Terms Version : 1.03    Published Date : 10/8/07 4:01 PM CST

TERMS AND CONDITIONS OF USE FOR 1FreeCart

The following terms and conditions apply to your use of 1FreeCart. Under the terms of this agreement, Internet Specialty Services, L.L.C. (hereinafter ďISSĒ) agrees to provide the 1FreeCart services to you (hereinafter ďMerchantĒ). By registering to be a 1FreeCart Merchant and to use any 1FreeCart Services, you are agreeing to the following Terms and Conditions. Failure to comply will result in account termination. By using any ISS service, You agree that You are age 18 or over. The ISS 1FreeCart Service is available only to persons who can make legally binding contracts under applicable law. ISS may reject any Merchant registration for any reason and in its sole discretion at any time.

1. Merchant hereby agrees to lease certain software, disk storage space, Internet access lines and bandwidth, all of which comprise the 1FreeCart services necessary to conduct business in a 1FreeCart Store. Merchant agrees that its use of this software, storage space, and access represents a lease only, and Merchant does not acquire any ownership interest in the software, hardware, or communication lines used. ISS grants to Merchant a non-exclusive right to use the software necessary to operate the 1FreeCart Store. Merchant and ISS agree that ISS may grant similar non-exclusive rights to other merchants, and that ISS reserves the right to lease 1FreeCart Store services to other merchants which compete, directly or indirectly, with any product lines offered by Merchant and that ISS, or members of ISS, may own or may be members of such competing 1FreeCart Stores. ISS services and service code provided for use by Merchant is, and remains, copyrighted material/property of ISS.

2. Merchant shall not use excessive amounts of CPU processing on any ISS servers. Any violation of this policy may result in corrective action by ISS, including assessment of additional charges, disconnection or discontinuance of any and all Services, or termination of this Agreement, which actions may be taken in sole and absolute discretion by ISS. If ISS takes any corrective action under this section, Merchant shall not be entitled to a refund of any fees paid in advance prior to such action.

3. ISS disclaims all warranties or representations, express or implied, oral or written, including, without limitation, warranties of merchantability, fitness for a particular purpose, title or non-infringement. ISS does not warrant that its services are error-free or that they will operate without interruption nor does ISS make any warranty with respect to the quality, reliability, timeliness or security of its services.

4. All Merchants must ensure that their 1FreeCart account information is accurate and complete at all times. It is particularly important to keep the email address stored in your member account current and valid at all times. If Merchant provides any information that is inaccurate, not current, false, misleading or incomplete, or if ISS has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, ISS has the absolute right, in its sole discretion, to terminate any and all services and accounts used by Merchant.

5. During the term of this Agreement, Merchant will have a limited, revocable, non-transferable and non-exclusive license for Merchantís employees ("Authorized Users") to use the 1FreeCart Services Package and related documentation solely for Merchant's business purposes consistent with the terms and conditions of this Agreement. Merchant shall use its reasonable efforts to see that each Authorized User will: (a) be responsible for the security and/or use of the Administration User Login; (b) not disclose such login information to any person or entity; (c) not permit any other person or entity to use his or her login; and (d) use the 1FreeCart Services Package in accordance with the terms and conditions of this Agreement. Merchant will be responsible for: (e) advising each Authorized User of his or her obligations under this Agreement and of the license restrictions set forth in this Agreement; and (f) any and all costs and expenses incurred through the use of Merchant's Login. ISS reserves the right to deny, suspend or revoke access to the 1FreeCart Services, in whole or in part, if ISS believes Customer and/or its Authorized Users are in breach of this Agreement or are otherwise using or accessing the 1FreeCart Services inconsistent with the terms and conditions of this Agreement.

6. Merchant understands and agrees that the ISS 1FreeCart free ad sponsored service is supported by advertising. ISS displays advertisements and promotions on or through the Service, including, its software applications and you agree that neither you nor any User shall obscure or obstruct with the placement, display or functionality of such advertisements. The manner, mode and extent of advertising by ISS on the 1FreeCart Service are subject to change at sole discretion of ISS.

7. By upgrading the ISS 1FreeCart service Merchant agrees to pay for any and all purchases and upgrade subscriptions provided by ISS made from your account. You must select a payment method to pay ISS for any subscription fees and all purchases made from ISS. You must give ISS accurate billing and payment information and keep this information up-to-date by editing the administration account area. ISS will bill you through the payment method that is associated with your account. You agree to pay ISS for all charges incurred under your account, including all applicable taxes, fees and surcharges. Merchant authorize ISS to charge the designated payment method for these charges and to retain information about the payment method associated with Merchant's account. If ISS does not receive payment from the designated payment method, Merchant agrees to pay all amounts due upon demand by ISS. No refunds to Merchant shall be granted for services, upgrade or purchases for any reason.
By use of the 1FreeCart service, Merchant reaffirms that (a) ISS is authorized to charge your designated payment method; (b) ISS may submit charges incurred under your account for payment; and (c) you will be responsible for such charges, even if your subscription to any ISS service is canceled or terminated.
After 7 days from the date of any unpaid charges, Merchant's account will be deemed delinquent and ISS may terminate, downgrade or suspend your account for nonpayment.

8. Merchant must notify ISS about any billing problems or discrepancies within 60 days after they first appear on the statement you receive from your bank or credit card company. If you do not bring such problems or discrepancies to our attention within 60 days, you agree that you waive the right to dispute such problems or discrepancies.

9. Merchant agrees that its use of the 1FreeCart software and the 1FreeCart store shall be limited to sales of products or services which merchant can lawfully offer for sale in interstate commerce, and that it will not use the 1FreeCart store for the sale of any products or services that are prohibited, or which would be unlawful for Merchant to sell.

10. Merchant is responsible for collecting, and managing all end customer payments. Similarly, Merchant is responsible for the payment of all applicable state, federal or international taxes on products you sell using the ISS 1FreeCart service. It is your responsibility to read and agree to all End User License Agreements required for use of Your selected Payment Methods and Tax options. ISS is not responsible for the accuracy of information obtained through the Payment Method and Tax options.

11. If Merchant is found to be storing files for use on other websites will be terminated without notice, at sole discretion of ISS. Merchants found to be storing files renamed, or modified in any way, to bypass ISS file restrictions will be terminated without notice, at sole discretion of ISS.

12. Merchant agrees that it is responsible for all of the content for all of the pages of the Merchants 1FreeCart Store. Merchant represents to ISS, and unconditionally guarantees, that all elements of text, graphics, photos, designs, trademarks, or other artwork uploaded by Merchant to its 1FreeCart Store are either owned by Merchant, or that Merchant has permission from the rightful owner of such elements to include them in the Web pages comprising Merchantís 1FreeCart Store. Merchant agrees that it will hold ISS harmless from, and will indemnify and defend ISS against, any and all claims by third parties concerning the use of any such elements. Merchant agrees that it is responsible for retaining all backup copies of Web pages, Web layout, and content used for the 1FreeCart Store, and the same shall be maintained by Merchant and Merchant hereby releases ISS from any responsibility or liability for the preservation of backup copies of the same. Merchant agrees that it will regularly update the information presented on its 1FreeCart Store. Merchant further agrees that it will adhere to any and all policies of ISS concerning objectionable content in 1FreeCart Stores and agrees that it will immediately remove any objectionable material including, but not limited to, material deemed to be libelous, slanderous, or obscene. Merchant further agrees to indemnify ISS against any and all claims by third parties concerning any such content.

13. Merchant agrees not to associate any ISS Services or Web Tools with any adult material of any sort. This includes, but is not limited to, such things as nudity, any site, page, image or service requiring any adult verification service, anything that says you must be 18 or older to view or join or access, and any text, image or likeness suggesting sexual and/or inappropriate and/or illegal acts of any sort.

14. ISS agrees to provide a model privacy policy to Merchant, but Merchant is responsible for making such model privacy policy appropriate to Merchantís business. Such model forms are provided solely for the convenience of Merchant, and ISS makes no representations that such models will be sufficient for Merchantís purposes. Merchant should have Merchantís own legal counsel review the same for Merchantís purposes.

15. In connection with the 1FreeCart Store, ISS will provide the specified storage and Internet access on servers that are appropriate for such purposes. In connection with such services, ISS agrees that it will exercise appropriate care in providing a firewall to prevent unauthorized access to such servers, data encryption services for credit card numbers stored in the database and Secure Sockets Layer (SSL) connections for shopping cart transactions on the Internet. However, Merchant understands and agrees that with modern technology ISS cannot guarantee that there will be no unauthorized access to its computers, that no encrypted data can be captured and unencrypted by unauthorized persons, nor that secure connections cannot be compromised. ISS undertakes to provide only its best reasonable efforts for the physical security of the servers used in providing 1FreeCart store services.

16. Merchant assumes responsibility for the accurate transmission of all data and content uploaded by Merchant to its 1FreeCart Store or downloaded by Merchant from its 1FreeCart Store, and agrees that it shall regularly download all data gathered from customers through the 1FreeCart store for storage on its own computers. Merchant understands that ISS is not responsible for long-term storage of any customer, product, or order data and understands that Merchant should transfer all data from its 1FreeCart store at least every 24 hours. Merchant understands that they are responsible for all long term archiving and backups of such data.

17. Merchant agrees that it will maintain any and all necessary merchant accounts with credit card companies with which it wishes to do business, and shall be responsible for all merchant duties associated therewith. Merchant understands that, in connection with processing orders through the 1FreeCart Store, ISS will collect necessary credit card information on behalf of Merchant, including credit card account number, name of cardholder, expiration date, and, where applicable, any security code provided with the consumerís card. Merchant will be solely responsible for complying with any and all requirements of its Merchant Account Agreements with respect to the storage, archiving or purging of such information.

18. Merchant agrees that Merchant and its Authorized Users will not: (a) sell, lease, license or sublicense the 1FreeCart Services; (b) modify, change, alter, translate, create derivative works from, reverse engineer, disassemble or decompile the 1FreeCart Services in any way for any reason; (c) provide, disclose, divulge or make available to, or permit use of the 1FreeCart Services by, any third party; (d) copy or reproduce all or any part of the 1FreeCart Services; (e) interfere, or attempt to interfere, with the 1FreeCart Services in any way; (f) engage in spamming, spoofing or any other fraudulent, illegal or unauthorized use of the 1FreeCart Services; (g) knowingly introduce into or transmit through the 1FreeCart Services any virus, worm, trap door, back door, timer, clock, counter or other limiting routine; or (h) engage in or allow any action involving the 1FreeCart Services that is inconsistent with the terms and conditions of this Agreement. Merchant warrants it will use its access to 1FreeCart for its own commercial use, and that it is not using the services provided, testing the services provided, or making any other use of the services on behalf of any other person or company, and that it will not disclose any technical information obtained concerning the operation of the services to others. Breach of this warranty may result in the immediate termination of the Merchantís access to the services provided, and legal action against the Merchant for any damages which result from its breach of this warranty.

19. In the event ISS may at any time believe that the service is being utilized for unlawful purposes by the Client or in contravention of the terms and provisions herein, ISS may immediately discontinue such service to Merchant without liability or refund. This will include failure to pay fees, use of obscene or infringing material, the sending of unsolicited bulk e-mail or fraud.

20. This instrument and 1FreeCart the upgrade page constitute the entire agreement between the parties, and represents the complete and entire understanding of the parties with respect to the subject matter of this Agreement.

21. ISS reserves the right to modify these terms and conditions. You will be notified when you log into your account or by email when the terms have been updated.

22. This Agreement shall be governed by the laws of the State of Kansas. Each party agrees that jurisdiction and venue for any and all claims, disputes or other matters arising out the services provided herein and under this Agreement will be proper in Sedgwick County, Kansas and Merchant agrees that all arbitration proceedings shall be conducted in Sedgwick County, Kansas.

23. In the event that any term or provision of this Agreement is held by a court of competent jurisdiction, arbitrator or panel of arbitrators to be illegal, unenforceable or invalid in whole or in part for any reason, the remaining provisions of this Agreement shall remain in full force and effect.

24. Any disputes regarding this Agreement shall be settled by binding arbitration.