — Paid accounts: the greater of (a) fees paid by you to us in the twelve months preceding the event giving rise to the claim, or (b) one thousand U.S. dollars ($1,000.00).
Tier 3 — Source wholesale transactions and transactions executed by Rookie: the greater of (a) the value of the specific transaction(s) at issue in the claim, or (b) ten thousand U.S. dollars ($10,000.00).
19.2 Carve-Outs
The caps in Section 19.1 do not apply to: (a) our gross negligence or willful misconduct; (b) our breach of confidentiality obligations; (c) our indemnification obligations in Section 21; (d) amounts payable under Section 21 for third-party intellectual-property claims caused by the Services; or (e) liability that cannot be limited under applicable law.
19.3 Consumer Protections
Nothing in these Terms excludes or limits liability for death or personal injury caused by our negligence, fraud, fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.
20. Indemnification
20.1 By You
You will defend, indemnify, and hold harmless Package Retriever and its affiliates, officers, directors, employees, agents, and service providers from and against any third-party claims, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your violation of these Terms; (b) your use of the Services in breach of applicable law; (c) your Member Content or Rewards activity; (d) Carrier fines or penalties caused by shipments you initiated; (e) your breach of Section 15.1 (Cross-Merchant Data Representation); or (f) a third-party claim that your use of the Services (other than where the claim is caused by our Services as used as authorized) infringes that third party's intellectual-property rights.
20.2 By Us (Mutual IP and Data-Breach Indemnity)
We will defend, indemnify, and hold harmless Merchant from and against third-party claims, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable attorneys' fees) to the extent such claim alleges that: (a) the Services, as used as authorized under these Terms, infringe a third party's United States patent, copyright, or trademark; or (b) a data breach of Merchant's personal information in our control resulted from our failure to comply with reasonable industry security standards. Our obligations under this Section 20.2 are conditioned on (i) Merchant providing prompt written notice of the claim, (ii) Merchant's reasonable cooperation in the defense, and (iii) our sole control of the defense and settlement. The caps in Section 19 do not apply to our obligations under this Section 20.2.
21. Term, Termination & Data Return
These Terms are effective upon your first use or registration and continue until terminated. We may terminate or suspend your Account immediately for breach of these Terms, for violation of applicable law, or for security reasons. For non-cause termination, we will provide reasonable prior notice where practicable.
21.1 Data Retention After Termination
After termination, we will retain account records, transactional records, and Operational Ledger entries consistent with the Retention Schedule in Section 13 of the Privacy Policy. You may request export of your identifiable personal data within thirty (30) days of termination. Truly aggregated and de-identified insights may be retained indefinitely.
Sections that by their nature or by express designation survive termination are enumerated in Section 24 (Survival).
22. API License & Developer Conduct
Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to use the API solely to develop integrations with the Services for your own internal business purposes. You agree to the rate limits, usage quotas, and documentation requirements we publish. We may revoke API access for violation of these Terms or for operational reasons.
23. Dispute Resolution; Binding Arbitration
23.1 Scope
This Section 23 governs any dispute, claim, or controversy between you and us arising out of or relating to the Services or these Terms (each, a “Dispute”).
23.2 Informal Resolution (30-Day Notice)
Before initiating arbitration, the party raising the Dispute must send a written notice to the other party (to us at legal@packageretriever.com) describing the Dispute and the relief sought. The parties will then negotiate in good faith for at least thirty (30) days.
23.3 Binding Individual Arbitration
If the Dispute is not resolved informally, it will be resolved exclusively by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules and, where applicable, the Supplementary Rules for Consumer-Related Disputes, conducted by a single arbitrator in the State of Wyoming, United States. The arbitrator's award is final and may be entered as a judgment in any court of competent jurisdiction.
23.4 Venue Flexibility for Small Claims
For claims seeking less than ten thousand U.S. dollars ($10,000.00), the claimant may elect to arbitrate in the state of its principal place of business (rather than Wyoming) or, at its election, to proceed in small-claims court in that state.
23.5 Class-Action Waiver
YOU AND PACKAGE RETRIEVER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims or preside over any form of a representative or class proceeding.
23.6 Mass Arbitration Protocol
If fifty (50) or more similar Demands for Arbitration are filed against us by claimants represented by the same or coordinated counsel within a sixty (60)-day period, the Demands will be treated as a “Mass Filing.” In that event:
The parties will each select up to ten (10) bellwether Demands from the Mass Filing, which will proceed to arbitration in a coordinated manner;
All remaining Demands in the Mass Filing will be stayed pending the outcome of the bellwether arbitrations;
After the bellwether arbitrations have concluded, the parties will engage in good-faith mediation, with a mediator selected by the parties, over the remainder of the Mass Filing;
Only after the mediation has concluded without a global resolution will the remaining stayed Demands proceed to individual arbitration;
The parties will share in the fees of the bellwether arbitrations as equitable, notwithstanding any AAA fee schedule that would otherwise allocate fees differently.
23.7 Exceptions
Either party may: (a) seek temporary, preliminary, or permanent injunctive or equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual-property rights, confidentiality, or security; and (b) pursue qualifying small-claims-court matters consistent with Section 23.4.
23.8 Governing Law
These Terms, and any Dispute arising out of them, are governed by the laws of the State of Wyoming without regard to its conflict-of-laws principles, except that the Federal Arbitration Act governs the interpretation and enforcement of this Section 23.
23.9 Arbitration Opt-Out
You may opt out of Sections 23.3–23.6 by sending written notice of your decision to opt out to legal@packageretriever.com within thirty (30) days after first accepting these Terms. The notice must state your name, account identifier, and a clear statement that you are opting out of the arbitration, class-action-waiver, and mass-arbitration provisions. Opting out will not affect the enforceability of any other part of these Terms.
23.10 Severability of Arbitration
If the class-action waiver is found to be unenforceable as to a particular claim, that claim must be severed from the arbitration and brought exclusively in the state or federal courts located in Laramie County, Wyoming. The remaining claims will continue to be arbitrated as provided above.
24. Survival
The following Sections survive termination of these Terms: 2 (Definitions), 4.2–4.5 (Funding, Refund, and Tax provisions, to the extent applicable), 7.3 (Hazardous Materials and Reimbursement), 8 (Post-Shipment Adjustments), 9 (Data License, Operational Ledger & Identity Graph), 10 (Intellectual Property), 11.4 (Prohibited Engineering), 11B.3 (FTC Disclosure), 12.1 (Rewards No Monetary Value), 15 (Representations & Warranties), 15.1 (Cross-Merchant Data Representation), 16 (Confidentiality), 17 (Export Controls), 18 (Warranty Disclaimer), 19 (Limitation of Liability), 20 (Indemnification), 21.1 (Data Retention After Termination), 23 (Dispute Resolution), 24 (Survival), 25 (Force Majeure), 26 (Entire Agreement and Governing Law), 27 (Assignment, Notices, and Waiver), and 30 (Electronic Signatures and Notices).
25. Force Majeure
Neither party will be liable for delay or failure in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, labor disputes, actions of governmental authorities, acts of war or terrorism, cyberattacks not caused by the affected party's negligence, internet or utility outages, pandemics, or failure of third-party services (carriers, payment processors, marketplace integrations, infrastructure providers) not caused by the non-performing party.
26. Entire Agreement; Governing Law
These Terms, together with the Privacy Policy, DPA, Subprocessor List, and other incorporated documents, constitute the entire agreement between you and Package Retriever regarding the Services and supersede any prior agreements. If any provision is unenforceable, the remaining provisions remain in full force. The laws of the State of Wyoming govern these Terms, without regard to conflict-of-laws principles. Our failure to enforce any right does not waive that right.
27. Assignment, Notices, and Waiver
You may not assign these Terms without our prior written consent; any purported assignment is void. We may assign these Terms in connection with a merger, acquisition, financing, reorganization, or sale of assets. Notices to you will be sent to your registered email address or via in-product notice; notices to us must be sent to legal@packageretriever.com and, for legal process, to our postal address listed in the Privacy Policy. A waiver must be in writing to be effective.
28. Carrier Account Integrity
You agree not to engage in shipping practices that adversely affect our Carrier relationships, and to indemnify us for rate penalties, surcharges, or sanctions attributable to your shipping behavior.
29. Data Processing Agreement Incorporation
Our Data Processing Agreement is incorporated by reference into these Terms and governs our processing of personal information for which we act as a processor on behalf of Merchant. Merchant represents that it has lawful authority to grant us the rights and directions set out in the DPA. In the event of conflict between the DPA and these Terms with respect to our processor obligations, the DPA controls.
30. Electronic Signatures and Notices
You consent to receive all communications, agreements, and notices from us electronically. Your click, tap, or other affirmative acceptance of these Terms constitutes a legally binding electronic signature under the U.S. E-SIGN Act and UETA.