Stoa Logistics Terms of Service
Effective Date: December 26, 2025
Agreement Between User and Stoa Logistics
This Terms of Service agreement (the "Agreement") governs your access to and use of the websites, applications, APIs, and services (collectively, the "Services") provided by Stoa Logistics LLC ("Stoa," "we," "us," or "our"). The Services include, but are not limited to:
Vectis Order Management System: A cloud-based, multi-tenant order management platform that manages the complete order lifecycle from creation through delivery across multiple channels and warehouses.
StoaPack API: An AI-powered 3D bin packing optimization API that calculates optimal item placement and packaging across multiple warehouses to minimize shipping costs.
stoalogistics.com: Our website and related web properties providing information, documentation, and access to our Services.
By accessing or using any of our Services, you agree to be bound by this Agreement. If you do not agree to these terms, do not access or use the Services. Please read these terms carefully and keep a copy for your reference.
Privacy
Your use of the Services is subject to Stoa's Privacy Policy, which is incorporated into this Agreement by reference. Please review our Privacy Policy, which governs the Services and informs users of our data collection practices.
Electronic Communications
Using the Services or sending emails to Stoa constitutes electronic communications. You consent to receive electronic communications and agree that all agreements, notices, disclosures, and other communications that we provide electronically—via email, through the Services, or on our websites—satisfy any legal requirement that such communications be in writing.
Your Account
If you create an account to use the Services, you are responsible for maintaining the confidentiality of your account credentials, including API keys, passwords, and access tokens. You agree to restrict access to your account and to accept responsibility for all activities that occur under your account. You may not assign or transfer your account to any other person or entity without our prior written consent. Stoa is not responsible for unauthorized access to your account that results from theft or misappropriation of your credentials. We reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.
API Terms of Use
If you access our Services through an API (including the StoaPack API or Vectis API), the following additional terms apply:
API Keys and Authentication
You are responsible for safeguarding your API keys and must treat them as confidential information. You must not share, publish, or embed API keys in client-side code or public repositories. Compromised keys should be revoked and regenerated immediately.
Rate Limits and Usage
API usage is subject to rate limits and quotas as specified in your subscription plan. Exceeding these limits may result in throttling, additional charges, or suspension of access. You agree not to circumvent rate limits or abuse the API in ways that degrade service for other users.
AI-Powered Features
Certain API features utilize artificial intelligence services from third-party providers (such as OpenAI or Google). AI operations may count separately against your usage quotas. Results from AI-powered features are provided "as is" and should be validated for your specific use case.
Subscription and Billing
Paid Services are billed in advance on a monthly or annual basis according to your selected plan. Your subscription will automatically renew unless cancelled before the renewal date. Overages for usage exceeding plan limits will be billed at the rates specified in your plan. You may cancel your subscription at any time, and cancellation will take effect at the end of your current billing period.
Cancellation and Refund Policy
Satisfaction guarantees and refund policies are governed by your specific subscription plan and any separate agreement executed at the time of account activation. You may cancel your account at any time through your account settings or by contacting support.
Free Trials
We may offer free trial periods for certain Services. During the trial period, you will have access to the Services as specified in the trial terms. Unless you cancel before the trial period ends, your trial may convert to a paid subscription. We reserve the right to modify or discontinue trial offers at any time.
Children Under Thirteen
Stoa does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use the Services only with the permission of a parent or guardian.
Links to Third-Party Sites and Services
The Services may contain links to other websites or integrate with third-party services ("Linked Services"). Linked Services are not under the control of Stoa, and we are not responsible for their content, privacy practices, or availability. The inclusion of any link or integration does not imply endorsement by Stoa. Certain functionality may be delivered by third-party providers, and by using such functionality, you acknowledge that Stoa may share necessary data with these providers to deliver the requested services.
Third-Party Account Connections
The Services allow you to connect to third-party accounts and platforms, including but not limited to e-commerce platforms (such as Shopify and WooCommerce), marketplaces, shipping carriers, and payment processors. By connecting these accounts, you acknowledge and agree that information will be exchanged between Stoa and these third parties in accordance with your configured integrations and their respective privacy policies. If you do not want information shared in this manner, do not enable these integrations.
Prohibited Use and Intellectual Property
You are granted a non-exclusive, non-transferable, revocable license to access and use the Services strictly in accordance with this Agreement. As a condition of use, you warrant that you will not use the Services for any purpose that is unlawful or prohibited by these terms. You may not: use the Services in any manner that could damage, disable, overburden, or impair them; interfere with any other party's use of the Services; attempt to gain unauthorized access to any systems or networks; reverse engineer, decompile, or disassemble any aspect of the Services; or use automated means to access the Services except through our published APIs.
All content included as part of the Services—including text, graphics, logos, images, software, documentation, and APIs—is the property of Stoa or its licensors and is protected by copyright, trademark, and other intellectual property laws. You agree to observe all proprietary notices and restrictions. You will not modify, publish, transmit, reverse engineer, create derivative works, or exploit any content except as expressly permitted. We do not grant you any ownership rights in the Services or their content.
Your Data
You retain all rights to data you submit to the Services ("Your Data"). By using the Services, you grant Stoa a limited license to use Your Data solely to provide and improve the Services. You are responsible for the accuracy, quality, and legality of Your Data and the means by which you acquired it. Upon termination of your account, we will make Your Data available for export for a reasonable period, after which it may be deleted.
International Users
The Services are controlled and operated from the United States. If you access the Services from outside the United States, you are responsible for compliance with all applicable local laws. You agree not to use the Services in any country or manner prohibited by applicable laws, restrictions, or regulations.
Indemnification
You agree to indemnify, defend, and hold harmless Stoa, its officers, directors, employees, agents, and third-party service providers from any losses, costs, liabilities, and expenses (including reasonable attorney's fees) arising from: your use or inability to use the Services; your violation of this Agreement; your violation of any rights of a third party; or your violation of any applicable laws. Stoa reserves the right to assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with our defense.
Dispute Resolution and Arbitration
If the parties cannot resolve any dispute arising from this Agreement, such dispute shall be resolved by final and binding arbitration pursuant to the Federal Arbitration Act. Arbitration will be conducted by a single neutral arbitrator administered by the American Arbitration Association (or similar service selected by the parties) in a mutually agreed location. The arbitrator's award shall be final, and judgment may be entered in any court with jurisdiction. The prevailing party shall be entitled to recover reasonable attorney's fees. This arbitration provision shall survive termination of this Agreement.
Class Action Waiver
Any arbitration under this Agreement will take place on an individual basis. Class arbitrations and class, representative, or collective actions are not permitted. THE PARTIES AGREE THAT CLAIMS MAY BE BROUGHT ONLY IN EACH PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. Unless both parties agree otherwise, the arbitrator may not consolidate more than one person's claims or preside over any representative or class proceeding.
Service Availability
Stoa strives to provide reliable Services but does not guarantee uninterrupted availability. The Services may be temporarily unavailable due to maintenance, updates, or circumstances beyond our control. We will make reasonable efforts to provide advance notice of scheduled maintenance. Specific service level commitments, if any, are set forth in your subscription agreement.
Disclaimer of Warranties
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. STOA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT DEFECTS WILL BE CORRECTED. ANY MATERIAL OBTAINED THROUGH THE SERVICES IS AT YOUR OWN DISCRETION AND RISK.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, STOA AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING FROM OR RELATED TO THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNTS PAID BY YOU FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE CLAIM. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, SO SOME OF THESE LIMITATIONS MAY NOT APPLY TO YOU.
Termination
Stoa reserves the right to terminate or suspend your access to the Services at any time, with or without cause, with or without notice. Upon termination: your right to use the Services will immediately cease; you must cease all use of our APIs and delete any cached data; provisions that by their nature should survive (including indemnification, limitation of liability, and dispute resolution) will remain in effect. You may terminate your account at any time by following the cancellation procedures in your account settings.
Governing Law
This Agreement is governed by the laws of the State of Oregon, without regard to conflict of law principles. You consent to the exclusive jurisdiction and venue of courts in Oregon for any disputes not subject to arbitration. Use of the Services is unauthorized in any jurisdiction that does not give effect to all provisions of this Agreement.
General Provisions
No joint venture, partnership, employment, or agency relationship exists between you and Stoa as a result of this Agreement. Stoa may comply with governmental, court, and law enforcement requests regarding your use of the Services. If any provision of this Agreement is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will continue in effect. This Agreement constitutes the entire agreement between you and Stoa regarding the Services and supersedes all prior communications and proposals. A printed version of this Agreement shall be admissible in proceedings to the same extent as other business documents. The parties expressly agree that this Agreement shall be in English.
Changes to Terms
Stoa reserves the right to modify this Agreement at any time. We will notify you of material changes by posting the updated terms on our website and, where practicable, by email. Your continued use of the Services after changes become effective constitutes acceptance of the revised terms. We encourage you to periodically review this Agreement.
Contact Us
Stoa welcomes your questions or comments regarding this Agreement:
Stoa Logistics LLC
Email: support@stoalogistics.com
Website: https://stoalogistics.com