Terms & Conditions
Last updated on: March 22, 2019
By signing up for, or using the ECShops services you are agreeing to be bound by the following terms and conditions. The services offered by EC Shops OÜ under the Terms and Conditions include various products and services to help you sell goods and services to buyers online. Any such services offered by ECShops are referred to in these Terms and Conditions as the “Services”. Any new features or tools which are added to the current Services shall be also subject to the Terms and Conditions. You can review the current version of the Terms and Conditions at any time at EC Shop website legal section https://www.ecshops.net/terms-conditions.
EC Shops OÜ reserves the right to update and change the Terms and Conditions by posting updates and changes to the ECShops website. You are advised to check the Terms and Conditions from time to time for any updates or changes that may impact you.
You must read, agree with and accept all of the terms and conditions contained in this agreement, including ECShops Privacy and Cookies Policy and ECShops Data Processing Policy before you may become a ECShops user.
1.- Account Terms
- You must be the age of majority in the jurisdiction where you reside or from which you use this Service.
- To access and use the Services, you must register for a ECShops account (“Account”) by providing your full legal name, current address, phone number, a valid email address, and any other information indicated as required. ECShops may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.
- You acknowledge that ECShops will use the email address you provide as the primary method for communication.
- You are responsible for keeping your password secure. ECShops cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.
- You are responsible for all activity and content such as photos, images, videos, graphics, written content, audio files, code, information, or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with your Account (“Materials”).
- A breach or violation of any term in the Terms and Conditions, as determined in the sole discretion of ECShops will result in an immediate termination of your services.
2.- Account Activation
2.1 ECShops Account
- The person signing up for the Service will be the contracting party (“Account Owner”) for the purposes of our Terms and Conditions and will be the person who is authorized to use any corresponding account we may provide to the Account Owner in connection with the Service.
- If you are signing up for the Service on behalf of your employer, your employer shall be the Account Owner. If you are signing up for the Service on behalf of your employer, then you represent and warrant that you have the authority to bind your employer to our Terms and Conditions.
2.2 Payment Gateways
- You are responsible for securing a contract with a payment gateway company and configuring such gateway in your ecommerce platform within ECShops.
- Under no circumstances will ECShops be held responsible or accountable for misuse, misconfiguration, nor issues related with the payment gateway, or the settlements of payments between the merchant and his clients.
2.3 Domain Names
Upon purchasing a domain name through ECShops, domain registration will be preset to automatically renew each year so long as your ECShops Account remains active. You acknowledge that it is your sole responsibility to deactivate the auto-renewal function should you choose to do so.
2.4 Full Service
ECShops provides customers the possibility to work on two modes: self-service, or Full service. When providing the Full Service, ECShops is responsible for the shop design, domain configuration, ecommerce set-up, business processes set-up and more. Nonetheless, in this mode of service, the Client will have to work closely with ECShops’ experts team to ensure that the project is delivered as requested. For that purpose, the Client may have to provide certain information to ECShops in due time and form. Otherwise, ECShops will take no responsibility on the deadline nor on final delivery of the services.
3.- General Conditions
- Technical support is only provided to paying Account holders and is only available via email.
- The Terms and Conditions shall be governed by and interpreted in accordance with the laws of the Province of Tallinn and the laws of Estonia applicable therein, without regard to principles of conflicts of laws. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the Province of Tallinn with respect to any dispute or claim arising out of or in connection with the Terms and Conditions.
- You acknowledge and agree that ECShops may amend these Terms and Conditions at any time by posting the relevant amended and restated Terms and Conditions on ECShops website, available at https://www.ecshops.net/terms-conditions and such amendments to the Terms and Conditions are effective as of the date of posting. Your continued use of the Services after the amended Terms and Conditions are posted to ECShops website constitutes your agreement to, and acceptance of, the amended Terms and Conditions. If you do not agree to any changes to the Terms and Conditions, do not continue to use the Service.
- You may not use the ECShops service for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction, the laws applicable to you in your customer’s jurisdiction, or the laws of Estonia and the Province of Tallinn. You will comply with all applicable laws, rules and regulations in your use of the Service.
- You agree not to 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 ECShops.
- You shall not purchase search engine or other pay per click keywords (such as Google AdWords), or domain names that use ECShops or ECShops trademarks and/or variations and misspellings thereof.
- Questions about the Terms and Conditions should be sent to [email protected].
- You understand that your Materials (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit Card information is always encrypted during transfer over networks.
- The Terms and Conditions may be available in languages other than English. To the extent of any inconsistencies or conflicts between these English Terms and Conditions and ECShops’s Terms and Conditions available in another language, the most current English version of the Terms and Conditions at https://www.ecshops.net/terms-conditions will prevail.
- All the terms and provisions of the Terms and Conditions shall be binding upon and inure to the benefit of the parties to the Terms and Conditions and to their respective heirs, successors, permitted assigns and legal representatives. ECShops shall be permitted to assign these Terms and Conditions without notice to you or consent from you. You shall have no right to assign or otherwise transfer the Terms and Conditions, or any of your rights or obligations hereunder, to any third party without ECShops prior written consent, to be given or withheld in ECShops sole discretion.
4.- ECShops Rights
- 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 have no obligation to, remove Materials and suspend or terminate Accounts if we determine in our sole discretion that the goods or services offered via a store, or the Materials uploaded or posted to a store, violate our Terms and Conditions.
- Verbal or written abuse of any kind (including threats of abuse or retribution) of any ECShops customer, ECShops employee, member, or officer will result in immediate Account termination.
- ECShops does not pre-screen Materials and it is in our sole discretion to refuse or remove any Materials from the Service.
- We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that ECShops employees and contractors may also be ECShops customers/merchants and that they may compete with you, although they may not use your confidential information in doing so.
- In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, etc.
- ECShops retains the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful Account owner, ECShops reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.
5.- Limitation of Liability
- You expressly understand and agree that ECShops shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use the service.
- In no event shall ECShops or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our site, our services or these Terms and Conditions (however arising including negligence). You agree to indemnify and hold us and (as applicable) our partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms and Conditions or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
- Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.
- ECShops does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
- ECShops does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
- ECShops does not warrant that the quality of any products, services, information, or other Materials purchased or obtained by you through the Service will meet your expectations, or that any errors in the Service will be corrected.
6.- Waiver and Complete Agreement
The failure of ECShops to exercise or enforce any right or provision of the Terms and Conditions shall not constitute a waiver of such right or provision. The Terms and Conditions and the documents it incorporates by reference constitute the entire agreement between you and ECShops and govern your use of the Service, superseding any prior agreements between you and ECShops (including, but not limited to, any prior versions of the Terms and Conditions).
7.- Intellectual Property
- We do not claim any intellectual property rights over the Materials you provide to the ECShops service. All Materials you upload remains yours. You can remove your ECShops store at any time by deleting your Account.
- By uploading Materials, you agree: (a) to allow other internet users to view the Materials you post publicly to your store; (b) to allow ECShops to store, and in the case of Materials you post publicly, display, your Materials; and (c) that ECShops can, at any time, review all the Materials submitted to its Service, although ECShops is not obligated to do so.
- You retain ownership over all Materials that you upload to an ECShops store; however, by making your store public, you agree to allow others to view Materials that you post publicly to your store. You are responsible for compliance of the Materials with any applicable laws or regulations.
- We will not disclose your confidential information to third parties (“Your Confidential Information”), except as required in the course of providing our services. Your Confidential Information includes any Materials or information provided by you to us which is not publicly known. Your Confidential Information does not include information that: (a) was in the public domain at the time we received it; (b) comes into the public domain after we received it through no fault of ours; (c) we received from someone other than you without breach of our or their confidentiality obligations; or (d) we are required by law to disclose.
- ECShops shall have the non-exclusive right and license to use the names, trademarks, service marks and logos associated with your store to promote the Service.
8.- Payment of fees
- You will pay the Fees applicable to your subscription to Online Service (“Subscription Fees”) and any other applicable fees, or Third Party Services (“Additional Fees”). Together, the Subscription Fees, and the Additional Fees are referred to as the “Fees”.
- You must keep a valid credit card on file with us to pay for all incurred and recurring Fees. ECShops will charge applicable Fees to the credit card account that you authorize (“Authorized Card”), and ECShops will continue to charge the Authorized Card (or any replacement card) for applicable Fees until the Services are terminated, and any and all outstanding Fees have been paid in full. Unless otherwise indicated, all Fees and other charges are in Euros (€), and all payments shall be in Euros (€) currency.
- Subscription Fees are paid in advance and will be billed in 30 day intervals (each such date, a “Billing Date”) or alternatively, they can be paid also yearly in advance. Additional Fees will be charged from time to time at ECShops discretion. You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to the Account Owner via the email provided. As well, an invoice will appear on the Account page of your ECShops administration console. Users have approximately two weeks to bring up and settle any issues with the billing of Subscription Fees.
- If we are not able to process payment of Fees using the Authorized Card, we will make a second attempt to process payment using the Authorized Card 3 days later. If the second attempt is not successful, we will make a final attempt 3 days following the second attempt. If our final attempt is not successful, we may suspend and revoke access to your Account. Your Account will be reactivated upon your payment of any outstanding Fees, plus the Fees applicable to your next Billing Cycle. You will not be able to access your Account during any period of suspension. If the outstanding Fees remain unpaid for 60 days following the date of suspension, ECShops reserves the right to terminate your Account.
- All Fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes, fees or charges now in force or enacted in the future (“Taxes”).
- You are responsible for all applicable Taxes that arise from or as a result of your subscription to or purchase of ECShops products and services. These Taxes are based on the rates applicable to the billing address you provide to us. Such amounts are in addition to the Fees for such products and services and will be billed to your Authorized Card. If you are exempt from payment of such Taxes, you must provide us with evidence of your exemption, which in some jurisdictions includes an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive evidence satisfactory to ECShops of your exemption. If you are not charged Taxes by ECShops you are responsible for determining if Taxes are payable, and if so, self-remitting Taxes to the appropriate tax authorities in your jurisdiction.
- You must maintain your current location in the administration menu of your ECShops store and promptly update your location if you move jurisdictions. If you change jurisdictions you must promptly update your location in the administration menu.
- ECShops does not provide refunds.
9.- Cancellation and Termination
- You may cancel your Account at any time by emailing [email protected] and then following the specific instructions indicated to you in ECShops response.
- Upon termination of the Services by either party for any reason:
- ECShops will cease providing you with the Services and you will no longer be able to access your Account;
- unless otherwise provided in the Terms and Conditions, you will not be entitled to any refunds of any Fees, pro rata or otherwise;
- any outstanding balance owed to ECShops for your use of the Services through the effective date of such termination will immediately become due and payable in full; and
- your store website will be taken offline.
- If you purchased a domain name through ECShops, upon cancellation your domain will no longer be automatically renewed. Following cancellation, it will be your sole responsibility to handle all matters related to your domain with the domain provider.
- If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
We reserve the right to modify or terminate the ECShops Service or your Account for any reason, without notice at any time.
Fraud: Without limiting any other remedies, ECShops may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.
10.- Modification to the services and price
- Prices for using the Services are subject to change upon 30 days’ notice from ECShops. Such notice may be provided at any time by posting the changes to the ECShops Site (ecshops.net) or the administration menu of your ECShops store via an announcement.
- ECShops reserves the right at any time, and from time to time, to modify or discontinue, the Service (or any part thereof) with or without notice.
- ECShops shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
11.- Third Party services
- ECShops may from time to time recommend, provide you with access to, or enable third party software, applications (“Apps”), products, services or website links (collectively, “Third Party Services”) for your consideration or use. Such Third Party Services are made available only as a convenience, and your purchase, access or use of any such Third Party Services is solely between you and the applicable third party services provider (“Third Party Provider”). In addition to these Terms and Conditions, you also agree to be bound by the additional service-specific terms applicable to services you purchase from, or that are provided by, Third Party Providers.
- Any use by you of Third Party Services offered through the Services is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third Party Services before using them. In some instances, ECShops may receive a revenue share from Third Party Providers that ECShops recommends to you or that you otherwise engage through your use of the ECShops Services or website.
- We do not provide any warranties with respect to Third Party Services. You acknowledge that ECShops has no control over Third Party Services and shall not be responsible or liable to anyone for such Third Party Services. The availability of Third Party Services on ECShops websites, or the integration or enabling of such Third Party Services with the Services does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with ECShops. ECShops does not guarantee the availability of Third Party Services and you acknowledge that ECShops may disable access to any Third Party Services at any time in its sole discretion and without notice to you. ECShops is not responsible or liable to anyone for discontinuation or suspension of access to, or disablement of, any Third Party Service. ECShops strongly recommends that you seek specialist advice before using or relying on Third Party Services, to ensure they will meet your needs. In particular, tax calculators should be used for reference only and not as a substitute for independent tax advice when assessing the correct tax rates you should charge to your customers.
- If you install or enable a Third Party Service for use with the Services, you grant us permission to allow the applicable Third Party Provider to access your data and to take any other actions as required for the interoperation of the Third Party Service with the Services, and any exchange of data or other interaction between you and the Third Party Provider is solely between you and such Third Party Provider. ECShops is not responsible for any disclosure, modification or deletion of your data or other Materials, or for any corresponding losses or damages you may suffer, as a result of access by a Third Party Service or a Third Party Provider to your data or other Materials.
- The relationship between you and any Third Party Provider is strictly between you and such Third Party Provider, and ECShops is not obligated to intervene in any dispute arising between you and a Third Party Provider.
- Under no circumstances shall ECShops be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary or other damages whatsoever, that result from any Third Party Services or your contractual relationship with any Third Party Provider, including any Expert. These limitations shall apply even if ECShops has been advised of the possibility of such damages. The foregoing limitations shall apply to the fullest extent permitted by applicable law.
- You agree to indemnify and hold us and ECShops partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, arising out of your use of a Third Party Service or your relationship with a Third Party Provider.
12.- Beta services
From time to time, ECShops may, in its sole discretion, invite you to use, on a trial basis, pre-release or beta features that are in development and not yet available to all merchants (“Beta Services”). Beta Services may be subject to additional terms and conditions, which ECShops will provide to you prior to your use of the Beta Services. Such Beta Services and all associated conversations and materials relating thereto will be considered ECShops Confidential Information and subject to the confidentiality provisions in this agreement. Without limiting the generality of the foregoing, you agree that you will not make any public statements or otherwise disclose your participation in the Beta Services without ECShops prior written consent. ECShops makes no representations or warranties that the Beta Services will function. ECShops may discontinue the Beta Services at any time in its sole discretion. ECShops will have no liability for any harm or damage arising out of or in connection with a Beta Service. The Beta Services may not work in the same way as a final version. ECShops may change or not release a final or commercial version of a Beta Service in our sole discretion.
13.- Feedback and Reviews
ECShops welcomes any ideas and/or suggestions regarding improvements or additions to the Services. Under no circumstances shall any disclosure of any idea, suggestion or related material or any review of the Services, Third Party Services or any Third Party Provider (collectively, “Feedback") to ECShops be subject to any obligation of confidentiality or expectation of compensation. By submitting Feedback to ECShops, you waive any and all rights in the Feedback and that ECShops is free to implement and use the Feedback if desired, as provided by you or as modified by ECShops, without obtaining permission or license from you or from any third party. Any reviews of a Third Party Service or Third Party Provider that you submit to ECShops must be accurate to the best of your knowledge, and must not be illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable. ECShops reserves the right (but not the obligation) to remove or edit Feedback of Third Party Services or Third Party Providers, but does not regularly inspect posted Feedback.
14.- DMCA Notice and Takedown Procedure
ECShops supports the protection of intellectual property and asks ECShops merchants to do the same. It’s our policy to respond to all notices of alleged copyright infringement. If someone believes that one of our merchants is infringing their intellectual property rights, they can send a DMCA Notice to ECShops designated agent using our form. Upon receiving a DMCA Notice, we may remove or disable access to the Materials claimed to be a copyright infringement. Once provided with a notice of takedown, the merchant can reply with a counter notification using our form 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 from engaging in the infringing activity, otherwise we restore the material. For more information, please send an email to [email protected].
15.- Confidential information
During the course of your use of the Services, you may receive information relating to us, or to the Services, that is not known to the general public (“ECShops Confidential Information”). You agree that: (a) ECShops Confidential Information will remain ECShops exclusive property; (b) you will use ECShops Confidential Information only as is reasonably necessary for your use of or participation in the Services; (c) you will not otherwise disclose ECShops Confidential Information to any third party, except that you may disclose to your affiliates, employees, subcontractors and agents who, in each case, are subject to confidentiality obligations at least as protective of the ECShops Confidential Information as those contained in these Terms and Conditions; and (d) you will take all reasonable measures to protect the ECShops Confidential Information against any use or disclosure that is not expressly permitted in these Terms and Conditions.
16.- Privacy and Data Protection
EC Shops OÜ: Harju maakond, Tallinn, Kesklinna linnaosa, Kiriku tn 6, 10130 Estonia
17.- Hateful activities
Even though, ECShops believe the free and open exchange of ideas and products is a key tenet of commerce, there are some activities that are incompatible with our mission to make commerce easier for everyone. Therefore, some activities in connection with your use of the services are prohibited, those can be found at the following list:
- Child exploitation: You may not offer goods or services, or post or upload Materials that exploit or abuse children, including but not limited to images or depictions of child abuse or sexual abuse, or that present children in a sexual manner.
- Harassment, bullying, defamation and threats: You may not offer goods or services, or post or upload Materials, that harass, bully, defame or threaten a specific individual.
- Hateful content: You may not use the Services to promote or condone hate or violence against people based on race, ethnicity, color, national origin, religion, age, gender, sexual orientation, disability, medical condition, veteran status or other forms of discriminatory intolerance. You may not use the Services to promote or support organizations, platforms or people that: (i) promote or condone such hate; or (ii) threaten or condone violence to further a cause.
- Illegal activities: You may not offer goods or services, or post or upload Materials, that contravene or that facilitate or promote activities that contravene, the laws of the jurisdictions in which you operate or do business.
- Intellectual property: You may not offer goods or services, or post or upload Materials, that infringe on the copyright or trademarks of others.
- Malicious and deceptive practices: You may not use the Services to transmit malware or host phishing pages. You may not perform activities or upload or distribute Materials that harm or disrupt the operation of the Services or other infrastructure of ECShops or others, including ECShops’s third party providers. You may not use the Services for deceptive commercial practices or any other illegal or deceptive activities.
- Personal and confidential information: You may not post or upload any Materials that contain personally identifiable information, sensitive personal information, or confidential information, such as credit card numbers, confidential national ID numbers, or account passwords unless you have consent from the person to whom the information belongs or who is otherwise authorized to provide such consent.
- Restricted Items: You may not offer goods or services that are, or appear to be, Restricted Items.
- Self-harm: You may not offer goods or services, or post or upload Materials, that promote self-harm.
- Spam: You may not use the Services to transmit unsolicited commercial electronic messages.
- Terrorist organizations: You may not offer goods or services, or post or upload Materials, that imply or promote support or funding of, or membership in, a terrorist organization.
- We may, at any time and without notice, remove any Materials, and suspend or terminate your Account or your access to the Services if you engage in activities that violate these policies, including activities outside of your use of the Services.