Merchant Terms of Service

Version 4.0 · Updated 26 October 2026

These Merchant Terms of Service ("Terms") govern a merchant's access to and use of the Soldio Shopify application (the "App").

1. Acceptance

By accepting these Terms in the App, or, if you have not yet accepted any version, by installing or using the App, the merchant ("Merchant", "you") agrees to these Terms. In these Terms, "we", "us" and "our" mean SOLDIO PTE. LTD., and "Soldio Sites" means soldio.com and any other website operated by us.

If you accept these Terms on behalf of a store or business, you confirm that you are authorised to bind it, and "you" means that store or business.

2. The App

The App provides clearance campaign functionality. When you create a campaign, you choose a product, which of its variants to enrol, a discount tier and a duration. The App then applies a declining price schedule to those variants — from a start price (their price when you create the campaign) down to a floor price — and reports campaign performance. The first reduction is applied when you create the campaign.

What the App changes in your store. To run a campaign, the App makes the following changes to the products you enrol, using the permissions you grant on install:

• Selling price. The App sets the price of each enrolled variant on a declining schedule for the duration of the campaign.
• Compare-at price. The App also sets each enrolled variant's Shopify compare-at price to the campaign start price, so that the reduction is visible to shoppers. If a variant already had a compare-at price, it is replaced, and it is not put back when the campaign ends.
• Publishing to your Online Store. Only active or unlisted products can be enrolled, not drafts or archived products, and only variants that track inventory and have stock available online. Variants with a zero price, or a price the chosen discount cannot lower or would reduce to zero, are left out. If a product you enrol is not currently published to your Online Store sales channel, the App publishes it there, so that the campaign is visible to shoppers. It remains published after the campaign ends unless you unpublish it.
• Metafields. The App stores campaign data in the "soldio" metafield namespace on the enrolled products, and maintains a list of active campaign products in a "soldio" metafield on your shop.

When a campaign ends while the App still has access to your store, the App attempts to restore the previous selling price, to remove the compare-at price, and to remove the campaign metafields it set. It removes the compare-at price rather than putting back an earlier one, because a "was" price shown right after a clearance would be measured against a higher price than the lowest recent one. Section 11 describes the limits of that, including that uninstalling the App does not restore prices.

How and when prices change. The App applies price changes at intervals, not continuously, and moves to the next price once a day. A scheduled change takes effect the next time the App runs after it is due. It may be applied late, or not at all — for example while Shopify, our hosting or a network is unavailable, while Shopify is limiting requests, or after our access to your store has ended. Until a change is applied, your store keeps charging the price it had before. If changes were delayed, the next one applies the price then due, which may be several steps lower, and if the App cannot run until after a campaign's scheduled end, the campaign ends without reaching its floor price. The variant price in your Shopify admin is the price the App has set; the discounts and other prices described below can change what a customer pays.

When a campaign ends. A campaign ends when it completes its schedule, when it sells out (its enrolled variants have no stock left online), when you cancel it, or when you uninstall the App. The App also ends a campaign if you unpublish the product from your Online Store, stop tracking its inventory or delete it, or if the App can no longer read its inventory or your Online Store sales channel.

What the App does not control. The App sets the selling price and compare-at price of the variants you enrol, and nothing else. In particular:

• Discounts. Discount codes, automatic discounts and other promotions in your store, or from other apps, may apply on top of the campaign price. The App does not check for them or prevent them.
• Other prices. Prices set in price lists, for specific markets or currencies, or by other apps may differ from the campaign price, and the App does not change them.
• Your own changes. If you, your staff or another app change the price or compare-at price of an enrolled variant during a campaign, the App replaces it with the scheduled price at its next daily price change. Once the floor price is reached there are no further changes, so a price you set then stays until the campaign ends. When the campaign ends, the App attempts to restore the price the variant had when the campaign was created (see section 11), not a price set during the campaign. A new campaign takes the variant's price at that moment as its start price, even if an earlier campaign's price was never restored.
• Inventory. The campaign price applies to every unit sold while the campaign runs, including units you restock, and, if your store allows it, units sold when the product is out of stock until the App detects that it has sold out.
• Reference-price rules. The App sets the compare-at price to the start price automatically. It does not check it against your earlier prices or against the law. Many markets restrict "was" prices: in the European Union, for example, a price reduction must be measured against the lowest price of at least the previous 30 days, and some countries apply stricter rules. Whether a compare-at price, a percentage off or any other reference price shown for your products is lawful is for you to decide and is your responsibility, including when the App set it, and including any compare-at price you set after a campaign.

If a launch fails. If creating a campaign fails after the App has changed prices, it attempts to undo its changes, but they may not be undone. The reduced price and compare-at price, the campaign metafields and the product's publication to your Online Store can remain, with no campaign shown in the App.

Storefront elements. The App includes optional theme elements: a product-page block that displays campaign information, and a badge, on home, collection, search and product pages, that changes your theme's "Sale" label on campaign products to "Live Drop" where the App recognises that label. Each appears only if you add or enable it in your theme editor; campaigns run whether or not you do.

3. Merchant responsibilities

Your responsibilities:

• You are responsible for ensuring you have the rights and permissions to use your store data with the App and on Soldio Sites.
• You are responsible for configuring the App appropriately for your store, including selecting products, discount tiers and durations.
• Pricing decisions. You choose which products enter a campaign, the discount tier and the duration, and you authorise us to apply the resulting price schedule to those products on your behalf. You remain responsible for ensuring that your pricing and discounting — including the compare-at prices the App sets, as described in section 2 — comply with applicable law in every market where you sell. By enrolling a product, you confirm that its start price may lawfully be shown as its former price in every market where you sell it (for example, where the 30-day rule applies, that it is not higher than the lowest price you charged for it in the previous 30 days).
• Checking your prices. Check the prices of enrolled products after each campaign ends, sells out or is cancelled, after you uninstall the App, and after any notice from us, and correct any price you do not want in your Shopify admin.
• Orders and your customers. You are the seller in every sale from your store, including sales referred by Soldio Sites. You decide, under your own store policies and applicable law, whether to accept, fulfil, cancel or refund any order, including an order placed at a price you consider wrong, and you deal with your customers about it.
• Telling us about errors. If you find a price that you believe the App set or failed to restore incorrectly, correct it in your Shopify admin and tell us at support@soldio.com within 7 days of finding it, so that we can investigate. If you tell us later, we are not liable for any extra loss the delay caused.
• You are responsible for complying with applicable laws and regulations in connection with your use of the App.

You warrant that content you make available through the App — including product titles, descriptions, images and trademarks — is yours to use, does not infringe the rights of others, and does not relate to products whose sale or promotion is unlawful.

4. Acceptable use

You may not: use the App for any unlawful purpose; reverse engineer, decompile or attempt to derive the source of the App; access the App by automated means except as we permit; interfere with or circumvent any security, rate limit or tracking mechanism; or resell or redistribute the App or its output without our written permission.

5. Data processing

To the extent the App processes personal data on your behalf, the Data Processing Addendum ("DPA") applies and is incorporated into these Terms by reference. The DPA and our Privacy Policy are published at legal.soldio.com, and are linked from the screen on which you accept these Terms.

6. Fees

The App is currently provided at no charge. Pricing may be introduced in the future with reasonable advance notice.

7. Featuring on Soldio Sites

We may display your clearance campaigns on Soldio Sites. There is no charge for this.

You grant us a non-exclusive, worldwide, royalty-free licence to display your campaign product information — including titles, descriptions, images, prices and availability — solely for the purpose of product promotion and discovery on Soldio Sites. This licence ends when the campaign is removed or your access to the App ends.

Prices and availability on Soldio Sites are shown for information. They can lag behind or differ from your store, for the reasons described in section 2, and product details are taken when the campaign is created and are not updated. The price that applies to a sale is the one your store charges at checkout.

You can remove any campaign from Soldio Sites at any time, using the removal control in the App where available, or by contacting support@soldio.com. We will not knowingly re-list a campaign you have removed.

We may exclude or remove any campaign from Soldio Sites at our discretion, at any time and without notice, including where we believe a price or reference price shown for it may be misleading, and where the law requires it we will tell you why. We are under no obligation to display any campaign.

8. Relationship with Shopify

The App is provided by us and not by Shopify. You acknowledge that:

• We are solely responsible for the App;
• Shopify is not liable for any fault or defect in the App, or for any harm that may result from its installation or use;
• Shopify cannot provide assistance with the installation or use of the App; and
• We are solely responsible for any liability arising from your access to or use of the App, including its development, use, marketing, distribution, access and support, and our access to, use, distribution and storage of your store data.

This section allocates responsibility between Shopify and us. It does not make Shopify liable for anything, and does not enlarge our liability to you, which is subject to sections 12 and 13.

The App depends on the Shopify platform and its APIs. Changes made by Shopify or other third-party platforms may affect the availability or functionality of the App, and such changes do not constitute a breach of these Terms.

9. Support

Support is provided by email. See section 18 for our contact details.

10. Security

We implement reasonable safeguards designed to protect data processed by the App. However, no method of transmission or storage is 100% secure.

11. Termination and suspension

You may uninstall the App at any time. On uninstall, the App stops running your campaigns and we remove them from Soldio Sites. The App makes no further changes to your store.

Uninstalling does not restore prices. Shopify ends our access to your store as soon as you uninstall, so after that we cannot change anything in it. Products in a running campaign keep the selling price and compare-at price they had at that moment, and the campaign metafields stay. Before you uninstall, cancel your campaigns in the App and check that their prices have been restored. If you uninstall with campaigns still running, you must reset those prices yourself in your Shopify admin. If your request reaches support@soldio.com before Shopify asks us to delete your store's data (normally about 48 hours after you uninstall), we will send you any list of the affected products and their previous prices that we still hold when we deal with it. Those records are deleted when Shopify's request arrives (see the Privacy Policy).

Restoring prices is not guaranteed. Whenever a campaign ends for any other reason while the App still has access to your store — including when the App ends it automatically — we make one attempt to restore the previous selling price and remove the compare-at price, unless the product has been deleted, and we attempt to clear the campaign metafields we set. If you start a new campaign on the same product before that restore runs, the restore may overwrite the new campaign's prices until its next daily price change. The price restoration can fail or be incomplete, for example if Shopify does not accept or answer the request, and the App does not try it again later. A campaign shown in the App as ended or cancelled does not mean its prices were restored. Please check the prices of any products that were in a campaign, and adjust them in your Shopify admin if needed.

We may suspend or terminate your access to the App, in whole or in part, if you breach these Terms, if your use is unlawful or abusive, if we reasonably believe your prices or reference prices are misleading, or if required by Shopify or applicable law. Where practicable we will give notice, but we may act without notice where the circumstances require it. If we suspend or terminate your access, we may end your running campaigns, and the restore described above applies to them.

Data deletion is described in the Privacy Policy and DPA.

12. Disclaimers

We will provide the App with reasonable care and skill. Apart from that, the App is provided "as is" and "as available", and to the maximum extent permitted by law we make no other warranties or representations, express or implied, including merchantability, fitness for a particular purpose or non-infringement. We do not warrant that the App will be uninterrupted or error-free, that price changes or restorations will take effect at any particular time, or that information on Soldio Sites will be accurate or current, and we are not responsible for backing up your store data.

Suggestions, estimates and analytics in the App — such as suggested products — are information only. They are not pricing, legal, tax or financial advice. Nothing the App calculates, sets or displays — including the start price, the compare-at price and any percentage off — is legal advice or a statement that a price complies with the law.

13. Limitation of liability

13.1 Nothing in these Terms limits or excludes liability for fraud or fraudulent misrepresentation, for loss caused by our wilful misconduct or gross negligence, or for any other liability that cannot be limited or excluded under applicable law. "Gross negligence" means a conscious and voluntary disregard of an obvious risk of serious harm. Operating the App in the way described in sections 2 and 11, including making a single attempt to restore prices, is not by itself gross negligence or wilful misconduct. Where the Australian Consumer Law applies, our liability for failing to comply with a consumer guarantee is limited, where that law permits, to supplying the services again or paying the cost of having them supplied again.

13.2 Subject to section 13.1, we are not liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for:

(a) any indirect, incidental, special, consequential or punitive loss or damage;

(b) any loss of profits, goodwill or data, except the price difference described in (d);

(c) any loss from a sale made at the price schedule you chose, applied as described in section 2;

(d) where a price change or price restoration is late, wrong or not applied because of our breach of these Terms or our negligence, any loss beyond the difference between the variant price the App applied and the variant price it should have applied (before any discount, price list or other adjustment described in section 2 under "What the App does not control"), on units sold before the earliest of (i) the time you knew, or ought reasonably to have known, of the error, (ii) 7 days after the campaign ended, and (iii) where creating a campaign failed, 7 days after you tried to create it — counting only units that were not cancelled, refunded or charged back and were not ordered by you, your staff, your affiliates or anyone acting with you, and less any amount you recovered, or could reasonably have recovered, by cancelling the order;

(e) any loss caused by the matters described in section 2 under "What the App does not control", or by your uninstalling the App, removing its permissions, or changing or deleting enrolled products; or

(f) any loss you could have avoided by checking and correcting your prices as section 3 requires, or on any order you chose to fulfil after you knew, or ought reasonably to have known, that its price was wrong, or on any order placed by you, your staff, your affiliates or anyone acting with you.

Limbs (c), (e) and (f) do not apply to a price change or price restoration that is late, wrong or not applied because of our breach of these Terms or our negligence; limb (d) applies to it instead.

13.3 Subject to section 13.1, our total aggregate liability for all claims arising out of or relating to these Terms or the App, whether in contract, tort (including negligence), breach of statutory duty or otherwise, will not exceed the greater of (a) all amounts paid or payable by you to us under these Terms in the twelve (12) months before the first event giving rise to any claim, and (b) one hundred United States dollars (US$100).

13.4 Each of sections 13.2(a) to (f) and 13.3 is a separate term and applies independently. These limits reflect that the App is currently provided free of charge and that you control your store, your prices and your orders. They limit our liability only, not your obligations under section 14. Section 13 applies to liability under the DPA except where the Standard Contractual Clauses or data protection law do not permit it.

14. Indemnity

You will indemnify us against claims brought by third parties — including your customers and public authorities — and against the losses and reasonable costs that result from them, to the extent they arise from:

(a) your products, your store, or the content you make available through the App or on Soldio Sites;

(b) your sales and your dealings with your customers, including orders placed during or after a campaign;

(c) your pricing and discounting decisions and their compliance with applicable law, including the compare-at prices the App sets as described in section 2 (your own price when the campaign starts), which you accept by enrolling a product; or

(d) your breach of these Terms or of applicable law.

You do not have to indemnify us to the extent a claim is caused by our breach of these Terms, our negligence or our wilful misconduct, or for fines or penalties imposed on us for our own conduct. Setting or removing a compare-at price as described in section 2 is not, by itself, a breach of these Terms or negligence on our part. We will tell you promptly about any claim for which we ask you to indemnify us, give you reasonable help with it at your cost, and not settle it without consulting you.

15. Changes

We may update these Terms from time to time. Changes are published as a new version, which is presented to you in the App for acceptance before you create your next campaign. Once you accept a new version, it governs your use of the App from then on, including campaigns already running, but not events before your acceptance. Until then, the version you last accepted continues to apply. Continuing to use the App does not by itself accept a new version. The version and effective date shown with this document indicate which version is currently offered for acceptance.

16. Governing law, jurisdiction and claims

These Terms are governed by the laws of Singapore, without regard to its conflict-of-law principles. The courts of Singapore have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the App. This does not deprive either party of the protection of a rule of law that cannot be excluded by agreement.

Before starting proceedings, the party with a claim will notify the other in writing with reasonable details of it — for a claim about prices, including the Shopify order numbers concerned — and both parties will try in good faith to resolve it for 30 days. For a claim about prices you will give us access to the Shopify order records concerned. If a party starts proceedings without completing that step, the other may ask the court to stay them until it is completed. This does not prevent either party from seeking urgent relief from a court.

Any claim by either party must be brought within twelve (12) months after that party became aware, or ought reasonably to have become aware, of the facts giving rise to it, extended by the 30 days of the step above. For a claim under section 14, the period runs from the date the third-party claim is made against us. The notice step and time limit in this section apply to every claim, including one described in section 13.1, to the extent the law allows. If the law does not allow a limitation period to be shortened by agreement, the period set by law applies instead.

17. General

If any provision of these Terms is held unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and only if that is not possible will it be severed. The remaining provisions continue in full force. These Terms, together with the DPA, are the entire agreement between you and us regarding the App. The Privacy Policy explains how we handle personal data and does not form part of that agreement. You have not relied on any statement that is not set out in these Terms; this does not limit liability for fraudulent misrepresentation. You may not assign these Terms without our consent; we may assign them to an affiliate or in connection with a merger, acquisition or sale of assets.

Neither party is liable for failing to perform, performing late or performing incorrectly to the extent this is caused by events beyond its reasonable control, including the following, which the parties agree are beyond our reasonable control: outages, errors, request limits or changes of Shopify or its APIs, and failures of hosting, network or other service providers, in each case to the extent we could not reasonably have avoided or worked around them.

Sections 1, 2, 3, 4, 5, 6, 8, 11, 12, 13, 14, 16, 17 and 18 survive termination. A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any of its terms, except that Shopify may enforce section 8.

18. Contact

• Operator: SOLDIO PTE. LTD. (Singapore)
• Registered address: DUO Tower, 3 Fraser Street #04-23A, Singapore 189352
• Contact: support@soldio.com (support and privacy enquiries)