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e2open Subscription Services Terms and Order Forms

This article is about the e2open Subscription Services Terms and Conditions, the Order Form, and the policies the Terms incorporate. For uptime and upgrade duties see the service levels article; for carrier and INTTRA terms see their own articles.

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The e2open Subscription Services Terms and Conditions (the Service Terms) are the master agreement for most enterprise purchases from e2open. The document is headed “Updated March 1, 2026”, states that it governs the subscription and related services supplied by the member of the e2open Vendor Group named on the Order Form to the member of the Customer Group named on the Order Form, and warns that it contains a limitation of liability, a disclaimer of warranties and mandatory arbitration.[1] This article walks through the clauses that set the licence position and the policies they incorporate.

Documents that make up the agreement

The Service Terms do not stand alone. Each Order Form “becomes a part of” the Service Terms, and the Order Form identifies the Subscription Services or Professional Services together with quantities, duration, applicable use, fees, costs, project plans and Service Level Guidance.[1] An Order Form for Professional Services only may be called a Statement of Work, and older forms may be called a Work Order.[1] The Terms also incorporate by reference the Acceptable Use Policy and the Customer Security Policy, which the customer must follow, and point to the Service Level Guidance for support.[1][2][3][4] Terms printed on a customer purchase order have no effect, and the Service Terms may not be amended except in a writing signed by both parties.[1]

Because the web page itself says that the terms are subject to change by e2open with the most recent version posted, a licence manager should archive the version in force when each Order Form was signed and note the date shown at the top.[1] The catalog row Service Terms can change and the latest posted version applies records the wording.

The licence grant

Section 2.1.1 grants the customer a non-exclusive, non-transferable, non sub-licensable worldwide right, during the term of an Order Form, for its Users to access and use the Services, Documentation and Vendor Materials solely for the customer’s internal business purposes.[1] Unless the Order Form expressly lets the customer install the Subscription Services on its own Computer Equipment, access is from e2open’s data centre.[1] Where customers do host or install, they must supply the Third Party Software and equipment needed to operate the services and prepare the site at their own cost.[1]

The same section gives e2open two rights over data. e2open may use Transaction Data as reasonably necessary to provide the Services, and holds a non-exclusive, irrevocable, worldwide right to incorporate Statistics in works for its business purposes and make them available to others, as long as it does not reveal the identity of any Customer Group member, User or the customer’s confidential data.[1] Statistics are de-identified, aggregated and anonymised output, with transaction volume, number and type of partners and revenue volume as examples, and exclude personal data.[1] Ownership is split: e2open and its licensors own the Services, Vendor Materials and Statistics, and keep directories and information compiled from public sources, while the customer owns Transaction Data, Results and its Confidential Information.[1]

Who counts as a User

A User is “any individual natural person or approved automated system (commonly called a bot) granted access through a unique user ID, issued by Customer”.[1] The customer is responsible for administering, authorising and terminating User access, must give e2open accurate registration information for Users, must not let Users share IDs and passwords, and answers for the acts and omissions of Users as if they were its own.[1] An automated User must be approved by e2open, with approval not to be unreasonably withheld.[1] e2open may refuse registration of or suspend a User if it reasonably judges that a significant threat to security or functionality is imminent, or because of spamming or illegal activity, and must notify the customer.[1]

For licence counting, three consequences follow. Service accounts and integration bots that log in with a user ID are Users and need approval. Shared logins breach the Terms. And the number of Users that the customer may have is not in the Service Terms: it is the Order Form quantity, so the Order Form is the only place to establish a position.

Restrictions

Section 2.3 lists restrictions. Without prior written consent the customer may not transfer, assign, lease, loan, resell, distribute, sublicense or otherwise grant rights to a third party, “including commercial time-sharing, rental or service bureau use”; reverse engineer or decompile; copy, modify or create derivative works; or remove notices.[1] The Acceptable Use Policy repeats the resale bar, forbids avoiding “any use limitations placed on the software and services, such as access and storage restrictions”, and prohibits automation software without express prior written permission.[2] The Customer Security Policy requires prior written consent for customer vulnerability and application testing, prior approval to run automated bots, prompt notice of a breach involving e2open data and removal of access for Users no longer authorised.[3] The Service Terms contain no audit or inspection clause of their own; the compliance controls are the Order Form, user administration duties and the policy documents. A customer should still check its Order Form for any audit wording.

Affiliates, assignment and corporate change

The Terms deal with groups explicitly. The customer may enter Order Forms with e2open or a Vendor Affiliate and allow Customer Affiliates to use the Services, and a Customer Affiliate may sign its own Order Forms. If a Vendor Affiliate fails to fulfil an Order Form, e2open is responsible; if a Customer Affiliate fails to comply, the customer is responsible.[1] “Customer Group” means the ultimate parent and every operating company it owns or controls directly or indirectly, and an affiliate is a company controlled or under common control at a 50 percent threshold.[1]

Assignment is restricted. The customer may assign in whole without consent to a Customer Group entity or to the surviving entity of a merger, acquisition or similar transfer, by notifying e2open within 10 days, provided the assignee agrees in writing to be bound, use stays within the scope authorised before the assignment and the assignee is not a Competitor of e2open.[1] e2open reserves the right to revise fees on an assignment, to be negotiated in good faith.[1] Separately, section 14.4 says fees “do not include additional volume which results from a merger or acquisition”, and e2open may revise fees if use will change materially.[1] For acquirers, a divestiture or a merger therefore reopens pricing even where the assignment itself is permitted.

Term, renewal and fees

Order Forms may each have their own effective date and term; unless the parties agree otherwise in writing, Order Forms are not cancelable for convenience, and an Order Form with no term provision renews annually unless terminated in writing at least 45 days before expiry.[1] Either party may terminate the Service Terms for a material breach not cured within 30 days or for insolvency, and the expiry of one Order Form does not affect others.[1]

Fees are payable in the currency on the Order Form, and invoices are due within 30 days. Disputes must be raised before the due date and described in detail, or they are waived.[1] Late payment may attract interest at 1.5 percent per month or the legal maximum if lower, and an amount 30 or more days overdue lets e2open accelerate all unpaid fee obligations and suspend Services after at least ten days notice.[1] Customers who require a purchase order number on invoices must issue the purchase order at least ten days before each invoice date, and a late purchase order does not change the payment terms.[1] The Terms state that pricing is Confidential Information of e2open, so quotes and Order Form fees should not be shared outside the customer’s need-to-know group.[1]

Patches, upgrades and the IP indemnity

The customer must accept all Patches necessary for the proper function and security of the Subscription Services, which e2open applies in a maintenance window unless the Patch is for an emergency or security issue.[1] The e2open IP indemnity excludes claims that arise from combination with unauthorised systems, unapproved modification, or failure to keep a single-tenant implementation within 12 releases of the current release or to allow Patches.[1] The 12-release figure links the indemnity to the upgrade cadence described in the service levels article.

Liability, law and disputes

Each party’s aggregate liability is capped at the fees paid or payable for the specific Service giving rise to the liability during the 12 months before the event, with carve-outs for confidentiality breaches, gross negligence or wilful misconduct, and for the customer’s payment obligations.[1] The Terms are governed by Texas law. Disputes go exclusively to arbitration administered by the American Arbitration Association before one arbitrator with at least ten years of high-tech experience, in Austin, Texas, in English, with costs shared equally.[1] Insurance obligations for e2open include 5 million US dollars aggregate professional errors and omissions and cyber cover.[1] Privacy is handled through the Data Processing Addendum, which e2open may update on 30 days notice.[1]

Contracting entity and ownership

The Service Terms define the Vendor Group as E2open, LLC and companies it owns or controls.[1] Since WiseTech Global completed its acquisition of e2open on 2025-08-03, the Service Level Guidance refers to the WiseTech Global Limited entity supplying the services, and the Data Processing Addendum’s “WTG” means the WiseTech Global entity shown as contracting party in the customer’s services agreement.[5][4][6] A customer assessing renewal or assignment should confirm which entity is named on its Order Form.

Out of scope

The Service Terms do not publish prices, do not describe applications, and exclude Third Party Software. The Order Form may contain use limits, definitions of metrics, uptime options and special terms not visible on the public web page. Carrier Marketplace, INTTRA, Avantida and training terms are separate agreements.[1]

References

  1. e2open Subscription Services Terms and ConditionsUpdated March 1, 2026. Sections 1 to 14.Effective 2026-03-01. Retrieved 2026-10-13.
  2. e2open Acceptable Use PolicyLast updated June 2, 2025.Effective 2025-06-02. Retrieved 2026-10-13.
  3. e2open Customer Security PolicyLast reviewed October 4, 2024.Effective 2024-10-04. Retrieved 2026-10-13.
  4. e2open Service Level GuidanceCustomer Service and Application Uptime and Disaster Recovery guidance. Undated.Retrieved 2026-10-13.
  5. Press Release: WiseTech Global completes strategic acquisition of e2openDated August 3, 2025.Effective 2025-08-03. Retrieved 2026-10-13.
  6. Data Processing Addendum (WiseTech Global)Index of Data Processing Addendum versions; English version dated 20 April 2026; WTG means the contracting entity in the services agreement.Effective 2026-04-20. Retrieved 2026-10-13.

See also

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