Terms of Service
Revision: launch-contract-v4
Seller: Startup Success Lab LLC, a Missouri limited liability company
Effective date: the date this revision is published on this page. It applies only after publication and Customer acceptance.
These Terms of Service (the “Terms”) govern access to and use of Retail Reason’s websites, account application, reference corpus, AI-assisted answer and review tools, documentation, and related services (collectively, the “Service”). Retail Reason is a product owned and operated by Startup Success Lab LLC. “Retail Reason,” “we,” “us,” and “our” mean Startup Success Lab LLC acting through the Retail Reason product. The “Launch Territory” means only the 50 states of the United States and the District of Columbia. It excludes all United States territories and possessions, the freely associated states, and military or diplomatic postal regions, including addresses using AA, AE, or AP. “Customer,” “you,” and “your” mean the business or other legal entity identified in the accepted account-formation record, or in a mutually accepted Order that expressly replaces that entity. A billing profile identifies the payer for administration only; it does not change Customer unless Retail Reason and the existing and replacement Customer expressly accept that change in writing. An “Authorized User” is an individual whom Customer permits to use its account. An “Order” is a checkout record or mutually accepted written offer that identifies a plan, price, billing cadence, licensed scope, and term. The “Subscription Term” is the paid or trial period stated in the accepted Order or account record.
1. Agreement, authority, and eligibility
A person who creates the account, accepts an Order, or otherwise accepts these Terms for Customer represents that the person is at least 18 years old, has authority to bind Customer, and has reviewed the Privacy Policy and Acceptable Use and First-Purchase Refund Policy (the “AUP”). An Authorized User without that authority does not bind or amend Customer’s agreement merely by using the Service. Customer’s accepted agreement governs the account; Customer must give each Authorized User notice of these Terms, the Privacy Policy, and the AUP and ensure that the user complies with them. Use by an Authorized User is conditioned on that compliance, and Retail Reason may deny or revoke the user’s access for noncompliance. A person who is under 18 may not use the Service.
Retail Reason currently sells only to a Customer formed and principally located in the Launch Territory with a billing address physically located in the Launch Territory. Each Authorized User must be physically located in the Launch Territory whenever accessing or using the Service, and Customer may not enable or permit access from outside the Launch Territory. The Service is not offered to consumers for personal, family, or household use.
The Order controls if it expressly conflicts with these Terms on price, billing cadence, subscription dates, payment terms, or licensed scope. A mutually signed Order may modify another provision only if it expressly identifies that provision and states that it overrides these Terms. Otherwise, these Terms control. These Terms control over the AUP on other contractual issues; the Privacy Policy governs descriptions of personal-data practices. A purchase order is administrative only and does not add or replace terms unless we expressly agree in a signed writing.
2. Service and licensed scope
Subject to these Terms and payment, Retail Reason grants Customer a limited, nonexclusive, nontransferable, nonsublicensable right during the Subscription Term for its Authorized Users to access and use the Service for Customer’s internal business operations and, on an advisor plan, to prepare work for clients represented in authorized workspaces. Customer may share a delivered answer or deliverable with the client for whom it was prepared, but may not resell access, operate the Service for a third party outside an authorized workspace, or publish or repurpose the Service as a competing product or knowledge base.
Each paid plan includes all Retail Reason knowledge domains. Workspace facts such as channel and Scintilla tier determine whether particular guidance applies; they are not separate paid content fences. Seat, workspace, guest, and other limits are those stated in the accepted Order. A pending invitation reserves a named-user slot.
Retail Reason is a reference and decision-support service. It does not connect to a Walmart account, hold Walmart credentials, read from Customer’s systems, submit transactions, or perform actions in Walmart systems. There is no service-level uptime commitment unless an Order expressly states one.
3. Accounts, owners, users, and client authority
Customer must provide accurate account and billing information and keep it current. Each account has one owner responsible for billing, authorized users, workspaces, ownership transfer, plan changes, and closure. Credentials and access keys are personal and may not be shared. Customer is responsible for activity by its Authorized Users and for promptly revoking access that is no longer authorized.
For each client workspace, guest, or client-derived request, Customer represents and warrants that it has documented authority to:
- create and administer the workspace;
- provide the relevant information to Retail Reason and its disclosed service providers;
- use the Service for that client;
- invite each guest and determine that guest’s access; and
- share the resulting Output with that client.
Customer remains responsible for its professional duties, client communications, advice, decisions, and work product. Retail Reason is not Customer’s agent, fiduciary, attorney, accountant, tax adviser, or subcontracted Walmart operator, and no client or guest is a third-party beneficiary of these Terms.
Customer must ensure that every Authorized User receives notice of the Privacy Policy and complies with these Terms and the AUP. Retail Reason may require an Authorized User to acknowledge the then-current documents before continuing to use the Service.
4. Trials and assisted offers
There is no public free trial. Retail Reason may issue an invite-only, no-card trial for seven days. The trial begins when the invited owner activates it, does not charge or convert automatically, and may be withdrawn before activation. A paid conversion creates a normal subscription without replacing the account or its workspaces.
Organization, Advisor Network, and custom plans use an accepted assisted Order. The Order records the approved scope, price, billing cadence, payment terms, and Terms revision. A purchase order or open invoice alone does not grant access. Net-term access requires an explicit credit grant recorded by Retail Reason.
5. Customer Content and data restrictions
“Customer Content” means questions, drafts, context, workspace labels, feedback, and other material Customer submits to the Service. Customer retains its rights in Customer Content. Customer grants Retail Reason and its service providers a limited right to host, transmit, process, reproduce, and secure Customer Content only as needed to provide, maintain, protect, and support the Service, comply with law, and enforce these Terms. This right ends when the applicable content is deleted, except for lawful retention, security evidence, and backup residue described in the Privacy Policy.
Customer represents that it has all rights and permissions needed for Customer Content and our processing of it. Do not submit passwords, portal credentials, access keys, payment-card data, government identifiers, health information, children’s data, regulated sensitive data, or personal, account-identifying, raw client-confidential, or Walmart-confidential information that is unnecessary for the request. Use a faithful summary or minimized excerpt instead. If Customer needs Retail Reason to process regulated personal data, Customer must first obtain our written approval and enter any required data-processing terms. Self-service plans do not include a separately negotiated data-processing agreement unless we agree in writing.
6. Confidentiality
“Confidential Information” means nonpublic information disclosed by one party to the other that is marked confidential or reasonably should be understood as confidential, including Customer Content, security information, business plans, and nonpublic product or pricing information. It excludes information that the recipient can document was lawfully known without restriction, becomes public without breach, is received lawfully from a third party without a duty, or is independently developed without use of the discloser’s information.
The recipient will use Confidential Information only to perform or receive the Service, protect it with at least reasonable care, and disclose it only to personnel, professional advisers, and service providers who need it and are bound by confidentiality duties. A recipient may disclose information when legally required after giving advance notice where lawful and reasonably assisting with protective measures. On request or termination, the recipient will return or delete Confidential Information it controls, subject to the Privacy Policy, ordinary backups, legal holds, and records these Terms require us to retain. These duties continue for the longer of three years after disclosure or while the recipient retains the Confidential Information; trade secrets remain protected for as long as they qualify as trade secrets.
7. AI-assisted Output and verification
“Output” means an answer or other response the Service delivers for Customer. Output is generated or reviewed with artificial intelligence and may be incomplete, inaccurate, outdated, inconsistent, nonunique, or dependent on assumptions and incomplete facts. A date, confidence class, citation, or review label describes the evidence and review process; it is not a guarantee.
Output is not an instruction from Walmart and is not legal, tax, accounting, employment, safety, or compliance advice. Before acting, Customer must verify deadlines, monetary amounts, program requirements, account facts, and operational steps in current official systems and governing agreements and consult qualified advisers where appropriate. Customer is solely responsible for decisions and actions taken using Output.
As between Customer and Retail Reason, Customer may use Output created for it for the internal and client-work purposes allowed by Section 2. Retail Reason does not claim ownership of Customer Content. We retain all rights in the Service, corpus, software, prompts, methods, templates, documentation, and preexisting material, including any such material reflected in Output. Third-party rights may apply, Output may not qualify for copyright protection, and similar output may be generated for others. No exclusivity is granted.
8. Acceptable use and protective controls
Customer and all Authorized Users must comply with the AUP. Among other things, they may not share credentials, bypass controls or licensed limits, probe another account, conduct unauthorized security testing, use the Service unlawfully, or systematically extract, scrape, reproduce, train on, resell, or republish the Service or corpus.
The public usage labels are Normal, High usage, and Under review. Cost status alone does not create an overage, hidden quality reduction, or automatic cost-based pause. Separate security and anti-extraction controls may refuse a particular request and place activity under review. Broader suspension or termination requires the process in Section 14 except for an emergency.
9. Intellectual property and feedback
Retail Reason and its licensors own the Service and all related intellectual property. Except for the limited right in Section 2, these Terms grant no license to our marks, software, corpus, source material, or other intellectual property. Customer may not remove notices or suggest affiliation, sponsorship, certification, or endorsement by Retail Reason, Walmart, OpenAI, Anthropic, or another third party.
If Customer voluntarily gives product feedback, Customer grants Retail Reason a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate the ideas and suggestions expressed in that feedback. This grant does not permit us to identify Customer or to use any underlying question, draft, context, personal information, or Confidential Information embedded in the feedback. There is no obligation to use feedback.
10. Third-party services
The Service depends on third-party infrastructure, identity, payment, email, and model providers identified in the Privacy Policy and subprocessor register. Customer may also use the Service through a customer-selected AI client or platform governed by a separate agreement between Customer and that provider. We are not responsible for a third party’s independent product, terms, account, outage, change, or handling outside our instructions and control. We may replace a provider where reasonably necessary, subject to the Privacy Policy and any agreed data-processing terms.
Retail Reason, Startup Success Lab LLC, and the Service are independent of Walmart Inc., its subsidiaries, OpenAI, and Anthropic. Third-party names are used only to identify relevant systems and services.
11. Fees, taxes, automatic renewal, and payment authorization
Prices are in United States dollars and exclude taxes unless expressly stated. Customer is responsible for sales, use, value-added, withholding, and similar taxes, excluding taxes on our net income. We may collect taxes through our payment provider based on Customer’s billing information. Customer must provide a valid exemption certificate before a charge if it claims an exemption.
A monthly Order is charged in advance for one month and automatically renews monthly. An annual Order is one upfront charge for twelve months at a price equal to eleven monthly prices and, subject to the reminder safeguard below, automatically renews for another year. By completing Checkout or accepting an assisted Order that authorizes automatic payment, Customer expressly authorizes the clearly disclosed recurring charge, applicable taxes, renewal cadence, and cancellation method until cancellation. An invoice Order follows its stated payment terms.
Unless Customer cancels, the subscription renews for the same cadence at the then-applicable price. For an annual renewal, we will send the owner a clear written reminder between 30 and 60 days before renewal. The reminder will state the renewal date, annual cadence, expected charge and applicable-tax treatment, and a direct cancellation method. Where applicable law requires a different timing or delivery method, that requirement controls. If we cannot prove that a required reminder was sent in time, we will not submit the annual renewal charge unless the owner affirmatively accepts a new Order. We will give at least 60 days’ advance notice before a seller-initiated change to a published plan’s price or licensed scope takes effect at renewal. Customer may cancel before that renewal if it does not agree. We do not silently increase licensed limits, add overages, or convert a trial to paid service.
12. Cancellation, payment failure, and plan changes
The owner may cancel the automatic renewal through the online billing portal using a method at least as easy as enrollment. Cancellation stops future renewal charges and takes effect at the end of the current paid term; it does not ordinarily refund the current term. We will provide confirmation. If the portal is unavailable, the owner may send a cancellation request from the owner’s address to [email protected] with the subject “Cancellation Request.” The request is effective when our mail system receives it, not when we later process it, and we will preserve that receipt time and provide confirmation. Cancellation does not waive accrued charges.
A failed renewal receives at least seven consecutive 24-hour periods of payment grace, beginning no earlier than the canonical failure time. Access may be limited or suspended after grace expires. Before an upgrade can cause an immediate prorated charge, the owner must receive and separately confirm a short-lived quote that identifies the source and target plan, immediate subtotal, tax, total, recurring price and cadence, expiration, and the exact proration time used for the charge. An upgrade activates only after that confirmed prorated payment succeeds. A downgrade or a change from annual to monthly takes effect at renewal and may require the owner to identify the exact users and workspaces to deactivate. A change is not effective merely because a payment provider displays an intermediate state.
13. First-purchase refund and billing disputes
Each account has one voluntary first-purchase refund right. The first successfully settled paid subscription purchase, whether monthly or annual and including the first paid conversion after a trial, is eligible for a full refund if Retail Reason receives the owner’s request no later than 168 hours after the canonical settlement time shown in the account. Receipt time, not our later processing time, controls. Renewals, upgrades, and later purchases are not independently eligible.
The owner may submit the request through the authenticated billing page. If that channel is unavailable, the owner may send the request from the owner’s address to [email protected] with the subject “Refund Request”; the timestamp of receipt by our mail system controls. Do not include an access key or other secret. A timely request stays timely while it is reviewed or while a failed provider attempt is retried.
Access remains active while a refund is pending, requires action, fails, or is canceled by the payment provider. When the provider confirms a full successful refund, paid access and keys end immediately and the subscription is canceled. Bank posting, reversal presentation, and card-network timing are outside our control. Misuse is handled separately under the AUP and does not erase the receipt time of an otherwise timely refund request.
No other refund or credit is required except as an Order expressly states, for a planned service closure under Section 15, or where law requires. Nothing in these Terms limits a nonwaivable cancellation, billing-error, refund, warranty, chargeback, or other statutory right. Contacting us does not shorten a card issuer’s or regulator’s deadline. Customer may not obtain duplicate recovery for the same charge.
14. Investigation, suspension, and termination for cause
We may investigate suspected fraud, a security threat, nonpayment, a charge dispute, unlawful conduct, or a material breach. We may block a request or credential, restrict a workspace, or temporarily suspend access to protect Customer, another customer, the Service, or a third party. A pending payment dispute may require temporary restriction of access funded by the disputed charge; that restriction is not a finding of wrongdoing, and we will not penalize Customer solely for good-faith exercise of a nonwaivable right.
Except where notice is prohibited or would materially impair security or an investigation, we will promptly tell the owner the category of issue, affected scope, effective time, available corrective action, and how to request review. Emergency action may precede notice. For a curable material breach, we ordinarily allow ten days to cure; nonpayment follows the grace period in Section 12. We may terminate immediately for an incurable breach, unlawful use, deliberate extraction, credential compromise, fraud, or a threat that cannot safely await cure. The owner may request review within 30 days by emailing [email protected] with the subject “Account Review.”
Termination does not eliminate accrued payment duties or a timely refund request. Sections that by their nature should survive, including confidentiality, intellectual property, payment, disclaimers, liability, indemnity, records, and general terms, survive.
15. Account closure, recovery, deletion, and service continuity
The owner may schedule account closure. Unless a successful refund or urgent cause ends access earlier, access continues through the paid term. Account and workspace configuration is designed to remain recoverable for 30 days after access ends; final deletion and anonymization depend on completion of identity-provider and other safety obligations. The Privacy Policy explains record-specific retention, unresolved obligations, provider retention, backups, and legal holds.
If Retail Reason plans to permanently discontinue the Service, we will give the owner at least 60 days’ written notice where reasonably possible and refund unused prepaid fees. The refund will be reasonably prorated based on the unelapsed portion of the prepaid term as of the closure date, unless a greater amount is required by law or an Order. We may discontinue immediately if continued operation becomes unlawful or presents an emergency security risk, but will still provide notice, export/recovery instructions, and any required unused-prepaid refund as soon as reasonably possible. Output already delivered remains usable under Section 7.
16. Limited service warranty; disclaimers
During a paid term, we warrant that the Service will materially conform to its then-current documentation under normal authorized use. Customer must report a claimed material nonconformity promptly and provide reasonable detail. Our exclusive obligation, and Customer’s exclusive contractual remedy for breach of this warranty, is to use reasonable efforts to correct or reperform the affected Service or, if we cannot do so, terminate the affected subscription and refund unused prepaid fees.
EXCEPT FOR THAT EXPRESS LIMITED WARRANTY, THE SERVICE AND OUTPUT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, RETAIL REASON DISCLAIMS ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR SUITABLE FOR A PARTICULAR DECISION, OR THAT OUTPUT WILL BE COMPLETE, CURRENT, UNIQUE, OR PRODUCE A PARTICULAR BUSINESS RESULT.
These disclaimers do not limit a warranty or right that applicable law does not permit the parties to disclaim.
17. Indemnification
Customer will defend Retail Reason and its owner, personnel, and affiliates from a third-party claim arising from Customer Content, Customer’s lack of client or user authority, Customer’s unlawful or prohibited use, or Customer’s material breach of Sections 3, 5, 8, or 9, and will pay resulting damages, reasonable settlements, and reasonable legal fees finally awarded or approved under this Section.
The indemnified party must promptly notify the indemnifying party, provide reasonable cooperation at the indemnifying party’s expense, and allow the indemnifying party to control the defense. The indemnifying party may not settle a claim in a way that admits fault by, imposes nonmonetary duties on, or fails to release the indemnified party without written consent, not to be unreasonably withheld. Delay in notice relieves an obligation only to the extent the delay materially prejudices the defense.
Retail Reason does not provide a separate intellectual-property indemnity under self-service plans. Any negotiated indemnity must appear in a signed Order and is subject to its stated limits.
18. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.
EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) $100 OR (B) THE FEES CUSTOMER PAID OR OWED FOR THE SERVICE DURING THE 12 MONTHS BEFORE THE EVENT FIRST GIVING RISE TO LIABILITY.
The exclusions and cap do not apply to Customer’s payment obligations; either party’s fraud, willful misconduct, or infringement or misappropriation of the other party’s intellectual property; Customer’s indemnity obligations; or liability that applicable law does not allow the parties to exclude or limit. The limitations apply in the aggregate across all theories of liability and are a fundamental basis of the bargain.
19. Changes to the Service and these Terms
We may improve or change the Service so long as we do not materially reduce paid licensed scope during the current term. We may change these Terms for future use. A material change will not retroactively change accrued rights or the economics of a paid term. We will provide reasonable advance notice; a materially adverse change ordinarily takes effect at renewal or when Customer affirmatively accepts it. A change required by law or needed to address an urgent security risk may take effect sooner with notice as soon as reasonably possible. We retain prior revisions and their publication records.
If Customer does not agree to a material change that would apply during its current term, Customer may stop using the affected Service and request a prorated refund of unused prepaid fees within 30 days after notice. Continued use after the stated effective date constitutes acceptance only where the notice clearly says so and applicable law permits it.
20. Governing law and disputes
Missouri law governs these Terms without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Before filing suit, each party will give the other a written description of the dispute and allow 30 days for good-faith business resolution, except that either party may seek urgent injunctive relief or preserve a limitations period.
Any court proceeding must be brought in a state or federal court with subject-matter jurisdiction located in Missouri, and each party consents to personal jurisdiction there. These Terms do not require arbitration, waive a jury, waive a class procedure, or shift attorneys’ fees unless an applicable law or a signed Order provides otherwise.
21. Notices
Legal notices to Retail Reason must be sent to [email protected] with the subject “Legal Notice.” A notice is effective when our mail system receives it, not when we later read it. We will send notices to the owner email and, for billing notices, may also use the billing contact or in-product account notice. Customer must keep those addresses current. Notices of routine product updates may be delivered in the Service; notices of a material Terms change, suspension, termination, or planned closure will also be sent by email where we have a deliverable address.
A party may update its notice details for future notices by giving notice under this Section.
22. Export controls and sanctions
Customer represents that it and its Authorized Users are not prohibited or restricted parties, are not owned or controlled by a prohibited party in a manner that makes the transaction unlawful, and will not access, use, export, re-export, or provide the Service where doing so is prohibited by applicable sanctions or export-control law or for a prohibited end use. We may reject, deny, restrict, or suspend access where reasonably necessary to comply with law. This representation does not replace Retail Reason’s own obligation to operate a risk-based sanctions and export-control compliance process.
23. General terms
Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disaster, war, terrorism, labor disruption, widespread internet or provider outage, government action, or utility failure, if the affected party uses reasonable efforts to mitigate and gives notice where practicable. Force majeure does not excuse accrued payment duties. If a force-majeure event materially prevents the paid Service for 30 consecutive days, either party may terminate the affected Order and Customer will receive a refund of unused prepaid fees.
Customer may not assign these Terms or an Order without our written consent, except in connection with a merger or sale of substantially all relevant assets if the assignee is not our direct competitor and agrees in writing to be bound. Retail Reason may assign these Terms to an affiliate or successor in connection with a reorganization, financing, merger, acquisition, or sale of the Service, subject to the Privacy Policy and without reducing Customer’s rights.
The parties are independent contractors. These Terms create no partnership, joint venture, agency, fiduciary, employment, franchise, or third-party-beneficiary relationship. Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be limited to the minimum extent necessary and the rest will remain effective. Headings are for convenience. “Including” means “including without limitation.”
These Terms, the AUP, the Privacy Policy, and each accepted Order are the entire agreement about the Service and replace prior or contemporaneous proposals and understandings on that subject. Amendments must follow Section 19 or be in a writing signed by authorized representatives of both parties. Electronic records, signatures, clicks, and acceptance receipts have the same effect as originals to the extent allowed by law. Customer may download and retain this revision from the canonical text archive shown on the public page.