1. Agreement
These terms govern your use of the Partsift website at partsift.com and any related services we provide ("Partsift," "we," "us"). By using our website or services, you agree to these terms. If you do not agree, do not use our website or services.
2. Our services
Partsift provides AI-powered search for industrial product distributor websites. Our services include a search widget, API, analytics dashboard, and related tools. Access to paid features is governed by a separate customer agreement between you and Partsift.
3. Customer accounts
If you become a Partsift customer, your use of the product (search widget, API, dashboard) is governed by a separate customer agreement that covers service levels, data processing, billing, and support. These website terms of service do not replace your customer agreement. If there is a conflict between these terms and your customer agreement, the customer agreement controls for the subject matter it covers. Where applicable law or your procurement process requires a Data Processing Agreement, we will work with you on appropriate terms as part of the customer agreement.
4. Intellectual property
The Partsift name, logo, website design, software, documentation, and product are owned by Partsift and are protected by copyright, trademark, and other laws. You may not copy, modify, reverse-engineer, or redistribute our website content, design, software, or documentation without our written permission, except as expressly permitted by these terms or applicable law.
Content you provide to us — including any product catalog data, search logs, merchandising rules, or other materials ("Customer Content") — remains yours. You grant Partsift a worldwide, non-exclusive, royalty-free license to host, store, process, analyze, transmit, and display Customer Content as needed to provide, maintain, improve, secure, monitor, and support the services, and to comply with applicable law. We do not use Customer Content to train publicly shared AI models. We work with AI service providers whose default terms do not use API inputs or outputs to train their models for other customers; the providers we currently use are listed in our Privacy Policy.
We may also collect, generate, and use de-identified data derived from Customer Content — including aggregated statistics, usage patterns, and anonymized signals — to operate, analyze, secure, and improve the services for the benefit of all customers, and to publish industry-level benchmarks or aggregated reporting. "De-identified" data does not identify and cannot reasonably be used to identify any specific customer, end user, supplier, or product. De-identified data is not subject to the deletion or return obligations that apply to Customer Content.
Our services may include components licensed under open-source licenses, which are governed by their respective license terms. A list of such components is available on request.
5. Acceptable use
You agree not to:
- Submit false, misleading, or fraudulent information through our contact form, or impersonate any person or entity
- Attempt to access, use, or interfere with other customers' data, accounts, or systems
- Use our services to violate any law or regulation, or to infringe any intellectual property, privacy, contractual, or other right of any third party
- Reverse-engineer, decompile, scrape, copy, or create derivative works of our product, except as expressly permitted by applicable law that cannot be contractually waived
- Use any data, output, or content from the services to develop, train, or improve a competing product or service
- Probe, scan, or test the vulnerability of our systems, or breach or circumvent any technical or contractual security or access measure, without our prior written authorization
- Interfere with or disrupt the integrity, availability, or performance of the services, or place an unreasonable load on our infrastructure
- Use the services to transmit malware, conduct denial-of-service attacks, send unsolicited commercial messages, harvest contact information, or facilitate phishing or other deceptive practices
- Use the services to make decisions that have legal or similarly significant effects on individuals without independent human review
- Resell, sublicense, or commercially exploit access to the services except as expressly permitted by your customer agreement
We may suspend or terminate access to the services at any time, with or without notice, if we reasonably believe you have violated this section.
6. Availability and changes
We aim to keep the website and services available, but make no guarantee of uninterrupted, timely, secure, or error-free access. We may modify, suspend, restrict, or discontinue any feature, the entire website, or any services at any time, with or without notice, and without liability to you. For paid customers, any specific uptime or availability commitments are governed solely by the applicable customer agreement; these website terms create no such commitment.
7. Disclaimer of warranties
Except as expressly stated in a separate customer agreement, the website and services are provided "AS IS" and "AS AVAILABLE", without warranties of any kind, whether express, implied, or statutory. Partsift specifically disclaims all warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing, course of performance, or usage of trade. We do not warrant that the website or services will meet your requirements; will be uninterrupted, timely, secure, or error-free; that defects will be corrected; or that the website, services, or the servers that make them available are free of viruses or other harmful components.
AI outputs. The services use artificial intelligence to interpret search queries, parse product specifications, and rank and surface results. These outputs may be incomplete, incorrect, biased, or out of date. Customers and end users are solely responsible for reviewing and verifying any output before relying on it for purchasing, ordering, supply chain, regulatory, safety, or other commercial decisions. We do not warrant the accuracy, completeness, or fitness for any particular purpose of any AI-generated output.
Forward-looking statements. Statements on our website regarding search quality, conversion lift, recovered orders, return on investment, time to launch, latency, or other outcomes are illustrative and not guarantees. Actual results vary by catalog, traffic, buyer behavior, and many other factors outside our control.
8. Limitation of liability
To the maximum extent permitted by law, Partsift and its owners, officers, employees, contractors, suppliers, and licensors will not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, lost revenue, lost orders, lost goodwill, lost data, business interruption, cost of substitute services, or any similar damages, arising out of or related to your use of the website or services, even if we have been advised of the possibility of such damages and even if a remedy fails of its essential purpose.
Our total aggregate liability arising out of or related to your use of the website or services will not exceed the greater of (a) the amount you paid to Partsift in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100).
Carve-outs. The limitations and exclusions in this section do not apply to: (a) your indemnification obligations under Section 9; (b) a party's intentional or grossly negligent breach of confidentiality obligations under Section 10; (c) a party's gross negligence, fraud, or willful misconduct; (d) the customer's payment obligations for services already rendered; or (e) liability that cannot be excluded or limited under applicable law.
Essential basis. You acknowledge that the disclaimers and limitations in Sections 7 and 8 are an essential element of the bargain between us, and that absent these limitations the services would be priced materially differently or not offered at all. Some jurisdictions do not allow the exclusion or limitation of certain damages, so portions of these sections may not apply to you.
9. Indemnification
You agree to defend, indemnify, and hold harmless Partsift and its owners, officers, employees, contractors, and suppliers from and against any third-party claims, damages, liabilities, losses, judgments, settlements, and expenses (including reasonable attorneys' fees and costs) arising out of or related to: (a) your violation of these terms, including the acceptable use restrictions in Section 5; (b) your violation of any law or regulation; (c) your violation of any third-party right, including intellectual property, privacy, or contractual rights; (d) any content, data, or instructions you provide to us; or (e) your or any of your end users' misuse of the services.
You will (a) promptly notify us of any claim for which you seek indemnification; (b) give us sole control of the defense and settlement, provided that no settlement may impose any non-monetary obligation on you without your prior written consent; and (c) provide reasonable cooperation at our expense. Failure to give prompt notice releases us only to the extent we are materially prejudiced by the delay.
Any indemnification we provide to a customer for third-party intellectual-property claims is governed solely by your customer agreement, if any; these website terms create no such obligation.
10. Confidentiality
Each party may disclose to the other non-public business, technical, or commercial information that the disclosing party identifies as confidential or that a reasonable person would understand to be confidential under the circumstances ("Confidential Information"). For Partsift, Confidential Information includes our pricing, product roadmap, performance metrics, security measures, and any non-public technical information about the services. For the customer, Confidential Information includes catalog data, supplier and customer lists, supplier and customer pricing, search logs, merchandising rules, and any non-public business information disclosed in connection with the services.
Each party will: (a) protect the other's Confidential Information with at least the same degree of care it uses to protect its own confidential information of similar importance, and in no event less than reasonable care; (b) use Confidential Information only as needed to perform under these terms or any customer agreement; and (c) not disclose Confidential Information to any third party except to its employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations at least as protective as these.
Confidential Information does not include information that: (i) is or becomes publicly available without breach of these terms; (ii) was rightfully known by the receiving party before disclosure; (iii) is independently developed without use of or reference to Confidential Information; or (iv) is rightfully obtained from a third party not under a confidentiality obligation. A party may disclose Confidential Information if required by law, regulation, or court order, provided that, where legally permitted, it gives the other party prompt notice and a reasonable opportunity to seek a protective order.
These confidentiality obligations survive for three (3) years after the information is disclosed, except for trade secrets, which remain protected for as long as they retain trade secret status under applicable law.
11. Term and termination
These website terms apply while you use our website or services. We may suspend or terminate your access to the website or services at any time, with or without notice, if you violate these terms or if we reasonably believe your use poses a risk to us, other customers, or third parties. Sections that by their nature should survive termination — including Sections 4 (Intellectual property), 5 (Acceptable use), 7 (Disclaimer of warranties), 8 (Limitation of liability), 9 (Indemnification), 10 (Confidentiality), 14 (Governing law and venue), and any accrued payment obligations — will survive.
12. Beta and pre-release services
From time to time we may offer features, services, or product versions designated as "beta," "pre-release," "early access," "preview," "pilot," or similar ("Beta Services"). Beta Services are provided "AS IS" and "AS AVAILABLE" for evaluation purposes only, may be modified, removed, or replaced at any time without notice, are not subject to any service-level commitments, and may produce errors, instability, or data loss. Sections 7 (Disclaimer of warranties) and 8 (Limitation of liability) apply to Beta Services without exception. To the extent there is any conflict between this section and any other section regarding Beta Services, this section controls.
13. Force majeure
Neither party will be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including natural disasters, acts of war or terrorism, civil unrest, labor disputes, government actions, internet or utility outages, cyberattacks, failures of third-party service providers, or pandemics. This section does not excuse the customer's obligation to pay fees that have accrued for services already rendered.
14. Governing law and venue
These terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute arising out of or relating to these terms or your use of the website will be brought exclusively in the state or federal courts located in Suffolk County, Massachusetts, and you and Partsift consent to personal jurisdiction and venue in those courts. To the maximum extent permitted by law, you and Partsift waive any right to a jury trial in any such proceeding. This section does not apply to a customer agreement, which may specify different dispute-resolution terms.
15. International users and export controls
The website and services are operated from the United States and intended for businesses in the United States. By accessing the website from any other location, you do so on your own initiative; you remain responsible for compliance with local law; and you consent to the application of these terms — including governing law, venue, and the processing of your information in the United States — regardless of where you are located. You may not access or use the services if doing so is prohibited by U.S. export controls or sanctions, or if you are located in or are a resident of a country or region subject to comprehensive U.S. sanctions.
16. Changes to these terms
We may update these terms from time to time. If we make material changes, we will note the new date at the top of this page and, where appropriate, provide additional notice. Continued use of our website after changes constitutes acceptance of the updated terms.
17. General
Entire agreement. These terms, together with any separate customer agreement and our Privacy Policy, are the entire agreement between you and Partsift regarding the website and services, and supersede any prior or contemporaneous understandings.
Severability. If any provision of these terms is held invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in full force and effect.
No waiver. Our failure to enforce any provision of these terms is not a waiver of that provision or any other.
Assignment. You may not assign or transfer these terms or any rights under them without our prior written consent. We may assign these terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, on notice to you.
No third-party beneficiaries. These terms do not create any third-party beneficiary rights.
Relationship of the parties. You and Partsift are independent contractors; nothing in these terms creates a partnership, joint venture, agency, or employment relationship.
Notices. Legal notices to Partsift must be sent through the contact form on our website at partsift.com. We will give legal notices to you by email at the address most recently associated with your account or contact form submission. Notices are deemed given when sent, provided no bounce or delivery failure is received within two (2) business days.
18. Contact
Questions about these terms? Send us a note through our contact form.