1. Definitions and interpretations
"Agreement" - means, collectively, the provisions of this "Agreement", any Specific Provisions, and each Order Form.
"Order Form" - your request for a certain paid service plan, placed at https://biz.shopmania.com/plans that is entirely governed by the present Agreement.
"Service" - series of tools and functionalities provided by ShopMania BIZ that can be used by companies to create and manage an online shop.
"Hosting" - service provided by ShopMania BIZ that allows companies to store electronic data, which may or may not be publicly accessible, and to use own domains, own subdomains or "domain.shopmania.biz" subdomains, by receiving the neccessary space on the ShopMania BIZ servers.
"Technical difficulty" – technical irregularity that affects the availabity of the Services in their entirety.
"Scheduled maintenance" - any intervention done with the purpose to keep services in good conditions performed on the ShopMania BIZ platform that may affect the availability of the Service.
"Notification" - written communication sent by email or displayed in any section of the ShopMania BIZ platform, regarding any scheduled maintenance that may affect the availability of the Service. ShopMania BIZ will make reasonable efforts to notify Customer of the scheduled maintenance at least 24 hours in advance.
"Party" - any of the signatories of this Agreement.
"Service plan" - cost of Services ordered by the Customer, including a set of options and functionalities, in the form available at https://biz.shopmania.com/plans, that may be modified at any time by the Service Provider without prior notice. Customer will be notified individually, if necessary, of any change in pricing affecting the order in progress. The pricing plan ordered by Customer shall be mentioned in the Order form added to the invoice.
"Support" - the ShopMania BIZ technical support center, available by email at firstname.lastname@example.org, from Monday to Friday, between 09.00 – 18.00 (GMT+2) or through the contact form located at https://biz.shopmania.com/cp.contact .
"Normal use" - use of the Services, according to the order placed by Customer through the Order form, solely for the purpose for which the Service was offered and intended by ShopMania BIZ, within the capacity limits and functionalities available and bound by the provisions of this Agreement and of the ShopMania BIZ Terms of service.
"Terms of service" – rules that User must agree to abide by in order to use the Service, available at https://biz.shopmania.com/cp.terms. Rules may as well be subject to change, without prior notice.
"Widget" - application, or component of a software interface, that enables a user to perform a function or access a service.
All changes referring to fees and pricing will take effect 7 days after they have been made public in the relevant area of the website. All other changes become effective the very day of publication on the Website. By accessing or using the Website and Services, you accept and agree to all such changes. If you do not agree to all such changes, you must immediately cease using the Website and/or Services.
4. Service description
4.1 ShopMania BIZ provides a series of tools that can be used by companies to create and manage an online shop and hosts the online shops on its servers so that they can be accessed by third parties, Internet users.
4.2 Customer represents, covenants, and warrants that Customer will use the Services only in compliance with this Agreement, with the privacy policies available at https://biz.shopmania.com/cp.privacy and with the applicable laws (including but not limited to policies and laws related to spamming, privacy, obscenity, defamation, etc.). Customer hereby agrees to indemnify and hold harmless ShopMania BIZ against any damages, losses, liabilities, settlements, fines and expenses (including without limitation of costs incurred and reasonable attorneys fees) in connection with any claim or action that arises from an alleged violation of the foregoing or other rules of public order. Although ShopMania BIZ has no obligation to monitor the content provided by Customer or Customer's use of the Services, ShopMania BIZ may choose to do so and may remove any such content or prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing and other rules of public order.
4.3 The present Agreement replaces all understandings or prior agreements, all statements or other communications over/concerning the Services between Customer and ShopMania BIZ, regardless if oral or in any written form. The present Agreement does not invalidate your prior obligations to pay any outstanding charges owed to ShopMania BIZ for previously provided Services.
5. Term of Agreement
5.1 This agreement shall become effective as of the date of your acceptance by "agreeing" or "accepting" any of its counterparts ("Effective Date") and shall continue to be in force unless and until terminated in accordance with the provisions of this Agreement.
5.2 Each Order Form shall commence its effects when ShopMania BIZ receives your payment corresponding to the Services ordered, and shall continue to remain in force until: (a) the relevant Order Form is terminated in accordance with the provisions of this Agreement or of the Order Form; or (b) this Agreement and all of the Order Forms are terminated in accordance with the provisions of this Agreement.
5.3 If you do not place a new order for Services after the termination of the current order form according to its provisions, ShopMania BIZ will downgrade/restrict your access to the Services and your online shop may become inaccessible to third parties, Internet users. You will still have access to your User account and you will be able to place a new order for Services.
5.4 This Agreement is valid for undetermined time. The Agreement expires when you cease using the Services, by cancelling your account, if your account is automatically cancelled by the system - situation which may occur if no activity is registered in your account for a period longer than 6 months or if ShopMania BIZ suspends your access to the Services, as a consequence of violating any clause of this Agreement.
5.5 The Services for which you are charged, will stop being provided to you by ShopMania BIZ, as soon as the Service plan that you have purchased expires, according to the corresponding Order form.
6.1 Customer agrees to pay in advance to ShopMania BIZ all charges applicable to the Service plan that have been selected through the Order Form, as available at https://biz.shopmania.com/plans and in effect at the time when the order is placed including, if any, all applicable taxes . The charges for the Services may be changed by ShopMania BIZ from time to time, without prior notice.
6.2 Customer’s payment to ShopMania BIZ should be considered to be validly made when ShopMania BIZ receives it and only after you will receive access to the Services ordered.
6.3 In case of failure to pay applicable fees and/or charges at due dates, ShopMania BIZ may limit, temporary or permanently suspend or terminate your account and access to Services.
6.4 ShopMania BIZ will issue an invoice within 5 working days after payment is received. Customer can download the invoice from his user account.
7. Access to Website and Services
7.1 ShopMania BIZ grants to Customer permission to access the ShopMania BIZ Website and Services under the following terms and conditions:
7.2 In order to access the Services provided by ShopMania BIZ Customer/User must set up an account on the Website. Customer will receive a password and an account designation after completing the registration process. Customer is responsible for maintaining the confidentiality of the password and of the account information, and for all activities that occur under the password and/or account. We should not be held liable if unauthorized persons make use of the password or account. Any suspicions of unauthorized use of your User account must be immediately and properly notified at email@example.com. ShopMania BIZ should not be held liable for any damages caused to Customer if such situations occur.
7.3 Customer may not use any automated means (such as scripts) to access the Website or Services or to collect information from them.
7.4 Links to other websites or resources may be provided by ShopMania BIZ or by third parties. As control over such sites and resources cannot be performed, by using the Website and Services you acknowledge and agree that ShopMania BIZ is not responsible for the availability of such external sites or resources, that we do not endorse and that ShopMania BIZ is not responsible or liable for any content, advertising, products, product information or any other materials that are made available on or through these websites. Furthermore, Customer acknowledge and agree that any damage or loss caused, or allegedly caused, by the use of such external resources will not be accounted to ShopMania BIZ or any of its third parties.
7.5 For every email message sent in connection with the Services, Customer acknowledges and agrees that as recipient of services has also agreed to receive such communication and that he shall not engage in the act of sending unsolicited emails.
7.6 ShopMania BIZ reserves the right to decline your request to use other ShopMania services.
7.7 In order to access the Services provided by ShopMania BIZ, Customer/User must be a registered company. The Services provided by ShopMania BIZ are not intended for use by individuals.
8. Responsibility for content
8.1 Customer acknowledge its responsibility for all information, data, text, photographs, graphics, video, messages and any other materials posted on his online shop.
8.2 Customer undertakes that he is the owner of all the materials/contents posted and if the case may be the Customer fully guarantees to keep ShopMania BIZ unharmed in all situations by getting all the appropriate consents or permissions from third parties before making use of their materials/contents in any way, including for reproduction and distribution on the online store or other channels.
8.3 Customer agrees not use subdomains or domains or post any Content that infringe any patent, trademark, trade secret, copyright or other proprietary rights of any party, unless he holds the owners’ consent to perform such an action.
8.4 Customer will not post any Content that might harm ShopMania BIZ or other third parties.
8.5 Customer will not post any Content that is false, inaccurate, illegal, harmful, abusive, harassing, vulgar, privacy invasive or that offends or intimidates individuals or groups of individuals with regard to gender, age, race, ethnicity, religion, sexual orientation or disabilities.
8.6 Customer will not post any Content promoting illegal activities.
8.7 Customer will not post or distribute any Content containing unsolicited or unauthorized advertising, "junk mail", "spam" or unsolicited information.
9. Policies regarding ShopMania BIZ Widgets
9.1 Customers/Users creating and making available to the public a ShopMania BIZ widget, such as the MiniShop Widget, are required to adhere to the following policies. In case of failure to comply with these policies, ShopMania BIZ reserves the right to suspend Customer’s ShopMania BIZ account and/or disable his widgets at any time.
9.2 Because ShopMania BIZ may change policies at any time, please check this page periodically for updates. It's Customer’s responsibility to keep up to date with, and adhere to, the policies posted here.
9.3 Customers may not place the ShopMania BIZ widgets on pages that display content that violates the following content guidelines.
9.4 The sites where the ShopMania BIZ widgets are published may not include or link to:
9.5. The sites where the ShopMania BIZ Widgets, are published must adhere to the commonly accepted and respected web quality guidelines, including but not limited to:
10. Warranty Disclaimer
10.1 Customer uses the Services at its own risk. Unless expressly provided in this Agreement or as required by applicable law, ShopMania BIZ does not warrant that the Services will be uninterrupted or error free; nor does it make any warranty as to the results that may be obtained from use of the Services. The Services are provided "as they are" and ShopMania BIZ disclaims all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability and suitability for a particular purpose and non-infringement.
11. Legal obligations and limits of Liability
11.1 Any matter in relation to or arising from the use of the Website, including any breach or alleged/suspicioned breach of these Terms of Service, or your violation of any law or of the rights of any third party that can lead to a third party soliciting claims and/or damages to us and our partners and employees, will be fully undertook, covered and compensated by you.
11.2 Any liability for damage to Customer’s computer system or loss of any data resulting from the use of the Website shall not be under ShopMania’s BIZ responsibility. No matter of circumstances ShopMania BIZ does not guarantee the integrity of the files that you may download or that they are free of viruses, contamination or other types of threats.
11.3 In no event ShopMania BIZ should not and cannot be held liable whether in contract, tort (including negligence, strict liability or otherwise), for any indirect, punitive, special, exemplary, incidental or consequential damages (including, but not limited to, lost savings, lost profit, lost goodwill, lost or corrupted data or business interruption), even if notified in advance of such possibility.
11.4 ShopMania BIZ should not and cannot be held liable for the loss of data that results from Customer’s direct or indirect actions. If data, depending on their nature, can be recovered, the recovery is Cutomer’s sole responsibility. Customer can perform a data recovery within 72 hours from deletion, by using the options available in its user account. ShopMania BIZ does not warrant that all data lost can be recovered and cannot be held liable for the integrity of the recovered data.
11.5 ShopMania BIZ shall not be liable for the contents provided by the Customer. In this case, to the extent that ShopMania BIZ should have claims from clients or third parties, ShopMania BIZ immediately transfer liability for these claims to Customer; Customer agree to immediately accept and give effects to the transfer of liability.
11.6 Neither of the Parties to the Contract shall be liable to the other party for breakdowns that occur outside the sphere of influence of the contractual parties (force majeure, fault of a third party, failure of communication networks and gateways of other operators or breakdowns that lie within the sphere of risk of other network providers, etc.).
11.7ShopMania BIZ should not and cannot be held liable for the automatic and definitive elimination from the system of accounts already suspended for inactivity and their associated content.
12.1 Customer agrees to defend, indemnify and hold harmless ShopMania BIZ and its officers, directors, owners, agents, employees, advisers and consultants, from and against any claims, actions, demands, liability, damages (including legal and professional fees) asserted by any third party and arising from Customer’s use of the Services, Customer’s conduct, content, communications, alleged infringement of third party intellectual property or privacy rights, or violation of this Agreement.
13. Limitation of Remedies
13.1 Customer agrees that if ShopMania BIZ breaches this Agreement, his sole and exclusive remedy will be to terminate this Agreement and your relationship with ShopMania BIZ. This applies regardless of whether the remedy fails in fulfilling its essential purpose.
14. Service availability
14.1 ShopMania BIZ reserves the right to change the structure and interface of any page of the ShopMania BIZ website at any given time and without prior notice and to suspend access to the Services temporarily or permanently, partially or in whole. ShopMania BIZ will fulfill its obligations to you until the expiration date of the Service plans paid by you in advance.
15. Other Provisions
15.1 Both Parties undertake to treat with strict confidence all data, information and documents that they become aware of on the basis of their cooperation and which are liable to secrecy. Passing such information or its use to third parties, requires the prior consent of the other party to the Contract. Parties shall also impose the obligations to secrecy, which they have undertaken on all of those who are entrusted by the parties with information or services arising from this Agreement. This prohibition shall not apply for announcements made solely for internal distribution or notification to parties obliged by law or contract to maintain silence on such matters. The exceptions to the provisions of this item include: mentioning the contractual parties and giving general descriptions of the subject-matter of the Agreement in press releases, offers or other marketing documents that belong to the parties to the Agreement. Irrespective of a termination of this Agreement, for whatever reason, the obligations in accordance with this item shall contain to exist for the duration of 12 (twelve) months even after the termination of the Agreement.
15.2 ShopMania BIZ may assign third Parties to provide the Services owed.
15.3 No agency, partnership, joint venture, or employment is created as a result of this Agreement, and Custumer does not have any authority of any kind to bind ShopMania BIZ in any respect whatsoever.
15.4 Should individual provisions of this Agreement be wholly or partially invalid, this shall not affect the validity of the rest of the Agreement. The parties undertake to replace invalid provisions with valid ones, such that the economic objective pursued by this Agreement shall be achieved as complete as possible. This applies accordingly should there be an unwanted loophole in the provisions or provisions which are impracticable.
15.5 All legal relationships arising from this contractual relationship shall be subject to the Romanian applicable laws.
15.6 The sole place of jurisdiction for all disputes arising in connection with this Contract shall be the corresponding head office of ShopMania BIZ or, should ShopMania BIZ so decide, your place of business.
15.7 This Agreement has been executed in the English language, which shall be the binding and controlling language for all matters relating to the meaning and interpretation of this Agreement.
16. Trademark information
16.1 "ShopMania" and the ShopMania logo are trademarks of SC ShopMania Net SRL. You agree not to display or use, in any manner, the ShopMania trademark or any related content without prior permission from SC ShopMania Net SRL.