These terms sets forth the Terms of Service (“Terms”) that apply to
your access and use of Intercart and DEEP CODIFY LIMITED's websites
(collectively, the "Websites"), the cloud-based solutions and related
products and services (“Services”) provided by Intercart.io
(“Intercart”) or DEEP CODIFY LIMITED (“Intercart” or "DEEP CODIFY
LIMITED" or "we" or "us" or "our").
By using the information, tools, features, functionalities, and services located on the Websites, including, without limitation, hosted software delivery platforms (collectively, the "Services"), you (the "User" or "you") agree to be bound by this Agreement, including any modifications hereto, all consents and disclosures set forth in the registration process for the Services, all rules and restrictions applicable to particular Offers (defined below), and all other guidelines set forth on the Site. IF YOU DO NOT AGREE TO ANY OF THE FOREGOING, THEN PLEASE CEASE USING THE SERVICE IMMEDIATELY.
THE SERVICES ARE AVAILABLE ONLY FOR INDIVIDUALS AGED 13 YEARS OR OLDER. IF YOU ARE 13 OR OLDER BUT UNDER THE AGE OF 18, OR THE LEGAL AGE OF MAJORITY WHERE YOU RESIDE IF THAT JURISDICTION HAS AN OLDER AGE OF MAJORITY, THEN YOU AGREE TO REVIEW THIS AGREEMENT WITH YOUR PARENT OR GUARDIAN TO MAKE SURE THAT BOTH YOU AND YOUR PARENT OR GUARDIAN UNDERSTAND AND AGREE TO THIS AGREEMENT. YOU AGREE TO HAVE YOUR PARENT OR GUARDIAN REVIEW AND ACCEPT THIS AGREEMENT ON YOUR BEHALF. IF YOU ARE A PARENT OR GUARDIAN AGREEING TO THIS AGREEMENT FOR THE BENEFIT OF A CHILD OVER 13, THEN YOU AGREE TO AND ACCEPT FULL RESPONSIBILITY FOR THAT CHILD'S USE OF THE SERVICE, INCLUDING ALL FINANCIAL CHARGES AND LEGAL LIABILITY THAT HE OR SHE MAY INCUR.
YOUR REGISTRATION AND ACCOUNT DATA
In order to utilize certain features of the Services, you agree to
provide us with current, complete and accurate registration
information as prompted by our Services registration process. You
agree and understand that you are responsible for maintaining the
confidentiality of your password, which, together with your username
and/or email address, allows you to access the Services. Such username
and password, together with any third-party log-in credentials (like
Google), that you provide to us as your "Registration Information." By
providing us with your email address, you agree to receive all
required notices electronically to that email address. It is your
responsibility to update or change such email address, as appropriate.
If you become aware of any unauthorized use of your Registration
Information, you agree to notify us immediately at
In order to utilize certain features of the Services, you agree us to retrieve your information relating to purchase transactions (the "Account Data") maintained by third-party financial service providers with which you have a customer relationship, maintain accounts or engage in financial transactions, including, without limitation, credit card and debit card providers and PayPal (the "Financial Service Providers"). You must provide us your account credentials with such Financial Service Providers (the "Account Credentials") to allow us to access to such Account Data. We work with one or more such Financial Service Providers to access your Account Data online on a "read-only" basis.
We make no effort to review the Account Data for purposes of determining the accuracy, legality or non-infringement of such information. We are not responsible for the products and services offered by or on third-parties. We are not responsible for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings relating to the Account Data.
Accurate records enable us to provide the Services to you. We rely on you and your Financial Service Providers to provide true, accurate, current and complete information about your purchase transactions, as requested in connection with the Services. You agree to not misrepresent your Registration Information or Account Credentials or Account Data. In order for the Service to function effectively, you are responsible for keeping your Registration Information, Account Credentials, and Account Data up to date and accurate. You agree that your use or purchases of the Services is not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by us or any of its affiliates regarding future functionality or features.
The Services are protected by copyright, trademark, and other laws of
the United States and foreign countries. Except as expressly provided
in this Agreement, we and our licensors exclusively own or control all
right, title and interest in and to the Services, including all
associated intellectual property rights. You will not remove, alter or
obscure any copyright, trademark, service mark or other proprietary
rights notices incorporated in or accompanying the Services.
All trademarks, service marks, logos, trade names and any other proprietary designations of us used herein are trademarks or registered trademarks of Deep Codify Limited. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
We authorize you to use the Service solely for your own purposes (except as provided otherwise herein with respect to your own User Content), and subject to the restrictions set forth in the Terms. Your right to access and use the Services are personal to you and is not transferable by you to any other person or entity. 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 Services, except as expressly permitted in this Agreement. You may not access the Services for the purpose of bringing an intellectual property infringement claim against us or for the purpose of creating a product or service competitive with the Services. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by us or our licensors, except for the licenses and rights expressly granted in the Terms.
We will make commercially reasonable efforts to keep our Services operational 24 hours a day and seven days a week, except for planned downtime for maintenance, upgrades and updates for which we will use commercially reasonable efforts to provide at least  hours prior notice, or (ii) for unplanned downtime caused by any circumstances beyond our control, including acts of God, acts of government, flood, fire, earthquake, civil unrest, acts of terror, strikes or other labor problems, failures in computers, hardware, telecommunications, internet service provider or hosting facilities, power shortages and denial of service attacks. You understand and acknowledge that your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair. We are not responsible for any such problems, interruptions, any ongoing obligation to offer our Services or any functionality, or any damages resulting therefrom. We reserve the right to modify, suspend or discontinue all or any part of our Services at any time for any reason without liability to you.
We will charge you a fee based on your account plan by charging your payment method in advance for the subscription term you have agreed following your account’s activation. Should you upgrade or downgrade your account plan, your payment method will be charged for your new billing rate. At the time of your upgrade or downgrade, your prior account plan charges will be prorated based on the number of days under the prior account plan. Your payment method will then be charged at your new billing rate for the new subscription term thereafter. All payment obligations are non-cancelable and all amounts paid are non-refundable. We do not provide refunds or credits for less than 30 days of Services, or for a period when your account is open but you do not use our Services. The fees do not include any taxes, duties, fees or other amounts assessed or imposed by any government authority, for which you are responsible, except for taxes imposed on our income. You agree to pay or reimburse us for all such amounts upon demand, or provide evidence of payment or exemption. We reserve the right to change our fees and billing methods upon 30-days notice. We will notify you of any fees changes by, for example, sending a message to the email address associated with your account, or posting on the Services or Websites. For existing contracts for which fees have been already received by us, we will implement the price changes during the next renewal period.
We do not own any of your data, information and materials or the data,
information and materials of your authorized users and customers that
you or your authorized users post or upload to the Services (“Customer
Data”). As between us and you, you retain title to and ownership of
all right, title and interest in your Customer Data. By using our
Services, you grant us a limited license to access, disclose, process,
transmit and use your Customer Data for performing our Services to you
and for complying with the Terms. Following any expiration or
termination of the Terms or your account, we will retain a copy of
your Customer Data for 30 days and after such 30-day period, we will
have no obligation to maintain or provide access to your Customer Data
and will thereafter, unless legally prohibited, delete all Customer
Data in our possession. You agree that you are solely responsible for
exporting your Customer Data prior to any such expiration or
termination, and if you require assistance for exporting your Customer
Data following any such expiration or termination, you may be required
to pay a separate fee to us.
We may use (but not disclose) data collected regarding your use of our Services for our internal business purposes, including for creating anonymized, aggregated and otherwise non-personal data. We may freely use and make available such anonymized, aggregated and otherwise non-personal data regarding the use of the Services for our business purposes. We will ensure that this anonymized, aggregated and otherwise non-personal data cannot identify you or your customers and can in no way be specifically associated to you or any of your customers.
We are committed to protecting the confidentiality of your
Confidential Information (as defined below). The access, disclosure
and use of Confidential Information and any other rights and
obligations regarding such information shall be solely and exclusively
governed by the Terms, except as otherwise provided in a separate
confidentiality agreement between us and you. All confidentiality
obligations shall remain in force and effect for the Term plus one
You or us (the “Disclosing Party”) may from time to time during the Term disclose to the other (the “Receiving Party”) the Disclosing Party’s confidential, proprietary and/or non-public information, materials or knowledge that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information, materials or knowledge and/or the circumstances of disclosure (the “Confidential Information”). For clarity, your Registration Data and Customer Data constitutes your Confidential Information, and our Services, Services documentation, intellectual property and pricing information constitutes our Confidential Information. The Receiving Party agrees to protect the Disclosing Party’s Confidential Information from unauthorized access, disclosure or use in the same manner that the Receiving Party protects its own confidential or proprietary information of a similar nature but with no less than reasonable care. The Receiving Party will only access and use the Disclosing Party’s Confidential Information in connection with performing the Terms (or as expressly authorized by the Disclosing Party in writing), and will disclose the Disclosing Party’s Confidential Information only to the employees and contractors of the Receiving Party who have a need to know the Confidential Information for purposes of performing the Terms (or for other purposes as expressly authorized by the Disclosing Party in writing) and who are under a duty of confidentiality no less restrictive than the Receiving Party’s duty hereunder.
The Receiving Party’s obligations with respect to Confidential Information of the Disclosing Party will terminate if the Receiving Party can document that such information (i) was already lawfully known to the Receiving Party at the time of disclosure by the Disclosing Party free from any obligation of confidence, (ii) was disclosed to the Receiving Party by a third party who had the right to make such disclosure without any confidentiality restrictions, (iii) is, or through no fault of the Receiving Party has become, generally available to the public or (iv) was independently developed by the Receiving Party without access to, or use of, the Disclosing Party’s Confidential Information. In addition, the Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law or a court or other judicial or administrative body, provided that the Receiving Party notifies the Disclosing Party of such compelled disclosure promptly and in writing (to the extent legally permitted) and cooperates with the Disclosing Party, at the Disclosing Party’s reasonable request and expense, in any lawful action to contest or limit the scope of such required disclosure.
The Receiving Party will return to the Disclosing Party all Confidential Information of the Disclosing Party in the Receiving Party’s possession or control and permanently erase all electronic copies of such Confidential Information promptly upon the written request of the Disclosing Party. At the Disclosing Party’s request, the Receiving Party will certify in writing that it has fully complied with its obligations under this Section.
Your use of the Service is expressly conditioned upon you complying
with the following restrictions:
You may not use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Websites or any portion of the Services, without our express written consent, which may be withheld in ours sole discretion;
You may not use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Services, other than the search engines and search agents available through the Services and other than generally available third-party web browsers (such as Microsoft Explorer);
You may not post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Service;
You may not attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Services.
You may not post or transmit any message which is libelous or defamatory, or which discloses private or personal matters concerning any person. You may not post or transmit any message, data, image or program that is indecent, obscene, pornographic, harassing, threatening, abusive, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense, give rise to civil liability or violate any law; or that is otherwise inappropriate.
You may not post or transmit any message, data, image or program that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion.
You may not interfere with other Users' use of the Services, including, without limitation, disrupting the normal flow of dialogue in an interactive area of Services, deleting or revising any content posted by another person or entity, or taking any action that imposes a disproportionate burden on the Services infrastructure or that negatively affects the availability of the Services to others.
Except where expressly permitted, you may not post or transmit charity requests; petitions for signatures; franchises, distributorship, sales representative agency arrangements, or other business opportunities (including offers of employment or contracting arrangements); club userships; chain letters; or letters relating to pyramid schemes. You may not post or transmit any advertising, promotional materials or any other solicitation of other users to use goods or services except in those areas (e.g., a classified bulletin board) that are designated for such purpose.
You may not copy or use personal identifying or business contact information about other Users without their permission. Unsolicited -mails, mailings, telephone calls, or other communications to individuals or companies whose contact details you obtain through the Services are prohibited.
We will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Services security issues, to the fullest extent of the law. We may involve and cooperate with law enforcement authorities in prosecuting users who violate the Terms. You acknowledge that we have no obligation to monitor your access to or use of the Services or to review or edit any User Content, but has the right to do so for the purpose of operating the Services, to ensure your compliance with the Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. We reserve the right, at any time and without prior notice, to remove or disable access to any content, including any User Content, that we, in its sole discretion, consider to be in violation of the Terms or otherwise harmful to the Services.
THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH US OR
PROVIDED THROUGH THE SERVICES (WHETHER OR NOT SPONSORED) ARE PROVIDED
TO YOU ON AN "AS-IS" AND "AS AVAILABLE" BASIS.
WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES ARE AT YOUR SOLE RISK.
WE MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SERVICES (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.
WE MAKE NO REPRESENTATION, WARRANTY OR GUARANTEE, EXPRESS OR IMPLIED, THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICES ARE FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
WE MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING ANY THIRD PARTY SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICES, OR ACCESSED THROUGH ANY LINKS ON THE SERVICES.
Our Services may contain or may contain links to third party
information, websites, products, services or resources that are not
owned or controlled by us. We do not endorse any such third party
content. If you access or use such third party content through our
Services, you do so at your own risk. You agree that we have no
responsibility arising from your access to or use of any such third
party information, websites, products, services or resources.
We may provide users with special promotional offers (the "Offers") for purchasing products and services from third-party merchants (the "Merchants"). By purchasing, accepting, using or attempting to use any Offer, you agree to this Agreement, the terms set forth in connection with the particular Offer itself, and any additional deal specific terms advertising the Offer at the time of purchase (collectively, the "Rules"). These Rules apply to all Offers that we make available, except as otherwise required by law.
You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of your dealings with Merchants. If there is a dispute between you and any Merchant, you understand and agree that we are under no obligation to become involved. In the event that you have a dispute with any Merchant, you hereby release us, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes, any Offer, and/or our Service.
The Services may contain features and functionalities that link you or provide you with access to third-party content. Your interactions with such third-parties, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third parties. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. If you decide to access services and websites maintained by such third-parties, you do so at your own risk.
The term of our Services (the “Term”) begins on the date you signed up for Intercart, and continues until terminated pursuant to the Terms. You may terminate our Services and the Terms at any time for any reason by emailing us at firstname.lastname@example.org and ceasing all use of our Services. You acknowledge that we may establish limits concerning use of the Services in its sole discretion. You agree that we have no responsibility or liability for the deletion or failure to store any content or data or information maintained or transmitted by the Services. Upon any expiration or termination of our Services, (i) all unpaid fees during the Term accrued through and including the 30 days period in which our Services were terminated will become immediately due and payable, (ii) our Services will immediately cease and (iii) the rights granted by us to you under the Terms will cease immediately and you will immediately delete (or, at our request, return) all related documentation and any of our Confidential Information in your possession or control. Any suspected or actual illegal activity that were grounds for termination of your use of our Services may be referred to law enforcement authorities. We shall not be liable to you for any suspension or termination of our Services. Notwithstanding the foregoing, the Sections of the Terms entitled “Fees”, “Customer Data”, “Confidentiality”, “Warranty Disclaimer”, “Liability Limitation”, “Termination”, “Miscellaneous” and “Contact Information” will survive any expiration or termination of the Terms.
If any portion of the Terms is deemed unlawful, void or unenforceable
by any arbitrator or court of competent jurisdiction, the Terms as a
whole shall not be deemed unlawful, void or unenforceable, but only
that portion of the Terms that is unlawful, void or unenforceable
shall be stricken from the Terms.
You agree that if we do not exercise or enforce any legal right or remedy which is contained in the Terms (or which we have the benefit of under any applicable law), this will not be taken to be a formal waiver of our rights and that those rights or remedies will still be available to us.
All limitations on liability, disclaimers, and indemnification obligations under the Terms shall survive your acceptance of the Terms and the termination of the Terms.
The Terms represent the entire understanding and agreement between you and us regarding the subject matter of the same, and supersedes all other previous Terms.
You may not assign or transfer the Terms, by operation of law or otherwise, without our prior express written consent. Any attempt by you to assign or transfer the Terms, without such consent, will be null and of no effect. We may assign or transfer the Terms, in its sole discretion, without restriction. Subject to the foregoing, the Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
We may communicate with you via email at the email address associated
with your account, or through our Services (e.g., through pop-ups), or
our blog or our Websites regarding your account, system updates or
other matters related to our Services and your account. You may opt
out of receiving emails from us by terminating our Services. If you
have any questions about the Terms, or if you want to contact
Intercart for any reason, please email us to email@example.com or
firstname.lastname@example.org. Your notice must specify your name and your
account. Each notice shall be effective upon receipt.
Date Last Revised: 1st Nov, 2018