Website Terms Of Use


LAST UPDATED: March 22, 2021
INTRODUCTION
Software Developers, LLC (SELLERCLOUD, we or our) displays its Web Site for your use and browsing, subject to these Terms of Use and all applicable laws and regulations. Please read these Terms of Use carefully. By browsing and/or using the Web Site, you fully and unconditionally accept and agree to be bound by these Terms of Use, including binding arbitration. If you do not agree to them, please do not visit or use the Web Site. SELLERCLOUD reserves the right to revise these Terms of Use, so please check back periodically for changes. Your continued use or browsing of the Web Site following the posting of any changes to these Terms of Use constitutes your acceptance of those changes. Updates will be evidenced by a more recent Last Updated date at the top of this page.  All changes are effective immediately when We post them, and apply to the use or browsing of the Web Site thereafter. Also, these Terms of Use are applicable only to those who browse or use the Web Site. Should you become a client or subscribing user of Sellercloud, its products, services, applications, platforms or portals, you will be required to agree to a different set of Terms of Use.
USE OF THE WEB SITE
SELLERCLOUD maintains the Web Site for your personal use. Your use of the Web Site for any other purpose is permissible only upon the express prior written consent of SELLERCLOUD. Without limiting the foregoing, you may not: (1) use the Web Site in a commercial manner, including by distributing, transmitting or publishing the Web Site or any of its content; (2) interfere with the functioning of the Web Site; (3) impair the Web Site’s operation or interfere with or disrupt the servers or networks connected to it; (4) interfere with SELLERCLOUD’S intellectual property rights; (5) frame or otherwise co-brand the Web Site or any of its content unless otherwise permitted by a signed writing with SELLERCLOUD; (6) deep-link to any portion of the Web Site; or (7) use the Web Site for any illegal purpose. We reserve the right in our sole discretion to terminate or restrict your use of the Web Site, without notice, for any or no reason, and without liability to you or any third party. In such event, we may inform your Internet or telecommunications service provider of your activities and take appropriate legal action.
WEB SITE MODIFICATIONS
We reserve the right, in our sole discretion, to modify, suspend or discontinue any part of the Web Site at any time, without notice or liability to you or any third party. We also reserve the right, in our sole discretion, to impose limits on certain features and functions.
PRIVACY POLICY
SELLERCLOUD takes your privacy seriously. Any information submitted on or collected through the Web Site is subject to our Privacy Policy, the terms of which are incorporated into these Terms of Use. Click here to review our Privacy Policy.
LINKS TO OTHER WEB SITES
The Web Site may include links to third-party web sites or mobile web sites. SELLERCLOUD does not control and is not responsible for the content or privacy policies of any linked third party web site or mobile web site, and the inclusion of any link to such site does not imply our endorsement of it.
COMMENTS, REQUESTS AND TRANSACTIONS
All submitted comments, requests or transactions made through the Web Site are subject to SELLERCLOUD’ acceptance, which is in our sole discretion. Without limitation, this means that SELLERCLOUD may disregard, refuse to accept or may cancel any submitted comment, request or transaction, for any or no reason, in our sole discretion, and without liability to you or any third party. 
ELECTRONIC COMMUNICATIONS
By using the Web Site, you consent to receiving electronic communications and notices from SELLERCLOUD. You agree that any notice, agreement, disclosure or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
INTELLECTUAL PROPERTY
All copyrightable text, graphics, sound, downloads, software and other material (collectively, the “Content”), the selection, compilation, arrangement and presentation of all materials, and the overall design of the Web Site are copyrighted by SELLERCLOUD and are protected by law. You may print a copy of the Content on your computer or other device only for your own personal, non-commercial use, provided that you do not remove any copyright, trademark or other proprietary notices from the Content. Any other use of the Content is strictly prohibited, unless you have our prior written permission. You may use such third-party content only as expressly authorized by the applicable owner. All requests for permission to reprint or make any other use of the Content should be addressed to Sellercloud, 410 Monmouth Avenue, Suite 502, Lakewood, New Jersey USA 08701 or by using this contact form. SELLERCLOUD does not warrant that your use of materials displayed on or linked to the Web Site will not infringe the rights of third parties.
Sellercloud® is a registered trademark/service mark owned by SELLERCLOUD. This is not an all-inclusive list of SELLERCLOUD’S trademarks and service marks. Trademarks and service marks designated with the “®” symbol are registered with the U.S. Patent and Trademark Office. Other trademarks and service marks belonging to SELLERCLOUD may be designated with the “SM” or “TM” symbols. Our trademarks and service marks may not be used in connection with any product or service without our prior written permission. All other brands, trademarks and names not owned by SELLERCLOUD that appear on the Web Site are the property of their respective owners, who may or may not be affiliated with, connected to or endorsed by SELLERCLOUD.
CLAIMS OF COPYRIGHT INFRINGEMENT
If you in believe that materials posted on the Web Site violate your intellectual property rights, please contact us at Sellercloud, 410 Monmouth Avenue, Suite 502, Lakewood, New Jersey, USA 08701 or by using this contact form. Please include: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other proprietary interest; (2) a description of the copyrighted work or other protected material that you claim has been infringed upon; (3) a description of where the material is located on the Web Site; (4) your address, telephone number and e-mail address; (5) your statement that you have a good faith belief that the disputed use is not authorized by the copyright or other interest owner, its agent or the law; and (6) your statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright or other interest owner or are authorized to act on the owner’s behalf.
USE OF COMMENTS SUBMITTED
You agree that SELLERCLOUD is free to use any comments or ideas contained in any communication you may send to us, without compensation, acknowledgement or payment to you, for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products and services and creating, modifying or improving the Web Site or other products or services.
NO WARRANTY
While we use our reasonable efforts to maintain the accuracy and reliability of the Web Site, we do not warrant or represent that it will always function or be error-free. We assume no responsibility or liability for errors or omissions on the Web Site or for problems with its operation. Your access and use of the Web Site are at your own risk. Without limiting the foregoing, THE WEB SITE AND ITS CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. Some jurisdictions do not allow the exclusion of certain warranties, so the above may not apply to you. If you become a client or subscribing user of SELLERCLOUD, its products, services, applications, platform or portals, the terms and conditions of our Terms of Use applicable to our clients or subscribing users will apply.
LIMITATION OF LIABILITY
IN NO EVENT SHALL SELLERCLOUD, ITS RELATED COMPANIES, AND EACH SUCH COMPANY’S DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES AND AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, LOST PROFITS OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS, USE OR INABILITY TO USE THE WEB SITE OR FOR ANY INFORMATION SUBMITTED TO, PROVIDED BY OR THROUGH THE WEB SITE. ANY CLAIM FOR DIRECT DAMAGES CONCERNING ACCESS, USE OR THE INABILITY TO USE THE WEB SITE OR FOR ANY INFORMATION PROVIDED BY OR THROUGH THE WEB SITE SHALL BE LIMITED IN THE AGGREGATE TO FIFTY DOLLARS ($50).
Some jurisdictions do not allow the exclusion of certain damages, so the above may not apply to you. If any authority holds any portion of this section to be unenforceable, then liability will be limited to the fullest extent permitted by applicable law.
INDEMNITY
You agree to indemnify and hold SELLERCLOUD, its affiliates and related companies and each of their respective directors, officers, members, employees and agents harmless from and against any third-party claim or cause of action, including reasonable attorneys’ fees and costs, arising, directly or indirectly, in whole or in part, out of your use of the Web Site, your violation of any law or the rights of any person.
BINDING ARBITRATION
You agree that any controversy or claim arising out of or relating to the Web Site itself or use of the Web Site or these Terms of Use, other than claims relating to infringement of copyright or other intellectual property claims relating to this Web Site, may only be resolved by individual binding arbitration in accordance with this arbitration provision. The arbitration must be held in a location determined by the arbitrator as set forth herein (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by the parties, in accordance with the applicable procedural rules set forth in the then prevailing Comprehensive Arbitration Rules and Procedures of JAMS (“JAMS Rules and Procedures”), and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The JAMS Rules and Procedures are available at www.jamsadr.com/rules-comprehensive-arbitration or by calling (800) 352-5267. The arbitrator must be selected pursuant to the JAMS Rules and Procedures. This arbitration provision is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq. (“FAA”). In any arbitration under this arbitration provision, all issues are for the arbitrator to decide, including his or her own jurisdiction, and any objections with respect to the existence, scope or validity of this arbitration provision. The arbitrator, however, shall apply New Jersey State law to the underlying dispute, consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law. You will be responsible for your share of any arbitration fees (e.g., filing, administrative, etc.), but only up to the amount of filing fees you would incur if the claims were filed in court. SELLERCLOUD will be responsible for all other arbitration fees. You are responsible for all other costs/fees that you incur in arbitration, e.g. fees for attorneys, expert witnesses, etc. You are not required to reimburse SELLERCLOUD for any arbitration fees unless the arbitrator finds that the substance of your claims(s) or the relief sought is frivolous. If the arbitrator makes such a finding, JAMS Rules will govern the payment of all fees, and SELLERCLOUD may seek reasonable attorneys’ fees. Notwithstanding any provisions in these Terms of Use, SELLERCLOUD will pay all fees and costs it is required by law to pay.
If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal or otherwise conflicts with the rules and procedures established by JAMS, then the balance of this arbitration provision remains in effect and must be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision is null and void and neither you nor SELLERCLOUD is entitled to arbitrate their dispute. THE ARBITRATION OF DISPUTES PURSUANT TO THIS PARAGRAPH MUST BE IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS OR REPRESENTATIVE PROCEEDING. ACCORDINGLY, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED.
BY AGREEING TO THE ARBITRATION OF DISPUTES AS SET FORTH HEREIN, YOU AGREE THAT YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL AND LIMITING YOUR RIGHT TO APPEAL. IF YOU DO NOT WISH TO AGREE TO THIS ARBITRATION PROVISION, YOU MUST NOTIFY US IN WRITING WITHIN 30 DAYS AFTER YOUR FIRST USE OF THE WEB SITE BY REGISTERED MAIL RETURN RECEIPT REQUESTED to Sellercloud, 410 Monmouth Avenue, Suite 502, Lakewood, New Jersey USA 08701. Include your name, address and a clear statement that you do not agree to this Arbitration provision.
DISPUTES
These Terms of Use are governed by and construed in accordance with the laws of the State of New Jersey, United States of America, without regard to its conflict of law principles. Any action to enforce these Terms of Use regarding a claim not subject to binding arbitration must be brought in the U.S. District Court for the District Of New Jersey or the state courts located in Ocean County, New Jersey. By using the Web Site, you consent to the jurisdiction and venue of these courts. Except where prohibited, you agree that any and all disputes, claims and causes of action directly or indirectly arising out of the Web Site must be resolved individually, without resort to any form of class action. Any claim or cause of action you may have with respect to the Web Site must be commenced within one (1) year after the claim or cause of action arises, regardless of any law to the contrary.
GENERAL
If any provision of these Terms of Use is held to be invalid or unenforceable, that provision must be construed consistent with applicable law, and the remaining provisions must be enforced. Headings are for reference purposes only and in no way define, limit, construe or describe the scope of such section. Our failure to enforce any provision of these Terms of Use shall not constitute a waiver of that or any other provision. These Terms of Use set forth the entire agreement between you and SELLERCLOUD in connection with your use of the Web Site.
FORCE MAJEURE
SELLERCLOUD will not be liable for any failure or delay in connection with the Web Site if such failure or delay is due to circumstances or events beyond its reasonable control, including, without limitation, acts of a governmental body, war, insurrection, acts of terrorism, sabotage, embargo, fire, flood, mud slides, earthquakes, strikes, natural disasters, acts of God, public health emergencies, epidemics, endemics, pandemics, shelter-in-place or stay-at home orders, quarantines, government shutdowns, labor disturbances, riots, gas shortages, interruption or delay in transportation or travel, unavailability of, interruption or delay in network capabilities, telecommunications, the Internet or third party products or services, inability to submit, obtain or receive information through the Web Site.
CONTACT US
If you have any questions about these Terms of Use, please contact us at Sellercloud, 410 Monmouth Avenue, Suite 502, Lakewood, New Jersey, USA 08701 or by using this contact form.