InCart ecommerce platform
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Terms of Service

INCART ONLINE SERVICE

 

Thank you for selecting the Services offered by InCart Limited and/or its subsidiaries and affiliates (referred to as "InCart", "we", "our", or "us"). Review these Terms of Service ("Agreement") thoroughly. This Agreement is a legal agreement between you and InCart. By accepting electronically (for example, clicking "I Agree"), installing, accessing or using the Services, you agree to these terms. If you do not agree to this Agreement, then you may not use the Services.

A. GENERAL TERMS  

1. AGREEMENT
This Agreement describes the terms governing your use of the InCart online services provided to you on this website, including content, updates and new releases, (collectively, the “Services”). It includes by reference:

 

  • InCart's Privacy Statement provided to you in the Services available on the website or provided to you otherwise.
  • Additional Terms and Conditions, which may include those from third parties.
  • Any terms provided separately to you for the Services, including product or program terms, ordering, activation, payment terms, etc.

 

2. YOUR RIGHTS TO USE THE SERVICES  
2.1 The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services and only for the purposes described by InCart. InCart reserves all other rights in the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement, InCart grants to you a personal, limited, nonexclusive, nontransferable right and license to use the Services.

2.2 You agree not to use, nor permit any third party to use, the Services or content in a manner that violates any applicable law, regulation or this Agreement. You agree you will not:

  • Provide access to or give any part of the Services to any unauthorized third party.
  • Reproduce, modify, copy, deconstruct, sell, trade or resell the Services.
  • Make the Services available on any file-sharing or application hosting service.

 

3.    SUBSCRIPTION.
The InCart Online Service is licenced on a monthly, quarterly or yearly subscription basis, as selected by you or your agent.
 

4.    TRIAL VERSION AND BETA FEATURES. 
If you registered for a trial use of the InCart Online Service ("Trial Period"), you must decide to purchase a license to the InCart Online Service, at the current rate, within the Trial Period in order to retain any Content that you have entered through the InCart Online Services, created within the data file, posted or uploaded during the Trial Period. If you do not purchase a license to the InCart Online Services by the end of the Trial Period, your Content will no longer be available to you. To be very clear, after using the InCart Online Service during the trial period, if you decide not to purchase the license to the full version of the InCart Online Service, you will not be able to access or retrieve any of the data you added or created with the Services during the trial.

From time to time, InCart may, at its sole discretion, include new and/or updated beta features ("Beta Features") in the InCart Online Service for your use and which permit you to provide feedback (fees may apply). You understand and agree that your use of the Beta Features is voluntary and InCart is not obligated to provide you with any Beta Features. You understand that once you use the Beta Features, you may be unable to revert back to the earlier non-beta version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Feature back to the earlier non-beta version. The Beta Features are provided on an "as is" basis and may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or information from any connected device. You acknowledge and agree that all use of the Beta Features is at your sole risk.

 

5. PAYMENT.
For Services offered on a payment or subscription basis, the following terms apply, unless InCart or its vendor(s) notifies you otherwise in writing. This Agreement also incorporates by reference and includes program ordering and payment terms provided to you on the website for the Services:

a.    Payments will be billed to you by InCart and/or its vendor(s) in pounds sterling (£), U.S. Dollars, or other currencies which may be made available (plus any and all applicable taxes, including without limitation VAT and GST) as shown in the product ordering and subscription terms, and your account will be debited when you subscribe and provide your payment information, unless stated otherwise in the program ordering or payment terms on the website for the Services.

b.    You must pay with one of the following:

1.    A valid credit card acceptable to InCart and/or its vendor(s);
2.    A valid debit card acceptable to InCart and/or its vendor(s); 
3.    In countries where accepted by InCart, sufficient funds in a checking or savings account to cover an electronic debit of the payment due;
or
4.    By another payment option InCart and/or its vendor(s) provides to you in writing.

c.    If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse any use of the Services.

d.    If you do not notify us of updates to your payment method (e.g., credit card expiration date), to avoid interruption of your service, InCart and/or its vendor(s) may participate in programs supported by your card provider (e.g., updater services, recurring billing programs, etc.) to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.

e.    InCart and/or its vendor(s) will automatically renew your monthly, quarterly, or annual Services at the current rates, unless the Services are cancelled or terminated under this Agreement.

f.    Additional cancellation or renewal terms may be provided to you on the website for the Services.

g.    All authorized refunds will be made in the original form of payment to InCart or its vendor(s).  

 

6.     PERMITTED DISCLOSURES AND USE OF DATA.
You acknowledge and agree that in order to provide you with access to and use of the InCart Online Services, InCart may provide your access information and account data to (i) your employee or agent who is identified in the registration data as the current system administrator for your account (the “Current Administrator”), and (ii) such other employee or agent who may be designated by you as a replacement administrator for the your account by following the procedures required by InCart to effectuate such replacement. Any other person You identified as an authorized user of the InCart Online Services will have access to the account data subject to the access permissions you or the system administrator assigned to them.

 

7.  USE WITH YOUR MOBILE DEVICE
Use of these Services may be available through a compatible mobile device using Internet access and may require software.  You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees for SMS messages, data plans, and general usage, as well as the terms of your agreement with your mobile device and telecommunications provider.   

INCART MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO:  


(i)    THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES  AT ANY TIME OR FROM ANY LOCATION;
(ii)    ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND
(iii)    ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES. 


8. YOUR PERSONAL INFORMATION.
You can view InCart’s Privacy Statement provided with the Services and on the website for the Services. You agree to the applicable InCart Privacy Statement, and any changes published by InCart. You agree that InCart may use and maintain your data according to the InCart Privacy Statement, as part of the Services. You give InCart permission to combine information you enter or upload for the Services with that of other users of the Services and/or other InCart services. For example, this means that InCart may use your and other users’ non-identifiable, aggregated data to improve the Services or to design promotions and provide ways for you to compare business practices with other users. InCart is a global company and may access or store personal information in multiple countries, including countries outside of your own country to the extent permitted by applicable law.

 

9. CONTENT
9.1 You are responsible for your content. You are responsible for all materials ("Content") uploaded, posted or stored through your use of the Services. Archive your Content frequently. You grant InCart a worldwide, royalty-free, non-exclusive license to host and use any Content provided through your use of the Services. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. InCart is not responsible for the Content or data you submit through the Services.

You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:

a. Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage "flaming" others, or criminal or civil liability under any local, state, federal or foreign law;
b. Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual’s privacy;
c. Except as permitted by InCart in writing, investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding;
d. Virus, trojan horse, worm or other disruptive or harmful software or data; and
e. Any information, software or Content which is not legally yours and without permission from the copyright owner or intellectual property rights owner.

9.2 Community forums. The Services may include a community forum or other social features to exchange Content and information with other users of the Services and the public. InCart does not support and is not responsible for the content in these community forums. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which InCart is not responsible.

9.3 InCart may freely use feedback you provide. You agree that InCart may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant InCart a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to InCart in any way.

9.4 InCart may monitor your Content. InCart may, but has no obligation to, monitor content on the Services. We may disclose any information necessary to satisfy our legal obligations, protect InCart or its customers, or operate the Services properly. InCart, in its sole discretion, may refuse to post, remove, or refuse to remove, any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of this Agreement.

 

10. ADDITIONAL TERMS
10.1 InCart does not give professional advice. Unless specifically included with the Services, InCart is not in the business of providing legal, financial, accounting, tax, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.

10.2 We may tell you about other InCart services. You may be offered other services, products, or promotions by InCart ("InCart Services"). Additional terms and conditions and fees may apply. With some InCart Services you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, etc., to the Internet.  You grant InCart permission to use information about your business and experience to help us to provide the InCart Services to you and to enhance the Services. You grant InCart permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. You also grant InCart permission to share or publish summary results relating to research data and to distribute or license such data to third parties.

10.3 Communications. InCart may be required by law to send you communications about the Services or Third Party Products. You agree that InCart may send these communications to you via email or by posting them on our websites.

10.4 You will manage your passwords and accept updates. You are responsible for securely managing your password(s) for the Services and to contact InCart if you become aware of any unauthorized access to your account. The Services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve the Services. You agree to receive these updates.

 

11. DISCLAIMER OF WARRANTIES
11.1 YOUR USE OF THE SERVICES AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INCART, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY,"SUPPLIERS") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES ARE FIT FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OR CONTENT IN OR LINKED TO THE SERVICES. INCART AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION. IF THE EXCLUSIONS FOR IMPLIED WARRANTIES DO NOT APPLY TO YOU, ANY IMPLIED WARRANTIES ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF THE SERVICES, WHICHEVER IS SOONER.

11.2 INCART, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.
YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THE SERVICES IS IN ACCORDANCE WITH APPLICABLE LAW. NOTWITHSTANDING THE FOREGOING, NO PROVISION OF THIS AGREEMENT SHALL EXCLUDE OR LIMIT LIABILITY TO THE EXTENT THAT SUCH EXCLUSION OR LIMITATION IS PROHIBITED BY THE APPLICABLE LAWS OF ENGLAND AND WALES AND FOR THE AVOIDANCE OF DOUBT INCART DOES NOT EXCLUDE LIABILITY FOR: (I) DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE OR THE NEGLIGENCE OF ITS OFFICERS, EMPLOYEES, CONTRACTORS OR AGENTS; (II) FRAUD OR FRAUDULENT MISREPRESENTATION; (III) ANY OTHER LIABILITY WHICH CANNOT BE LAWFULLY EXCLUDED BY CONTRACTUAL AGREEMENT OF THE PARTIES.

 

12. LIMITATION OF LIABILITY AND INDEMNITY.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF INCART, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, INCART, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET INCART SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF INCART AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF INCART, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.

You agree to indemnify and hold InCart and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys' fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as "Claims"). InCart reserves the right, in its sole discretion and at its own expense, to assume the exclusive defence and control of any Claims. You agree to reasonably cooperate as requested by InCart in the defence of any Claims.

 

13. CHANGES.
We reserve the right to change this Agreement at any time, and the changes will be effective when posted through the Services, on our website for the Services or when we notify you by other means. We may also change or discontinue the Services, in whole or in part. Your continued use of the Services indicates your agreement to the changes.
 


14. TERMINATION.
InCart may immediately, in its sole discretion and without notice terminate this Agreement or suspend the Services if you fail to comply with this Agreement or if you no longer agree to receive electronic communications. Upon termination you must immediately stop using the Services and any outstanding payments will become due. Any termination of this Agreement shall not affect InCart's rights to any payments due to it. InCart may terminate a free account at any time. Sections 2.2, 3 through 15 will survive and remain in effect even if the Agreement is terminated.
 


15. EXPORT RESTRICTIONS.
You acknowledge that the Services, including the mobile application, and the underlying software may include U.S. technical data subject to restrictions under export control laws and regulations administered by the United States government. You agree that you will comply with these laws and regulations, and will not export or re-export any part of the Services, in violation of these laws and regulations, directly or indirectly.
 


16. GOVERNING LAW AND JURISDICTION. 
This Agreement will be governed by the laws of England and Wales, without regard to its conflicts of law principles. Notwithstanding the foregoing, you acknowledge that your breach (or an apprehension of breach) of any provisions of this Agreement, or any infringement (or apprehension of infringement) of InCart’s or its Suppliers’ intellectual property rights may cause InCart irreparable damage for which recovery of money damages would be inadequate. Accordingly, you agree that InCart shall be entitled, in addition to any other remedies available to it, to seek (in any court of competent jurisdiction, notwithstanding the previous sentence) any relief (whether equitable or otherwise) to prevent or restrain any such breach or apprehended breach by you or otherwise to protect InCart’s rights under this Agreement. The parties hereby submit to the exclusive jurisdiction of the courts of England and Wales and you agree that you will procure that any third party making a claim against InCart arising out of this Agreement shall bring such claim exclusively in the English courts and subject to the limitations and exclusions of liabilities provided for in this Agreement.

InCart does not represent that the Services and/or content within the Services is appropriate or available for use in all jurisdictions or countries.  InCart prohibits accessing content from within countries or states where such content is illegal.  You are responsible for compliance with all applicable laws pertaining to your use and access to the Services in your jurisdiction.


17.  LANGUAGE. 
Any translation of this Agreement is done for local requirements and in the event of a dispute between the English and any non-English version, the English version of this Agreement shall govern. In the event of a dispute the parties confirm that they have requested that this Agreement and all related documents be drafted in English.
 

 

18. ONLINE DATA TRANSFER (NOT APPLICABLE TO VERSIONS THAT DO NOT INCLUDE ACCESS TO THE ONLINE DATA TRANSFER FEATURE).

You may have the option for InCart to transfer your data files from the InCart Online Service in order to facilitate certain interoperability, data integration, and data access between the InCart Online Service and certain supported ancillary services (the "Ancillary Services") you may sign up for and use in connection with the InCart Online Service (the "Online Data Transfer"). In order for you to select the Online Data Transfer option, you must (i) have registered select versions of the InCart Online Service, (ii) have Internet access, (iii) have an active subscription to the InCart Online Service; and (iv) and may need to be an active subscriber to the Ancillary Services. If you select the Online Data Transfer option, a copy of all or part of your company data files will be transferred via the Internet to InCart's servers; where you grant InCart the right and license to (i) host and maintain your data, (ii) use and transfer your data to the Ancillary Services and (iii) reformat and manipulate your data as reasonably necessary for the data to function with the Ancillary Services. Your original data files will remain in the InCart Online Service. If you sign up for any Ancillary Services that support Online Data Transfer, you will have the option to request that InCart send your data to any of those supported Ancillary Services. If a supported Ancillary Service is provided by a third party, you authorize InCart to transfer your data to and from the third party provider to enable provision of the Ancillary Services to you. InCart will support and maintain the data transfer service as part of the InCart Online Service. You agree that the third party provider may transfer your data from the Ancillary Service to InCart, and that, InCart may use such data subject to the terms of this Agreement. You agree and acknowledge that InCart has no control over any third party provider or any third party Ancillary Services. Your use of the Ancillary Service is subject to additional third party terms and conditions. You further agree and acknowledge that your data, including your financial or personal information, may be transferred to a third party service provider who may be located in a country that does not have adequate security controls to protect your data. Please carefully review their terms and conditions, including privacy policy. If you do not agree with their terms and policies, you should not use or access the third party Ancillary Service and you should not authorize the Online Data Transfer to the third party Ancillary Service.

 

19.    INCART ONLINE SERVICE USE, STORAGE AND ACCESS.
InCart shall have the right, in its sole discretion and with reasonable notice posted on the InCart Online Service site and/or sent to you at the Current Administrator’s email address provided in the Registration Data, to revise, update, or otherwise modify the InCart Online Service and establish or change limits concerning use of the InCart Online Service, temporarily or permanently, including but not limited to (i) the amount of storage space you have on the InCart Online Service at any time, and (ii) the number of times (and the maximum duration for which) you may access the InCart Online Service in a given period of time. InCart reserves the right to make any such changes effective immediately to maintain the security of the system or User Access Information or to comply with any laws or regulations, and to provide you with electronic or written notice within thirty (30) days after such change. You may reject changes by discontinuing use of the InCart Online Service to which such changes relate. Your continued use of the InCart Online Service will constitute your acceptance of and agreement to such changes. InCart may, from time to time, perform maintenance upon the InCart Online Service resulting in interrupted service, delays or errors in the InCart Online Service. InCart will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.


20.    CANCELLATION. 
Upon cancellation you will be able to access the InCart Online Service only through the end of the subscription term, as specified in the product or product program pages. After the subscription term ends, you will not have any access to the InCart Online Service. There are no refunds upon cancellation. Please follow product instructions to cancel your account.

 

21.    SOCIAL MEDIA SITES.
InCart may provide experiences on social media platforms such as Facebook®, Twitter® and LinkedIn® that enable online sharing and collaboration among anyone who has registered to use them. Any content you post, such as pictures, information, opinions, or any Personal Information that you make available to other participants on these social platforms, is subject to the Terms of Use and Privacy Policies of those platforms. Please refer to those social media platforms to better understand your rights and obligations with regard to such content.

 

22.    THIRD PARTY PRODUCTS AND SERVICES.
InCart may tell you about third party products or services, including via the Service. InCart may offer products and services on behalf of third parties who are not affiliated with InCart ("Third Party Products") and/or provide access or links to third party websites ("Third Party Sites"). If you decide to use any Third Party Products or access any Third Party Sites, you are solely responsible for your selection, review of separate product terms, website terms and privacy policies. InCart is not affiliated with these Third Party Products or Third Party Sites and does not endorse or recommend Third Party Products even if such products are marketed or distributed via our products, website or associated with InCart in any way. You agree that the third parties, and not InCart, are solely responsible for the Third Party Product's performance (including technical support), the content on their websites and their use or disclosure of your data. InCart will not be liable for any damages, claims or liabilities arising from the third parties, Third Party Products or Third Party Sites.

You agree that you will (i) comply with all applicable laws, regulation and ordinances; (ii) not use the Third Party Products in any manner that would infringe or violate the rights of InCart or any other party; and (iii) not use the Third Party Products in any way in furtherance of criminal, fraudulent or other unlawful activity.

 

23.    COUNTRY SPECIFIC TERMS
In the event of a conflict between the terms of general Terms of Service and the Country Specific Terms, the Country Specific Terms shall apply: Notwithstanding any to the contrary above, if you are accessing or using the Services in the following countries, you also agree to the following:

AUSTRALIA
The parties acknowledge and agree that this Agreement is only between Company and InCart Limited.

Limitation of Liability. FOR THE AVOIDANCE OF DOUBT, INCART DOES NOT EXCLUDE LIABILITY ARISING UNDER THE COMPETITION AND CONSUMER ACT 2010 (CTH) OF AUSTRALIA.

Governing Law and Arbitration. The validity, construction and performance of this Agreement will be governed by and construed in accordance with the laws of New South Wales, Australia. All disputes, controversies or claims in connection with this Agreement or breach thereof, shall be finally settled under the Rules of Conciliation and Arbitration of the International Chamber of Commerce ("ICC Rules") by one arbitrator mutually agreed to by the Parties and appointed in accordance with the ICC Rules. The place of arbitration shall be in Sydney, Australia, and all proceedings, including required notices and requests to the Parties shall be in conducted in the English language. Each Party may select its own counsel, including foreign counsel to participate on its behalf. The Parties may engage in reasonable discovery subject to the ICC Rules and any additional discovery requirements mutually agreed to by the Parties. The award by the arbitrator shall be final and binding on the Parties, and each Party hereby waives to the fullest extent permitted by law any right it may otherwise have under the laws of any jurisdiction to any form of appeal. Each Party will be responsible for its own costs of arbitration.

FRANCE
Governing Law. Notwithstanding governing law of this Agreement being that of the Laws of England and Wales, such choice of law will not deprive a business or consumer in France of the mandatory protection afforded to them by the French Consumer Code or other French law, as applicable.

MALAYSIA
Consumer Protection Act 1999 ("CPA"). Notwithstanding governing law of this Agreement being that of the Laws of England and Wales, such choice of law will not deprive a business or consumer in Malaysia of the mandatory protection afforded to them by the Malaysian Consumer Protection Act 1999 ("CPA").

NEW ZEALAND
Affiliate Definition. An "Affiliate" means a Related Company as defined in section 2(3) of the Companies Act 1993 (read as if the expression "company" in that subsection included any body corporate of any jurisdiction).

New Zealand Consumer Guarantees Act 1993. The New Zealand Consumer Guarantees Act 1993 does not apply.

Contracts (Privity) Act 1982. For the purposes of the Contracts (Privity) Act 1982, InCart's affiliates and subsidiaries are third party beneficiaries and shall be entitled to enforce the terms of this Agreement against you but any changes may be made to this Agreement by InCart without their consent.

UK
Compliance with preservation orders. InCart accepts no liability to you under this Agreement, or otherwise at law, for compliance by InCart with any order or notice, whether issued to InCart or to you, and whether issued by any court, tribunal, regulatory authority, arbitral tribunal or any body or authority exercising judicial, quasi-judicial, regulatory, or arbitral power or authority, requiring the preservation of any data, information documents or Content (a "Preservation Order"). To the extent that a Preservation Order has been issued to you, you acknowledge that you are solely responsible for your compliance with it.
 


24. GENERAL.
This Agreement, including the Additional Terms below, is the entire agreement between you and InCart and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. You cannot assign or transfer ownership of this Agreement to anyone without written approval of InCart. However, InCart may assign or transfer it without your consent to (a) an affiliate, (b) a company through a sale of assets by InCart or (c) a successor by merger. Any assignment in violation of this Section shall be void. If you want to request a transfer of this Agreement, contact InCart via an email to: transfer_license@InCart.com.
 


January 2017