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Terms of Use

Swap Website Terms of Use

Welcome to swap-commerce.com (together with its subdomains, Content, Marks and services, the "Site"). Please read the following Terms of Use carefully before using this Site so that you are aware of your legal rights and obligations with respect to Swap Commerce Ltd. ("Swap", "we", "our" or "us"). By accessing or using the Site and/or accepting these Terms of Use, you expressly acknowledge and agree that you are entering a legal agreement with us and have understood and agree to comply with, and be legally bound by, these Terms of Use, together with the Privacy Policy (the "Terms"). You hereby waive any applicable rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent not prohibited under applicable law. If you do not agree to be bound by these Terms please do not access or use the Site.

1. Site Access

For such time as these Terms are in effect, we hereby grant you permission to visit and use the Site provided that you comply with these Terms and applicable law.

2. Prohibited Actions

You shall not:

  • (i)copy, distribute or modify any part of the Site without our prior written authorization;
  • (ii)use, modify, create derivative works of, transfer (by sale, resale, license, sublicense, download or otherwise), reproduce, distribute, display or disclose Content (defined below), except as expressly authorized herein;
  • (iii)disrupt servers or networks connected to the Site;
  • (iv)use or launch any automated system (including without limitation, "robots" and "spiders") to access the Site; and/or
  • (v)circumvent, disable or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Site.

3. Tools

Swap may make experimental functionalities ("Tools") available through the Site for your use. You hereby confirm that you understand and accept that the Tools are experimental in nature, may be unstable, and are provided without support or maintenance. The Tools are not fit for any particular purpose, may contain errors, should not be relied upon in a production environment or for professional purposes, and may be withdrawn at any time without notice. Swap may, at any time, remove a Tool from the Site.

4. Feedback

If you provide Swap with any suggestions, comments, ideas, or feedback in relation to the Site or the Tools ("Feedback"), you acknowledge that such Feedback is given voluntarily and without restriction. Swap may freely use, disclose, reproduce, modify, license, distribute, and otherwise exploit the Feedback without any obligation to provide attribution, compensation, or any other duty to you.

5. Accounts

In order to use some of the services of the Site, you may have to create an account ("Account"). You agree not to create an Account for anyone else or use the account of another without their permission. When creating your Account, you must provide accurate and complete information. You are solely responsible for the activity that occurs in your Account, and you must keep your Account password secure. You must notify Swap immediately of any breach of security or unauthorized use of your Account. As between you and Swap, you are solely responsible and liable for the activity that occurs in connection with your Account. You may delete your Account through the Site.

6. Age Restrictions

The Site is only intended for individuals aged eighteen (18) years or older. If you are under 18 years please do not visit or use the Site.

7. Payments

Except as expressly set forth in the Terms, your general right to access and use the Site is currently for free, but Swap may in the future charge a fee for certain access or usage. You will not be charged for any such access or use of the Site unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the Site.

8. Intellectual Property Rights

Content and Marks

The (i) content on the Site, including without limitation, the text, documents, articles, brochures, descriptions, products, software, graphics, photos, sounds, videos, interactive features, Tools and services (collectively, the "Content"), and (ii) the trademarks, service marks and logos contained therein ("Marks"), are the property of Swap and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. "Swap", the Swap logo, and other marks are Marks of Swap or its affiliates. All other trademarks, service marks, and logos used on the Site are the trademarks, service marks, or logos of their respective owners. We reserve all rights not expressly granted in and to the Site and the Content.

Use of Content

Content on the Site is provided to you for your information and personal use only and may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the Content you must retain all copyright and other proprietary notices contained therein. Notwithstanding the foregoing, you may use the Tools in accordance with the purposes as described in Section 3.

IP Generated Through Use of the Tools

You hereby grant Swap a worldwide, non-exclusive, sublicensable, irrevocable, royalty-free licence to use, modify, copy, distribute, transmit, display, sell, license, or otherwise exploit for development, research, testing, improvement, or commercialisation purposes any IP generated through use of the Tools, to the fullest extent permissible by law. You retain ownership of such IP, but agree that Swap shall have no obligation to provide you with attribution or compensation.

9. Information Description

We attempt to be as accurate as possible. However, we cannot and do not warrant that the Content available on the Site is accurate, complete, reliable, current, or error-free. We reserve the right to make changes in or to the Content, or any part thereof, in our sole judgment, without the requirement of giving any notice prior to or after making such changes to the Content. Your use of the Content, or any part thereof, is made solely at your own risk and responsibility.

12. Privacy

You acknowledge that the Tools and/or the Site may collect and process input, outputs, and usage data for research, development, testing, and improvement purposes. You agree not to provide confidential or personal data unless strictly necessary, and understand that any personal information that we may collect or obtain in connection with the Site will be processed and stored in accordance with our privacy policy which is available at www.swap-commerce.com/privacy-policy. You agree that we may use personal information that you provide or make available to us in accordance with the Privacy Policy.

13. Warranty Disclaimers

This section applies whether or not the services provided under the Site are for payment. Applicable law may not allow the exclusion of certain warranties, so to that extent certain exclusions set forth herein may not apply.

THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. SWAP HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE. SWAP DOES NOT GUARANTEE THAT THE SITE WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS. THE SITE MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS. YOU AGREE THAT SWAP WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS. WE DO NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT, PRODUCT, OR SERVICE THAT IS FEATURED OR ADVERTISED ON THE SITE BY A THIRD PARTY.

SWAP DOES NOT MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO, AND DISCLAIMS ALL LIABILITY FOR, ANY SUCH CONTENT.

YOU SPECIFICALLY ACKNOWLEDGE THAT SWAP SHALL NOT BE RESPONSIBLE FOR THE CONDUCT (INCLUDING DEFAMATORY, OFFENSIVE, ILLEGAL, OR NEGLIGENT CONDUCT) OF ANY SITE USER AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

YOUR RELIANCE ON, OR USE OF, ANY CONTENT, OR INTERACTION WITH ANY SITE USER, IS AT YOUR SOLE RISK.

EXCEPT AS EXPRESSLY STATED IN OUR PRIVACY POLICY, SWAP DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SECURITY OF ANY INFORMATION YOU MAY PROVIDE OR ACTIVITIES YOU ENGAGE IN DURING THE COURSE OF YOUR USE OF THE SITE.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMISSIBLE BY LAW, SWAP SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, OR FOR ANY LOSS OF DATA, REVENUE, PROFITS OR REPUTATION, ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF SWAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitations may not apply to you.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SWAP FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE EXCEED THE GREATER OF (A) FIFTY POUNDS STERLING (£50) OR (B) THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO SWAP FOR USING THE SITE DURING THE THREE (3) MONTHS PRIOR TO BRINGING THE CLAIM.

15. Indemnification

You agree to defend, indemnify and hold harmless Swap and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney's fees) arising from:

  • (i)your use of, or inability to use, the Site;
  • (ii)your violation of these Terms; or
  • (iii)your violation of any third party right, including without limitation any intellectual property, confidentiality, or privacy right.

16. Term and Termination

These Terms are effective until terminated by Swap or you. Swap, in its sole discretion, has the right to terminate these Terms and/or your access to the Site, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of these Terms). Swap shall not be liable to you or any third party for termination of the Site, or any part thereof. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site in any way, your only recourse is to immediately discontinue use of the Site. Upon termination of these Terms, you shall cease all use of the Site. This Section 16 and Sections 8 (Intellectual Property Rights), 12 (Privacy), 13 (Warranty Disclaimers), 14 (Limitation of Liability), 15 (Indemnity), 18 (Independent Contractors) and 19 (Miscellaneous) shall survive termination of these Terms.

17. Changes

We reserve the right, at our discretion, to change these Terms at any time. Such change will be effective immediately following posting of the revised Terms on the Site, and your continued use of the Site thereafter means that you accept those changes.

18. Independent Contractors

You and Swap are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Swap. You must not under any circumstances make, or undertake, any warranties, representations, commitments or obligations on behalf of Swap.

19. Miscellaneous

Swap reserves the right to discontinue or modify any aspect of the Site at any time. These Terms and the relationship between you and Swap shall be governed by and construed in accordance with the laws of England, without regard to its principles of conflict of laws. You agree to submit to the personal and exclusive jurisdiction of the courts of England and Wales and waive any jurisdictional, venue, or inconvenient forum objections to such courts, provided that Swap may seek injunctive relief in any court of competent jurisdiction. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Swap without restriction or notification to you. Nothing in these Terms shall deprive you of any mandatory consumer protections in your country of residence. These Terms shall constitute the entire agreement between you and Swap concerning the Site. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and a party's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS BARRED.