Terms of Service
Thank you for using ReadyCart. Please read the following terms and conditions ("Terms of Service") carefully. By signing up for the ReadyCart service (the "Service") or using any of the services of ReadyCart, Inc., a Delaware corporation ("ReadyCart," "we," "our" or "us") you are a member and agree to be bound by these Terms of Service as they may be revised by ReadyCart from time to time (the "Terms of Service").
ReadyCart reserves the right to update and change the Terms of Service by posting updates and changes to the ReadyCart website (the "Site"). Any new features or tools which are added to the current Service will be effective immediately and the new Terms of Service will apply to any continued or new use of the Service thereafter. You can review the most current version of the Terms of Service at any time on our Site. You are advised to check these Terms of Service from time to time for any updates or changes that may impact you.
If you are agreeing to these Terms of Service on behalf of a company or other organization, you hereby warrant and represent that you are authorized to agree to these Terms of Service on behalf of such company or other organization.
Summaries of these Terms of Services are set forth periodically below for your benefit and are not legally binding. Please read the entire Terms of Service to fully understand your legal rights and obligations. By using ReadyCart or any ReadyCart Services, you are agreeing to these Terms of Service. Be sure to frequently check for updates.
For purposes of this Agreement, the following terms have the following meanings:
- "Content Creator" means any user who has completed the registration process with ReadyCart and has linked one or more custom Carts to a Website to offer Merchant products and/or services.
- "Applicable Laws" means all required notices, laws, statutes, ordinances, rules, regulations, codes and orders of the authorities having jurisdiction over you or the Services.
- "Cart" means a properly placed cart of bundled products and/or services that are linked to or embedded in Content, allowing Customers to select and purchase such products and/or services directly from a Merchant's site. A properly placed Cart for YouTube means placement of the ReadyCart link at the top of a video description within the first fifty (50) characters.
- "Content" includes any information and data to which a Cart is linked, including but not limited to pictures, video, music, text, audio, comments, opinions, or recommendations.
- "Customer" means a visitor to your Website that is referred to a Merchant via the Service and who purchases products and/or services from the Merchant.
- "Merchant" means a third-party e-commerce service, vendor, payment processor or online retailer that supplies products and/or services to Customers and which has a contractual relationship with ReadyCart.
- "Service" means the services offered by ReadyCart, including your use of the Software and access to Merchants.
- "Service Payments" means payments paid by ReadyCart.
- "Software" means the ReadyCart software, including any components, functions and features, made available by us for use in the Services, including, without limitation, software that facilitates the automated online referral of a Customer to a Merchant and records the sales activity between the Customer and the Merchant.
- "Website" means the website or websites, web page, blog or video post, or other Content upon which you place or embed a ReadyCart hyperlink, button, URL or any other solution or software that connects Customers to ReadyCart's Services and allows Customers to purchase products and/or services directly from the Merchant.
- You must be 18 years or older to use this Service.
- You must provide true and complete contact information, including your full legal name and a valid email address, and any other information required by us to complete the registration process.
- You are responsible for keeping your password secure. ReadyCart will not be liable for any loss or damage from your failure to maintain the security of your account and password.
- You may not use the ReadyCart Service or Software for any illegal or unauthorized purpose nor may you, in using the Service, violate any Applicable Laws (including but not limited to copyright laws).
- You are responsible for all activity and Content (including data, graphics, photos, links) that is uploaded, posted, shared, published, distributed, or made available to others through the ReadyCart Service. In no event shall ReadyCart be responsible for your activity on or Content associated with your ReadyCart account, and any of your activity or Content which results in harm or damages will be subject to the indemnification rights and obligations set forth below.
- You must not transmit any worms or viruses or any code of a destructive nature.
- Any breach or violation these Terms of Service, as determined in the sole discretion of ReadyCart, will result in immediate termination of your membership and your access to the Service.
Don’t use ReadyCart for anything illegal or transmit any harmful code. Any violation of these terms will lead to the cancellation of your service.
- Technical support is provided on a case by case basis and is only available via email. While ReadyCart makes every effort to respond promptly, ReadyCart cannot guarantee any technical support within a specified time frame.
- You will not modify, reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by ReadyCart.
- You will not purchase search engine or other pay per click keywords (such as Google AdWords), or domain names that use ReadyCart or ReadyCart trademarks and/or variations and misspellings thereof.
The ReadyCart service belongs to us. You are not allowed to rip-it-off.
Your Content may be transferred unencrypted and may be altered, but credit card information is always encrypted and is as safe as reasonably possible.
- We reserve the right to modify or terminate the Service for any reason, without notice at any time.
- We reserve the right to refuse Service to anyone for any reason at any time.
- We may, but except as otherwise provided by Applicable Laws have no obligation to, remove Content and accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
- Verbal or written abuse of any kind (including threats of abuse or retribution) of any Customer, ReadyCart employee, member, or officer will result in immediate account termination.
- ReadyCart does not pre-screen Content or Carts and it is in our sole discretion to refuse or remove any Content or Carts that are available via the Service.
- We reserve the right to provide our Service to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that ReadyCart employees and contractors may also be ReadyCart Customers, Merchants, or Content Creators and that they may compete with you.
We can modify, cancel or refuse the service at anytime.
- In order to use the Software and Service, you must become a ReadyCart Content Creator by completing the registration process at https://www.ReadyCart.com/sign-up. ReadyCart may evaluate all registration applications for suitability to receive access to the Software and Service in its sole discretion and will inform you via email if your registration application has been approved. There is no guarantee that registration applications will be approved, and ReadyCart reserves the right to approve or reject any registration in its sole discretion.
- If your registration application is approved, ReadyCart will provide you with a unique ReadyCart Content Creator ID Number and upon confirming your email address your account will be activated in order to enable the ReadyCart Software on the Website.
- In order to receive Service Payments from ReadyCart, you must provide a valid PayPal account within thirty (30) days of installing your first Cart.
To become a ReadyCart Content Creator and receive your ReadyCart Content Creator ID Number, you must start by completing the registration, which can be found at https://www.ReadyCart.com/sign-up.
- Subject to these Terms of Service, ReadyCart grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to use the Software and Service as it is intended to be used and in accordance with these Terms of Service and Applicable Laws.
- You will not, and will not permit any third party, to (i) reverse engineer, decompile or otherwise attempt to discover the source code of the Software, (ii) interfere with the operation of the Software or Service; or (iii) use the Software or Service in any way other than as expressly set forth herein. ReadyCart retains all right, title and interest in and to the Software and Service, all modifications, improvements and derivative works thereof, together with all Intellectual Property rights embodied therein.
- You will have no rights with respect to the foregoing except for the limited license expressly set forth herein.
You can use our software and all the tools we have provided for you but you can't change or modify it in any way.
Responsibility for Your Content
- You will be solely responsible and liable for all matters and consequences arising from or related to the Content you post, provide, upload, share, publish or allow others to view through the Website, including, but not limited to: (i) creating and posting Merchant descriptions and links on the Website and linking to Merchant websites through Carts; (ii) the accuracy, safety and appropriateness of all Content and Carts posted on your Website (including, but not limited to, all information regarding Merchants and Merchants' products and/or services); (iii) ensuring that all Content posted on the Website does not infringe or misappropriate any third party intellectual property rights; and (iv) ensuring that all Content posted on the Website is not defamatory or otherwise illegal.
- You represent and warrant that you shall comply with these Terms of Service and all Applicable Laws with respect to your operation of your Website and use of the Service and Software, including without limitation those regarding the disclosure of a material relationship inherent in the links on the Website.
You can put links to ReadyCart on your website but you are completely responsible for the content and maintenance of your website and any consequences that arise from visitors to your website.
Intellectual Property of User Content
- Except as specifically provided herein, we do not claim any intellectual property rights in or to the Content you post, upload, publish, submit or transmit to your Website or to the ReadyCart Service. All Content you upload remains yours. You can remove such Content at any time by terminating and deleting your account. Once your account is terminated, we will delete the account and use reasonable efforts to remove Content you have stored on the Service.
- By uploading images and Cart descriptions to ReadyCart, you agree to allow ReadyCart to display and store the Content and you agree that ReadyCart can, at any time, review all the Content submitted by you to our Service and, in ReadyCart's sole discretion, remove such Content at any time.
- Merchants set their Commission structures and may change their Commission structures (generally or solely with respect to you) or terminate their involvement in the Service (generally or solely with respect to you) at any time and ReadyCart will have no control over or liability in connection with any Merchant's decision to do so.
- By making available any Content through or to our Service, you grant ReadyCart a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Content only on, through or by means of the Site, Software, or Services.
- Use of profanity or profane subject matter on the Website or any Content, including in the domain name, is prohibited.
- You warrant that you have all rights, licenses, consents and releases necessary to all Content that you provide or upload to ReadyCart or use in connection to the Software and Services and to grant ReadyCart the rights in such Content, as contemplated under this Agreement. Content includes, without limitation, any images, descriptions, audio, video, links or thumbnails you provide or upload as a part of the using the Service.
- You retain ownership over all Content that you submit to a ReadyCart; however, by uploading Content and making your Content public, you acknowledge and agree that other Internet users may view your Content.
- You may not upload, post, or disclose any personal or private information about or images of minors or any third party without the consent of said party (or a parent's consent in the case of a minor).
- Any violation of any person's or entity's intellectual property rights, rights of privacy, rights of publicity or other personal rights is prohibited. ReadyCart is required by law to remove or block access to Content appearing on or through the Services upon receipt of proper notice of copyright infringement (see our "DMCA Notice and Takedown Procedure" below).
- Forging, misrepresenting, omitting, or deleting message headers, return mailing information and/or Internet protocol addresses to conceal or misidentify the origin of a message is prohibited.
- We will use reasonable steps to protect your Confidential Information from disclosure to third parties, except as required in the course of providing our Services. Confidential information means any materials or information provided by you to us that you specifically identify as confidential. Confidential information does not include information that: (i) was in the public domain at the time we received it, (ii) comes into the public domain after we received it through no fault of ours, (iii) we received from someone other than you without breach of our or their confidentiality obligations, or (iv) we are required by law to disclose.
Anything you upload remains yours and if you want to remove your content, just delete your account.
If you believe that your work has been copied in a way that constitutes copyright infringement, please contact us at abuse@ReadyCart.com.
DMCA Notice and Takedown Procedure
ReadyCart supports the protection of intellectual property and asks our Merchants and Content Creators to do the same. It is our policy to respond to all notices of alleged copyright infringement and take appropriate actions under the Digital Millennium Copyright Act ("DMCA"). Notifications of claimed copyright infringement ("DMCA Notice") should be emailed to ReadyCart at abuse@ReadyCart.com. You may also contact us by mail at:
1633 Rossville Ave
Chattanooga, TN 37408, Attn: Copyright Agent
- If you believe that one of the Content Creators using the Service is infringing your intellectual property rights, you can send a DMCA Notice to ReadyCart's designated agent.
- If you believe that one of the Merchants affiliated with the Service is infringing your intellectual property rights, you can send a DMCA Notice to ReadyCart's designated agent.
- If you believe that any Content on the ReadyCart Site is infringing your intellectual property rights, you can send a DMCA Notice to ReadyCart's designated agent.
To be effective, the DMCA Notice must be in writing and contain the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or intellectual property interest;
- A description of where the material you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
- Your address, telephone number and email address;
- A statement by you that you have a good faith belief that the use is not authorized by the copyright or intellectual property owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that the above information in your DMCA Notice is accurate and that you are authorized to act on behalf of the copyright owner.
Please be aware: if you knowingly misrepresent or make a false claim, you may be held liable for damages under Section 512(f) of the DMCA.
- Upon receiving a DMCA Notice, we may remove or disable access to the material claimed to be a copyright infringement.
- Once provided with a notice of takedown, the Merchant or Content Creator may reply with a counter notification if they object to the complaint.
- The original complainant has 14 business days after we receive a counter notification to seek a court order restraining the Merchant or Content Creator from engaging in the infringing activity, otherwise we may restore the removed Content.
For Content Creators or Merchants this means…
ReadyCart respects intellectual property rights and you should too. If we receive a DMCA notice, we may disable access or remove the allegedly infringing content from our site. If you don't think the claim is valid, you can proceed with a counter notification.
For everyone else this means…
If you believe one of our Content Creators or Merchants is infringing your intellectual property rights, you can send ReadyCart a DMCA notice. We will expeditiously disable access or remove the content and notify the merchant. Be advised that we post all notices we receive.
- You acknowledge and agree that ReadyCart uses its sole discretion in determining which Merchants the Service will be affiliated with, as well as the number of Merchants (if any) the Service will be affiliated with.
- ReadyCart may from time to time re-write Cart links on your Website from one Merchant to another.
- Merchants determine their pricing for products and/or services and may change the availability of products and/or services or terminate their involvement in the Service (generally or solely with respect to you) at any time and ReadyCart will have no control over or liability in connection with any Merchant's decision to do so.
- Merchants may at any time send ReadyCart notice requesting that you remove links or references to Merchants' brands, products, services or trademarks and ReadyCart will communicate this notice to you. Failure to comply with such request may result, in ReadyCart's sole discretion, in termination of your account and discontinuation of your access to the Services and the Software.
Our service connects customers with products that can come from different merchants. We have no control over the products a merchant sells or a merchant's pricing. We are constantly improving our technology and evaluating how products are being sourced. We are always looking for the best merchant partners and may change who is fulfilling the products.
- ReadyCart does not warrant that any Content, Cart, product description, Merchant product and/or service or any content of this Site is accurate, complete, reliable, current, or error-free. If a product offered in a Cart is not as described, your sole remedy is to return it to the Merchant in unused condition. You acknowledge that purchase and return eligibility is determined solely by the Merchant and not by ReadyCart.
ReadyCart is not the Seller
- By placing an order through the ReadyCart Services, you acknowledge and agree that ReadyCart is not the seller in any transaction you consummate using ReadyCart Services. All title is passed directly from the Merchant, or seller, to you, and ReadyCart has no right or claim to title. The Merchant or other third party with whom it contracts will be responsible for taking, fulfilling and shipping Customer orders. Interactions and transactions with each Merchant are governed by the Merchant's terms of service and other terms. Customers are responsible for paying all transaction costs related to purchases including shipping and handling fees, duties, tariffs, and taxes. You agree to obey all applicable local, state, federal and international laws (including minimum age requirements) regarding the purchase, possession and use of any product or service purchased or sold through the Service.
- You will not hold ReadyCart responsible for Merchants', Content Creators', sellers', retailers' or users' Content, actions or inactions, items they list or their destruction of allegedly fake items. You acknowledge that we are not a traditional auction or e-commerce retailer. Instead, our Service and Software allow Content Creators to assemble Carts, at any time, from anywhere, in a variety of formats.
- We are not involved in the actual transaction between Customers and Merchants. While we may help facilitate the resolution of disputes through various programs, we have no control over and do not guarantee the quality, accuracy, safety or legality of items advertised, the truth or accuracy of users' Content or listings, the ability of Merchants to sell items or fulfill orders, the ability of Customers to pay for items, or that a Customer and Merchant will actually complete a transaction or return an item.
- We do not transfer legal ownership of items from the Merchant to the Customer. Tennessee Commercial Code § 47-2-401(2) and Uniform Commercial Code § 2-401(2) applies to the transfer of ownership between the Merchant and Customer, unless the Merchant and Customer agree otherwise.
- We cannot guarantee continuous or secure access to our Site, Software, or Services, and operation of our Site, Software, or Services may be disrupted by numerous factors outside of our control. Accordingly, to the extent legally permitted, we exclude all implied warranties, terms and conditions.
- We are not liable for any loss of money, goodwill or reputation, or any special, indirect or consequential damages arising, directly or indirectly, out of your use of or your inability to use our Site, Services and tools. Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.
- ReadyCart will be the 'publisher of record' for all Merchant affiliate programs and will receive all payments from Merchants associated with any and all use of the ReadyCart Services or Software, including without limitation payments attributable to referrals from Carts.
- ReadyCart will pay an amount equal to said payments from Merchants less any applicable service fees.
- ReadyCart may enter into a separate written service arrangement with a Content Creator or with another party that relates to the Service provided to you (a "Separate Agreement") with different Service Payment terms and conditions. In the event that a Separate Agreement terminates or is no longer applicable to you, the standard Service agreement terms and standard Merchant payments will apply to Content Creators with active ReadyCart accounts.
- Your earnings will be available to you on the administrative menu of your ReadyCart account and ReadyCart may revise the applicable fees from time to time upon posted notice.
- ReadyCart remits Service Payments approximately sixty (60) days after the end of the calendar month.
- To receive Service Payments from ReadyCart, you must have an active ReadyCart account and provide us valid PayPal account information within thirty (30) days of creating and installing your first Cart. If you fail to provide us with a PayPal account within thirty (30) days, you will not be entitled to any Service Payments.
- ReadyCart may, at any time, investigate issues of copyright infringement by Content Creators or other disputes or claims and reserves the right to suspend or cancel Service Payments upon receiving notice of copyright infringement or other claim against a Content Creator.
Modifications to the Service and Payments
- Cart Fees and Cart Creation Fees are subject to change upon seven (7) days' posted notice from ReadyCart. Such notice may be provided at any time by posting the changes to our Site (ReadyCart.com) or the administration menu of your ReadyCart account via an announcement.
- ReadyCart reserves the right at any time to time to modify, change the features or discontinue the Service (or any part thereof) with or without notice.
- ReadyCart shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
We may change or discontinue the service at any time, without liability.
Cancellation of Service and Account Termination
- You may terminate your account any time by emailing support@ReadyCart.com.
- Once your account is terminated, we may deactivate links to your Carts.
- If you terminate your account, you will receive one final payment of the remaining balance of Service Payments, calculated as of the date of termination. The final Service Payment will be made within approximately sixty (60) days of the end of the calendar month in which you terminate your account with ReadyCart.
- You agree that if you terminate your account and Cart links remain active on your Content, you are not entitled to and have no claim to any further compensation from ReadyCart. It is your sole responsibility to remove links to Carts on your Content after your account is terminated.
- Engaging in any activity that, at ReadyCart's sole and absolute discretion, disrupts, interferes with or is harmful to (or threatens to disrupt, interfere with, or be harmful to) the Services, business, operations, reputation, goodwill, Customers and/or Customer relations, or the ability of Customers to effectively use the Services is prohibited. Such prohibited activities include making available any program, product or service that is designed to or could be used to violate these Terms of Service. In addition, the failure of Customer to cooperate with ReadyCart in correcting or preventing violations of these Terms of Service by, or that result from the activity of, a customer, patron, subscriber, invitee, visitor, or guest of the Customer constitutes a violation of these Terms of Service by Customer. ReadyCart may terminate your account and delete your Content upon breach of these Terms of Service.
- We reserve the right to modify or terminate the ReadyCart Service for any reason, without notice to you, at any time.
- Without limiting any other remedies, ReadyCart may suspend or terminate your account if we suspect that you have engaged in unethical, illegal, or fraudulent activity in connection with your use of the Software or Service.
To cancel your account, e-mail support@ReadyCart.com. If you cancel, you’ll have one last payment to your PayPal account. We may change or cancel the ReadyCart service at any time. Any fraud or engaging in prohibited activity will result in suspension or termination of your account.
Ownership of the Service
- The ReadyCart Software and Services, including all information, logos, materials, software, text, displays, images, video and audio (collectively, the "ReadyCart IP") are proprietary to ReadyCart or its affiliates or licensors and are protected by United States and international laws regarding copyrights, trademarks, trade secrets and other proprietary rights. You are authorized to use the ReadyCart IP only through the means provided by ReadyCart and only for use related to your role as a current or prospective Customer or Content Creator of ReadyCart. You may not copy, modify, create derivative works of, publicly display or perform, republish, store, transmit or distribute any of the ReadyCart IP without the prior written consent of ReadyCart, except to: (a) store copies of the ReadyCart IP temporarily in RAM, and (b) store files that are automatically cached by your web browser for display enhancement purposes. Neither title nor any intellectual property rights to any ReadyCart IP or related information are transferred to you, but remain with ReadyCart or the applicable owner of such ReadyCart IP. Except as expressly authorized by us in writing and in these Terms of Service, you may not reproduce, sell or exploit for any commercial purposes (1) any part of the ReadyCart IP; (2) access to the ReadyCart IP; or (3) use of the ReadyCart IP.
- You may not (and may not authorize any party to) (i) co-brand the ReadyCart IP, or (ii) frame the ReadyCart IP or any web page related thereto without the express prior written permission of ReadyCart. For purposes of these Terms of Service, "co-branding" means to display a name, logo, trademark or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish or distribute the ReadyCart IP. You agree to cooperate with ReadyCart in causing any unauthorized co-branding, framing or hyperlinking immediately to cease.
- The exportation of encryption software and/or violations relating to the exportation of software is prohibited. You may not export or transfer, directly or indirectly, any regulated product or information to anyone without complying with all Applicable Laws.
Comments and Submissions
- ReadyCart welcomes your comments. All comments, suggestions or other information sent by you for internal use by us or our advertisers or partners will become ReadyCart's property and you agree that all intellectual property rights therein are transferred to ReadyCart.
- ReadyCart has the right to use any such ideas in its products or Services without any compensation to you. You understand that any postings, or Content submitted for posting, to publicly available portions of ReadyCart's Services are non-confidential for all purposes.
- You will indemnify, defend (at our request) and hold harmless ReadyCart and its officers, directors, shareholders, employees, suppliers and agents from and against any and all liabilities, claims, losses, damages and expenses (including reasonable attorneys' fees and disbursements), whether in contract, tort or otherwise, arising out of or relating to (i) your acts or omissions, (ii) any claim that your Content infringes or misappropriates any third party intellectual property rights; (iii) your breach of any of the representations, warranties or obligations set forth in these Terms of Service, or (iv) any claim by a Customer or other third party arising from or relating to your use of the Service or Software, unless due to our gross negligence or willful misconduct. Your use of the Service is at your sole risk.
ReadyCart is not responsible for damages that may result in using ReadyCart and you agree to indemnify ReadyCart for claims related to your use of our services.
Disclaimer of Warranties
- THE SOFTWARE AND THE SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE." READYCART DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THE SOFTWARE, THE SERVICES, THE MERCHANTS ACCESSIBLE THROUGH THE SERVICES, THE OPERATION OF THE SOFTWARE OR THE SERVICES BEING UNINTERRUPTED OR ERROR-FREE, OR OTHERWISE.
- READYCART EXPRESSLY DISCLAIMS ANY AND ALL EXPRESS, IMPLIED AND STATUTORY REPRESENTATIONS AND WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, NONINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, ERROR-FREE OR UNINTERRUPTED OPERATION AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE.
- WITHOUT LIMITATION OF THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR AND READYCART HAS NO LIABILITY FOR ANY DAMAGES, LOSSES OR OTHER EFFECTS RELATED TO YOUR USE OF OUR SERVICES OR YOUR CONTENT. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING THE SUITABILITY AND SAFETY OF ANY PRODUCTS, MATERIALS, AND PROCESSES MADE AVAILABLE THROUGH THE CONTENT AND THE SERVICES. OUR DISCLAIMERS UNDER THESE TERMS OF SERVICE EXTEND TO ANY AND ALL PRODUCTS OR SERVICES, WHETHER OR NOT CREATED THROUGH OR BY USING THE SERVICE, OR ANY PROCESSES OR PRODUCTS MADE AVAILABLE THROUGH THE SERVICES. READYCART WILL NOT BE LIABLE IN ANY MANNER WHATSOEVER FOR ANY MATERIALS OR PRODUCTS DESIGNED, DEVELOPED OR CREATED IN CONNECTION WITH THE SERVICE, INCLUDING ANY CONTENT.
- TO THE EXTENT THAT READYCART MAY NOT, AS A MATTER OF APPLICABLE LAW, DISCLAIM ANY SUCH WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM REQUIRED BY APPLICABLE LAW.
- READYCART DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
- READYCART DOES NOT WARRANT THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE.
READYCART DOES NOT WARRANT THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR THAT ANY ERRORS IN THE SERVICE WILL BE CORRECTED.
Limitation of Liability
- IN NO EVENT WILL READYCART BE LIABLE TO YOU OR ANY THIRD PARTY (INCLUDING, BUT NOT LIMITED TO, ANY CUSTOMER) FOR ANY SPECIAL, INDIRECT, PUNITIVE, CONSEQUENTIAL OR OTHER SIMILAR DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITY, LOSS OF REPUTATION, LOSS OF REVENUE, OR SIMILAR DAMAGES.
- IN NO EVENT WILL READYCART'S LIABILITY FOR DAMAGES OR ALLEGED DAMAGES UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EXCEED THE SERVICE PAYMENTS PAID TO YOU BY READYCART UNDER THIS AGREEMENT DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH READYCART IS NOTIFIED BY YOU OF SUCH CLAIM, OR FIVE HUNDRED DOLLARS ($500.00), WHICHEVER IS LESS.
- READYCART'S SERVICES MAY LINK TO OTHER WEBSITES, INCLUDING MERCHANT SITES, WHICH ARE NOT MAINTAINED BY OR RELATED TO READYCART. HYPERLINKS TO SUCH SITES ARE PROVIDED AS A CONVENIENCE TO USERS AND ARE NOT SPONSORED BY OR AFFILIATED WITH READYCART, AND READYCART HAS NOT REVIEWED ANY OR ALL OF SUCH WEBSITES AND IS NOT RESPONSIBLE FOR THE CONTENT OF THOSE WEBSITES. READYCART IS NOT RESPONSIBLE FOR AND DOES NOT ENDORSE THE CONTENT, PRODUCTS, SERVICES OR PRACTICES OF ANY THIRD PARTY WEBSITES, INCLUDING, WITHOUT LIMITATION, WEBSITES FRAMED WITHIN THE READYCART SITE OR THIRD PARTY ADVERTISEMENTS, AND DOES NOT MAKE ANY REPRESENTATIONS REGARDING THEIR QUALITY, CONTENT OR ACCURACY. READYCART MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE SECURITY OF ANY THIRD PARTY WEBSITES AND YOUR USE OF THIRD PARTY WEBSITES IS AT YOUR OWN RISK AND SUBJECT TO THE TERMS AND CONDITIONS OF USE FOR SUCH WEBSITES.
- YOU ACKNOWLEDGE AND AGREE THAT READYCART HAS NO RESPONSIBILITY OR LIABILITY FOR THE AVAILABILITY OF SUCH EXTERNAL SERVICES OR WEBSITES.
We are not responsible if you break the law, breach this agreement or go against the rights of a third party, especially if you get sued.
Service is "as is" so it may have errors or interruptions and we provide no warranties.
Term and Agreement Termination
- This Agreement will commence upon your use of the ReadyCart Software or Service and will continue until terminated by either you or ReadyCart, as described in Cancellation of Service and Account Termination.
- In the event of termination of this Agreement for any reason other than your breach of this Agreement, ReadyCart will pay outstanding Service Payments due to you in accordance with the terms of this Agreement. Upon termination of this Agreement for any reason, you will immediately cease use of, and promptly remove from the Website, all Software and the Service and promptly return to ReadyCart, or at ReadyCart's request destroy, any and all copies of the Software, Service or other information relating to the intellectual property of ReadyCart in your possession.
- When you visit ReadyCart.com or send e-mails to us, you are communicating with us electronically and consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on our Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
- ReadyCart may enter into a separate written service arrangement with a Content Creator or with another party that relates to the Service provided to you (a "Separate Agreement"). In the event that we enter into a Separate Agreement, these Terms of Service and the Separate Agreement will apply to you. In the event that there is a conflict between a term in the Terms of Service and a term in the Separate Agreement, the terms of the Separate Agreement will control over these Terms of Service.
Waiver and Complete Agreement
- The failure of ReadyCart to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision.
- Unless ReadyCart has entered into a Separate Agreement with you, these Terms of Service constitutes the entire agreement between you and ReadyCart and govern your use of the Service and Software, superseding any prior communications and proposals, whether electronic, oral or written, between you and ReadyCart (including, but not limited to, any prior versions of the Terms of Service).
If ReadyCart chooses not to enforce any of these provisions at any time, it does not mean that they give up that right later.
These terms of service make up the agreement that applies to you. This means that any previous communications between you and ReadyCart don't apply if they conflict with these terms unless you have entered into a separate written contract with us.
- In the event that any portion of these Terms of Service is held to be invalid or unenforceable, then such portion will be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the Terms of Service will remain in full force and effect.
- The paragraph headings herein are provided only for reference and have no effect on the construction or interpretation of the Terms of Service.
- Summaries at the end of some paragraphs are for convenient reference only and have no effect on the construction or interpretation of the Terms of Service.
- No waiver will be effective unless in writing.
- These Terms of Service will be governed by and construed in accordance with the laws of the State of Tennessee. Except for proceedings commenced by us to protect our intellectual property or confidential information which may be brought in any court of competent jurisdiction, the parties mutually agree that any and all disputes arising hereunder will be resolved exclusively by state or federal courts located in Tennessee.
- ReadyCart reserves the right to update or modify these Terms of Service at any time and from time to time. When ReadyCart makes changes to the Terms of Service, the "last updated" date at the top of the Terms of Service will be revised. You should periodically review the most current Terms of Service.
- Your continued use of the Software and Service after any changes or revisions to these Terms of Service will indicate your agreement with the new Terms of Service.
- You may not assign your rights or obligations under the Terms of Service without the prior written consent of ReadyCart.
- The Terms of Service contain the entire agreement of the parties concerning the subject matter hereof and supersedes all existing agreements and all other oral, written or other communication between the parties concerning its subject matter.