TABLE OF CONTENTS
12.
MOBILE APPLICATION LICENSE
15.
THIRD-PARTY WEB APP AND CONTENT
19.
MODIFICATIONS AND INTERRUPTIONS
27.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
28.
CALIFORNIA USERS AND RESIDENTS
1. AGREEMENT TO TERMS
These Terms of Use constitute a legally binding agreement
made between you, whether personally or on behalf of an entity (“you”) and
("Company", “we”, “us”, or “our”), concerning your access to and use
of the Groupkart App as well as any other media form, media channel, mobile web
app or mobile application related, linked, or otherwise connected thereto
(collectively, the “app”). You agree that by accessing the app, you have read,
understood, and agreed to be bound by all of these Terms of Use. IF YOU DO NOT
AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM
USING THE app AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be
posted on the app from time to time are hereby expressly incorporated herein by
reference. We reserve the right, in our sole discretion, to make changes or
modifications to these Terms of Use from time to time. We will alert you about
any changes by updating the “Last updated” date of these Terms of Use, and you
waive any right to receive specific notice of each such change. Please ensure
that you check the applicable Terms every time you use our app so that you
understand which Terms apply. You will be subject to, and will be deemed to
have been made aware of and to have accepted, the changes in any revised Terms
of Use by your continued use of the app after the date such revised Terms of
Use are posted.
The information provided on the app is not intended for
distribution to or use by any person or entity in any jurisdiction or country
where such distribution or use would be contrary to law or regulation or which
would subject us to any registration requirement within such jurisdiction or
country. Accordingly, those persons who choose to access the app from other
locations do so on their own initiative and are solely responsible for
compliance with local laws, if and to the extent local laws are applicable.
The app is intended for users who are at least 13 years of
age. All users who are minors in the jurisdiction in which they reside
(generally under the age of 18) must have the permission of, and be directly
supervised by, their parent or guardian to use the app. If you are a minor, you
must have your parent or guardian read and agree to these Terms of Use prior to
you using the app.
2. INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the app is our proprietary
property and all source code, databases, functionality, software, web app
designs, audio, video, text, photographs, and graphics on the app
(collectively, the “Content”) and the trademarks, service marks, and logos
contained therein (the “Marks”) are owned or controlled by us or licensed to us
and are protected by copyright and trademark laws and various other
intellectual property rights and unfair competition laws of the United States,
international copyright laws, and international conventions. The Content and
the Marks are provided on the app “AS IS” for your information and personal use
only. Except as expressly provided in these Terms of Use, no part of the app
and no Content or Marks may be copied, reproduced, aggregated, republished,
uploaded, posted, publicly displayed, encoded, translated, transmitted,
distributed, sold, licensed, or otherwise exploited for any commercial purpose
whatsoever, without our express prior written permission.
Provided that you are eligible to use the app, you are
granted a limited license to access and use the app and to download or print a
copy of any portion of the Content to which you have properly gained access
solely for your personal, non-commercial use. We reserve all rights not
expressly granted to you in and to the app, the Content and the Marks.
3. USER REPRESENTATIONS
By using the app, you represent and warrant that: (1) all
registration information you submit will be true, accurate, current, and
complete; (2) you will maintain the accuracy of such information and promptly
update such registration information as necessary; (3) you have the legal
capacity and you agree to comply with these Terms of Use; (4) you are not under
the age of 13; (5) you are not a minor in the jurisdiction in which you reside,
or if a minor, you have received parental permission to use the app; (6) you
will not access the app through automated or non-human means, whether through a
bot, script or otherwise; (7) you will not use the app for any illegal or
unauthorized purpose; and (8) your use of the app will not violate any
applicable law or regulation.
If you provide any information that is untrue, inaccurate,
not current, or incomplete, we have the right to suspend or terminate your
account and refuse any and all current or future use of the app (or any portion
thereof).
4. USER REGISTRATION
You may be required to register with the app. You agree to
keep your password confidential and will be responsible for all use of your
account and password. We reserve the right to remove, reclaim, or change a
username you select if we determine, in our sole discretion, that such username
is inappropriate, obscene, or otherwise objectionable.
5. PRODUCTS
We make every effort to display as accurately as possible
the colours, features, specifications, and details of the products available on
the app. However, we do not guarantee that the colours, features,
specifications, and details of the products will be accurate, complete,
reliable, current, or free of other errors, and your electronic display may not
accurately reflect the actual colours and details of the products. All products
are subject to availability, and we cannot guarantee that items will be in stock.
We reserve the right to discontinue any products at any time for any reason.
Prices for all products are subject to change.
6. PURCHASES AND PAYMENT
We accept the following forms of payment:
You agree to provide current, complete, and accurate
purchase and account information for all purchases made via the app. You
further agree to promptly update account and payment information, including
email address, payment method, and payment card expiration date, so that we can
complete your transactions and contact you as needed. Sales tax will be added
to the price of purchases as deemed required by us. We may change prices at any
time. All payments shall be in U.S. dollars.
You agree to pay all charges at the prices then in effect
for your purchases and any applicable shipping fees, and you authorize us to
charge your chosen payment provider for any such amounts upon placing your
order. If your order is subject to recurring charges, then you consent to our
charging your payment method on a recurring basis without requiring your prior
approval for each recurring charge, until such time as you cancel the
applicable order. We reserve the right to correct any errors or mistakes in
pricing, even if we have already requested or received payment.
We reserve the right to refuse any order placed through the
app. We may, in our sole discretion, limit or cancel quantities purchased per
person, per household, or per order. These restrictions may include orders
placed by or under the same customer account, the same payment method, and/or
orders that use the same billing or shipping address. We reserve the right to
limit or prohibit orders that, in our sole judgment, appear to be placed by
dealers, resellers, or distributors.
7. RETURN POLICY
Please note that all sales are final, and no refunds will
be provided.
8. PROHIBITED ACTIVITIES
You may not access or use the app for any purpose other
than that for which we make the app available. The app may not be used in
connection with any commercial endeavours except those that are specifically
endorsed or approved by us.
As a user of the app, you agree not to:
9. USER-GENERATED CONTRIBUTIONS
The app may invite you to chat, contribute to, or
participate in blogs, message boards, online forums, and other functionality,
and may provide you with the opportunity to create, submit, post, display,
transmit, perform, publish, distribute, or broadcast content and materials to
us or on the app, including but not limited to text, writings, video, audio,
photographs, graphics, comments, suggestions, or personal information or other
material (collectively, "Contributions"). Contributions may be
viewable by other users of the app and the Marketplace Offerings and through
third-party web apps. As such, any Contributions you transmit may be treated as
non-confidential and non-proprietary. When you create or make available any
Contributions, you thereby represent and warrant that:
Any use of the app or the Marketplace Offerings in
violation of the foregoing violates these Terms of Use and may result in, among
other things, termination or suspension of your rights to use the app and the
Marketplace Offerings.
10. CONTRIBUTION LICENSE
By posting your Contributions to any part of the app or
making Contributions accessible to the app by linking your account from the app
to any of your social networking accounts, you automatically grant, and you
represent and warrant that you have the right to grant, to us an unrestricted,
unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free,
fully-paid, worldwide right, and license to host, use, copy, reproduce,
disclose, sell, resell, publish, broadcast, retitle, archive, store, cache,
publicly perform, publicly display, reformat, translate, transmit, excerpt (in
whole or in part), and distribute such Contributions (including, without
limitation, your image and voice) for any purpose, commercial, advertising, or
otherwise, and to prepare derivative works of, or incorporate into other works,
such Contributions, and grant and authorize sub-licenses of the foregoing. The
use and distribution may occur in any media format and through any media
channels.
This license will apply to any form, media, or technology
now known or hereafter developed, and includes our use of your name, company
name, and franchise name, as applicable, and any of the trademarks, service
marks, trade names, logos, and personal and commercial images you provide. You
waive all moral rights in your Contributions, and you warrant that moral rights
have not otherwise been asserted in your Contributions.
We do not assert any ownership over your Contributions. You
retain full ownership of all of your Contributions and any intellectual
property rights or other proprietary rights associated with your Contributions.
We are not liable for any statements or representations in your Contributions
provided by you in any area on the app. You are solely responsible for your
Contributions to the app and you expressly agree to exonerate us from any and
all responsibility and to refrain from any legal action against us regarding
your Contributions.
We have the right, in our sole and absolute discretion, (1)
to edit, redact, or otherwise change any Contributions; (2) to re-categorize
any Contributions to place them in more appropriate locations on the app; and
(3) to pre-screen or delete any Contributions at any time and for any reason,
without notice. We have no obligation to monitor your Contributions.
11. GUIDELINES FOR REVIEWS
We may provide you with areas on the app to leave reviews
or ratings. When posting a review, you must comply with the following criteria:
We may accept, reject, or remove reviews at our sole
discretion. We have absolutely no obligation to screen reviews or to delete
reviews, even if anyone considers reviews objectionable or inaccurate. Reviews
are not endorsed by us and do not necessarily represent our opinions or the
views of any of our affiliates or partners. We do not assume liability for any
review or for any claims, liabilities, or losses resulting from any review. By
posting a review, you hereby grant to us a perpetual, non-exclusive, worldwide,
royalty-free, fully-paid, assignable, and sublicensable right and license to
reproduce, modify, translate, transmit by any means, display, perform, and/or
distribute all content relating to the review.
12. MOBILE APPLICATION LICENSE
12.1 Use License
If you access the Marketplace Offerings via a mobile
application, then we grant you a revocable, non-exclusive, non-transferable,
limited right to install and use the mobile application on wireless electronic
devices owned or controlled by you, and to access and use the mobile
application on such devices strictly in accordance with the terms and
conditions of this mobile application license contained in these Terms of Use.
You shall not: (1) except as permitted by applicable law, decompile, reverse
engineer, disassemble, attempt to derive the source code of, or decrypt the
application; (2) make any modification, adaptation, improvement, enhancement,
translation, or derivative work from the application; (3) violate any
applicable laws, rules, or regulations in connection with your access or use of
the application; (4) remove, alter, or obscure any proprietary notice
(including any notice of copyright or trademark) posted by us or the licensors
of the application; (5) use the application for any revenue generating
endeavor, commercial enterprise, or other purpose for which it is not designed
or intended; (6) make the application available over a network or other
environment permitting access or use by multiple devices or users at the same
time; (7) use the application for creating a product, service, or software that
is, directly or indirectly, competitive with or in any way a substitute for the
application; (8) use the application to send automated queries to any webapp or
to send any unsolicited commercial e-mail; or (9) use any proprietary
information or any of our interfaces or our other intellectual property in the
design, development, manufacture, licensing, or distribution of any
applications, accessories, or devices for use with the application.
12.2 Apple and Android Devices
The following terms apply when you use a mobile application
obtained from either the Apple Store or Google Play (each an “App Distributor”)
to access the Marketplace Offerings: (1) the license granted to you for our
mobile application is limited to a non-transferable license to use the
application on a device that utilizes the Apple iOS or Android operating
systems, as applicable, and in accordance with the usage rules set forth in the
applicable App Distributor’s terms of service; (2) we are responsible for
providing any maintenance and support services with respect to the mobile
application as specified in the terms and conditions of this mobile application
license contained in these Terms of Use or as otherwise required under
applicable law, and you acknowledge that each App Distributor has no obligation
whatsoever to furnish any maintenance and support services with respect to the
mobile application; (3) in the event of any failure of the mobile application
to conform to any applicable warranty, you may notify the applicable App
Distributor, and the App Distributor, in accordance with its terms and
policies, may refund the purchase price, if any, paid for the mobile
application, and to the maximum extent permitted by applicable law, the App
Distributor will have no other warranty obligation whatsoever with respect to
the mobile application; (4) you represent and warrant that (i) you are not
located in a country that is subject to a U.S. government embargo, or that has
been designated by the U.S. government as a “terrorist supporting” country and
(ii) you are not listed on any U.S. government list of prohibited or restricted
parties; (5) you must comply with applicable third-party terms of agreement
when using the mobile application, e.g., if you have a VoIP application, then
you must not be in violation of their wireless data service agreement when
using the mobile application; and (6) you acknowledge and agree that the App
Distributors are third-party beneficiaries of the terms and conditions in this
mobile application license contained in these Terms of Use, and that each App
Distributor will have the right (and will be deemed to have accepted the right)
to enforce the terms and conditions in this mobile application license
contained in these Terms of Use against you as a third-party beneficiary
thereof.
13. SOCIAL MEDIA
As part of the functionality of the app, you may link your
account with online accounts you have with third-party service providers (each
such account, a “Third-Party Account”) by either: (1) providing your
Third-Party Account login information through the app; or (2) allowing us 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 and
warrant that you are entitled to disclose your Third-Party Account login
information to us and/or grant us access to your Third-Party Account, without
breach by you of any of the terms and conditions that govern your use of the
applicable Third-Party Account, and without obligating us to pay any fees or
making us subject to any usage limitations imposed by the third-party service
provider of the Third-Party Account. By granting us access to any Third-Party
Accounts, you understand that (1) we may access, make available, and store (if
applicable) any content that you have provided to and stored in your
Third-Party Account (the “Social Network Content”) so that it is available on
and through the app via your account, including without limitation any friend
lists and (2) we may submit to and receive from your Third-Party Account
additional information to the extent you are notified when you link your
account with the Third-Party Account. 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 may be available on and through your account on the app.
Please note that if a Third-Party Account or associated service becomes
unavailable or our access to such Third-Party Account is terminated by the
third-party service provider, then Social Network Content may no longer be
available on and through the app. You will have the ability to disable the
connection between your account on the app and your Third-Party Accounts at any
time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS
ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR
AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS. We make no effort to
review any Social Network Content for any purpose, including but not limited
to, accuracy, legality, or non-infringement, and we are not responsible for any
Social Network Content. You acknowledge and agree that we may access your email
address book associated with a Third-Party Account and your contacts list
stored on your mobile device or tablet computer solely for purposes of
identifying and informing you of those contacts who have also registered to use
the app. You can deactivate the connection between the app and your Third-Party
Account by contacting us using the contact information below or through your
account settings (if applicable). We will attempt to delete any information
stored on our servers that was obtained through such Third-Party Account,
except the username and profile picture that become associated with your
account.
14. SUBMISSIONS
You acknowledge and agree that any questions, comments,
suggestions, ideas, feedback, or other information regarding the app or the
Marketplace Offerings ("Submissions") provided by you to us are
non-confidential and shall become our sole property. We shall own exclusive
rights, including all intellectual property rights, and shall be entitled to
the unrestricted use and dissemination of these Submissions for any lawful
purpose, commercial or otherwise, without acknowledgement or compensation to
you. You hereby waive all moral rights to any such Submissions, and you hereby
warrant that any such Submissions are original with you or that you have the
right to submit such Submissions. You agree there shall be no recourse against
us for any alleged or actual infringement or misappropriation of any
proprietary right in your Submissions.
15. THIRD-PARTY WEB APPS AND CONTENT
The app may contain (or you may be sent via the app or the
Marketplace Offerings) links to other web apps ("Third-Party
Webapps") as well as articles, photographs, text, graphics, pictures,
designs, music, sound, video, information, applications, software, and other
content or items belonging to or originating from third parties
("Third-Party Content"). Such Third-Party Webapps and Third-Party
Content are not investigated, monitored, or checked for accuracy,
appropriateness, or completeness by us, and we are not responsible for any
Third Party Webapps accessed through the app or any Third-Party Content posted
on, available through, or installed from the app, including the content,
accuracy, offensiveness, opinions, reliability, privacy practices, or other policies
of or contained in the Third-Party Webapps or the Third-Party Content.
Inclusion of, linking to, or permitting the use or installation of any
Third-Party Webapps or any Third-party content does not imply approval or
endorsement thereof by us. If you decide to leave the app and access the
Third-Party Webapps or to use or install any Third-Party Content, you do so at
your own risk, and you should be aware these Terms of Use no longer govern. You
should review the applicable terms and policies, including privacy and data
gathering practices, of any web app to which you navigate from the app or
relating to any applications you use or install from the app. Any purchases you
make through Third-Party Webapps will be through other web apps and from other companies,
and we take no responsibility whatsoever in relation to such purchases which
are exclusively between you and the applicable third party. You agree and
acknowledge that we do not endorse the products or services offered on
Third-Party Webapps and you shall hold us harmless from any harm caused by your
purchase of such products or services. Additionally, you shall hold us harmless
from any losses sustained by you or harm caused to you relating to or resulting
in any way from any Third-Party Content or any contact with Third-Party
Webapps.
16. APP MANAGEMENT
We reserve the right, but not the obligation, to: (1)
monitor the app for violations of these Terms of Use; (2) take appropriate
legal action against anyone who, in our sole discretion, violates the law or
these Terms of Use, including without limitation, reporting such user to law
enforcement authorities; (3) in our sole discretion and without limitation,
refuse, restrict access to, limit the availability of, or disable (to the
extent technologically feasible) any of your Contributions or any portion thereof;
(4) in our sole discretion and without limitation, notice, or liability, to
remove from the app or otherwise disable all files and content that are
excessive in size or are in any way burdensome to our systems; and (5)
otherwise manage the app in a manner designed to protect our rights and
property and to facilitate the proper functioning of the app and the
Marketplace Offerings.
17. PRIVACY POLICY
We care about data privacy and security. Please review our
Privacy Policy: [--------]. By using the app or the Marketplace Offerings, you
agree to be bound by our Privacy Policy, which is incorporated into these Terms
of Use. Please be advised the app and the Marketplace Offerings are hosted in
[------]. If you access the app or the Marketplace Offerings from any other
region of the world with laws or other requirements governing personal data
collection, use, or disclosure that differ from applicable laws in the US, then
through your continued use of the app, you are transferring your data to our
server, and you expressly consent to have your data transferred to and
processed in it. Further, we do not knowingly accept, request, or solicit
information from children or knowingly market to children. Therefore, in
accordance with the U.S. Children’s Online Privacy Protection Act, if we
receive actual knowledge that anyone under the age of 13 has provided personal
information to us without the required and verifiable parental consent, we will
delete that information from the app as quickly as is reasonably practical.
18. TERM AND TERMINATION
These Terms of Use shall remain in full force and effect
while you use the app. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF
USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR
LIABILITY, DENY ACCESS TO AND USE OF THE APP AND THE MARKETPLACE OFFERINGS
(INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR
NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION,
WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW
OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE APP AND THE
MARKETPLACE OFFERINGS OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION
THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you
are prohibited from registering and creating a new account under your name, a
fake or borrowed name, or the name of any third party, even if you may be
acting on behalf of the third party. In addition to terminating or suspending
your account, we reserve the right to take appropriate legal action, including
without limitation pursuing civil, criminal, and injunctive redress.
19. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the
contents of the app at any time or for any reason at our sole discretion
without notice. However, we have no obligation to update any information on our
app. We also reserve the right to modify or discontinue all or part of the
Marketplace Offerings without notice at any time. We will not be liable to you
or any third party for any modification, price change, suspension, or
discontinuance of the app or the Marketplace Offerings.
We cannot guarantee the app and the Marketplace Offerings
will be available at all times. We may experience hardware, software, or other
problems or need to perform maintenance related to the app, resulting in
interruptions, delays, or errors. We reserve the right to change, revise,
update, suspend, discontinue, or otherwise modify the app or the Marketplace
Offerings at any time or for any reason without notice to you. You agree that
we have no liability whatsoever for any loss, damage, or inconvenience caused
by your inability to access or use the app or the Marketplace Offerings during
any downtime or discontinuance of the app or the Marketplace Offerings. Nothing
in these Terms of Use will be construed to obligate us to maintain and support
the app or the Marketplace Offerings or to supply any corrections, updates, or
releases in connection therewith.
20. GOVERNING LAW
These Terms of Use and your use of the app and the
Marketplace Offerings are governed by and construed in accordance with the laws
of the State of California applicable to agreements made and to be entirely
performed within the State of California, without regard to its conflict of law
principles.
21. DISPUTE RESOLUTION
21.1 Informal Negotiations
To expedite resolution and control the cost of any dispute,
controversy or claim related to these Terms of Use (each "Dispute"
and collectively, the “Disputes”) brought by either you or us (individually, a
“Party” and collectively, the “Parties”), the Parties agree to first attempt to
negotiate any Dispute (except those Disputes expressly provided below)
informally for at least 15 days before initiating the arbitration. Such
informal negotiations commence upon written notice from one Party to the other
Party.
21.2 Binding Arbitration
If the Parties are unable to resolve a Dispute through
informal negotiations, the Dispute (except those Disputes expressly excluded
below) will be finally and exclusively resolved by binding arbitration. YOU
UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN
COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted
under the Commercial Arbitration Rules of the American Arbitration Association
("AAA") and, where appropriate, the AAA’s Supplementary Procedures
for Consumer Related Disputes ("AAA Consumer Rules"), both of which
are available at the AAA web app www.adr.org.
Your arbitration fees and your share of arbitrator compensation shall be
governed by the AAA Consumer Rules and, where appropriate, limited by the AAA
Consumer Rules. The arbitration may be conducted in person, through the
submission of documents, by phone, or online. The arbitrator will make a
decision in writing, but need not provide a statement of reasons unless
requested by either Party. The arbitrator must follow applicable law, and any
award may be challenged if the arbitrator fails to do so. Except where
otherwise required by the applicable AAA rules or applicable law, the
arbitration will take place in __________. Except as otherwise provided herein,
the Parties may litigate in court to compel arbitration, stay proceedings
pending arbitration, or confirm, modify, vacate, or enter judgment on the award
entered by the arbitrator.
If for any reason, a Dispute proceeds in court rather than
arbitration, the Dispute shall be commenced or prosecuted in the state and
federal courts located in __________, and the Parties hereby consent to and
waive all defences of lack of personal jurisdiction, and forum non-conveniens
with respect to venue and jurisdiction in such state and federal courts.
Application of the United Nations Convention on Contracts for the International
Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are
excluded from these Terms of Use.
If this provision is found to be illegal or unenforceable,
then neither Party will elect to arbitrate any Dispute falling within that
portion of this provision found to be illegal or unenforceable and such Dispute
shall be decided by a court of competent jurisdiction within the courts listed
for jurisdiction above, and the Parties agree to submit to the personal
jurisdiction of that court.
21.3 Restrictions
The Parties agree that any arbitration shall be limited to
the Dispute between the Parties individually. To the full extent permitted by
law, (a) no arbitration shall be joined with any other proceeding; (b) there is
no right or authority for any Dispute to be arbitrated on a class-action basis
or to utilize class action procedures; and (c) there is no right or authority
for any Dispute to be brought in a purported representative capacity on behalf
of the general public or any other persons.
21.4 Exceptions to Informal Negotiations and
Arbitration
The Parties agree that the following Disputes are not
subject to the above provisions concerning informal negotiations binding
arbitration: (a) any Disputes seeking to enforce or protect, or concerning the
validity of, any of the intellectual property rights of a Party; (b) any
Dispute related to, or arising from, allegations of theft, piracy, invasion of
privacy, or unauthorized use; and (c) any claim for injunctive relief. If this
provision is found to be illegal or unenforceable, then neither Party will elect
to arbitrate any Dispute falling within that portion of this provision found to
be illegal or unenforceable and such Dispute shall be decided by a court of
competent jurisdiction within the courts listed for jurisdiction above, and the
Parties agree to submit to the personal jurisdiction of that court.
22. CORRECTIONS
There may be information on the app that contains
typographical errors, inaccuracies, or omissions that may relate to the
Marketplace Offerings, including descriptions, pricing, availability, and
various other information. We reserve the right to correct any errors,
inaccuracies, or omissions and to change or update the information on the app
at any time, without prior notice.
23. DISCLAIMER
The app IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE APP SERVICES WILL BE AT YOUR SOLE RISK. TO THE
FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, IN CONNECTION WITH THE APP AND YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT
THE ACCURACY OR COMPLETENESS OF THE APP’S CONTENT OR THE CONTENT OF ANY WEB
APPS LINKED TO THIS APP AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR
ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2)
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM
YOUR ACCESS TO AND USE OF THE APP, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR
SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION
TO OR FROM THE APP, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY
BE TRANSMITTED TO OR THROUGH THE APP BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS
OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND
INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR
OTHERWISE MADE AVAILABLE VIA THE APP. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR
ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A
THIRD PARTY THROUGH THE APP, ANY HYPERLINKED WEB APP, OR ANY WEB APP OR MOBILE
APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A
PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN
YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE
OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD
USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
24. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS
BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT,
LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE app,
EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU
FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL
TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE __________
MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING. CERTAIN US STATE LAWS AND
INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE
EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR
ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY
HAVE ADDITIONAL RIGHTS.
25. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless,
including our subsidiaries, affiliates, and all of our respective officers,
agents, partners, and employees, from and against any loss, damage, liability,
claim, or demand, including reasonable attorneys’ fees and expenses, made by
any third party due to or arising out of: (1) your Contributions; (2) use of
the app; (3) breach of these Terms of Use; (4) any breach of your
representations and warranties set forth in these Terms of Use; (5) your violation
of the rights of a third party, including but not limited to intellectual
property rights; or (6) any overt harmful act toward any other user of the app
with whom you connected via the app. Notwithstanding the foregoing, we reserve
the right, at your expense, to assume the exclusive defence and control of any
matter for which you are required to indemnify us, and you agree to cooperate,
at your expense, with our defence of such claims. We will use reasonable
efforts to notify you of any such claim, action, or proceeding which is subject
to this indemnification upon becoming aware of it.
26. USER DATA
We will maintain certain data that you transmit to the app
for the purpose of managing the performance of the app, as well as data
relating to your use of the app. Although we perform regular routine backups of
data, you are solely responsible for all data that you transmit or that relates
to any activity you have undertaken using the app. You agree that we shall have
no liability to you for any loss or corruption of any such data, and you hereby
waive any right of action against us arising from any such loss or corruption
of such data.
27. ELECTRONIC COMMUNICATIONS, TRANSACTIONS,
AND SIGNATURES
Visiting the app, sending us emails, and completing online
forms constitute electronic communications. You consent to receive electronic
communications, and you agree that all agreements, notices, disclosures, and
other communications we provide to you electronically, via email and on the
app, satisfy any legal requirement that such communication is in writing. YOU
HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER
RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF
TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE app. You hereby waive any
rights or requirements under any statutes, regulations, rules, ordinances, or
other laws in any jurisdiction which require an original signature or delivery
or retention of non-electronic records, or to payments or the granting of
credits by any means other than electronic means.
28. CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved,
you can contact the Complaint Assistance Unit of the Division of Consumer
Services of the California Department of Consumer Affairs in writing at 1625
North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone
at (800) 952-5210 or (916) 445-1254.
29. MISCELLANEOUS
These Terms of Use and any policies or operating rules
posted by us on the app or in respect to the app constitute the entire
agreement and understanding between you and us. Our failure to exercise or
enforce any right or provision of these Terms of Use shall not operate as a
waiver of such right or provision. These Terms of Use operate to the fullest
extent permissible by law. We may assign any or all of our rights and
obligations to others at any time. We shall not be responsible or liable for
any loss, damage, delay, or failure to act caused by any cause beyond our
reasonable control. If any provision or part of a provision of these Terms of
Use is determined to be unlawful, void, or unenforceable, that provision or
part of the provision is deemed severable from these Terms of Use and does not
affect the validity and enforceability of any remaining provisions. There is no
joint venture, partnership, employment or agency relationship created between
you and us as a result of these Terms of Use or use of the app. You agree that
these Terms of Use will not be construed against us by virtue of having drafted
them. You hereby waive any and all defences you may have based on the
electronic form of these Terms of Use and the lack of signing by the parties
hereto to execute these Terms of Use.
30. CONTACT US
In order to resolve a complaint regarding the app or to
receive further information regarding the use of the app, please contact us at:
support@groupkart.store.