Terms of Service

1. Agreement and parties

These Terms of Service ("Terms") are a legally binding agreement between you and Lever Data Solutions Limited, a company incorporated in Hong Kong trading as "Checkafy" ("Checkafy", "we", "our" or "us"), with its registered office at Unit 231, 2/F, Building 16W, Hong Kong Science Park, Pak Shek Kok, Hong Kong.

They govern your access to and use of the Checkafy website (www.checkafy.com), any mobile applications we publish, and our commercial solutions, including CheckReport, CheckDashboard, CheckAPI and CheckOps (together, the "Services"). By accessing or using the Services you accept these Terms. If you do not agree, do not use the Services.

If you use the Services on behalf of a company or other entity, you represent that you are authorised to bind that entity, and "you" refers to that entity. Where you and Checkafy have signed an order form, statement of work, subscription agreement or API agreement (a "Customer Agreement"), that document prevails over these Terms to the extent of any conflict.

Our Privacy Policy explains how we handle personal data and forms part of these Terms.

2. The Services

Checkafy is a commercial intelligence platform that collects publicly available retail and e-commerce information, structures it with automated and machine-learning processes, and delivers it as data, insight and execution services:

• CheckReport: structured market data reports covering products, pricing, listings, promotions and availability
• CheckDashboard: interactive dashboards for trend, channel and category analysis
• CheckAPI: programmatic access to Checkafy data
• CheckOps: managed execution of scoped tasks such as retail research, website and visibility audits, and brand protection reviews, delivered by Checkafy staff and automated agents
• Mobile applications, where published, for consumer retail price comparison, which may be subject to additional in-app terms

We may change, suspend or discontinue any part of the Services, or introduce new features (including features labelled beta, preview or "coming soon"), at any time. Beta features are provided without any commitment as to availability, performance or continuation.

3. Accounts and access

• You must provide accurate, current and complete information when requesting access or registering, and keep it updated
• You are responsible for safeguarding credentials and API keys and for all activity under your account, whether or not authorised by you
• Notify us immediately at info@checkafy.com of any unauthorised use or security incident
• Access is limited to the named users, seats, SKUs, channels, markets or call volumes stated in your Customer Agreement
• We may refuse, suspend or terminate access at our discretion, including where we reasonably suspect a breach of these Terms, non-payment, or a risk to the Services or other customers

4. Fees and payment

• Fees are as stated in your Customer Agreement or, where none, as published on our pricing page at the time of order. Published prices are indicative, exclusive of taxes, and may change on thirty (30) days' notice
• Invoices are payable within thirty (30) days unless otherwise agreed. Overdue amounts may bear interest at 2% per month or the maximum permitted by law, whichever is lower, and we may suspend the Services until payment is received
• Fees are non-refundable except where expressly stated in a Customer Agreement or required by law
• Usage-based fees (for example, per SKU, per task or per API call) are calculated from our records, which are conclusive absent manifest error
• You are responsible for all taxes, duties and withholding other than taxes on our income

5. Acceptable use

You must not, and must not permit any third party to:

• Use the Services or any data obtained through them unlawfully, including in breach of competition, consumer, data-protection, intellectual-property or sanctions laws
• Use pricing data to agree, coordinate or signal prices with competitors, or otherwise to facilitate anti-competitive conduct
• Resell, sublicense, publish, redistribute or otherwise make Checkafy data available to third parties, except to your own affiliates and advisers for your internal business purposes, or as expressly permitted in a Customer Agreement
• Use the data to build, train or improve a competing product or dataset
• Scrape, crawl, bulk-download or extract data from the Services beyond the scope of your subscription, or circumvent rate limits or access controls
• Reverse engineer, decompile or attempt to derive source code, models, matching logic or algorithms
• Attempt unauthorised access to the Services or related systems, introduce malicious code, or interfere with their operation
• Use the Services to harass, defame, or infringe the rights of any person or seller

6. Data sources and third-party content

• Checkafy data is derived from publicly accessible retailer, marketplace and other online sources, and from information you supply. It reflects those sources at the time of collection and may be incomplete, delayed, inconsistent between sources, or changed or removed by the source without notice
• Product names, brand names, retailer names and logos appearing in the Services are the property of their respective owners. Checkafy is not affiliated with, endorsed by or sponsored by any retailer, marketplace or brand unless expressly stated
• We may modify, restrict or withdraw coverage of any source, channel, market or data field where required by law, by a source owner, or for operational reasons, without liability
• You are solely responsible for how you use Checkafy data, including for any pricing, assortment, marketing, enforcement or other decisions you make and for their compliance with applicable law in each market where you operate

7. Nature of insights; no advice; no guaranteed outcomes

• Data, dashboards, reports, recommendations, alerts, scores, forecasts and agent outputs are provided for information only. They are not legal, financial, investment, tax or professional advice, and are not a substitute for your own judgement or independent verification
• Automated matching, classification and analysis may contain errors. Historical data may be corrected or restated
• We do not guarantee any commercial result, including increases in revenue, margin, share, conversion, search or AI-visibility ranking, or the removal of any listing or seller
• Where the Services flag a possible policy violation, unauthorised seller, counterfeit or price breach, that is an indication based on available data, not a legal determination. Any enforcement action you take is your decision and responsibility. Checkafy is not a law firm and does not provide legal services

8. CheckOps and managed services

• Each task is defined in a written scope agreed before work starts. Work outside the scope requires a new or amended scope and may incur additional fees
• You authorise Checkafy to act on your behalf only to the extent stated in the scope, and you are responsible for ensuring that you have the rights and authority needed for any action you ask us to take (for example, submitting a takedown or contacting a seller in your name)
• Deliverables are deemed accepted ten (10) business days after delivery unless you notify us in writing of a material non-conformity with the agreed scope, in which case we will use reasonable efforts to correct it as your sole remedy
• Evidence packs (screenshots, listings, seller details) are compiled from public sources as found at the time and are provided as-is for your review; we make no representation as to their sufficiency for any legal or platform process
• Free trials and pilots are provided as-is, may be limited or withdrawn at any time, and carry no service commitment

9. API terms

• API access is subject to the rate limits, call volumes and permitted uses in your Customer Agreement and our API documentation
• API keys are confidential, must not be shared or embedded in public code, and may be rotated or revoked by us for security reasons
• We may throttle, suspend or terminate API access in case of abuse, excessive load, security risk or breach of these Terms
• Cached or stored API responses must be refreshed and deleted in accordance with our documentation and on termination

10. Customer content and feedback

• "Customer Content" means any data, files, lists (for example authorised-seller lists, SKU lists, MAP policies), instructions, text, images, reviews and other material you or your users submit to the Services or provide to us
• You retain ownership of Customer Content. You grant Checkafy a worldwide, non-exclusive, royalty-free licence to host, copy, process, analyse, display and create derivative works from Customer Content for the purpose of providing, securing and improving the Services, and, in aggregated or de-identified form that does not identify you, for analytics and product development. Where Customer Content is submitted to a consumer-facing application for public display (for example a product review or photo), the licence also includes the right to publish, distribute and sublicense that content in connection with the Services, and survives termination for that content
• You warrant that you own or have all necessary rights and consents in Customer Content, that it does not infringe any third-party right or law, and that any personal data in it has been collected and shared lawfully. To the extent permitted by law, you waive, and shall procure that contributors waive, any moral rights in Customer Content in respect of the uses licensed above
• We may remove or refuse Customer Content that we reasonably believe breaches these Terms or the law, and we are not obliged to monitor Customer Content
• Any suggestions, ideas or feedback you provide about the Services may be used by Checkafy without restriction or compensation

11. Intellectual property

The Services, including all software, models, algorithms, matching logic, data compilations, databases, reports, dashboards, designs, text, graphics, logos and documentation, and all improvements to them, are owned by Checkafy or its licensors and are protected by copyright, database, trade-mark and other laws of Hong Kong and other jurisdictions. Checkafy data compilations are protected as such regardless of the public nature of the underlying source information.

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable licence during your subscription to access and use the Services and the data delivered to you for your internal business purposes. All other rights are reserved. Nothing in these Terms transfers any intellectual-property right to you.

12. Confidentiality

Each party will keep confidential any non-public information disclosed by the other in connection with the Services (including pricing, scopes, methodologies, and unpublished data) and use it only to perform or receive the Services. This does not apply to information that is or becomes public through no fault of the recipient, was lawfully known to the recipient before disclosure, is independently developed, or must be disclosed by law, in which case the recipient will give prompt notice where permitted. This obligation survives for three (3) years after termination.

13. Disclaimer of warranties

The Services and all data, reports and deliverables are provided "as is" and "as available". To the fullest extent permitted by the laws of Hong Kong, Checkafy and its licensors disclaim all warranties, conditions and representations, express, implied or statutory, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, completeness, timeliness, non-infringement, and any warranties arising from course of dealing or usage of trade. We do not warrant that the Services will be uninterrupted, error-free, secure, or free of harmful components, or that data will be accurate, complete, current or suitable for any decision.

14. Limitation of liability

To the maximum extent permitted by applicable law, Checkafy, its affiliates, directors, officers, employees, agents and licensors shall not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profit, revenue, business, contracts, goodwill, anticipated savings, or data, or for the cost of substitute services, arising out of or in connection with the Services or these Terms, however caused and under any theory of liability, even if advised of the possibility of such damages.

Without limiting the foregoing, Checkafy is not liable for: (a) any decision or action you take in reliance on the Services; (b) the acts, omissions, content or policies of any retailer, marketplace, platform, seller or other third party; (c) any change, error or unavailability in public source data; (d) unauthorised access resulting from your failure to secure credentials; or (e) events beyond our reasonable control (see section 17).

Our total aggregate liability arising out of or relating to the Services or these Terms in any twelve (12) month period shall not exceed the greater of (i) the fees actually paid by you to Checkafy in the twelve (12) months preceding the event giving rise to the claim and (ii) one hundred US dollars (USD 100). Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, for fraud, or for any liability that cannot be excluded by law.

15. Indemnification

You agree to defend, indemnify and hold harmless Checkafy, its affiliates and their directors, officers, employees, agents and licensors from and against all claims, demands, proceedings, losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or relating to: (a) your use of the Services or of any data, report or deliverable; (b) any decision, communication, enforcement action or pricing action you take based on the Services; (c) Customer Content; (d) your breach of these Terms or of applicable law; or (e) any claim by a third party, including a retailer, marketplace, seller or competitor, arising from your instructions to us or your use of the Services.

16. Term, suspension and termination

• Subscriptions run for the term stated in your Customer Agreement and renew automatically for successive terms of the same length unless either party gives written notice of non-renewal at least thirty (30) days before the end of the current term
• Either party may terminate for material breach not cured within thirty (30) days of written notice, or immediately if the other party becomes insolvent
• We may suspend the Services immediately where necessary to protect the Services, other customers or third parties, or where fees are overdue
• On termination, your right to use the Services and data ceases; you must stop using and delete Checkafy data except where a Customer Agreement allows retention of delivered reports; all unpaid fees become due; and we may delete your account data after thirty (30) days
• Sections 5, 6, 7, 10 to 15, 16 (this paragraph), 18 and 19 survive termination

17. Force majeure

Checkafy is not liable for any failure or delay caused by events beyond its reasonable control, including acts of God, epidemic, war, terrorism, civil unrest, labour disputes, governmental action, failure of utilities, hosting or telecommunications providers, denial-of-service attacks, or changes to third-party websites, platforms or APIs.

18. General

• Entire agreement. These Terms, the Privacy Policy and any Customer Agreement are the entire agreement between the parties regarding the Services and supersede prior discussions
• Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or successor
• Severability. If any provision is held unenforceable, it will be modified to the minimum extent needed and the remainder will continue in effect
• No waiver. A failure to enforce any right is not a waiver of that right
• Relationship. The parties are independent contractors. Nothing creates a partnership, agency or employment relationship
• Notices. Notices to Checkafy must be sent to info@checkafy.com or our registered office. We may notify you by email to the address on your account or through the Services
• Third-party rights. Except for the persons indemnified under section 15, no person other than the parties has any right under the Contracts (Rights of Third Parties) Ordinance (Cap. 623) to enforce these Terms

19. Governing law and jurisdiction

These Terms and any dispute or claim arising out of or in connection with them or the Services (including non-contractual disputes) are governed by the laws of the Hong Kong Special Administrative Region. The courts of Hong Kong have exclusive jurisdiction, provided that Checkafy may seek injunctive or other equitable relief in any jurisdiction to protect its intellectual property or confidential information.

20. Changes to these Terms

We may revise these Terms from time to time. The revised Terms take effect when posted on this page with an updated "Last updated" date, or on a later date stated in the notice. We will make reasonable efforts to notify you of material changes by email or through the Services. Continued use after the effective date constitutes acceptance of the revised Terms.

21. Contact

• Lever Data Solutions Limited (trading as Checkafy)
• Email: info@checkafy.com
• Address: Unit 231, 2/F, Building 16W, Hong Kong Science Park, Pak Shek Kok, Hong Kong