Terms of Service

1. Definitions

For convenience, the following terms have specific meanings throughout this document:

• "Quoli", "we", "us", "our": Quoli Inc., a Colorado corporation based in Denver, Colorado.
• "Merchant", "you", "your": the Shopify store owner, and anyone the store owner gives access to the Quoli app in their Shopify admin, who uses the Service.
• "Shopper": an end customer of a Merchant who interacts with Quoli widgets, submits reviews, or otherwise generates content via the Service.
• "Service": the Quoli software-as-a-service platform, including the Shopify app and dashboard, storefront widgets and review forms, integrations, the marketing site at quoli.io, the public store directory at reviews.quoli.io, and related products.
• "Your Content": reviews, photos, videos, replies, customer data, and other content submitted by you or your Shoppers via the Service.
• "Agreement": these Terms (which include the Acceptable Use rules in section 7) together with any incorporated documents, including the Privacy Policy, the GDPR Compliance page, and any order form or paid plan agreement.

2. Acceptance of terms

These Terms of Service (the "Terms") form a binding agreement between you ("you", "your", or "Merchant") and Quoli Inc. ("Quoli", "we", "us", or "our"). They cover your access to and use of our website, the Quoli Shopify app and dashboard, storefront widgets and review forms, and all related products and services (collectively, the "Service").

By installing the Quoli app from the Shopify App Store, creating an account, or using any part of the Service, you confirm that you have read, understood, and agree to these Terms. If you are accepting on behalf of a company, you represent that you have authority to bind that company to these Terms.

3. The service

Quoli provides a software-as-a-service platform that helps Shopify merchants collect, display, and act on customer reviews, photo and video user-generated content, Questions, and related social proof. The Service includes review collection flows, on-site widgets delivered via the Shopify Theme App Extension, AI-assisted reply drafting, integrations with third-party platforms (such as Klaviyo, Meta, Google), and reporting dashboards.

We are continually improving the Service. We may add, remove, or modify features at any time. Where a change materially reduces functionality on a paid plan, we will give you reasonable notice and, where appropriate, an option to downgrade or cancel.

4. Your account

To use the Service, you need a Shopify store and a Quoli account. You are responsible for keeping your account credentials confidential and for any activity that occurs under your account. Notify us immediately at support@quoli.io if you suspect unauthorized access.

Anyone you give access to the Quoli app in your Shopify admin can use Quoli for your store. You are responsible for their actions, including their compliance with these Terms.

5. Your content and data

You retain ownership of all reviews, photos, videos, customer data, replies, and other content that you or your customers submit through the Service ("Your Content"). You grant Quoli a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display, and reproduce Your Content solely for the purpose of providing the Service to you and improving it.

This license includes showing your published reviews and ratings on Quoli's public store directory at reviews.quoli.io.

You are responsible for ensuring that you have the rights and permissions needed to upload Your Content and that it complies with applicable law. You confirm that any customer data you import or sync to Quoli has been collected lawfully and in accordance with applicable privacy laws.

We process personal data on your behalf as a processor (in GDPR terminology) or service provider (in CCPA terminology). Our role and responsibilities are detailed in our Privacy Policy and Data Processing Addendum.

6. Fees and billing

Fees for paid plans are listed on our pricing page. Quoli has a free forever plan, and paid plans start with a 14-day trial. By subscribing to a paid plan you authorize Shopify to charge your payment method on file according to the billing cadence listed for that plan.

All fees are non-refundable except where required by law. Plan changes and cancellations are billed through Shopify and follow Shopify's billing rules. Moving to the free forever plan or uninstalling Quoli stops future charges.

If you reach your plan's monthly review request limit, review requests pause until your next billing period starts or you upgrade. We never charge for usage above your plan.

7. Acceptable use

Quoli is a trust platform. It only works if the reviews and content on it are real. The rules in this section exist to protect shoppers from misleading reviews and to protect merchants from competitors, bad actors, or abuse that would damage the integrity of their store.

7.1 Review integrity

The single most important rule on Quoli is that reviews must be honest representations of real customer experiences. You agree not to:

• Submit reviews on behalf of customers without their explicit, ongoing consent.
• Pay for, bribe, or coerce positive reviews in ways that violate the Federal Trade Commission's Endorsement Guides or equivalent rules in your jurisdiction.
• Offer discounts or rewards in exchange for specifically positive reviews. Rewards for any honest review (positive or negative) are permitted, provided the reward is disclosed in the request.
• Archive, hide, delete or leave unpublished negative reviews to misrepresent your rating. You may archive reviews only where they violate these Terms, contain personal data of an unrelated third party, or are not genuine customer reviews.
• Use Quoli to import, fabricate, or generate reviews that did not originate from real customers of your store.
• Use blocklists, hand-picked review requests or automations to avoid asking customers you expect to leave a negative review.
• Show reviews of one product on a product that is substantially different, including through review groups.
• Run schemes to inflate review counts or ratings, including using sock puppet accounts, paid review services, or AI-generated content presented as customer-written.

Quoli may review a store's reviews and settings when we receive a report or see signs of misuse. Repeat violations of review integrity rules will result in account termination and may be reported to relevant regulators. Our Review Authenticity Policy sets out these rules in full.

7.2 Prohibited content

You agree not to submit, collect, or display content via Quoli that:

• Is unlawful, threatening, defamatory, obscene, pornographic, or that incites hatred or violence.
• Infringes any patent, trademark, trade secret, copyright, or other intellectual property right of any party.
• Contains malicious code, viruses, or other harmful components.
• Discloses the personal data of an unrelated third party (including names, addresses, phone numbers, or images) without consent.
• Impersonates another person or misrepresents your affiliation with a person or entity.
• Promotes illegal goods, services, or activities.

7.3 Prohibited conduct

You agree not to:

• Reverse engineer, decompile, or attempt to extract the source code of the Service.
• Probe, scan, or test the vulnerability of any Quoli system or network without prior written permission.
• Bypass or attempt to bypass any rate limits, security controls, access restrictions, or filtering systems.
• Resell, sublicense, or commercially exploit the Service without our written consent.
• Interfere with or disrupt the Service or any servers or networks connected to it.
• Use the Service to compete with Quoli or to build a competing product.

7.4 Email and outbound communication rules

Quoli sends transactional emails (review requests, reminders, replies) on your behalf to your customers. You agree to:

• Only send to customers who have purchased from your store and where you have a lawful basis to contact them under applicable law.
• Honor all unsubscribe requests promptly. Quoli automatically suppresses recipients who unsubscribe.
• Comply with the CAN-SPAM Act, GDPR, CASL, and other applicable email marketing laws.
• Not use the Service to send spam, bulk unsolicited email, or messages unrelated to the purchase the recipient made from your store.

7.5 API and automated use

You agree not to scrape or crawl the Service in a way that places undue load on our infrastructure, or use access granted to one merchant to reach the data of another merchant.

7.6 Enforcement

We may take any of the following actions in response to a violation of this Section: issue a warning and require remediation; remove or hide specific reviews or content; suspend specific features (e.g., review request sending, AI Replies); suspend or terminate the account; report the violation to law enforcement, regulators, or affected third parties where required or appropriate. Where reasonable, we will give you notice and an opportunity to cure. For severe or repeat violations, action may be immediate. To report a suspected violation by another Quoli user, email support@quoli.io with subject line "Conduct report."

8. Intellectual property

The Service, including all software, designs, trademarks, logos, and documentation, is owned by Quoli or its licensors. We grant you a limited, non-exclusive, non-transferable license to access and use the Service for your internal business purposes, subject to these Terms.

Nothing in these Terms transfers any of our intellectual property rights to you. You may not use our brand assets without prior written permission, except for the Shopify App Store badge and partner co-marketing materials we have explicitly approved.

9. Third-party services

The Service integrates with third-party platforms including Shopify, Klaviyo, Meta, Google, and others. Your use of those platforms is governed by their own terms and privacy policies. We are not responsible for the availability, accuracy, or actions of any third-party service.

Where you connect a third-party service to Quoli, you authorize us to access and exchange data with that service on your behalf, subject to the permissions you grant during connection.

10. Termination and data deletion

You may cancel your subscription at any time by uninstalling the Quoli app from your Shopify admin or by emailing us at support@quoli.io. Billing stops through Shopify when you uninstall or move to the free forever plan.

We may terminate or suspend your access to the Service immediately if you breach these Terms, fail to pay fees, or use the Service in a way that creates a risk to us or to other users. Where reasonable, we will give you notice and an opportunity to cure.

After you uninstall, Your Content stays in our systems so it is there if you reinstall. You can ask us to export or delete it at any time by emailing support@quoli.io.

11. Warranties and disclaimers

The Service is provided "as is" and "as available." To the fullest extent permitted by law, Quoli disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Service will be uninterrupted, error-free, or free of harmful components. We do not guarantee any specific result, conversion lift, review volume, or revenue outcome.

12. Limitation of liability

To the maximum extent permitted by law, Quoli's total cumulative liability arising out of or relating to these Terms or the Service is limited to the greater of (a) the fees you paid us for the Service in the 12 months preceding the event giving rise to the claim, or (b) one hundred US dollars (USD $100).

In no event will Quoli be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, lost revenue, or loss of data, even if we have been advised of the possibility of such damages.

13. Indemnification

You agree to indemnify and hold Quoli, its officers, directors, employees, and agents harmless from any claim, damage, loss, liability, cost, or expense (including reasonable attorneys' fees) arising out of or related to (a) Your Content, (b) your use of the Service, or (c) your breach of these Terms or violation of any law or third-party right.

14. Governing law and disputes

These Terms are governed by the laws of the State of Colorado, USA, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms or the Service will be resolved exclusively in the state or federal courts located in Denver, Colorado, and you consent to the personal jurisdiction of those courts.

If you are based in the European Union, the United Kingdom, or another jurisdiction with consumer protection laws that override the above, you may have additional rights under your local law that we do not seek to limit.

15. Changes to these terms

We may update these Terms from time to time to reflect changes in our Service, our business, or applicable law. When we make material changes, we will notify you by email or through the Service and update the "Last updated" date at the top of this page. Continued use of the Service after the change takes effect means you accept the updated Terms.

16. Contact us

Questions about these Terms? Reach us at support@quoli.io or via the contact page. Our team responds on weekdays.