Web Force 5 Connector App
terms and conditions
Web Force 5 has developed a Connector (the “Connector”) that links Marketplacer and BigCommerce, thereby providing clients with a marketplace solution using BigCommerce as the front end and Marketplacer as the backend marketplace.
The following are the terms and conditions (the "Terms") for the use of the Connector, and related Web Force 5 Services.
1. General
These Terms were last modified on September 01, 2023.
When purchasing the right to use and subscribe to the Connector, you signify your agreement to these Terms.
Web Force 5 material is defined as any intellectual property, legal documents, web pages, software code, products, web links, email, information, or any other material provided by or previously provided by Web Force 5, including any portion thereof. Web Force 5 services are defined as any Web Force 5 service used in the provision of the Connector.
If you do not wish to be bound by these Terms, you are not granted authority to use or access the Connector.
2. Use of the connector and Web Force 5 services
You agree not to use the Connector and Web Force 5 Services for any purpose which is against any law in your jurisdiction or for any purpose which would not give full effect to the Terms even if that purpose is otherwise allowed under the Terms.
You may end your subscription anytime by providing Web Force 5 with 30 days’ notice in writing. Web Force 5 may at its sole discretion suspend or cancel your subscription due to late or non-payment of fees.
3. Assignment
This agreement cannot be assigned to a third party.
4. Intellectual property
All copyright, trade marks (including its distinguishing guise and/or trade dress), and other intellectual property rights (registered and unregistered) of the Connector belong to Web Force 5. Web Force 5 reserves all of its rights in the the Connector. Nothing in the Terms grants you a right or licence to use any intellectual property rights owned or controlled by Web Force 5 or any other third party except as expressly provided in these Terms. In addition, the Connector, contains information and intellectual property that is selected and organized by Web Force 5 and represents significant work made by Web Force 5. Nothing in the Terms should be construed as granting any subscription or right to use any material or intellectual property displayed or used in any way except as expressly provided in the Terms.
You agree to the following:
- The Connector is the property of Web Force 5.
- You will not use the Connector for any purpose other than is expressly permitted in these Terms;
- Web Force 5 shall have the right to represent its suppliers in any dispute.
5. Limited warranties
Except as expressly provided in these Terms, to the maximum extent permitted under applicable law, The Connector and Web Force 5 Services are provided "as is" without any kind of warranty. You accept full responsibility for determining whether the Connector and Web Force 5 Services are suitable for any particular purpose and for protecting yourself against any possible consequential damages.
Except as expressly provided in these Terms or where prohibited by law, we are not responsible for any loss, injury, claim, liability, damage, or consequential damage related to your use of the Connector and Web Force 5 Services, or for inaccessibility of the Connector and Web Force 5 Services whether from errors or omissions in the content of the Connector and Web Force 5 Services.
6. Maximum liability
Except as expressly provided in these Terms or where prohibited by law, the maximum liability of Web Force 5 is the amount paid to Web Force 5 by the client.
7. Annual subscriptions and renewals
Web Force 5 has no obligation to refund subscription fees unless you notify us before your renewal date that you want to cancel. Annual subscriptions are subject to a refund within 30 days and only of the unused portion.
8. Legal guarantee
Subject to any limitations or maximums specified in any material including the specific guarantee amount, we will cover any damage a client suffers in a legal judgment, as a result of a clear Web Force 5 mistake, to a maximum of $10,000.00 USD.
9. Other guarantees and refunds
Other guarantees and refund commitments are subject to a maximum of the amount paid by the client and are subject to a claim being submitted within 30 days of the agreement.
10. Client privacy
You consent to Web Force 5 using your personal information according to its Privacy Policy that can be found at Privacy Policy.
11. Terms and headings
All of the Terms are valid regardless of the heading. To the maximum extent possible under law, the Terms take precedence over any conflicting material should it be judicially found that the conflicting material is legally relevant to this Agreement under law.
12. Indemnification
Except where prohibited by law, you agree to indemnify and hold Web Force 5, its directors, officers and employees, harmless from any actions, claims, losses, damages, liabilities and expenses including legal fees, asserted by any third party due to or arising out of your use of the Connector or Web Force 5 Services.
13. Governing law
Except where prohibited by law, the Terms are governed by the laws of the Province of Victoria, Australia. Except where prohibited by law, you irrevocably attorn to the exclusive jurisdiction of the courts of Victoria, Australia.
14. Binding arbitration
Subject to exceptions specified herein, if you and Web Force 5 are unable to resolve any dispute by informal negotiations, then any resolution of this dispute will be conducted exclusively by binding arbitration. A request for appointment of an arbitrator must be made in writing. Upon receipt of the written request, Web Force 5 will have 90 days to choose and appoint an independent and impartial arbitrator. The arbitration will be held in the City of Victoria, Australia. The cost of the binding arbitration proceedings and any proceeding in court to confirm or to vacate any arbitration award, including, without limitation, reasonable law fees and costs, will be borne by the unsuccessful party and will be determined and awarded by the arbitrator.
Exceptions to the use of binding arbitration are as follows: Web Force 5 may bring forth a lawsuit, without using binding arbitration, should the lawsuit involve intellectual property infringement or injunctive relief. Also, either party may use small claims court.
15. Class action waiver
You will not seek to have the dispute heard as a class action, private attorney general action or in any other proceeding in which either party acts or proposes to act in a representative capacity. Arbitration or any other proceeding to resolve any dispute, in any forum, will be conducted solely on an individual basis and not combined with another without the prior written consent of all parties to all affected arbitrations or proceedings.
16. Modification of the terms
Except that you must be informed in a reasonable manner regarding any pricing increase, Web Force 5 may, in its sole discretion, change these Terms at any time. Other terms and conditions are only valid when signed in writing by an authorized Web Force 5 officer.
17. Severability
If any term, covenant, condition or provision of these Terms is held by a court of competent jurisdiction to be invalid, void or unenforceable, such provision is to be excluded to the extent of such invalidity or unenforceability and all other provisions will remain in full force and effect; and, to the extent permitted and possible, the invalid or unenforceable provision will be deemed replaced by a provision that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable provision.
18. Waivers
No failure or delay, on the part of Web Force 5, in exercising any right or power under these Terms will operate as a waiver of such right or power.
19. Whole agreement
Except as explicitly set forth in this agreement, these Terms, the pricing displayed on the Connector, conditions, constitute the whole agreement between you and Web Force 5.