VendorShop Limited Terms of service
VendorShop Limited (“VendorShop”) enables Merchants and Shoppers to engage in ecommerce on social networking and other platforms including but not limited to Facebook or the worldwide web using the VendorShop application (“Application”)
By accessing or using the Application in any way, or by downloading or posting any Content from or on the Application you are indicating that you have read, understand and agree to be bound by these terms whether or not you have registered on or through the Application. If you do not agree to these terms you have no right to access or use the Application or any Content.
These Terms apply to all users of the Application whether or not the initial Application usage pre-dates the date indicated on these Terms. By continuing to use or access the Application after this date, you are indicating that you agree to be bound by these Terms. If these terms are not acceptable to you, your only recourse is to cease using the Application.
VendorShop Limited reserves the right, at its sole discretion, to modify, discontinue or terminate the Application at any time and without prior notice. By continuing to access or use the Application after we have modified the Application you are indicating that you agree to be bound by these Terms.
If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
“Content” means text, graphics, images, music, software (excluding the Application), audio, video, information or other materials made available to the Application by any party via posting, uploading, submitting, using, accessing or interacting with the Application in any other way. “Merchant” means you sell products under your own sales terms and conditions by creating a storefront via the Application and using Content with it. “Shopper” means you purchase items either from Merchants through a Storefront or the Application. “Application” means the software in its entirety that is used to provide storefronts and other ecommerce solutions provided by VendorShop and can be accessed via www.facebook.com/vendorshop, www.facecook.com/PlanetPayment, www.facebook.com/Realex, via a merchant storefront that uses this software or other location as might from time to time be provided.
Certain areas of the Application may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Application the latter terms and conditions shall take precedence with respect to your use of or access to that area of the Application as applicable.
Application usage and eligibility
The Application is intended solely for persons who are 18 years of age or older. By accessing or using the Application you represent and warrant that you are 18 years of age or older. You may browse areas of the Application without registration with VendorShop Limited.
In order to access and use certain features of the Application and to post any Content on or via the Application you must register to create an account (“Account”). If you decide to register with your permission we will use the personal and other information that you have provided either directly or via a 3rd parties (including but not limited to Facebook). You hereby consent to our access to and collection of such personal information about you.
During the registration process, you may be required to provide certain information about yourself, as prompted, including, but not limited to, your name, a valid email address, your shipping address, your Storefront name and information related to your third party payment service provider.
You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. VendorShop Limited reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You agree to take sole responsibility for all activities or actions that occur under your Account, whether or not you have authorized such activities or actions. You will immediately notify VendorShop Limited of any unauthorized use of your Account.
Accounts and payments
VendorShop Limited offers Merchants different Account types which include different feature options. Some Account types and feature options require a fee to be paid for access (“Paid Account”). The details of Paid Account details are available via the Application. If you require additional information this can be requested via email to email@example.com.
You may change your Account type at any time within the Application. When you select to use a Paid Account you will be required to provide customary billing information, such as name, billing address and credit card number, and to select a subscription term and the payment frequency. By selecting a Paid Account, you agree to pay the applicable subscription fee and any taxes and other fees that may accrue in relation to your use of the Application. All fees are non-refundable and non-transferable.
You will automatically be charged the applicable fee in advance for the subsequent month. If you cancel your Account less than thirty (30) days before the end of a month, you will be charged for that month. By selecting a Paid Account, you acknowledge that the fee has a recurring payment and you accept responsibility for all recurring charges prior to cancellation. Monthly fees will be automatically extended for successive months. You may cancel your subscription at any time.
Payment by Shoppers
All items purchased through a Storefront will be processed by a third party payment service provider. The payment terms and any fees payable by you relating to transactions made through a Storefront will be based on the agreements between you, the Merchant(s) and your designated Merchant(s) and Shopper(s) and third-party payment service providers. You acknowledge and agree that you (and not VendorShop Limited) are responsible for complying with the terms and conditions governing your relationship with such Merchants and third-party payment service providers.
You may cancel your Account, or cancel your subscription to a Paid Account, at any time by contacting VendorShop at firstname.lastname@example.org. Cancellation by you of a Paid Account is effective on the last day of the month that you cancel your subscription and you are responsible for paying, and agree to pay, all fees due to VendorShop Limited relating to your use of the Application. Any fees already paid are non-refundable.
VendorShop Limited reserves the right to discontinue or change the Application including Paid Account features, at any time, for any reason and without prior notice to you. In the event of VendorShop Limited’s discontinuation of any services they will be deemed to have been cancelled. In the event a Feature is discontinued or changed, no refunds will be paid for any unused period.
If you breach any of these Terms, VendorShop Limited will have the right, at its sole discretion and without prior notice to you, to suspend or deactivate your Account and access to the Application or terminate these Terms and remove any material (including any Content provided by you). In the event of such breach, VendorShop Limited will not be required to refund any fees paid by you and you will remain liable for all amounts due hereunder prior to the effective date of suspension, deactivation or termination.
After termination, you understand and acknowledge that VendorShop Limited will have no further obligation to provide the Application. Upon termination, all licenses and other rights granted to you under these Terms will immediately cease. Except as otherwise set forth in these Terms, VendorShop Limited will not be liable to you or any third party for termination of the Application.
Upon any termination or suspension, any information (including Content) that you have submitted to the Application may no longer be accessed by you. Furthermore, VendorShop Limited will have no obligation to maintain any information stored in our database related to your Storefront or to forward any information to you or any third party. Any suspension, termination or cancellation will not affect your obligations to VendorShop Limited under these Terms (including but not limited to ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension, termination or cancellation.
Subject to your compliance with the terms and conditions of these Terms, VendorShop Limited grants you a limited, non-exclusive, non-transferable license to view, download and print any Content solely for your personal or internal business purposes. You have no right to sublicense the license rights granted in this section. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by VendorShop Limited or its licensors except for the licenses and rights expressly granted in these Terms.
We may, in our sole discretion, permit Merchants and Shoppers to post, upload, publish, submit or transmit Content. By making available any Content on or through the Application you hereby grant to VendorShop Limited a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such Content on, through or by means of the Application.
VendorShop Limited does not claim any ownership rights in any Content provided by a Merchant (such as the content of a Merchant’s Storefront), and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Content.
This license permits us to make your Content available to other applications created by VendorShop or our partners to access, distribute, market and promote the Application subject to our terms and conditions. It also permits us to use any Content, including data provided by shoppers using your storefront (such as aggregated sales data) in marketing and other such material or to contact them for research or marketing purposes subject to the Terms of this agreement.
You acknowledge and agree that you are solely responsible for all Content that you make available through the Application. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Content that you make available through the Application or you have all rights, licenses, consents and releases that are necessary to grant to VendorShop and to the rights in such Content, as contemplated under these Terms; and (ii) neither the Content nor your posting, uploading, publication, submission or transmittal of the Content or VendorShop’s use of the Content (or any portion thereof) on, through or by means of the Application will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You may add, modify or remove Content submitted by you at any time. If you remove Content submitted by you from the Application such Content will be deleted as soon as is practical.
Content from 3rd parties
As part of the functionality of the Application you may link your Account with online accounts you may have with third party service providers (each such account, a “Third Party Account”) by either: (i) providing your Third Party Account login information to VendorShop through the Application or (ii) allowing VendorShop to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to VendorShop Limited and/or grant VendorShop Limited access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating VendorShop to pay any fees or making VendorShop subject to any usage limitations imposed by such third party service providers.
By granting VendorShop access to any Third Party Accounts, you understand that VendorShop Limited will access, make available and store (if applicable) any Content that you have provided to and stored in your Third Party Account (“Third Party Account Content”) so that it is available on and through the Application via your VendorShop Account.
Unless otherwise specified in these Terms, all Third Party Account Content, if any, will be considered to be Content for all purposes of these Terms. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts will be available on and through your VendorShop Account on the Application. Please note that if a Third Party Account or associated service becomes unavailable or VendorShop’s access to such Third Party Account is terminated by the third party service provider, then the Third Party Account Content that was available from such Third Party Account may no longer be available on and through the Application. You have the ability to disable the connection between your VendorShop Limited Account and your Third Party Accounts, at any time, by accessing the “Account” section of the Third Party Site.
VendorShop Limited makes no effort to review any Third Party Account Content for any purpose, including but not limited to, for accuracy, legality or non-infringement and VendorShop is not responsible for any Third Party Account Content.
Content guidelines and limitations
By using the Application and accepting these Terms, you agree not to do any of the following :
- Use, display, mirror or frame the Application any individual element within the Application, VendorShop Limited’s name, any VendorShop trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without VendorShop’s express written consent;
- Access, tamper with, or use non-public areas of the Application, VendorShop’s computer systems, or the technical delivery systems of VendorShop’s providers;
- Attempt to probe, scan, or test the vulnerability of any VendorShop system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by VendorShop or any of VendorShop’s providers or any other third party (including another user) to protect the Application or Content;
- Attempt to access or search the Application or Content or download Content from the Application through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by VendorShop Limited or other generally available third party web browsers;
- Use any meta tags or other hidden text or metadata utilizing a VendorShop trademark, logo URL or product name without VendorShop Limited’s express written consent;
- Use the Application or Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Application or Content to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Application or Content;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Application;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
Any User Content, including items that Merchants offer for sale via a Storefront associated with the Merchant’ Accounts, must comply with: (i) these Terms, (ii) any applicable guidelines or additional terms, such as the description of Services for Paid Account, and (iii) any applicable policies and procedures enumerated by our third-party partners for use of their website(s). For example, if your Storefront is hosted through your Facebook account, you must comply with Facebook’s terms of service and other rules of conduct, in addition to these Terms and any other applicable VendorShop terms.
While certain Content and conduct is prohibited, VendorShop Limited does not actively monitor or control the Content posted by a merchant to its Storefront or as feedback by a Shopper to a Storefront, and will not be responsible for the Content that you make available on the Application. You agree that you will not do any of the following while using the Application:
- Upload, post, publish, submit, transmit or display any Content that:
- infringes, misappropriates or violates a third party’s copyright, trademark, trade secret, moral rights or other intellectual property rights or rights of publicity or privacy, unless you have the required licenses, consents and permissions to post such Content;
- violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
- is fraudulent, false, misleading or deceptive (including false or inaccurate personal information or product information or the falsification or deletion of attributions, legal or other proper notices or proprietary designations or labels of the source or origin of any products);
- is defamatory, obscene, pornographic, vulgar or offensive;
- promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
- is violent or threatening or promotes violence or actions that are threatening to any other person;
- promotes illegal or harmful activities or substances;
- Display, list, offer for sale or sell any of the following:
- ammunition and/or firearms;
- credit cards;
- hazardous materials;
- illegal items (including those that promote hate, criminal and/or illegal activities);
- items that infringe upon the rights of any third party;
- prescription drugs;
- stolen property or contraband items;
- tobacco products;
- Collect or store any personally identifiable information from the Application or from other users of the Application without their knowledge or express permission;
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- Impersonate others in a manner that does or is intended to mislead, confuse or deceive others;
- Use the Application for any unlawful purposes or for promotion of illegal activities or products.
- In addition, Sellers may not offer for sale or sell any items on their Storefronts that are prohibited or restricted by the website on which their Storefront appears. For example, if your Storefront is on Facebook, you must comply with Facebook’s terms of service and rules of conduct.
VendorShop reserves the right, at any time and without prior notice, to investigate, remove or disable access to any Content, including any Content that at VendorShop’s sole discretion, it considers to be in violation of these Terms or otherwise harmful to the Application.
VendorShop Limited also reserves the right at all times (but will not have an obligation) to terminate your Account and/or remove or refuse to distribute any Content on the Application which violates these Terms.
You acknowledge that VendorShop has no obligation to monitor your access to or use of the Application or Content, or to review or edit any Content, but has the right to do so for the purpose of operating the Application to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
Usage and storage
VendorShop Limited does not currently place any limitations on the number of items listed or amount of data storage used for User Content by Sellers to support their Storefront. VendorShop Limited reserves the right, to establish general practices and limits concerning use of the Application including, without limitation, the maximum storage space that will be allotted on VendorShop Limited’s servers on a Merchant’s behalf for Content (which could limit the number of items you may sell on a Storefront). If we do implement such restrictions, we will notify you of such limits in advance before such limits take effect.
The Application and Content are protected by copyright, trademark and other laws of the United States and foreign countries. You acknowledge and agree that VendorShop and its licensors exclusively own all right, title and interest in and to the Application including all associated intellectual property rights
In regards to Content that you create, upload or store via the Application, you acknowledge and agree that VendorShop and its licensors exclusively own all right, title and interest in and to the Application including all associated intellectual property rights or where this is not possible, you provide a license to use and distribute according to these Terms.
All trademarks, service marks, logos, trade names and any other proprietary designations of VendorShop used herein are trademarks or registered trademarks of VendorShop. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
You may not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Application or Content.
VendorShop welcomes and encourages you to provide feedback, comments and suggestions for improvements to the Application by submitting a support request. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
Your access to and use of the Application and Content are at your own risk. The Application and Content is provided to you on an ‘As-is’ and ‘As available’ basis, without warranty of any kind either express or implied.
Without limiting any of the foregoing, VendorShop Limited and its partners explicitly disclaim any warranties or merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. VendorShop makes no warranty and disclaims all responsibility and liability regarding the quality of any products, services or Content purchased or obtained through the Application or the completeness, accuracy, availability, timeliness, security or reliability of the Application or Content thereon.
VendorShop will not be responsible or liable for any harm to your computer system, loss of data or other harm that results from your access to or use of the Application or Content. VendorShop will not be responsible or liable for any perceived or actual loss of business from use of the Application or any issues that may or may not result that are deemed to affect your business in any way.
VendorShop makes no warranty that the Application or Content will meet your requirements or be available on an uninterrupted, secure or error-free basis. No advice or information, whether oral or written, obtained from VendorShop or through the Application or Content will create any warranty or obligation on VendorShop’s behalf.
You are solely responsible for all of your communications and interactions with users of the Application and with other persons with whom you communicate or interact as a result of your use of the Application. You understand that VendorShop does not screen or inquire into the background of any users of the Application and does not make any attempt to verify the statements of users of the Application.
VendorShop makes no representations or warranties as to the conduct of users of the Application or their compatibility with any current or future users of the Application. You agree to take reasonable precautions in all communications and interactions with other users of the Application and with persons with whom you communicate or interact as a result of your use of the Application.
The Application may contain links to third-party websites or resources. You acknowledge and agree that VendorShop is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by VendorShop of such websites or resources or the content, products or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
You agree to defend, indemnify and hold VendorShop and its partners, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Application or Content, including your Storefront, or your violation of these Terms.
Limitation of liability
To the maximum extent permitted by applicable law, VendorShop and its subsidiaries, affiliates, officers, employees, agents, partners and licensors will not be liable for any indirect, incidental, special, exemplary, consequential or punitive damages, including without limitation, loss of profits, data, use or goodwill, service interruption, computer damage or system failure, the cost of substitute products or services or other intangible losses arising out of or in connection with these Terms or your access to or use, or inability to access or use the Application or Content or from any communications, interactions or meetings with other users of the Application or Content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not VendorShop has been informed of the possibility of such damage and even if a remedy set forth herein is found to have failed of its essential purpose.
In no event will VendorShop aggregate liability arising out of or in connection with these Terms or from the use or inability to use the Application or Content exceed the amount you have paid to VendorShop for provision of the Application, Content or any other Services. The limitations and damages set forth above are fundamental elements of the bargain between VendorShop and you. Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation or liability for consequential or incidental damages so the limitations above may not apply to you.
These Terms and any action related thereto shall be governed by the laws of the Republic of Ireland, without respect to its conflict of laws or principles. The exclusive jurisdiction and venue of any action to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights will be the relevant courts located in Dublin, Republic of Ireland and each of the parties hereto waives any objection to jurisdiction and venue in such courts.
These Terms shall constitute the entire agreement between you and VendorShop concerning the Application and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between VendorShop Limited and you regarding the Application and Content.
You may not assign or transfer these Terms, by operation of law or otherwise, without VendorShop’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. VendorShop may assign or transfer these Terms at its sole discretion and without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
You and VendorShop agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Application (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.
You acknowledge and agree that you and VendorShop are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding in any jurisdiction. Further, unless both you and VendorShop otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration delivered to their registered offices. The arbitrator will be appointed by the President of the Law Society of Ireland. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the President of the Law Society of Ireland will appoint the arbitrator.
Unless you and VendorShop otherwise agree, the arbitration will be conducted in Ireland. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The parties will be responsible for their own fees in relation to the action except where the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose, in which case the party bringing the action will be responsible for all fees relating the actions.
The failure of VendorShop to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of VendorShop Limited. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If you have any questions about these Terms, please contact us at email@example.com