Terms and Conditions
SHOPCAYMANISLANDS.COM
TERMS OF SERVICE
Last
Updated: April 21st, 2021
1. Overview
and Acceptance of Use
Welcome
to Shopcaymanislands.com (“SCI”) is an online marketplace connecting retailers
with customers, accessible through its websites (collectively, the “Site”) and
mobile applications (collectively, the “ Application”) (together, the
“Services”). Throughout these Terms of Service (“Terms”), the terms “SCI”,
“our”, “us”, and/or “we” refer to Shopcaymanislands.com. The terms “you” and/or
“your” refer to any visitor of the Site and/or the Application and any user of
the Services, including any Member (as defined below). These Terms govern your
access to and use of the Services and Collective Content (defined below), and
constitute a binding legal agreement between you and Shopcaymanislands.com.
Please
read these Terms, our Privacy Policy and the Merchant Terms and Conditions, all
of which are incorporated herein by reference and govern your access to and use
of the Services. The Services are offered and available solely to users who are
18 or older. By using the Services, you represent and warrant that you are of
legal age to form a binding contract with SCI and meet the foregoing
eligibility requirements. If you do not meet these requirements, you must not
access or use the Services. If you are entering into these Terms on behalf of a
company or other legal entity, you represent and warrant that you have the
authority to bind that party to these Terms and, in such event, “you” and
“your” will refer and apply to that party.
YOU
ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE SERVICES (INCLUDING BY
DOWNLOADING OR POSTING ANY CONTENT FROM OR ONTO THE SERVICES), YOU AGREE TO BE
BOUND BY THESE TERMS AND ALL OTHER TERMS AND POLICIES REFERENCED IN THESE
TERMS. THIS APPLIES WHETHER OR NOT YOU HAVE REGISTERED ON OR THROUGH THE
SERVICES. IF YOU DO NOT AGREE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE
SERVICES OR COLLECTIVE CONTENT.
2. Modification
We
reserve the right, at our sole discretion to modify, suspend, discontinue or
terminate the Services or any content, feature or material we provide thereon,
or to modify these Terms, at any time and without prior notice, and have no
obligation to update any information thereon. We will not be liable if for any
reason all or any part of the Services is unavailable at any time or for any
period. From time to time, we may restrict access to some or all parts of the
Services to users, including Members. You agree that it is your responsibility
to monitor changes to our Services. If we modify these Terms we will post the
modification on the Site or via the Application and/or provide you with notice
of the modification. By continuing to access or use the Services thereafter, you
are indicating that you agree to be bound by the modified Terms. If the
modified Terms are not acceptable to you, your only recourse is to cease using
the Services.
3. Key
Definitions
“Collective
means, collectively, SCI Content and Member Content.
“Content”
means text, graphics, images, music, software (excluding the Application),
audio, video, information or other materials.
“SCI
Content” means Content that SCI makes available through the Services including
any Content licensed from a third party, but excluding Member Content.
“Member”
means a business that completes SCI’s account registration process, as
described under the “Account Registration” section below.
“Member
Content” means Content that a Member posts, uploads, publishes, submits or
transmits to SCI to be made available through the Services.
4. Account
Registration
To
access certain features of the Services and to post any Member Content thereon,
you must register to create an account (“ Account”) to buy products shown on
the SCI. SCI offers two types of Accounts. The first is a “Customer Account”
for buyers who purchase goods through the Services for the their own use (“
Customers”). The second is a “Vendor Account” for sellers who offer to sell
and/or sell their goods to Customers through the Services (“Brand”). Each type
of Account gives access to different aspects of the Services.
You
may register directly as a Customer via the Site or Application. During the
registration process, you will be required to provide certain information and
you will establish a username and a password. You agree that all information
you provide to register for an Account (and/or for any subsequent activity or
interaction with SCI and the Services), including through the use of any
interactive features on the Services, is governed by our Privacy Policy, and
you consent to all actions we take with respect to your information or
information you provide, consistent with our Privacy Policy.
You
agree to provide accurate, current and complete information during the
registration process and to update such information to keep it accurate,
current and complete. We reserve the right to temporarily suspend or
permanently terminate your Account if any information provided during the
registration process or thereafter proves to be inaccurate, not current or
incomplete. You are responsible for safeguarding your password and you agree
that you will not disclose it to any third party. You agree that you are solely
responsible for any activities or actions under your Account, whether you
authorised them or not. You will immediately notify us of any unauthorised use
of your Account. We have the right to disable any user name, password or other
identifier, whether chosen by you or provided by us, at any time in our sole
discretion for any or no reason, including if, in our opinion, you have
violated any provision of these Terms.
5. Account
Levels
Vendor
Account. To sell goods through the Services as a Vendor, you must
submit a signed Merchant Terms of Service Agreement, and be approved by, SCI.
If approved as a Vendor, you will be required to submit additional information,
including about your business, where to deposit funds from sales of your
products as well as agree to and provide a credit/debit card to which we will
charge the monthly charge of $100 to have a store presence on SCI. Additional detail regarding information
collected can be found in our Privacy Policy. For clarity, your use of the
Services as a Vendor is subject to the Merchant Terms of Service Agreement
referenced above.
Customer
Account. To purchase goods through the Services as a Customer, you need
to establish a Customer Account, which is free. When you sign up as a Customer,
you will be required to submit customary information such as your first and
last name, email address and location. Before you make your first purchase as a
Customer, you may be required to provide additional information such as payment
method information and address for delivery. Additional detail regarding
information collected can be found in our Privacy Policy.
By
submitting payment details in conjunction with registering for a Customer
Account and/or purchasing goods, you agree to pay for the goods purchased,
delivery charges and other fees that may accrue, and authorise us to charge the
payment method with the information you have supplied to us, and/or to credit
such payment method to make any adjustments if necessary. We reserve the right
to correct any errors in pricing. We, and the Brand, have the right to refuse
any order.
6. Ownership
The
Services and Collective Content are each protected by copyright, trademark and
other laws of the Cayman Islands and foreign countries. You acknowledge and agree
that the Services and Collective Content, excluding your specific Retail Item
Content, including all associated intellectual property rights, are the
exclusive property of SCI, its licensors and/or other providers of such
material. Other than expressly stated herein, there are no implied licenses
granted under these Terms. You will not remove, alter or obscure any copyright,
trademark, service mark or other proprietary rights notices incorporated in or
accompanying the Services or Collective Content. Additionally SCI is the owner
of pending, registered and/or unregistered trademarks, trade dress and trade
name appearing on the Services, including the SCI name and logo, and all
related names, logos, product and service names, designs and slogans. You agree
to not use such marks without SCI’s prior written permission. Any other
trademarks, service marks, logos, trade names and any other proprietary
designations are the trademarks or registered trademarks of their respective
parties.
7. License
Granted by SCI
License
Grant. Subject to the terms and conditions of these Terms, SCI grants
you: (a) a non-transferable, non-exclusive, revocable, limited license, with no
right to sublicense, to use and access the Services, and to view any Collective
Content to which you are permitted access solely for the purposes set forth in
these Terms; and (b) a limited non-exclusive, revocable, non-transferable
license to download and install a copy of the Application on your device solely
in connection with your use of the Services.
Restrictions.
Except as otherwise stated, the rights granted herein are subject to the
following restrictions: (a) you shall not license, sell, rent, lease, transfer,
assign, distribute, host or otherwise commercially exploit the Services or
Collective Content; (b) you shall not copy, reproduce, disseminate, distribute,
modify, adapt, create derivative works of, publicly display, publicly perform,
stream, broadcast, republish, download, disassemble, reverse compile, reverse
engineer, store, post or transmit any of the material or content on our
Services; and (c) you shall not interfere with or circumvent any feature of the
Services, including any security or access control mechanism, in whole or in
part, except as permitted in these Terms. Except as expressly granted in these
Terms, no licenses or rights are granted to you by implication or otherwise
under any intellectual property rights owned or controlled by SCI, its
licensors or others. If you violate the rights of SCI, its licensors or others,
your right to use the Services will stop immediately and you must, at our
option, return or destroy any copies of the materials you have made.
8. License
Granted by Vendor
In
order to get the most out of the Services, Vendors can provide or otherwise
make Vendor’s Content available to us for use in connection with the Services.
For these purposes, you hereby grant to SCI a worldwide, perpetual,
non-exclusive, transferable, sub-licensable, royalty-free license to use, view,
copy, adapt, modify, distribute, publicly display and publicly perform (through
any means necessary) such Vendor’s Content on, through or by means of the
Services and/or any of SCI’s advertising, marketing, publicity or other
initiatives or events. SCI does not claim any ownership rights in any
Retailer’s Content and nothing in these Terms will be deemed to restrict any
rights that you may have to use and exploit any Vendor’s Content.
You
acknowledge and agree that you are solely responsible for any and all Vendor’s
Content that you make available through the Services. Accordingly, you
represent and warrant that: (a) you either are the sole and exclusive owner of
all such Vendor’s Content or you have all rights, licenses, consents and
releases necessary to grant to SCI the rights in such Vendor’s Content as
contemplated under these Terms; and (b) neither the Vendor’s Content or any
portion thereof nor your posting, uploading, publication, submission or
transmittal of the Vendor’s Content or SCI’s use of the Vendor’s Content (or
any portion thereof) on, through or by means of the Services and/or third party
platforms will infringe, misappropriate or violate a third party’s patent,
copyright, trademark, trade secret, moral rights or other intellectual property
rights, or rights of publicity or privacy, or contain libellous, misleading, or
otherwise unlawful, abusive, harassing or obscene material, or contain any
computer virus or other malware that could in any way affect the operation of
the Services, or result in the violation of any applicable law or regulation.
You agree that you will not use a false e-mail address, pretend to be someone
other than yourself or otherwise mislead us or third parties as to the origin
of any posts. You are solely responsible for any Vendor’s Content you make and
its accuracy. ShopCaymanislands.com takes no responsibility and assumes no liability for any
Vendor’s Content posted by you or any third party, and you agree to indemnify
SCI per the terms of the Indemnification section herein.
9. Content
from Social Media and Networking Sites
As
a Vendor, you may link your social media accounts to your Vendor store
(collectively, “Social Media Accounts”). You represent that you are entitled to
grant SCI access to, or otherwise make available, your Social Media Accounts
and the content therein for the purposes described herein, without breach by
you of any of the terms and conditions that govern your use of the applicable
Social Media Account, and without obligating SCI to pay any fees or making SCI
subject to any usage limitations imposed by such social media service
providers. Depending on the Social Media Accounts you choose and subject to the
privacy settings that you have set in such Social Media Accounts, personally
identifiable information that you post to your Social Media Accounts will be
available on and through your Brand Account on the Services.
Please
note that if a Social Media Account or associated service becomes unavailable
for any reason, then the Social Media Account Content that was available from
such Social Media Account will no longer be available on and through the
Services. You have the ability to unlink your Vendor Account and your Social
Media Accounts, at any time, by contacting SCI. PLEASE NOTE THAT YOUR
RELATIONSHIP WITH THE SOCIAL MEDIA SERVICE PROVIDERS ASSOCIATED WITH YOUR
SOCIAL MEDIA ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH SOCIAL
MEDIA SERVICE PROVIDERS. SCI makes no effort to review any Social Media Account
Content for any purpose, including for accuracy, legality or non-infringement
and SCI is not responsible for any Social Media Account Content. SCI may,
however, at any time and without prior notice, screen, remove, disable or block
any Social Media Account Content that in SCI’s sole judgment violates these Terms
or is otherwise objectionable.
10.
Feedback
We
welcome and encourage you to provide feedback, comments and suggestions for
improvements to the Services (“Feedback”). You acknowledge and agree that if
you submit any Feedback to us (through any communication channel), you hereby
grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid,
royalty-free, sub-licensable and transferable license under any and all
intellectual property rights that you own or control to use, copy, modify, create
derivative works based upon and otherwise exploit the Feedback for any purpose.
11.
Reliance on Information Posted
The
information presented on or through the Services is made available solely for
general information purposes. We do not warrant the accuracy, completeness or
usefulness of this information. Any reliance you place on such information is
strictly at your own risk. We disclaim all liability and responsibility arising
from any reliance placed on such materials by you or any other visitor to the
Site or user of the Services, or by anyone who may be informed of any of its
contents.
The
Services include content provided by third parties, including materials
provided by other users, Customers, bloggers and third party licensors. All
statements and opinions expressed in these materials, and all articles and
responses to questions and other Content, other than the Content provided by
SCI, are solely the opinions and the responsibility of the person or entity
providing those materials. These materials do not necessarily reflect the
opinion of SCI. We are not responsible, or liable to you or any third party,
for the content or accuracy of any materials provided by any third parties.
12.
Links to Third Party Websites
The
Services may contain links to third-party websites or resources. You
acknowledge and agree that SCI is not responsible or liable for: (a) the
availability or accuracy of such websites or resources; or (b) the Content,
products or services on or available from such websites or resources. Links to
such websites or resources do not imply any endorsement by SCI of such websites
or resources or the Content, products or services available from such websites
or resources. You acknowledge sole responsibility for and assume all risk
arising from your use of any such websites or resources or the Content,
products, or services on or available from such websites or resources. Also,
Apple Inc. (“Apple”) and Google, Inc. will be a third party beneficiary to
these Terms if you access the Services using applications developed for Apple
iOS or Android, respectively. These third party beneficiaries are not parties
to these Terms and are not responsible for the provision or support of the
Services in any manner. Your access to the Services using these applications or
devices is subject to terms set forth in their respective terms of service and
privacy policies.
13.
Notice Regarding Apple
This
Section only applies to the extent you are using our mobile application on an
iOS device. You acknowledge that these Terms are between you and SCI only, not
with Apple, and Apple is not responsible for the Services or the content
thereof. Apple has no obligation to furnish any maintenance and support
services with respect to the Services. If the Services fails to conform to any
applicable warranty, you may notify Apple and Apple will refund any applicable
purchase price for the mobile application to you; and, to the maximum extent
permitted by applicable law, Apple has no other warranty obligation with
respect to the Services. Apple is not responsible for addressing any claims by
you or any third party relating to the Services or your possession and/or use
of the Services, including: (a) product liability claims; (b) any claim that
the Services fail to conform to any applicable legal or regulatory requirement;
or (c) claims arising under consumer protection or similar legislation. Apple
is not responsible for the investigation, defence, settlement and discharge of
any third party claim that the Services and/or your possession and use of the
Services infringe a third party’s intellectual property rights. You agree to
comply with any applicable third party terms when using the Services. Apple and
Apple’s subsidiaries are third party beneficiaries of these Terms, and upon
your acceptance of these Terms, Apple will have the right (and will be deemed
to have accepted the right) to enforce these Terms against you as a third party
beneficiary of these Terms.
14.
Prohibited Uses
You
agree not to do any of the following:
Post,
upload, publish, submit or transmit any Content that: (a) infringes,
misappropriates or violates a third party’s patent, copyright, trademark, trade
secret, moral rights or other intellectual property rights, or rights of
publicity or privacy; (b) violates, or encourages any conduct that would
violate, any applicable law or regulation or would give rise to civil
liability; (c) is fraudulent, false, misleading or deceptive; (d) is
defamatory, obscene, pornographic, vulgar or offensive; (e) promotes
discrimination, bigotry, racism, hatred, harassment or harm against any
individual or group; (f) is violent or threatening or promotes violence or
actions that are threatening to any person or entity; or (g) promotes illegal
or harmful activities or substances.
Use,
embed, display, mirror or frame the Site or Application, or any individual
element within the Services, SCI’s name, any SCI trademark, logo or other
proprietary information, or the layout and design of any page or form contained
on a page, without SCI’s express written consent or as enabled by features made
available by SCI (e.g., widgets) (you may link to SCI’s homepage or to the home
page of your store in the SCI website, so long as you do not imply or suggest
any form of association, approval or endorsement on our behalf without our
express written consent but you may not link to the Site in a libellous, misleading
or otherwise unlawful manner, or in any manner that violates these Terms);
Access,
tamper with or use non-public areas of the Site or Application, SCI’s computer
systems or the technical delivery systems of SCI’s providers;
Attempt
to probe, scan, or test the vulnerability of any SCI system or network or
breach any security or authentication measures;
Avoid,
bypass, remove, deactivate, impair, descramble or otherwise circumvent any
technological measure implemented by SCI or any of SCI’s providers or any other
third party (including another user) to protect the Services or Collective
Content;
Attempt
to access or search the Services or Collective Content or download Collective
Content from the Services through the use of any engine, software, tool, agent,
device or mechanism (including spiders, robots, crawlers, data mining tools or
the like) other than the software and/or search agents provided by SCI or other
generally available third party web browsers;
Send
any unsolicited or unauthorised advertising, promotional materials, email, junk
mail, spam, chain letters or other form of solicitation to, through, or with
any assistance from, the Services;
Use
any meta tags or other hidden text or metadata utilising a SCI trademark, logo
URL or product name without SCI’s express written consent;
Use
the Services or Collective Content in any manner not permitted by these Terms;
Forge
any TCP/IP packet header or any part of the header information in any email or
newsgroup posting, or in any way use the Services or Collective Content to send
altered, deceptive or false source-identifying information;
Attempt
to decipher, decompile, disassemble or reverse engineer any of the software or
algorithms used to provide the Services or Collective Content;
Interfere
with, or attempt to interfere with, the access of any user, host or network,
including sending a virus, overloading, flooding, spamming or mail-bombing the
Services;
Collect
or store any personally identifiable information from the Services from other
users of the Site, Services or Application without their express permission and
in a manner that does not violate SCI’s Privacy Policy;
Impersonate
or misrepresent your affiliation with any person or entity;
Violate
any applicable law or regulation; or
Encourage
or enable any other third party to do any of the foregoing.
SCI
will have the right to investigate and prosecute violations of any of the above
to the fullest extent of the law. SCI may involve and cooperate with law
enforcement authorities in prosecuting users who violate these Terms. You
acknowledge that SCI has no obligation to monitor your access to or use of the
Services or Collective Content, or to review or edit any Collective Content,
but has the right to do so for the purpose of operating the Services, to ensure
your compliance with these Terms, to investigate a complaint or to comply with
applicable law or the order or requirement of a court, administrative agency or
other governmental body. SCI reserves the right, at any time and without prior
notice, to remove or disable access to any Member Content or Collective Content
that SCI, in its sole discretion, considers to be in violation of these Terms
or otherwise harmful to the Services. SCI reserves the right to cooperate fully
with law enforcement, and to involve and share information with law
enforcement, governmental agencies or other oversight bodies if SCI suspects
illegal activity may be taking place.
15.
Text Messages and Telephone Calls
SCI,
and those acting on SCI’s behalf, may contact you by telephone or text message
(including through use of an automatic telephone dialling system) at the phone
numbers you have provided to us. These messages may include operational messages
about your use of the Service. You understand that you are not required to
consent to communications as a condition of purchasing any property, goods or
services. You may opt out of receiving telephone calls or text messages from us
at any time, either by texting the word “STOP” in response to a text message
received from us using the mobile device that is receiving the messages. You
may continue to receive text messages for a short period while SCI processes
your request, and you may also receive text messages confirming the receipt of
your opt-out request. Opting out of receiving operational text messages may
impact the functionality of the Services. Standard data and message rates may
apply whenever you send or receive such messages, as specified by your carrier.
16.Procedure
for Claiming Intellectual Property Infringement – DMCA Notice
SCI
respects intellectual property laws and expects its users to do the same. It is
SCI’s policy to terminate, in appropriate circumstances, Members or other account
holders who infringe or are believed to be infringing the intellectual property
rights of others.
17.
Information We Collect About You
All
information we collect about you when you apply for an account or use or visit
the Services is subject to our Privacy Policy. By using the Services, you
consent to the terms and conditions of the Privacy Policy and all actions taken
by us in accordance with it.
18.
Termination and Account Cancellation
If
you breach any of these Terms, SCI will have the right to suspend or disable
your Account or terminate these Terms, in its sole discretion and without prior
notice to you. SCI reserves the right to revoke your access to and use of the
Services and Collective Content at any time, with or without cause. In the event
SCI terminates these Terms for your breach, you will remain liable for all
amounts due hereunder. You may cancel your Account at any time by sending an
email to support@shopcaymanislands.com.
19.
Disclaimers
THE
SERVICES AND COLLECTIVE CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY
KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, SCI EXPLICITLY
DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE
OF DEALING OR USAGE OF TRADE. SHOPCAYMANISLANDS.COM MAKES NO WARRANTY THAT THE SERVICES OR
COLLECTIVE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN
UNINTERRUPTED, SECURE OR ERROR-FREE BASIS. SCI MAKES NO WARRANTY REGARDING THE
QUALITY OF ANY PRODUCTS, SERVICES OR COLLECTIVE CONTENT PURCHASED OR OBTAINED
THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR
RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES. NO ADVICE OR
INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM SHOPCAYMANISLANDS.COM OR THROUGH THE
SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE
HEREIN.
YOU
ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH
OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR
INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT SCI DOES
NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SERVICES, NOR
DOES SCI MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES.
SCI MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE
SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE
SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND
INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM
YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES,
PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
20.
Indemnity
You
agree to defend, indemnify, and hold SCI, and its parent, subsidiaries,
affiliates, partners, successors, and assigns, and each of their owners,
members, officers, directors, employees, agents, representatives, contractors,
subcontractors, licensors, service providers and third party content providers,
harmless from any claims, liabilities, damages, judgments, awards, losses,
costs, expenses, or fees (including reasonable legal and accounting fees) made
by any third party due to or arising out of your violation of these Terms,
and/or any law or the rights of a third party, and/or your use of the Services,
including your Customer Content.
21.
LIMITATION OF LIABILITY
YOU
ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE
RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND COLLECTIVE
CONTENT REMAINS WITH YOU. NEITHER SCI NOR ANY OTHER PERSON OR ENTITY INVOLVED
IN CREATING, PRODUCING OR DELIVERING THE SITE, SERVICES, APPLICATION OR
COLLECTIVE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR
CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF
GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST
OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY
INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS
OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR COLLECTIVE CONTENT, OR
FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE
SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF
YOUR USE OF THE SERVICES WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING
NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT
SCI HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED
REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN
NO EVENT WILL SCI’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH
THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR COLLECTIVE
CONTENT EXCEED US$100. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE
FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SCI AND YOU. SOME
JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR
CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO
YOU.
22.
Controlling Law and Jurisdiction
These
Terms and any action related thereto will be governed by the laws of the Cayman
Islands without regard to its conflict of laws provisions. The exclusive
jurisdiction and venue of any action or court proceeding permitted under these
Terms will be the courts located in the Grand Cayman, Cayman Islands and each
of the parties hereto waives any objection to jurisdiction and venue in such
courts.
23.
Assignment
You
may not assign or transfer these Terms, by operation of law or otherwise,
without SCI’s prior written consent. Any attempt by you to assign or transfer
these Terms without such consent will be null and of no effect. SCI may assign
or transfer these Terms in its sole discretion without restriction. Subject to
the foregoing, these Terms will bind and inure to the benefit of the parties,
their successors and permitted assigns.
24.
Notices
Any
notices or other communications permitted or required hereunder, including
those regarding modifications to these Terms, will be in writing and given: (a)
by SCI via email (in each case to the primary account email address that you
provide); (b) by posting to the Site; or (c) via the Application. For notices
made by email, the date of receipt will be deemed the date on which such notice
is transmitted.
25.
DISPUTE RESOLUTION – ARBITRATION
PLEASE
READ THIS ARBITRATION PROVISION CAREFULLY BECAUSE IT AFFECTS YOUR RIGHTS.
You
and SCI agree that any dispute, claim or controversy arising out of or relating
to these Terms or the breach, termination, enforcement, interpretation or
validity thereof or the use of the Services (collectively, “Disputes”) will be
settled by binding arbitration, except that each party retains the right to:
(a) bring an individual action in small claims court; (b) the right to seek
injunctive or other equitable relief in a court of competent jurisdiction to
prevent the actual or threatened infringement, misappropriation or violation of
a party’s copyrights, trademarks, trade secrets, patents or other intellectual
property rights; (c) pursue an enforcement action through the applicable
federal, state or local agency if that action is available; and (d) seek
injunctive relief in a court of law in aid of arbitration. YOU ACKNOWLEDGE AND
AGREE THAT YOU AND SCI ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO
PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE
PROCEEDING. Further, unless both you and SCI otherwise agree in writing, the
arbitrator may not consolidate more than one person's claims, and may not
otherwise preside over any form of any class or representative proceeding. If
this specific paragraph is held unenforceable, then the entirety of this
“Dispute Resolution” section will be deemed void. Except as provided in the
preceding sentence, this “Dispute Resolution” section will survive any
termination of these Terms.
Arbitration
Rules and Governing Law. The arbitration will be administered by an independent
Arbitrator agreed to my both parties, except as modified by this “Dispute
Resolution” section.
Arbitration
Process. A party who desires to initiate arbitration must provide the other party
with a written Demand for Arbitration as specified by the laws and practices of
the Cayman Islands. The arbitrator will be either a retired judge or an
experienced (15+ years practicing) attorney licensed to practice law in the
Cayman Islands.
Arbitration
Location and Procedure. Unless you and SCI otherwise agree, the arbitration
will be conducted in the Cayman Islands. If your claim does not exceed
CI$10,000, then the arbitration will be conducted solely on the basis of
documents you and SCI submit to the arbitrator, unless you request a hearing or
the arbitrator determines that a hearing is necessary. If your claim exceeds
CI$10,000, your right to a hearing will be determined by the laws and practices
of the Cayman Islands. Subject to the the laws and practices of the Cayman
Islands, the arbitrator will have the discretion to direct a reasonable
exchange of information by the parties.
Arbitrator’s
Decision. The arbitrator will render an award within the time frame specified
by the laws and practices of the Cayman Islands. The arbitrator’s decision will
include the essential findings and conclusions upon which the arbitrator based
the award. Judgment on the arbitration award may be entered in any court having
jurisdiction thereof. The arbitrator’s award damages must be consistent, to the
extent permitted by law, with the terms of the “Limitation of Liability”
section above as to the types and the amounts of damages for which a party may
be held liable.
Fees.
Your responsibility to pay any court filing, administrative and arbitrator fees
will be solely as set forth by the laws and practices of the Cayman Islands. If
applicable arbitration rules or laws require us to pay a greater portion or all
of such fees and costs in order for this Dispute Resolution provision to be
enforceable, then we will have the right to elect to pay the fees and costs and
proceed to arbitration.
Changes.
Notwithstanding the provisions of the “Modification” section above, if SCI
changes this “Dispute Resolution” section after the date you first accepted
these Terms (or accepted any subsequent changes to these Terms), you may reject
any such change by sending us written notice (including by email to
support@shopcaymanislands.com) within 30 days of the date such change became
effective, as indicated in the “Last Updated Date” above or in the date of
SCI’s email to you notifying you of such change. By rejecting any change, you
are agreeing that you will arbitrate any Dispute between you and SCI in
accordance with the arbitration provisions of this “Dispute Resolution” section
(however entitled) as of the date you first accepted these Terms or accepted
any subsequent changes to these Terms.
26.
Entire Agreement
These
Terms constitute the entire and exclusive understanding and agreement between
SCI and you regarding the Services and Collective Content, and these Terms
supersede and replace any and all prior oral or written understandings or
agreements between SCI and you regarding the Services and Collective Content.
27.
Miscellaneous
The
failure by SCI to enforce any right or provision of these Terms will not
constitute a waiver of future enforcement of that right or provision. The
waiver of any such right or provision will be effective only if in writing and
signed by a duly authorised representative of SCI. Except as expressly set
forth in these Terms, the exercise by either party of any of its remedies under
these Terms will be without prejudice to its other remedies under these Terms
or otherwise. If for any reason a court of competent jurisdiction finds any
provision of these Terms invalid or unenforceable, that provision will be
enforced to the maximum extent permissible and the other provisions of these
Terms will remain in full force and effect. Throughout these Terms, the word
“include” or “including” means “including, but not limited to”. Provisions that
by their nature are intended to survive the termination of these Terms or your
use of the Services will survive.
28.
Contact Us
If
you have any questions about these Terms, please contact SCI at:
My
Marketing
Box
30881
Grand
Cayman, Cayman Islands
KY1-1204
support@shopcaymanislands.com
