GradeThread

Terms of Service

Effective date: April 1, 2026

These Terms of Service (“Terms”) form a binding agreement between you and Pearson Media LLC (“Pearson Media,” “GradeThread,” “we,” “us,” or “our”) governing your access to and use of the GradeThread website at gradethread.com, the FlipDesk reseller workspace, our APIs, and any related software or services (collectively, the “Service”).

By creating an account, clicking “I agree,” or otherwise using the Service, you accept these Terms, our Privacy Policy, Cookie Policy, and Acceptable Use Policy. If you do not agree, do not use the Service.

1. Eligibility and accounts

You must be at least 18 years old (or the age of majority in your jurisdiction) and able to form a binding contract to use the Service. The Service is not directed to children, and we do not knowingly collect personal data from anyone under 18. If you believe a minor has provided us personal data, contact [email protected] and we will delete it. When you create an account you confirm that you meet this age requirement. If you use the Service on behalf of a business, you represent that you have authority to bind that business to these Terms.

You are responsible for the accuracy of the information you provide, for safeguarding your credentials, and for all activity that occurs under your account. Notify us immediately at [email protected] if you suspect unauthorized access.

2. The Service

GradeThread provides AI-assisted condition grading for pre-owned clothing, shareable grade certificates, and a reseller workflow (FlipDesk) that helps you source, catalog, photograph, list, sell, and reconcile inventory across marketplaces. Features available to you depend on the plan you select.

3. Plans, billing, and refunds

  • Plans. Current plans, prices, and included allotments are described on our pricing page and may change with notice for future billing periods.
  • Subscriptions. Paid subscriptions are billed in advance through Stripe on a recurring monthly or annual basis and renew automatically until cancelled.
  • Cancellation. You may cancel your subscription at any time from Billing. Cancellation takes effect at the end of the current billing period.
  • Refunds. Subscription fees are non-refundable except where required by law or expressly stated by us. Unused grading credits do not roll over and are not refundable.
  • Taxes. Stated prices exclude taxes unless otherwise noted. You are responsible for applicable sales, use, VAT, GST, and other taxes.
  • Failed payments. If a charge fails, we may suspend paid features until the balance is resolved.
  • Free plan and trials. Free or trial access may be limited, modified, or terminated at our discretion.

4. Your content and licenses

“Your Content” means the photos, descriptions, listings, notes, measurements, sourcing data, and other materials you submit to the Service. You retain all ownership rights in Your Content.

You grant Pearson Media a worldwide, non-exclusive, royalty-free license to host, store, reproduce, transmit, display, adapt, and process Your Content as needed to (a) provide and improve the Service, (b) generate grade reports, certificates, and listing drafts, (c) display certificates you have made publicly available, and (d) use de-identified or aggregated derivatives to evaluate model quality and improve our products.

You represent and warrant that you own or have the necessary rights to Your Content, that it does not infringe any third-party rights, and that it accurately depicts the item being graded.

5. AI-generated outputs

Grade scores, factor breakdowns, written summaries, certificate language, listing titles, descriptions, item specifics, price recommendations, and other AI-generated outputs (“Outputs”) are produced by automated systems based on the inputs you provide.

  • Outputs are advisory. They are not appraisals, authentications, certifications of authenticity, or financial advice.
  • We do not guarantee that Outputs are accurate, complete, or suitable for any particular purpose. You are responsible for reviewing Outputs before relying on or publishing them.
  • Outputs may be similar or identical for similar inputs and may be generated for other users. We do not claim copyright in Outputs and, to the extent we have any rights, we assign them to you, subject to the licenses you grant us in Section 4.
  • You are solely responsible for your use of Outputs, including in marketplace listings, advertising, customer communications, and any downstream representations to buyers.

6. Grading and certificate disclaimers

  • Grades reflect a probabilistic assessment of garment condition based on the photos and metadata supplied. They are not a guarantee of condition, value, authenticity, or marketability.
  • A certificate confirms that GradeThread issued a grade for the identified item at a point in time. It does not warrant the item or the actions of any seller or buyer.
  • You may not represent a grade or certificate as an appraisal, authentication, or endorsement of any party.
  • We may withdraw, correct, or annotate a grade if we discover material errors, fraud, manipulation, or a successful dispute.

7. API access

Eligible plans include access to the GradeThread API. Your use of the API is subject to these Terms, our Acceptable Use Policy, and any documented rate limits or technical requirements. You must:

  • Keep API keys confidential and rotate them if compromised;
  • Not exceed published rate limits or otherwise burden the Service;
  • Not resell raw API access or wrap the API in a competing grading service;
  • Comply with any additional terms posted in API documentation.

We may suspend or revoke API access for violation of these Terms, suspected abuse, or security risk.

8. Marketplace and third-party integrations

FlipDesk lets you connect third-party services such as eBay, Poshmark, and Mercari. Your use of those services remains governed by their own terms. We are not responsible for the availability, accuracy, or actions of any third-party service, and revocation of access by a third party may impair related FlipDesk features.

9. Acceptable use

You agree to comply with our Acceptable Use Policy, which prohibits, among other things, fraudulent grading, knowingly grading counterfeit goods, scraping, abuse of the API, and any unlawful or infringing activity.

10. Our intellectual property

The Service, including the GradeThread and FlipDesk brands, logos, designs, software, models, prompts, evaluation rubrics, and documentation, is owned by Pearson Media or its licensors and is protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms. No other rights are granted.

You may not (a) copy, modify, or create derivative works of the Service, (b) reverse engineer or attempt to extract source code, models, or weights, (c) remove proprietary notices, or (d) use the Service to build a competing product.

11. Feedback

If you send us suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use it without restriction or compensation.

We respond to notices of alleged copyright infringement under the Digital Millennium Copyright Act (DMCA). Send takedown notices and counter-notices to [email protected]. We may suspend or terminate the accounts of repeat infringers.

13. Suspension and termination

We may suspend or terminate your access to the Service at any time, with or without notice, if you violate these Terms, create risk or legal exposure for us, or use the Service in a way we reasonably believe is harmful. You may terminate at any time by deleting your account. On termination, your right to use the Service ends, and we may delete Your Content after a reasonable period in accordance with our Privacy Policy.

14. Disclaimer of warranties

THE SERVICE AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND UNINTERRUPTED OR ERROR-FREE OPERATION. WE DO NOT WARRANT THAT GRADES, CERTIFICATES, OR LISTING CONTENT WILL MEET YOUR REQUIREMENTS OR PRODUCE ANY PARTICULAR FINANCIAL OUTCOME.

15. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PEARSON MEDIA AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS, ARISING OUT OF OR RELATED TO THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

Some jurisdictions do not allow certain limitations, so portions of this section may not apply to you.

16. Indemnification

You will defend, indemnify, and hold harmless Pearson Media and its affiliates from any claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising out of (a) Your Content, (b) your use of the Service, (c) your violation of these Terms or applicable law, or (d) your infringement or misappropriation of any third party’s rights.

17. Governing law and disputes

These Terms are governed by the laws of the State of Iowa, USA, without regard to its conflict-of-laws principles. Subject to the arbitration provision below, you and Pearson Media agree to the exclusive jurisdiction of the state and federal courts located in Polk County, Iowa for any dispute not subject to arbitration.

Arbitration and class waiver. Any dispute arising out of or relating to these Terms or the Service will be resolved by final, binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules, on an individual basis. You and Pearson Media waive any right to a jury trial and to participate in a class, collective, or representative action. You may opt out of arbitration by sending written notice to [email protected] within 30 days of first accepting these Terms.

18. Changes to the Service or these Terms

We may modify the Service or these Terms at any time. If we make material changes to the Terms, we will provide notice (for example, by email or in-product banner) and update the “Effective date” above. Your continued use of the Service after the change becomes effective constitutes acceptance of the updated Terms.

19. Miscellaneous

  • Entire agreement. These Terms, together with the Privacy Policy, Cookie Policy, and Acceptable Use Policy, are the entire agreement between you and Pearson Media regarding the Service.
  • Severability. If any provision is held unenforceable, the remaining provisions remain in effect.
  • Assignment. You may not assign these Terms without our consent. We may assign them to an affiliate or in connection with a corporate transaction.
  • No waiver. Our failure to enforce a provision is not a waiver of our right to do so later.
  • Force majeure. We are not liable for delay or failure caused by events beyond our reasonable control.
  • Contact. Questions about these Terms? Email [email protected].