Terms of Service

1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Merchant,” “you,” or “your”) and Anchersen & Co., trading as Eternly (“Eternly,” “we,” “us,” or “our”), governing your access to and use of the Eternly platform, including the website at eternly.app, the Shopify application, the analytics dashboard, and all associated services (collectively, the “Services”).

By installing the Eternly Shopify app, creating an account, or accessing the Services in any way, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.

If you do not agree to these Terms, do not use the Services.

2. Description of Services

Eternly provides a retention analytics and AI recommendations platform for Shopify merchants running subscription businesses. The Services include:

• Analytics modules covering RFM analysis, customer lifetime value, subscription retention cohorts, MRR/ARR, churn analysis, and repurchase analysis
• The Changelog feature, enabling merchants to log retention interventions alongside metrics
• Longevity Leon, an AI-powered retention recommendations engine (available on Scale and Pro plans)
• Integration with Shopify, Recharge, Loop Subscriptions, Skio, and Klaviyo
• Access to the Eternly dashboard at eternly.app/dashboard

The specific features available to you depend on the subscription plan you select.

3. Accounts and Registration

3.1 Account creation

To access the Services, you must create an account and connect at least one Shopify store. You may create an account by installing the Eternly app from the Shopify App Store or by registering directly at eternly.app.

3.2 Account accuracy

You agree to provide accurate, current, and complete information during registration and to keep your account information updated. You are responsible for all activity that occurs under your account.

3.3 Account security

You are responsible for maintaining the security of your account credentials. You must notify us immediately at hello@anchersenco.com if you suspect any unauthorised access to your account. We are not liable for any losses resulting from unauthorised use of your account.

3.4 One account per store

Each Shopify store may only be connected to one Eternly account at a time. Connecting a store to multiple accounts is not permitted.

4. Subscription Plans and Billing

4.1 Plans

Eternly offers the following subscription plans, subject to change with notice:

• Free: Limited features, no payment required
• Growth: $79 per month
• Scale: $149 per month
• Pro: $299 per month

Full details of what is included in each plan are available at eternly.app/pricing.

4.2 Billing via Shopify

All paid plans are billed through the Shopify Billing API. Charges appear on your Shopify invoice. By subscribing to a paid plan, you authorise Shopify to charge your payment method on a monthly basis. Eternly does not store payment card information.

4.3 Free trial

Growth and Scale plans include a 14-day free trial. No credit card is required to start a trial. At the end of the trial period, you will be asked to select a plan to continue. If you do not select a plan, your account will revert to the Free tier.

4.4 Changes to pricing

We reserve the right to change our pricing with at least 30 days' notice to affected merchants. Notice will be provided by email to the address associated with your account. Continued use of the Services after the effective date of a price change constitutes your acceptance of the new pricing.

4.5 Refunds

We do not offer refunds for partial months of service. If you cancel your subscription, you will continue to have access to paid features until the end of your current billing period.

4.6 Shopify revenue share

Eternly's pricing reflects Shopify's App Store revenue share policy: 0% on the first $1 million of cumulative gross revenue, and 15% above that threshold.

5. Acceptable Use

5.1 Permitted use

You may use the Services solely for your own legitimate business purposes in connection with your Shopify store(s), in accordance with these Terms and all applicable laws and regulations.

5.2 Prohibited conduct

You must not:

• Use the Services for any unlawful purpose or in violation of any applicable laws or regulations
• Attempt to gain unauthorised access to any portion of the Services or any other systems connected to Eternly
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services
• Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Services without express written permission from Eternly
• Use automated tools (bots, scrapers, crawlers) to access the Services in ways that exceed normal usage patterns
• Upload, transmit, or otherwise make available any content that is unlawful, harmful, defamatory, or infringes the intellectual property rights of any third party
• Attempt to interfere with, disrupt, or disable any features of the Services or servers or networks connected to the Services
• Share your account credentials with third parties not authorised to access your account

5.3 Data accuracy

You are responsible for the accuracy and completeness of the data you connect to Eternly through your Shopify and subscription platform integrations. Eternly's analytics and recommendations are only as reliable as the underlying data.

6. Your Data and Our Data Processing Role

6.1 Merchant account data

For personal information you provide when creating and managing your Eternly account, Eternly acts as a Data Controller. Our Privacy Policy governs how we process this data.

6.2 End-customer data

When you connect your Shopify store and subscription platforms, you instruct Eternly to access and process data about your end-customers on your behalf. For this data, Eternly acts as a Data Processor and you are the Data Controller. You represent and warrant that:

• You have the appropriate lawful basis under applicable data protection law (including GDPR where applicable) to share your end-customers' data with Eternly as a processor
• Your privacy policy accurately discloses to your end-customers that their data may be processed by third-party analytics services
• You will comply with all applicable data protection laws in your use of the Services

6.3 Data Processing Agreement

Our Data Processing Agreement (DPA), available at eternly.app/legal/dpa, governs Eternly's obligations as your data processor. By using the Services, you agree to the terms of the DPA. The DPA is incorporated into and forms part of these Terms.

6.4 Shopify GDPR webhooks

Eternly implements and responds to all three Shopify mandatory GDPR webhooks: customers/data_request, customers/redact, and shop/redact. See our Privacy Policy and DPA for full details.

7. Intellectual Property

7.1 Our intellectual property

The Services, including all software, algorithms, visual interfaces, designs, text, graphics, logos (including the Eternly wordmark and the Longevity Leon character), and the Changelog, Leon recommendations engine, and analytics modules, are owned by or licensed to Anchersen & Co. and are protected by intellectual property laws. Nothing in these Terms transfers any intellectual property rights to you.

7.2 Your data

You retain all rights to the data you provide to Eternly or that Eternly accesses through your integrations. By using the Services, you grant Eternly a limited, non-exclusive, royalty-free licence to access, process, and use your data solely to provide the Services to you.

7.3 Feedback

If you provide us with feedback, suggestions, or ideas about the Services (“Feedback”), you grant us an irrevocable, perpetual, royalty-free licence to use that Feedback for any purpose, including incorporating it into the Services, without any obligation to compensate you.

7.4 Aggregate data

Eternly may use anonymised, aggregated, non-personally-identifiable data derived from the use of the Services to improve the platform and develop new features. This data cannot be used to identify you or your end-customers.

8. Third-Party Integrations

The Services integrate with third-party platforms including Shopify, Recharge, Loop Subscriptions, Skio, and Klaviyo. Your use of these third-party platforms is subject to their own terms of service and privacy policies. Eternly is not responsible for the availability, accuracy, or practices of any third-party platform.

If a third-party integration becomes unavailable or its API changes in a way that affects the Services, Eternly will make reasonable efforts to restore or replace the integration but does not guarantee continued availability.

9. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Services that is designated as confidential or that reasonably should be understood to be confidential. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law. Your business data, analytics results, and Changelog entries are treated as confidential by Eternly.

10. Availability and Service Levels

We aim to maintain 99.9% uptime for the Services, excluding scheduled maintenance. We will provide reasonable advance notice of scheduled maintenance via email or in-dashboard notification.

We do not guarantee that the Services will be available without interruption or error. We reserve the right to modify, suspend, or discontinue any part of the Services at any time with reasonable notice, except in cases of emergency where immediate action is required.

11. Disclaimer of Warranties

The Services are provided “as is” and “as available” without warranty of any kind, express or implied. To the fullest extent permitted by applicable law, Eternly disclaims all warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.

Eternly does not warrant that the Services will meet your specific requirements, that the recommendations generated by Longevity Leon will produce any particular business outcome, or that any errors in the Services will be corrected.

The recommendations provided by Longevity Leon are intended to inform your business decisions, not to replace your professional judgement. Eternly is not responsible for any business decisions you make based on recommendations generated by the Services.

12. Limitation of Liability

To the fullest extent permitted by applicable law:

• Eternly's total cumulative liability to you for any claims arising out of or related to these Terms or the Services shall not exceed the greater of (a) the total fees you paid to Eternly in the three months immediately preceding the event giving rise to the claim, or (b) €100.
• Eternly shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, loss of data, or business interruption, even if Eternly has been advised of the possibility of such damages.

These limitations apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation of certain damages. In such jurisdictions, the above limitations apply to the maximum extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless Anchersen & Co. and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Services in violation of these Terms; (b) your violation of any applicable law or third-party rights; (c) your failure to obtain appropriate consents for processing your end-customers' data; or (d) any data you provide to the Services.

14. Term and Termination

14.1 Term

These Terms begin on the date you first access the Services and continue until terminated by either party.

14.2 Termination by you

You may terminate your account at any time by uninstalling the Eternly app from your Shopify store or by contacting hello@anchersenco.com. Termination takes effect at the end of your current billing period for paid plans.

14.3 Termination by us

We may suspend or terminate your access to the Services immediately and without notice if: (a) you materially breach these Terms; (b) we are required to do so by law; (c) we cease to offer the Services; or (d) your Shopify account is suspended or terminated. We may also terminate your account with 30 days' notice for any other reason.

14.4 Effect of termination

Upon termination, your right to access the Services ends immediately. We will delete your data in accordance with our Privacy Policy and DPA. Sections 7, 9, 11, 12, 13, and 15 of these Terms survive termination.

15. Governing Law and Disputes

These Terms are governed by the laws of Denmark, without regard to its conflict of law provisions.

Any dispute arising out of or in connection with these Terms or the Services shall first be addressed through good-faith negotiation. If the parties cannot resolve the dispute within 30 days, the dispute shall be referred to and finally resolved by the courts of Copenhagen, Denmark, which shall have exclusive jurisdiction.

If you are a consumer, you may also have the right to use the EU Online Dispute Resolution platform at ec.europa.eu/consumers/odr.

16. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will notify you by email at least 30 days before the changes take effect and update the “Last updated” date at the top of this page.

Your continued use of the Services after the effective date of any changes constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Services before the effective date.

17. General Provisions

17.1 Entire agreement

These Terms, together with the Privacy Policy and Data Processing Agreement, constitute the entire agreement between you and Eternly with respect to the Services and supersede all prior or contemporaneous agreements.

17.2 Severability

If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

17.3 No waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

17.4 Assignment

You may not assign these Terms or any rights under them without our prior written consent. We may assign these Terms freely, including in connection with a merger, acquisition, or sale of assets.

17.5 Force majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond that party's reasonable control.

18. Contact