Phone: 866 503 7005 ext.3
Unbound Commerce Terms of Service
1.0 ACCEPTANCE OF TERMS
1.1 Welcome to Unbound Commerce’s Mobile Presence for Yahoo! Merchants. These Terms of Service are between you (¨You¨, ¨Your,¨ or ¨Merchant¨) and Mobegic Inc. (d/b/a Unbound Commerce). By signing up for and using our Mobile Presence for Yahoo! Merchants offering, you indicate your unconditional acceptance of the following Terms of Service. The most recent Terms of Service can be viewed at here.1.2 Unbound Commerce reserves the right, in its sole discretion, to change, modify, add, or remove all or part of these Terms, including but not limited to any term, applicable fee, policy, or guideline, at any time without notice or acceptance by You, except as provided in Section 4. Regardless of whether Unbound Commerce has provided You individual notice, Your continued use of the Service following Unbound Commerce's notice or posting of changed Terms will constitute Your acceptance of such changes. It is Your responsibility to check regularly for changes to the Terms and ensure that any contact information You provide to Unbound Commerce is updated and correct.
1.3 BY COMPLETING THE REGISTRATION PROCESS (¨Registration Process¨) AND CLICKING THE ACKNOWLEDGEMENT BOX, YOU: (a) agree to be bound by these Terms; (b) represent and warrant that, if You are an individual, You are 18 years old or older or, if you are an entity, that You are a corporation, partnership, or other legal entity duly formed (and incorporated if applicable) in good standing where required to do business with all legal authority and power to accept these Terms; (c) agree to provide true, accurate, current, and complete information in the Service registration form, including billing and payment-related information and other account information (all together, the ¨Account Information¨), and agree to maintain and update this information to keep it true, accurate, current, and complete; (d) represent and warrant that You have the power and authority to enter into and perform under these Terms. If you are a third party accessing an account(s) on behalf of an account owner (e.g., as an administrator, consultant, analyst, etc.), You agree that these Terms apply, mutatis mutandis, to Your activities on behalf of such account owner. If these Terms or any future changes are unacceptable to You, Your sole remedy is to cancel Your Service. IF YOU DO NOT ACCEPT AND AGREE TO THESE TERMS, DO NOT COMPLETE THE REGISTRATION PROCESS.
2.0 DESCRIPTION OF SERVICE
2.1 The complete list of services (the ¨Service¨) governed by these Terms is as follows: Mobile Presence for Yahoo! Merchants.2.2 Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new Service resources, shall be subject to these Terms. In order to use the Service, You must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any fees associated with such access. You are responsible for obtaining and maintaining all telephone, computer hardware, and other equipment needed for Your access to and use of the Service and any Software, and for all related fees.
2.3 The Service is designed to serve certain needs of small, independently owned and operated businesses in the United States. The Service is not intended to support the needs of large enterprises or internationally based businesses.
3.0 INTELLECTUAL PROPERTY
3.1 Except for the rights expressly granted herein, this Agreement does not transfer from Unbound Commerce to You any Unbound Commerce-developed, licensed, or owned technology, and all rights, title, and interest in and to such technology will remain solely with Unbound Commerce. The parties agree that they will not, directly or indirectly, reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from the other party.3.2 Notwithstanding anything to the contrary in this Agreement, You will not attempt to prohibit or enjoin Unbound Commerce at any time from utilizing any skills or knowledge of a general nature acquired during the course of providing the Services, including, without limitation, information publicly known or available or that could reasonably be acquired in similar work performed for another customer of Unbound Commerce.
3.3 Unbound Commerce may be required to disclose information to individuals asserting rights under the Digital Millennium Copyright Act, and You expressly authorize Unbound Commerce to comply with any and all lawful notices, subpoenas, court orders, or warrants without prior notice to You.
3.4 You will not use Unbound Commerce's name or any language, pictures, or symbols that could, in Unbound Commerce's sole judgment, imply Unbound Commerce's identity in any (i) written or oral advertising or presentation, or (ii) brochure, newsletter, book, or other written material of whatever nature, without Unbound Commerce's prior written consent. You agree that any and all press releases and other public announcements related to this Agreement and subsequent transactions between Unbound Commerce and You, including the method and timing of such announcements, must be approved in advance by Unbound Commerce in writing. Unbound Commerce reserves the right to withhold approval of any public announcement in its sole discretion. Without limitation, any breach of Your obligation regarding public announcements shall be a material breach of these Terms.
3.5 Unbound Commerce, other Unbound Commerce product and service names, and all of their related logos are each trademarks of Mobegic Inc. (the ¨Unbound Commerce Marks¨).
4.0 PAYMENT
4.1 Payment Terms Unless modified in accordance with Section 4.6, You will pay all fees due according to the prices and terms applicable to your Services, including option features. All implementation or setup fees and non-recurring charges, along with the first month's recurring charges, shall be due and payable within ten (10) days of initiation of Service. Thereafter, recurring fees will be charged in advance to Your selected payment method. If Your selected payment method is invalid or You are otherwise past due in your payments for any reason, the Service may be terminated and removed from Unbound Commerce's servers by Unbound Commerce with or without notice, and all the information contained within deleted permanently. Unbound Commerce accepts no liability for information or content that is deleted due to an invalid payment method or where Your payments are past due. Reactivation of the Service after termination or cancellation for any reason may require the payment of additional setup fees. In the event You fail to pay charges, Unbound Commerce may assign unpaid late balances to a collection agency for appropriate action. In the event legal action is necessary to collect on balances due, You agree to reimburse Unbound Commerce for all expenses incurred to recover sums due, including attorneys' fees and other legal expenses. You also agree to pay all current charges for the Service as well as taxes and fees assessed against You or Unbound Commerce on the charges and all late payment, interest, or other fees as stated on Your bill. Unbound Commerce may modify its billing practices or late payment charges by providing You with prior written notice of the modification. Unbound Commerce in its discretion may offer discounts or special offers from time to time.4.2 Price Changes Unbound Commerce may, upon notice required by applicable laws, at any time change the amount of or basis for determining any fee or charge or institute new fees or charges with respect to the Service. Upon renewal, as provided in Section 5.1, the prices charged may be changed without notice to the then prevailing price for the Services.
4.3 Current Fee Schedules For the current fee schedules, go to the sign-up page.
4.4 Taxes You shall pay or otherwise be responsible for all federal, state, or local sales, use, excise, gross receipts, municipal fees, transfer, transaction, property, or similar taxes, fees, or surcharges (hereinafter ¨Tax¨) imposed on, or with respect to, the Services under this Agreement.
5.0 TERM AND TERMINATION
5.1 Term The initial term of this Agreement will commence on the date that You click the acknowledgement box to acknowledge that You have read, understood, and agree to these Terms and will remain in effect for the period of time corresponding to the plan You select during the Registration Process (¨Initial Term¨). If You wish to terminate the Services at the end of the Initial Term or any subsequent term to which you have agreed (¨Renewal Term¨), You must call Unbound Commerce at 866.503.7005. If You fail to notify Unbound Commerce of Your intent not to renew, this Agreement will be automatically renewed, thirty (30) days prior to the end of the current Initial or Renewal Term for a month-to-month period, ninety (90) days prior to the end of the current term for products with an annual term, at the Unbound Commerce then-current rates and charges. If You agree to a Renewal Term, or fail to cancel the services as set forth herein, this Agreement will be renewed at the then-current rates and fees. Except as set forth in these Terms, neither party will be liable to the other for any termination or expiration of any Service or this Agreement in accordance with its Terms.5.2 Cancellation/Termination by You You may cancel Your Service and terminate these Terms at any time. If You cancel the Service before the end of the Initial or Renewal Term, Your Service and access to the Service will be discontinued immediately, and no refund will be provided for any payments You have made.
5.3 Termination by Unbound Commerce Unbound Commerce may terminate these Terms at any time upon notice to You. Notwithstanding anything to the contrary herein, Unbound Commerce may also, but has no duty to, immediately suspend or terminate Your Service, terminate Your access and password, remove Your Service from Unbound Commerce's servers, or remove any Content within the Service, if Unbound Commerce concludes, in its sole discretion, that You (a) have breached, violated, or acted inconsistently with the letter or spirit of these Terms, including any applicable Unbound Commerce Policy or any applicable law or regulation; (b) have provided false information as part of your Account Information; (c) have failed to keep your Account Information complete, true, and accurate; (d) fail to respond to any email communication sent to the email address listed in your Account Information; (e) are engaged in fraudulent or illegal activities or the sale of illegal or harmful goods or services; or (f) are engaged in activities or sales that may damage the rights or reputation of Unbound Commerce or others (each ¨Termination for Cause¨). Any Termination for Cause by Unbound Commerce will take effect immediately, and You expressly agree that You will not have any opportunity to cure. If Your Unbound Commerce ID is terminated for any reason, these Terms and Your access to the Service will also be terminated. Additionally, if You registered a new domain name in conjunction with Your Service, and Unbound Commerce terminates Your Service due to a Termination for Cause, then Unbound Commerce reserves the right to request the domain name provider to remove the domain name from the domain name registry and/or transfer the domain name from You to Unbound Commerce You acknowledge that where Unbound Commerce transfers such domain name to Unbound Commerce under this Section 5.3, Unbound Commerce will hold all rights of the registered domain name holder in respect of that domain name, including the right to sell the domain name to a third party (where this was a right held by You as the original registrant in respect of the relevant domain name).
5.4 Termination for Cause by Either Party In addition to any other right to terminate set forth herein, either party may terminate this Agreement if: (i) the other party breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice of the same, except in the case of failure to pay fees, which must be cured within five (5) days after receipt of written notice from Unbound Commerce; (ii) the other party becomes the subject of a voluntary petition in bankruptcy or any voluntary proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors; or (iii) the other party becomes the subject of an involuntary petition in bankruptcy or any involuntary proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors, if such petition or proceeding is not dismissed within sixty (60) days of filing.
5.5 Termination – Legal Event In the event a ruling, regulation, or order issued by a judicial, legislative, or regulatory body causes Unbound Commerce to believe that these Terms and/or the Service provided hereunder may be in conflict with such rules, regulations, and/or orders, Unbound Commerce may suspend or terminate the Service, or terminate these Terms without liability.
5.6 Waiver You expressly waive any statutory or other legal protection in conflict with the provisions of this Section 5.
6.0 PRIVACY AND ACCEPTABLE USE
6.1 Unbound Commerce Policies You agree that you have read and understand the Unbound Commerce Privacy Policy. As part of Your Registration Process, You agree that some communications are required, such as, by way of example and not limitation, customer service messages regarding Your Service, and updates to the Service. In order to opt out of receiving such communications, You must cancel the Service. You also understand and agree that the Service may include certain communications from Unbound Commerce, such as service announcements and administrative messages, that these communications are considered part of Unbound Commerce service, and that You will not be able to opt out of receiving them.6.2 Prohibited Uses In addition to those matters set forth in the Unbound Commerce Policies, You shall not post, transmit, retransmit, or store material on or through any of the Services which, in the sole judgment of Unbound Commerce (i) is in violation of any local, state, federal, or foreign law or regulation, (ii) is threatening, obscene, indecent, defamatory, or that otherwise could adversely affect any individual, group, or entity (collectively, ¨Persons¨), or (iii) violates the rights of any person, including rights protected by copyright, trade secret, patent, or other intellectual property or similar laws or regulations including, but not limited to, the installation or distribution of ¨pirated¨ or other software products that are not appropriately licensed for Your use.
7.0 OWNERSHIP AND SECURITY
You will receive a password from Unbound Commerce to provide access to and use of Your Service, and You agree to keep Your password confidential. You are entirely responsible for maintaining the security of Your Service, and You are fully responsible for all activities that occur under Your Service and password. You agree to immediately notify Unbound Commerce of any unauthorized uses of the Service or any other breaches of security. Unbound Commerce cannot and will not be liable for any loss or damage from Your failure to comply with this security obligation. You acknowledge and agree that under no circumstances will Unbound Commerce be liable, in any way, for any acts or omissions of You or any user of Your Service to whom You gave access, including any damages of any kind incurred as a result of such acts or omissions.8.0 CONTENT AND SOFTWARE
8.1 Content and Conduct Rules You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services, links to other World Wide Web sites or resources, and other materials (¨Content¨), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that You, and not Unbound Commerce, are entirely responsible for all Content that You upload, post, transmit, or otherwise make available via the Service. The Content must comply with these Terms, including applicable Unbound Commerce Policies, and any applicable law or regulation.8.2 Content Ownership Unbound Commerce does not claim ownership of the Content You place on Your Service. By submitting Content to Unbound Commerce for inclusion on Your Service, You grant Unbound Commerce and its successors and assignees, the worldwide, royalty-free, and nonexclusive license under Your copyrights and other intellectual property rights, if any, in all material and content displayed in Your web site to use, distribute, display, reproduce, and create derivative works from such material in any and all media and display in any manner and on any Unbound Commerce property the results of search queries and comparisons conducted on Unbound Commerce. You also grant Unbound Commerce the right to maintain such content on Unbound Commerce's servers during the term of these Terms and to authorize the downloading and printing of such material, or any portion thereof, by end-users for their personal use. This license exists only for as long as You continue to be a Service customer and terminates when Your Service is terminated.
8.3 Unbound Commerce Proprietary Rights and Software You acknowledge and agree that the Service and any necessary software used in connection with the Service (¨Software¨) contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content available from Unbound Commerce for the Service, or contained in sponsor advertisements or information presented to You through the Service or advertisers, is protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws. Except as expressly authorized by Unbound Commerce or advertisers, You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the such Content, the Service, or the Software, in whole or in part.
8.4 Mobile Commerce (Mobile Store) With Unbound Commerce Mobile Presence for Yahoo! Merchants, You can use the Service to facilitate the creation and maintenance of a mobile store (¨Mobile Store¨) for the sale of goods and services. You acknowledge and agree that You will be solely responsible for all goods and services offered at and sold through Your Mobile Store, all materials used or displayed at the Mobile Store, and all acts or omissions that occur at the Mobile Store or in connection with Your account or password.
8.5 Suspension or Termination of Mobile Store In addition to that right set forth in Sections 5.3 & 5.4, Unbound Commerce reserves the right to terminate Your Service, or refuse to host or continue to host any Mobile Store which it believes, in its sole discretion: (a) has caused a significant number of complaints for failing to be reasonably accessible to customers or timely fulfill customer orders; or (b) has become the subject of a government complaint or investigation. Additionally, Unbound Commerce reserves the right to review and remove any Mobile Store at any time for non-compliance with these Terms.
8.6 Merchant Information Unbound Commerce maintains information about You and the Mobile Store on Unbound Commerce servers, including, but not limited to, Your Account Information, Your customer order information, sales information, and clickstream data (¨Merchant Information¨). You grant to Unbound Commerce a non-exclusive, worldwide, royalty-free, perpetual license to use Merchant Information in aggregate form (i.e., in a form that is not individually attributable to You) for research, marketing and other promotional purposes. You agree that Unbound Commerce may disclose Merchant Information in the good faith belief that such action is reasonably necessary: (a) to comply with the law; (b) to comply with legal process; (c) to enforce these Terms; (d) to respond to claims that You or the Mobile Store is engaged in activities that violate the rights of third parties; or (e) to protect the rights or interests of Unbound Commerce or others; provided, however, that nothing in this Section shall impose a duty on Unbound Commerce to make any such disclosures.
8.7 Deletion of Merchant Information You agree that Unbound Commerce may delete customer credit card information from Unbound Commerce servers 14 days after You retrieve such information, and may delete all other Merchant Information from Unbound Commerce servers at the end of each calendar year.
8.8 Sale and Assignment of Stores You are permitted to sell Your Mobile Store to a third party.
9. COMPLIANCE
9.1. You represent and warrant that You are not a resident of any country or affiliated with any organization prohibited to do business within the United States as defined and set forth at: http://www.export.gov and http://www.treas.gov/ofac. You further represent and warrant that You will not export, re-export, transfer, or make available, whether directly or indirectly, any regulated item or information to anyone outside the U.S. in connection with this Agreement without first complying with all export control laws and regulations that may be imposed by the U.S. government and any country or organization of nations within whose jurisdiction You operate or do business. You agree to comply with all applicable U.S. and non-U.S. laws, rules, regulations and orders, including, but not limited to, tax, export and import, embargo and trade sanctions, intellectual property, including copyright, content, sales, mail-order, commerce, and e-commerce laws and regulations. You shall be responsible for determining what laws or regulations are applicable to Your use of the Services. You shall, upon the request of Unbound Commerce, provide Unbound Commerce assurance of Your compliance with those laws. You acknowledge that Unbound Commerce exercises no control whatsoever over the content of the information passing through Your site(s) and that it is Your sole responsibility to ensure that the information You and Your users transmit and receive complies with all applicable laws and regulations and the Unbound Commerce Policies.9.2. You are responsible for charging and collecting from Your end-user customers any and all applicable taxes. If You fail to impose and/or collect any tax from end users or Your other retail customers as required herein, then, as between Unbound Commerce and You, You shall remain liable for such uncollected tax and any interest and penalty assessed thereon with respect to the uncollected tax by the applicable taxing authority. With respect to any tax that You have agreed to pay or impose on and/or collect from end users or Your other retail customers, You agree to indemnify and hold harmless Unbound Commerce for any costs incurred as a result of actions taken by the applicable taxing authority to collect the tax from Unbound Commerce due to Your failure to pay or collect and remit such tax to such authority.
10.0 SUPPORT
Unbound Commerce reserves the right to establish limitations on the extent of any support provided for the Service, and the hours at which it is available.11.0 INDEMNITY
You agree to indemnify and hold harmless Unbound Commerce, and its parents, subsidiaries, affiliates, cobranders or other partners, officers, directors, shareholders, employees, and agents, from any claim, demand, or investigation, including reasonable attorneys fees, made by any third party due to or arising out of Your Content, Your conduct, Your use of the Service, the goods or services offered or sold through Your Service, any alleged violation of these Terms, including any applicable Unbound Commerce Policies, law, or regulation, or any alleged violation of any rights of another, including but not limited to Your use of any content, trademarks, service marks, trade names, copyrighted or patented material, or other intellectual property used in connection with Your Service. Unbound Commerce reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, but doing so shall not excuse Your indemnity obligations.12.0 MODIFICATIONS TO AND DISCONTINUATION OF SERVICE
Unbound Commerce reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Unbound Commerce shall not be liable to You or to any third party for any modification, suspension, or discontinuance of the Service.13.0 DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:(a) THE SERVICE AND SOFTWARE ARE PROVIDED ON AN ¨AS IS¨ AND ¨AS AVAILABLE¨ BASIS. UNBOUND COMMERCE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.
(b) YOUR USE OF THE SERVICE, THE SOFTWARE, AND ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE, IS DONE AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.
(c) THE SECURITY MECHANISM INCORPORATED IN THE SOFTWARE HAS INHERENT LIMITATIONS, AND YOU MUST DETERMINE THAT THE SOFTWARE ADEQUATELY MEETS ITS REQUIREMENTS.
(d) NEITHER THIS AGREEMENT NOR ANY DOCUMENTATION FURNISHED UNDER IT IS INTENDED TO EXPRESS OR IMPLY ANY WARRANTY THAT(i) THE SERVICE OR SOFTWARE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE OR SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
(e) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
(f) UNBOUND COMMERCE ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVERY, OR FAILURE TO STORE ANY USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
(g) THE SERVICE IS DESIGNED TO SERVE CERTAIN NEEDS OF SMALL, INDEPENDENTLY OWNED AND OPERATED BUSINESSES IN THE UNITED STATES. THE SERVICE IS NOT INTENDED TO SUPPORT THE NEEDS OF LARGE ENTERPRISES OR INTERNATIONALLY BASED BUSINESSES. WITHOUT LIMITATION OF ANY OF THE FOREGOING PROVISIONS OF THIS SECTION, UNBOUND COMMERCE PROVIDES NO WARRANTIES WITH RESPECT TO USE OF THE SERVICE OUTSIDE OF ITS INTENDED PURPOSES OR ITS INTENDED CUSTOMERS.