Setuno Inc. is an entity that is dba (doing business as) Shopping Cart Elite. The policies below are adopted to help visitors to this website and customers of Shopping Cart Elite services, maintain a consistent and safe online presence. Each of the policies and guidelines below may be amended from time to time and the amended policies shall be automatically effective thirty (30) days after they are initially posted on the https://www.shoppingcartelite.com/policy .
Setuno invoicing for Services begins on the first day that the General website or service modifications are available for use by Subscriber and monthly thereafter. Monthly Committed Fees are invoiced monthly in advance throughout the term of this order. Committed Storage and Bandwidth that are not utilized by Subscriber during the month for which they were committed may not be carried forward into the next month. Additional Service(s) and any other Per Use Fees accrued are invoiced monthly in arrears for actual use. Payment for Service is due net thirty (30) days from the date of Setunos invoice.
The Subscriber agrees to prepay for the committed fees at the beginning of the Initial Term and each Renewal Term. All services and per-use charges on Subscribers account will be applied toward this prepayment amount. Insufficient prepayment funds do not relieve Subscriber of any payment obligations arising under the terms and conditions of any Setuno service agreement and/or Order Form, entered into either prior or subsequent to execution of this prepayment amendment. All payments received will be applied to the outstanding balances on any previous invoice and any remaining payment amount, if any, will be applied to the current invoice amount. In the event of an inadequate amount of prepayment funds, Services may be denied until payment is received and applied against any outstanding balance and purchases. Setuno may apply amounts due from any Subscriber account to prepayment funds. Setuno Inc. may charge additional fees for changes made by the subscriber to orders after the Service Agreement is signed, but before you begin to use the Service. Any additional services that you may subscribe to will be bound to this service agreement.
For ongoing Services, the term specified on the applicable Service Agreement shall commence on the date of the creation of the user license. Any add-on services, moves, adds and or changes to the original Service Agreement will be coterminous with the original term specified on the applicable Service Agreement.
Notwithstanding the foregoing, this Agreement shall become effective on the date it is accepted by Setuno Inc. and shall remain in effect for successive one-month period until the end of the Term set forth in the Service Agreement for each of the Services.
Where a term length shorter than one (1) month or no mutually executed Agreement exists, the Customer will remain on a month-to-month term length with no contractual obligations for sixty (60) days. At the conclusion of this sixty (60) day month-to-month period, Customers term length will automatically be set to one (1) year. Where a term longer than one month has been specified, and except as set forth in the Service agreement or Schedules here to, the initial Term will automatically renew for successive one (1) year periods, unless subscriber notifies Setuno Inc. of your desire not to renew at least ninety (90) days prior to the expiration of the then-current Term.
In the event of any disconnection by Setuno Inc. for non-payment by subscriber or if subscriber terminates early prior to the completion of the prepayment term or service agreement term, except in response to a material breach of this Service Agreement by Setuno Inc. (before which subscriber shall be given written notice and 30 days to cure), subscriber will be obligated to pay the Early Termination Fee, which shall be calculated as the sum of (a) 3 multiplied by the agreed-upon monthly recurring fees for fixed recurring charges. In addition the refund will exclude (b) any balance that remains unused for setup regardless if the work was not started, and (c) any credits towards setup, staffing, software or additional free months will be voided and the balance will be applied to the total service agreement amount, and (d) the software subscription will be calculated from the store creation date, not when the store went from demo to live mode. In the condition the pre-payment amount is less than owed, then the customer will owe the outstanding balance.
Any requests to cancel a service must be sent to Setuno Inc. pursuant to Notice paragraph with a 30 days written notice. Billing for said disconnected service shall bill for 60 days from the date written notice is received to [email protected]
Any termination of Service or of this Agreement will result in all templatized platform data which has been licensed or assigned to the subscriber by Setuno Inc. reverting back to Setuno Inc. In addition, all Setuno Inc. property (including but not limited to Setuno Inc. equipment, facilities, and software) shall be returned to Setuno Inc. within 30 days. Setuno Inc. reserves the right to terminate this Agreement (or restrict or suspend Service) in the event the subscriber violates this Agreement.
A refund agreement will have to be signed by both parties prior to getting the contract being released.
Any notice to be given by subscriber to Setuno Inc. shall be in writing and by a nationally recognized private overnight courier and shall be addressed to Setuno Inc. at the following address: PO Box 3514 PMB 84207 New York, NY 10008, with a copy to subscribers Setuno Inc. Account Representative; or via email to mailto: [email protected] Notices shall be sent to either subscribers e-mail address or to the company address supplied in this service agreement.
Setunos creation of a website for Subscriber to access the Setuno Services shall constitute Setunos acceptance of Subscriber's duly authorized offer to purchase Setuno Services in accordance with the following Terms and Conditions. If Subscriber has a signed Services Agreement with Setuno, such agreement will govern Subscribers use of Setuno Services ordered from the service agreement that the subscriber signed.
SOFTWARE LICENSE and POLICY OF USE of SETUNO, INC. a New York company
Copying refers to making identical duplicates of the Program without adding or changing content, code or operations.
Distribution refers to making the Program available for uses other than those mentioned in this License.
Derivative Work refers to changes in the Program or any portion of it including the source code, that form a work based on the Program with similar functional purposes.
Modification refers to any change made to the Program including code that has any effect on functionality of the Program
"Program", refers to any software or work made or license by SETUNO.
Service refers to the benefit conferred on the user by SETUNO pursuant to this license and policy of using any software, knowledge, know-how, trade secrets and experience of SETUNO and its employees, affiliates, directors, officers and other staff. "Work based on the Program" means either the Program or any derivative work under copyright law such as a work containing the Program or a portion of it, either verbatim or with modifications and/or translated into another language.
FUTURE PRODUCT DEVELOPMENT
All updates, upgrades, additional enhancements and bug fixes done in the general course of product development will be provided by SETUNO and its affiliates free of charge. SETUNO shall also provide additional upgrades, enhancements and bug fixes free of charge unless otherwise provided in a separate agreement. SETUNO will use its best efforts to continually enhance the services, products and generate future releases of same.
SETUNO represents and warrants that the services, products and its performance shall not violate any intellectual property rights of a third party. The user/licensee of the software and services provided by SETUNO agrees to indemnify SETUNO, its affiliates and their respective officers, directors, and agents from and against any claims, losses and expenses related to infringement and/or violations of intellectual property rights that arise out of users actions or omissions. All intellectual property developed by SETUNO, in the Program, Work based on the Program, or derivative works of the Proram, in connection with performance under this policy shall be deemed to remain the intellectual property of SETUNO.
In the event you are given source code by SETUNO or any of its affiliates, you may not copy and distribute copies of the Program's source code or its Modification, in any medium.
You may not make Derivate Works of the Program
Unless otherwise provided, you may not copy, modify, sublicense, or distribute the Program under this license and policy. Any attempt to otherwise copy, modify, sublicense or distribute the Program is void, and will automatically terminate your rights under this license and policy.
In consideration for SETUNOs grant of this license, services and use of products, SETUNO shall receive payments from its users pursuant to the fee schedule set forth on https://www.shoppingcartelite.com/prices which shall change without notice.
SETUNO is not responsible for any credit card or third party processor fees
By providing payment method information to SETUNO you expressly authorize SETUNO to charge part or all of your fees via said payment method without any further authorization. You further agree to provide authorization to your payment carrier authorizing SETUNO to charge your account if the payment carrier so requires.
In the event your payment method to Setuno Inc. is via wire transfer or ACH transfer, then you must transfer the total amount of funds due as per your service agreement no later than five (5) business days of the due date
In the event your use and license are suspended for any reason, any amounts due on your account will become due in full immediately. SETUNO reserves the right to charge the said amount to any account that you have provided throughout the course of your use.
In the event that any provision of this license and policy is held to be invalid, illegal or unenforceable by an arbitrator, court or other authority of competent jurisdiction:
(i) The validity, legality and enforceability of the remaining provisions hereof shall not be affected or impaired thereby in any way, and such invalid, illegal, or unenforceable provision shall be construed by limiting such provision so as to be valid, legal and enforceable to the maximum extent permitted by law; and
(ii) The parties shall use their best efforts to enter into alternative arrangements which will grant each of the parties the same, or as nearly same as possible, economic and other rights and obligations as were granted under the provisions of this license and policy.
From time to time, as and when requested by a party, the other party shall execute and deliver, or cause to be executed and delivered, all such documents and instruments and shall take, or cause to be taken, all such further or other actions as may be reasonably necessary or desirable to consummate the transactions contemplated by the terms of this license and policy.
CHOICE OF LAW, ARBITRATION, AMENDMENT, ASSIGNMENT, EXECUTION
This license and policy shall be governed by and construed in accordance with the laws of the State of New York without regard to the conflicts of law principles thereof.
All disputes arising from this license and policy that the parties are unable to resolve shall be submitted to arbitration before the American Arbitration Association in New York before two arbitrators, in accordance with the arbitration rules of the American Arbitration Association.
This license and policy may be amended only by a written agreement executed by both parties.
This license and policy shall inure solely to the benefit of and be binding upon each of the parties and their respective successors and permitted assigns.
The license and policy shall not be assignable without the prior written consent of the other party. Furthermore, the license and policy may be executed in counterparts, which taken together shall constitute one and the same instrument.
POLICY OF USE
Your use of SETUNOs products, software, services and web sites (referred to collectively as the Services in this document and excluding any services provided to you by SETUNO under a separate written agreement) is subject to the terms of a legal agreement between you and SETUNO, if any such agreement exists and said agreement shall take precedence over this license and policy of use if executed on a date subsequent to the date of acceptance of this license and policy.
Unless otherwise agreed to by SETUNO in writing, any other agreement between you and SETUNO will always include at least the terms contained in this policy. If there is any contradiction between other writings and what the terms of this policy say, then the other terms shall take precedence with regard to that Service or issue.
In order to use the Services, you must first agree to the terms. You may not use the Services or receive the benefits of this license if you do not accept the terms.
You can accept the terms by clicking to accept or agree to the terms via an express communication, where this option is made available to you by SETUNO in the user interface for any Service; or by actually using the Services. In this case, you understand and agree that SETUNO will treat your use of the Services as acceptance of the Terms from that point onwards.
You may not use the Services and may not accept the Terms if:
(i) You are not of legal age to form a binding contract with SETUNO; or
(ii) You are a person barred from receiving the Services under the laws of the United States.
Before you continue using the services and products provided by SETUNO, you should print off or save a local copy of this license and policy for your records.
By using SETUNO's products, you expressly agree and understand that customization of each work-product is necessary to cater to each client's unique requirements. Therefore, once work on SETUNO's part has commenced, no refund on any deposit or payment made for such work will be provided, and you expressly waive any claim and cause of action for such amount. Notwithstanding the foregoing, if SETUNO does elect to issue a refund, you agree that such refund is not to be deemed an admission to liability, and, in the event you accept any refund, you expressly agree that no negative feedback, digital, or otherwise, will be made by you, or upon your behalf, and that in the event any such feedback is in fact made, you will expressly comply with injunctive relief preventing it, and, in addition, be liable for any financial damages (including reasonable attorney fees in enforcing the same), that SETUNO may suffer as a result.
SETUNO is constantly improving its products, services and business operations in order to serve you better. You acknowledge and agree that the form and nature of the services, products and business practices which SETUNO provides may change from time to time without prior notice.
You agree to use the Services only for purposes that are permitted by the terms and policies provided herein and in other contractual documents you may have with SETUNO. You agree that you will not engage in any activity that interferes with or disrupts the services or use of SETUNOs products.
You agree that by accepting this license and using the services provided by SETUNO and its affiliates, you do not purchase, lease or license exclusive rights to web pages and e-mail services provided by SETUNO. SETUNO reserves the right to place party advertisements on any web page or email communication provided by it.
You agree that by accepting the services hereunder, you will use them in a legal manner that conforms to all local and applicable laws, regulations and ordinances including but not limited to the Acceptable Use Policy set forth at https://www.shoppingcartelite.com/policy, SETUNO privacy and fee policies and the CAN-SPAM Act. Violating any of the aforementioned may lead to immediate termination of your license and right of use.
You agree that all communications that are originated via the use of this license and services provided by SETUNO will be subject to the rules and policies set forth on https://www.shoppingcartelite.com/policy
Unless you have been specifically permitted to do so in a separate agreement with SETUNO, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
You agree that you are solely responsible for (and that SETUNO has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which SETUNO may suffer) of any such breach.
SETUNO reserves the right to terminate this license and your right of use if you violate the terms contained herein.
You acknowledge and agree that SETUNO owns all legal rights, titles and interests in and to the Services, including any intellectual property rights which subsist in the Services even if said rights are not yet registered or are not local in location. You further acknowledge that the Services or use thereof may disclose information which is designated confidential by SETUNO and that you shall not disclose such information without SETUNOs prior written consent.
SETUNO acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under this license and policy to any Content that you cause to be submitted, posted, transmitted or displayed on, or through the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever or not they may exist outside the local region). Unless you have agreed otherwise in writing with SETUNO, you agree that you are responsible for protecting and enforcing those rights and that SETUNO has no obligation to do so on your behalf.
You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
Unless you have been expressly authorized to do so in writing by SETUNO, you agree that in using the Services, you will not use any trade mark, service mark, trade name, or logo of any company or organization in a way that is intended to cause or likely to cause confusion about the owner or authorized user of such marks, names or logos.
LICENSE FROM SETUNO
SETUNO gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by SETUNO as part of the Services provided to you by SETUNO. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by SETUNO, in the manner permitted by the Terms and shall be for a perpetual period of time or until you or SETUNO terminate the license.
You may not (and you may not permit anyone else to) copy, modify, create a Derivative Work, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof unless this is expressly permitted or required by law, or unless you have been specifically authorized to do so by SETUNO, in writing.
Unless SETUNO has given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software.
CONTENT LICENSE FROM YOU
You retain copyright and any other rights, title or interest you already hold in any Content which you submit, post or display on, or through the Services. By submitting, posting or displaying the content you give SETUNO a revocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through the Services. This license shall be for the sole purpose of enabling SETUNO to display, distribute and promote the Services, and not to compete with you, or cause any other entity to compete with you. You agree that this license includes a right for SETUNO to make such Content available to other non-competing companies, organizations or individuals with whom SETUNO has relationships for the provision of syndicated services, and to use such Content in connection with the provision of those services.
You understand that SETUNO, in performing the required technical steps to provide the Services to our users, may:
(i) Transmit or distribute your Content over various public networks and in various media; and
(ii) Make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media.
You confirm and warrant to SETUNO that you have all the rights, power and authority necessary to grant the above license.
SETUNO expressly agrees that it will not distribute, reproduce, adapt, publish, or make the Content you submit to any individual or entity that, to the best of SETUNOs knowledge, competes with you, or is likely to compete with your business by use of the Content you provide to SETUNO. SETUNO further expressly promises that it will not sell your Content without your consent.
LIMITATION OF WARRANTIES AND INDEMNIFICATION
NOTHING IN THESE TERMS, SHALL EXCLUDE OR LIMIT SETUNOs WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS SETUNO, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, EXPENSES AND COSTS, INCLUDING RESONABLE ATTORNEYS FEES, EVEN THROUGH THE APPEAL PROCESS, RESULTING FROM ANY VIOLATION OF THIS AGREEMENT BY YOU.
IN THE EVENT SETUNO SUSTAINS LOSSES DUE TO YOUR MISUSE OF ITS PRODUCTS OR SOFTWARE OR DUE TO YOUR NONCOMPLIANCE TO THIS LICENSE AND POLICY, YOU AGREE TO RETURN THE MONEY YOU HAVE MADE, IF ANY, USING SETUNOS SERVICES UP TO THE AMOUNT EQUAL TO THE AMOUNT OF SETUNOS LOSS.
You expressly understand and agree that your use of the services is at your sole risk and that the services are provided as is and as available.
In particular, SETUNO, its subsidiaries and affiliates, do not represent or warrant to you that your use of the services will be uninterrupted, timely, secure or free from error. You further understand that no warranties are given to protect from damages arising out of any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but not be limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss.
Furthermore, you shall not hold SETUNO responsible for any loss or damage which may be incurred by you, including but not limited to loss or damage as a result of:
(i) Any changes which SETUNO may make to the Services, or for any permanent or temporary cessation in the provision of the services (or any features within the services);
(ii) The deletion of, corruption of, or failure to store, any content and other communications data maintained or transmitted by or through your use of the services;
(iii) Your failure to keep your information and content secure.
No advice or information, whether oral or written, obtained by you from SETUNO or through or from the services shall create any warranty not expressly stated in the terms.
SETUNO further expressly disclaims all warranties and conditions of any kind, whether express or implied, including, but not limited to the implied warranties and conditions of merchantability, fitness for a particular purpose and non-infringement.
The limitations herein shall apply whether or not SETUNO has been advised of or should have been aware of the possibility of any such losses arising.
CHANGE OF TERMS
SETUNO may make changes to the license and policy from time to time without notice. When these changes are made, SETUNO will make a new copy of the new terms available at https://www.shoppingcartelite.com/policy
You understand and agree that if you use the Services after the date on which the terms were changed, SETUNO will treat your use as acceptance of the updated or additional terms.
You agree that SETUNO may provide you with notices, including those regarding changes to the terms, by email, regular mail, or web postings including postings on the address mentioned above.
You agree that if SETUNO does not exercise or enforce any legal right or remedy which is contained in the terms (or which SETUNO has the benefit of under any applicable law), this will not be taken to be a formal waiver of SETUNOs rights and that those rights or remedies will still be available to SETUNO.
You acknowledge and agree that each member of the group of companies of which SETUNO is the parent shall be third party beneficiaries to the terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the terms which confers a benefit on, or in favor of them. Other than this, no other person or company shall be third party beneficiaries to the terms.
Information We Collect
We collect, store and process your personal information on servers located in the United States. If you choose to use Shopping Cart Elite Services, we may require you to provide contact and identity information, billing information, and other personal information as indicated on the Shopping Cart Elite Site. Once you register on the SHOPPING CART ELITE Site (https://www.shoppingcartelite.com), you are no longer anonymous to us.
We collect and store the following information:
Email address, physical address, contact information, and financial information;
Computer sign-on data, statistics on page views, traffic to and from SHOPPING CART ELITE Site and ad data (all through cookies - You can take steps to disable cookies on Your browser, however this is likely to affect Your ability to use SHOPPING CART ELITE Site);
Desired domain name (optional) and desired name for Your Store;
Discussion board posts and other messages, including correspondence between SHOPPING CART ELITE and You; and
General information regarding the SHOPPING CART ELITE Services you have registered to receive and the operation of Your Store.
Our Use of Your Information
We use your personal information to:
Provide SHOPPING CART ELITE Services and products;
Resolve disputes, calculate and collect fees, and troubleshoot problems;
Verify users' identity and the information users provide;
Encourage safe online experience and enforce our policies;
Customize users' experience, analyze site usage, improve and measure interest in our services, and inform users about services and updates;
Communicate administrative announcements when we need to provide users with information that may affect their use of SHOPPING CART ELITE Services and products;
Communicate marketing and promotional offers to our users;
Provide customer service; and
Perform other business activities as described when we collect the information.
During the course of the business, we may use your personal information to deliver to you information that is targeted to your interests. Upon receipt of the first communication of this type, you will have the opportunity to opt-out of future communications by clicking on unsubscribe link or by following unsubscribe instructions described within the communication. From time to time, we may implement solutions designed to more efficiently capture your communications preferences. In any such event, we will strive to reflect any previously stated communicated preferences within such solutions.
As part of your registration for SHOPPING CART ELITE Services on the SHOPPING CART ELITE Site, You agree that you may receive certain administrative communications from SHOPPING CART ELITE, such as administrative announcements and customer service messages regarding SHOPPING CART ELITE Services and products, and you will not be able to opt out of receiving such administrative communications.
Our Disclosure of Your Information
We do not sell or rent your personal information to third parties for their marketing purposes without your explicit consent. We may disclose personal information to respond to legal requirements, enforce our policies, respond to claims that a listing or other content violates other's rights, or protect anyone's rights, property, or safety. We may also share personal information with:
Corporate affiliates to help coordinate the services we provide to You, enforce our terms and conditions, and promote trust and safety;
Service providers who help with our business operations and assist in the delivery of SHOPPING CART ELITE Services to our users. These service providers are under confidentiality agreements with us;
Law enforcement or other government officials in order to investigate, prevent, or take action regarding illegal activities, suspected fraud, violations of Merchant User Agreement, or as otherwise required by law; and
Information from Your Store Customers
Accessing, Reviewing and Changing Your Personal Information.
If you are registered to receive SHOPPING CART ELITE Services, You can access, review and modify your personal information at any time by logging into your Profile page on the SHOPPING CART ELITE Site.
If you post messages using SHOPPING CART ELITE community discussion boards or other message areas that may be made available on the SHOPPING CART ELITE Site, it will not later be possible to edit or delete those messages.
You may contact us at mailto:[email protected] to review any personal information we store about you that is not available on the SHOPPING CART ELITE Site. There may be a charge associated with such requests but these will not exceed the amounts permitted by law.
We delete personal information when we no longer need it for the purposes we described earlier. We retain personal information as permitted by law to resolve disputes, enforce our policies, and help prevent bad guys from coming back.
To prevent unauthorized access, promote data security, and encourage appropriate use of information, we use a variety of tools (encryption technologies, passwords, physical and electronic security, procedural safeguards) to assist in the protection of your information. However, "perfect security" does not exist on the Internet, so we make no guarantees.
Notification of Changes
Additional information of the Software features can be found here https://www.shoppingcartelite.com/features . Setuno may change the URL address of SOFTWARE LICENSE and POLICY OF USE of SETUNO, INC., and if, such change occurs a new link will be located on the footer of https://www.shoppingcartelite.com .