ShopSpell - Terms & Conditions

Welcome to ShopSpell.com. The ShopSpell ("ShopSpell" or the "Company") website located at www.shopspell.com (the "Website") is designed to provide individuals and vendors with an Indian culture marketplace where they can purchase and sell Indian culture and other products. By accessing or using the Website, you indicate that you have read and understand this Terms and Conditions of Use Agreement (the "Terms of Use"), which incorporates by reference our Privacy Notice, and agree to be legally bound by it. Our Privacy Notice is located at www.shopspell.com/privacy-policy. You must accept this Terms of Use in its entirety in order to use the Website. If you do not understand or have questions about the Terms of Use, immediately stop all use of the Website and contact support@shopspell.com. If you do not accept this Terms of Use, you may not use the Website. Your continued use of the Website constitutes your agreement to the most current version of this Terms of Use. If at any time you do not agree to this Terms of Use, you must cease your use of this Website. If you "bookmark" a portion of the Website or otherwise bypass the Terms of Use, you will still be bound by the Terms of Use.

The Terms of Use apply only to the Website and do not apply to any websites that are linked to the Website. For access to the terms and conditions or privacy policies of linked websites, please refer to the policies of such websites. The Terms of Use are subject to change at any time by us, without prior notice to you, by our posting them on the Website. It is your obligation to review the Terms of Use before accessing the Website. Any changes to the Terms of Use will be effective immediately upon our posting them to the Website, unless otherwise stated. We reserve the right to change the contents of the Website at any time, with or without notice.

1. Termination Of Access

   Use of this Website is a privilege. Users who violate this Terms of Use may be denied access to the Website, and we reserve the right to suspend your use of the Website for any reason at any time, in our sole discretion. The Website and its contents are not intended for the use of children under the age of 13. Individuals under the age of 18 may only access the Website under the supervision of a parent or legal guardian who is at least 18 years of age, and who agrees to be bound by, and responsible for, action taken on the Website.

2. Definitions

   For the purposes of this Terms of Use, the following definitions apply:

   "Affiliates" refers to companies and divisions under the ownership of ShopSpell or that own ShopSpell.

   "Buyer" shall mean a User who purchases through the Website.

   "Content" includes all Text, Graphics, Design and Programming used on the Site.

   "Graphics" includes all logos, buttons, and other graphical elements on the Website, including the color combinations and the page layout of the Website, with the exception of trademarks and intellectual property belonging to third-parties and displayed with permission.

   "Programming" includes, but is not limited to, both client-side code (including but not limited to HTML, PHP, JavaScript, etc.) and server-side code (including but not limited to Active Server Pages, VBScript, databases, etc.) used on the Website.

   "Seller" shall mean a User who sells through the Website.

   "Text" includes all text on every page of the Website, whether editorial, navigational, or instructional.

   "User" or "you" or "your" refers to any individual who uses or accesses any aspect of the Website or its services, including without limitation, to Buyers and Sellers, or those agreeing to its Terms of Use.

   "your use of this/the Website" shall include, without limitation, (i) the use, delivery, functionality, quality, merchantability, safety, legality, condition, or return policy of products offered or sold by Sellers; (ii) the proper payment by or identification of Users; or (iii) any acts or omissions by Users or ShopSpell resulting from Users accessing or utilizing the Website.

3. Use Of This Website

   ShopSpell is an online marketplace which facilitates the Users to offer, buy and sell products and goods related to Indian culture. ShopSpell is not directly involved in the transaction between Buyers and Sellers, does not verify any User's identity, has no control over Buyers, Sellers or other Users, and does not endorse, verify or otherwise certify the products or information submitted by any User, including but not limited to the quality of goods and the accuracy of User submitted data, text, information, images, items and links. You agree and acknowledge that ShopSpell shall not be required to monitor or exercise any editorial control whatsoever over the User submitted content created, obtained or accessible through the Website. All usage of the Website is at your own risk.

   Account Registration

   Prior to ordering any products on or through the Website you are required to create a new account or login as a registered user. Only individuals who are 18 years and older and who can form legally binding contracts under applicable law may register for an account on the Website. Upon registration, you will be asked to provide your name, email address, and mobile number. You will then be asked to create a password for your login account, which will be set up with your email as your username. You may also be offered the opportunity to submit additional information, such as a profile image. If you register or provide information to us in any manner, you agree to provide only true, accurate, current and complete information, and you represent and warrant that you are at least 18 years old. By registering for an account, you grant us permission to send emails, offers, promotions and other marketing material to you via email. You may unsubscribe at any time on your profile page, available at www.shopspell.com/your-account.

   Account Information

   You must keep your account information up-to-date and accurate at all times, including a valid email address and mobile number. To sell items on ShopSpell, you must provide and maintain valid payment information at all times. You are responsible for maintaining the security of your account, and you are fully responsible for all activities and actions that occur in connection with the account. You agree to protect your username and password by, among other things, keeping your password and other information relating to your account confidential. If, notwithstanding the foregoing obligation, you allow another party to use your account, you will be responsible for all use of the Website by the party using your account, and agree to indemnify the Company against any loss or damages suffered as a result thereof. You must immediately notify us of any unauthorized uses of your account or any other breaches of security. We will not be liable for any acts or omissions by you, including but not limited to any damages of any kind incurred as a result of such acts or omissions.

   Transactions

   All sales are binding. The Seller is obligated to ship and complete the order with the Buyer in a prompt manner, unless there is an exceptional circumstance, such as: (a) the Buyer fails to meet the terms of the Seller's listing (such as payment method), or (b) the Site cannot authenticate the Buyer's identity or the Buyer's credit card information is denied. The Buyer is obligated to deliver appropriate payment for items purchased, unless there is an exceptional circumstance. Buyer is responsible for paying all fees and applicable taxes associated with all purchases made through ShopSpell.

   Returns and Shipping

   The return policy and shipping terms of your purchase from a Seller shall be as set forth on that Seller's return policy. Buyers are responsible for reviewing the Seller's return policy and shipping terms prior to transacting with that Seller. The price stated in each item listing description must be an accurate representation of the sale. Sellers may charge reasonable shipping and handling fees to cover the costs for packaging and mailing the items. Sellers may not charge excessive shipping fees or otherwise avoid fees.

   Correctness of Your Order

   ShopSpell shall not be responsible for the correctness of your order from a Seller. ShopSpell makes no representations or warranties whatsoever with respect to the accuracy of information provided by a Seller, nor does it represent or warrant that your order will be shipped to you timely or that the item or product you ordered will conform to the specifications set forth in your order.

   Pursuing Claims

   As permissible by applicable law, in the event you incur any losses, damages, costs or expenses as a result of your or another person's order from a Seller or relying on any information or content provided by a Seller, you agree that you will not file any claims, actions or other proceedings against ShopSpell or any of its Affiliates or join ShopSpell or any of its Affiliates as a co-defendant in any such claims, actions or other proceedings.

   User Submitted Content

   Each User is solely responsible for the contents of their communications and may be held legally liable or accountable for the content of their comments or other material or information. User submitted content, in addition to the other restrictions set forth herein:

   • may not contain URLs or links to any Internet Web sites (if you are interested in advertising your merchandise, company or web site, contact our Sales department);

   • may not contain unsolicited commercial solicitations;

   • may not contain material that is sexually explicit, obscene, libelous, defamatory, threatening, harassing, abusive, or hateful;

   • may not contain information that is known by you to be untrue, false or misleading or which does not fairly or accurately depict or describe the subject matter which is the subject of the information posted by you; and

   • may not present information which impersonates another person, whether living or dead, misstate the identity of any person, or misstate or mislead as to gender or age.

   Additionally, you grant ShopSpell a nonexclusive, worldwide, royalty-free, irrevocable right to exercise all copyright, trademark rights, and rights of publicity over the content you submit to ShopSpell in any existing or future media, known or unknown, now or at any later date. User represents and warrants that User owns or otherwise controls all of the rights to the content it submits to ShopSpell and that the use of such materials by ShopSpell will not infringe upon or violate the rights of any third-party.

4. Acceptable Use Of The Website

   The Website and its services are intended to facilitate the offering for sale of Indian cultural products between Users. The Website may be used in a manner consistent with this purpose, and only within the context of the products, services and information set forth on the Website.

   You may not collect or use any portion of the content of this Website in any derivative way, or download, or copy information or other matter for use of any other party. You may not gather information and data on the Website from mining, robots or other extraction tools. The information displayed on the Website may not be used for any purpose except in connection with your direct use of the Website as permitted by this Terms of Use, and may not be excerpted, summarized, duplicated or otherwise removed from the Website except with our explicit, written permission. In addition, you represent, warrant and agree that you will not use (or plan, encourage or help others to use) the Website for any purpose or in any manner that is prohibited by this Terms of Use or by applicable law. You also may not interfere with the proper operation of the Website including, but not limited to, by attacking, hacking into, or otherwise attempting to penetrate any non-publicly accessible elements of the Website or its servers or network, through the use of bots, Trojan Horses, viruses, DNS attacks, or other technology which is designed or intended to interfere with the proper operation of the Website or the use of the Website by any Users. You agree that you will not circumvent or attempt to circumvent any security or access control technology implemented on the Website, or the servers and network associated with the Website. Any unauthorized use terminates the permission or license granted by ShopSpell, in addition to all rights at law or in equity.

   You are specifically prohibited from posting, sending, submitting, publishing, or transmitting in connection with this Website any material that is unlawful or for illegal activity. You agree not to use this Website to do any of the following:

   • upload, post, email, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;

   • upload, post, email, transmit, submit, share or otherwise make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

   • upload, post, email, transmit, submit, share or otherwise make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;

   • upload, post, email, transmit, submit, share or otherwise make available information that is known by you to be untrue, false or misleading or which does not fairly or accurately depict or describe the subject matter which is the subject of the information posted by you;

   • upload, post, email, transmit, submit, share or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;

   • upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, or intercept, download or transmit unauthorized data;

   • use the Website, or other activities to "stalk" or otherwise harass or harm another, or improperly access another's information;

   • advocate illegal activity or an intention to commit an illegal act;

   • impersonate or misrepresent your connection to any other entity or person or otherwise manipulate identifiers to disguise the origin of the content;

   • advertise or otherwise engage in any commercial endeavor without ShopSpell's explicit, written permission;

   • use the Website in any manner that could damage, disable, overburden, or impair any Company server, or network(s) connections, disobey any requirements, procedures, policies or regulations of networks connected to the Website or interfere with any other party's use and enjoyment of the Website;

   • attempt to gain unauthorized access to the Website, other accounts, computer systems or networks connected to any Company server, through hacking, password mining or any other means or obtain or attempt to obtain any materials or information through any means not intentionally made available through the Website;

   • intentionally or unintentionally violate any applicable local, state, national or international law; and

   • provide or attempt to provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act.

5. Intellectual Property Rights

   ShopSpell owns any and all intellectual property rights relating to the ShopSpell brand, trade name, trade dress, and other content including: copyright, trademark, service mark, trade name, trade dress, proprietary logo, insignia, business identifier, and/or other Text and Graphics that has or provides the "look and feel" of the ShopSpell brand image, as well as all of the Content, including the Text, Graphics, Programming, photographs, video and audio contained herein (the "Intellectual Property"). Your use of the Website does not grant you any rights or licenses relating to the ShopSpell Intellectual Property, including but not limited to any copyrights, trademark rights, patent rights, database rights, moral rights, sui generis rights and other intellectual property and proprietary rights therein, except as expressly provided for in these Terms of Use. None of the Intellectual Property may be used, reproduced, published, transmitted, distributed, displayed, performed, exhibited, modified, used to create derivative works, sold, re-sold or used in any sale, or exploited for in any way, in whole or in part, except as provided for herein and unless you obtain our prior written consent. You may not reproduce, modify, display, sell, or distribute the Intellectual Property, or use it in any other way for public or commercial purpose. The foregoing limitations include, but are not limited to, copying or adapting the HTML code used to generate web pages on the Website, as well as any Graphics or Programming. All other product names, names of services, trademarks, service marks and other intellectual property is the property of their respective owners, as indicated, and may only be used as permitted.

6. Monitoring Of Information

   We do not assume any obligation to review the accuracy, completeness, truthfulness or content of any information submitted to the Website by Users, if any. Each User assumes the risk of verifying the accuracy of information posted by Users (if any) through independent investigation. Notwithstanding the foregoing, ShopSpell reserves the right to monitor the use of this Website to determine compliance with the Terms of Use or for any other purpose whatsoever, to refuse to accept submitted information for any reason, and to suspend or terminate your access to the Website, for any or no reason and at any time. ShopSpell further reserves the right to seek any remedy available at law or in equity for any violation of the Terms of Use. You remain solely responsible for the content of your submissions and acknowledge and agree that ShopSpell shall not be liable to you or to any third-party if ShopSpell refuses to accept your submitted information or terminates your access to the Website.

   ShopSpell reserves the right to cooperate with any law enforcement authorities or court order requesting or directing ShopSpell to disclose the identity of anyone posting any email messages, or publishing or otherwise making available any materials that are believed to violate the Terms of Use or law. You agree to waive and indemnify and hold ShopSpell harmless from and against any and all claims whatsoever resulting from or in connection with any action by ShopSpell regarding any investigations either by ShopSpell or law enforcement authorities.

7. Procedure for Making and Responding To Claims of Copyright Infringement

   We will respond to claims of copyright infringement, and will promptly process and investigate notices of alleged infringement by third-parties and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA"), Title 17, United States Code, Section 512(c)(2), where applicable. In keeping with the DMCA, notifications of claimed copyright infringement by third-parties should be sent to Website's designated agent noted below (the "Designated Agent"). If you believe that your copyrighted work has been infringed under U.S. copyright law and is accessible on the Website, please notify us by contacting the Designated Agent.

   In order to give effective notification of a claim of copyright infringement by a third-party under the DMCA, you must send a written communication to the Designated Agent that includes substantially the following: (1) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyrighted work, or, if multiple copyrighted works are covered by a single notification, a representative list of such works on the Website, that are claimed to have been infringed; (3) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit ShopSpell to locate the material; (4) information reasonably sufficient to permit ShopSpell to contact the complaining party, such as an address, telephone number, and, if available, an e-mail address at which the complaining party may be contacted; (5) a statement that the complaining party has a good faith belief that neither the copyright owner, nor its agent nor the law has authorized the use of the material in the manner complained of; and (6) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

   The Designated Agent for notice of claims of copyright infringement can be reached as follows:

   By mail:
   ShopSpell, LLC
   P.O. Box 233
   Wharton, NJ 07885

   By E-mail:
   support@shopspell.com

   If a valid notification of alleged copyright infringement is received, we will remove or disable access to the material identified in the notice as being infringing or as being the subject of infringing activity, and take reasonable steps to notify the alleged infringer that it has removed or disabled access to this material. Please note that, under the DMCA, a claimant who makes a misrepresentation concerning copyright infringement may be liable for any damages, including costs and attorneys' fees, incurred by the alleged infringer who is injured by such misrepresentation as a result of reliance upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing or in replacing the removed material or ceasing to disable access to it.

8. Information You Provide to ShopSpell via this Website

   If you choose to provide any personal information via this Website, the information will be used only for certain purposes, as described in our Privacy Notice. Additionally, we may collect or share certain information based on your usage of the Website, as described in our Privacy Notice.

   In order to facilitate communications between you and ShopSpell, this Website offers you the ability to contact us. Although we strive to protect and secure our online communications, and use the security measures detailed in our Privacy Notice to protect your information, please note that no data transmitted over the Internet can be guaranteed to be completely secure and no security measures are perfect or impenetrable. ShopSpell shall have no liability whatsoever for any unaccepted or unprocessed email instructions or requests, or for any loss or damage arising from or in connection with any unauthorized use by third-parties of any information that you send by email. If you would like to transmit sensitive information to us, please contact us to arrange a more secure means of communication.

9. Disclaimer of Warranties & Limitations of Liability

   Your consent and agreement to the following disclaimers and limitations is a material inducement for us to permit you to access the Website. Your use of the Website, and the obligations and liabilities of us in respect of your use of the Website, is expressly limited as follows:

   Third-Party Websites

   Notwithstanding the presentation of, or links to, any third-party information or website on the Website, no such presentation shall be considered an endorsement, guarantee, representation or warranty, either express or implied, by us on behalf of any third-party. We shall have no liability or responsibility whatsoever for the content, subject matter or substance of any information accessed or obtained from third-party websites accessed from or via the Website. Access to third-party websites from the Website is done at your own risk. We do not warranty any opportunities found through the Website or through third-parties that advertise on the Website or are purchased in reliance on information obtained from the Website. ShopSpell makes no representations or warranties regarding any opportunities found via the Website. Any such opportunities and information are provided "as is", except to the extent otherwise set forth in a license or sale agreement entered into in writing between you and ShopSpell or with respect to warranties that may be provided by the provider of the opportunity, if any.

   Disclaimer of Endorsement and Liability

   The representations, views, and opinions expressed or implied in any document or image included in, or linked to or from this site, do not necessarily state or reflect those of ShopSpell. ShopSpell does not endorse or recommend, and assumes no responsibility or liability for any actions or representations of any User, company or information contained on the Website, nor do we guarantee or assume liability for the accuracy, completeness or usefulness of any information maintained by us. The information set forth on this Website is based on information provided to us by our Users, has not been reviewed or verified by us, and is provided "as is" without any express or implied warranty of any kind or nature.

   DISCLAIMER OF WARRANTIES

   THE WEBSITE AND ITS CONTENT IS PROVIDED "AS IS" AND WITHOUT ANY WARRANTY WHATSOEVER. WE DISCLAIM ANY AND ALL EXPRESS AND IMPLIED WARRANTIES WHATSOEVER, INCLUDING WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OF THIRD-PARTIES RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. YOUR USE OF THIS WEBSITE AND RELIANCE ON ANY OF ITS CONTENT IS AT YOUR OWN RISK. SHOPSPELL MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING ANY PRODUCTS OR SERVICES THAT ARE OFFERED FOR SALE ON THE WEBSITE. REPRESENTATIONS AND WARRANTIES REGARDING PRODUCTS OR SERVICES OFFERED FOR SALE ON THE WEBSITE, IF ANY, ARE MADE SOLELY BY THE SELLERS OF SUCH PRODUCTS OR SERVICES.

   SHOPSPELL DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS WEBSITE WILL BE UNINTERRUPTED, ACCURATE OR ERROR-FREE. YOU AND NOT SHOPSPELL ASSUME THE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT THAT THERE IS ANY LOSS OR DAMAGE ARISING FROM OR IN CONNECTION WITH THE USE OF THIS WEBSITE OR ITS CONTENT. SHOPSPELL DOES NOT WARRANT OR MAKE ANY REPRESENTATION WHATSOEVER REGARDING USE, OR THE RESULT OF USE, OF THE CONTENT OF THIS WEBSITE RELATED TO ACCURACY, RELIABILITY OR OTHERWISE. THE CONTENT OF THIS WEBSITE MAY INCLUDE ERRORS (INCLUDING, WITHOUT LIMITATION, TECHNICAL OR TYPOGRAPHICAL ERRORS), AND SHOPSPELL MAY MAKE CHANGES OR IMPROVEMENTS TO THIS WEBSITE AT ANY TIME WITH OR WITHOUT NOTICE.

   NEITHER SHOPSPELL NOR ANY OTHER PERSON OR ENTITY ASSOCIATED WITH THE DESIGN OR MAINTENANCE OF THIS WEBSITE SHALL BE HELD LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY DAMAGE, LOSS, INJURY, OR MALFUNCTION ASSOCIATED WITH YOUR USE OF THIS WEBSITE.

   LIMITATION OF LIABILITY

   IN NO EVENT SHALL SHOPSPELL AND/OR ITS SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, ADVERTISERS, SPONSORS, THIRD-PARTY SERVICE PROVIDERS, AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, AND AGENTS BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, PUNITIVE, INDIRECT OR SPECIAL DAMAGES, (INCLUDING LOST PROFITS AND DAMAGES) WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SHOPSPELL IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ARISING FROM OR IN CONNECTION WITH YOUR USE OF THIS WEBSITE OR THE PURCHASE OR USE OF ANY PRODUCTS OR SERVICES OBTAINED THROUGH THE WEBSITE. EXCEPT AS OTHERWISE PROVIDED HEREIN, A USER MAY SEEK LEGAL OR REMEDIAL ACTION DIRECTLY FROM ANOTHER USER. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LIMITATIONS SET FORTH IN THIS PARAGRAPH MAY NOT APPLY TO YOU. IF THE FOREGOING LIMITATIONS ARE HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE MAXIMUM LIABILITY OF SHOPSPELL TO YOU FOR ANY TYPE OF DAMAGES SHALL BE LIMITED TO THE TOTAL DAMAGES FOR WHICH SHOPSPELL SHALL BE LIABILE SHALL BE LIMITED TO THE COST OF THE ITEM(s) PURCHASED PLUS SHIPPING AND SALES TAX, AS APPLICABLE.

   Release and Indemnification

   You, on behalf of your successors, assigns, heirs, and personal representatives hereby irrevocably and fully release SHOPSPELL, and its subsidiaries, Affiliates and each of their officers, directors, employees, assigns, agents and representatives from and against any and all suits, claims, actions, causes of action, arbitration, liabilities, obligations, damages, losses, penalties or fines known or unknown, arising out of or in connection with (1) your use of this Website, (2) the purchase of or use by you of any products or services purchased from the Website, or (3) the use of any information accessed by you from this Website. You agree to indemnify and hold ShopSpell and its subsidiaries, Affiliates, officers, agents, employees, partners, and licensors harmless from any claim or demand, including reasonable attorneys' fees and costs of suit, made by any third-party due to or arising out of (1) your use of this Website, (2) the purchase of or use by you of any products or services purchased from the Website, (3) information that you submit, transmit, or otherwise make available via this Website, or (4) your breach of this Terms of Use. You agree to indemnify, defend and hold us harmless from and against any and all liability, claims, causes of actions, damages, costs and expenses, including but not limited to, attorneys' fees and costs of suit, arising out of your breach of these Terms of Use.

   Exclusions

   SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. THEREFORE SOME OF THE EXCLUSIONS AND/OR LIMITATIONS STATED ABOVE MAY NOT APPLY TO YOU.

10. General Information

    Entire Agreement. These Terms of Use, together with the Privacy Notice and if applicable, the Marketplace Participation Agreement constitute the entire agreement between you and ShopSpell governing your use of this Website, superseding any prior agreements between you and ShopSpell with respect to this Website. You also may be subject to additional terms and conditions that may apply when you use or purchase certain services of ShopSpell.

    Waiver and Severability. The failure of ShopSpell to enforce any right of the provisions in the Terms of Use shall not constitute a waiver of such right or provision. If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, it shall not affect any other provision of the Terms of Use, and the Terms of Use shall be construed without regard to the invalid, illegal, or unenforceable provision.

    Choice of Law; Jurisdiction; Venue. Your use of this Website and any dispute arising out of or in connection with this Website shall be governed by the laws of the State of New Jersey without giving effect to any conflict of laws provisions. By accessing this Website, you agree that any action or proceeding arising out of or in connection with this Website shall be brought solely in a court of competent jurisdiction sitting in the State of New Jersey. You agree to submit to the personal and exclusive jurisdiction of the courts located in New Jersey. You hereby waive any defense of an inconvenient forum to the maintenance of any action or proceeding in other courts and any objection to venue with respect to such proceeding.

    Viruses and Transmission of Sensitive Information

    ShopSpell cannot and does not guarantee or warrant that the materials contained on this Website will be free of viruses, worms or other code or related hazards that may have destructive properties (collectively "viruses"). It is your responsibility to ensure that you have sufficient procedures, firewalls, checkpoints, and safeguards within your computer system to satisfy your particular requirements to protect against viruses. ShopSpell does not assume any responsibility or risk for your use of the Internet, nor does ShopSpell assume any responsibility for any products or services of, or hyperlinks to, third-parties.

    Miscellaneous

    We do not represent that materials on the Website are appropriate or available for use in your location. Persons who choose to access the Website do so on their own initiative and at their own risk, and are responsible for compliance with local laws, if and to the extent local laws are applicable. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website must be filed within one (1) year after such claim or cause of action arose or be forever barred. If any provision of the Terms of Use or Privacy Notice is found to be unenforceable for any reason, than such provision shall be deemed severable from the Terms of Use or the Privacy Notice, as the case may be, and shall not affect the validity and enforceability of any remaining provisions.