Last updated on: March 29, 2017
1. Account Terms
- To access and use the Services, you must register for a Lemonworx Ltd. account (“Account”) by providing your company legal name, current address, phone number, a valid email address, and any other information indicated as required. Lemonworx Ltd. may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.
- You must be 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use this Service.
- You acknowledge that Lemonworx Ltd. will use the email address you provide as the primary method for communication.
- You are responsible for keeping your password secure. Lemonworx Ltd. cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.
- You are responsible for all activity and content such as data, graphics, photos and links that is uploaded under your Lemonworx Ltd. Account (“Stored Content”). You must not transmit any worms or viruses or any code of a destructive nature.
- A breach or violation of any term in the Terms of Service as determined in the sole discretion of Lemonworx Ltd. will result in an immediate termination of the services.
2. Account Activation
- Subject to section 2.2, the person signing up for the Service will be the contracting party (“Account Owner”) for the purposes of our Terms of Service and will be the person who is authorised to use any corresponding account we may provide to the Account Owner in connection with the Service.
- If you are signing up for the Service on behalf of your employer, your employer shall be the Account Owner. If you are signing up for the Service on behalf of your employer, then you represent and warrant that you have the authority to bind your employer to our Terms of Service.
3. General Conditions
- The Terms of Service shall be governed by and interpreted in accordance with the laws of Malta, without regard to principles of conflicts of laws. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Malta with respect to any dispute or claim arising out of or in connection with the Terms of Service. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Service and is hereby expressly excluded.
- You acknowledge and agree that Lemonworx Ltd. may amend these Terms of Service at any time by posting the relevant amended and restated Terms of Service on Lemonworx Ltd.’s website, available at http://www.lemonworx.com and such amendments to the Terms of Service are effective as of the date of posting. Your continued use of the Services after the amended Terms of Service are posted to Lemonworx Ltd.’s website constitutes your agreement to, and acceptance of, the amended Terms of Service. If you do not agree to any changes to the Terms of Service, do not continue to use the Service.
- You may not use the Lemonworx Ltd. service for any illegal or unauthorised purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws), the laws applicable to you in your customer’s jurisdiction, or the laws of Malta. You will comply with all applicable laws, rules and regulations in your use of the Service.
- You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Lemonworx Ltd.. Please note that the sole owner of the copyright to all the works used on this website is Lemonworx Ltd.
- Questions about the Terms of Service should be sent to firstname.lastname@example.org.
- You understand that your Stored Content may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
- The parties have required that the Terms of Service and all documents relating thereto be drawn up in English.
4. Lemonworx Ltd. Rights
- We reserve the right to modify or terminate the Service for any reason, without notice at any time.
- We reserve the right to refuse Service to anyone for any reason at any time.
- We may, but have no obligation to, remove Stored Content and Accounts containing content that we determine in our sole discretion are unlawful, offensive, threatening, libellous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
- Verbal or written abuse of any kind (including threats of abuse or retribution) of any Lemonworx Ltd. customer, Lemonworx Ltd. employee, member, or officer will result in immediate Account termination.
- Lemonworx Ltd. does not pre-screen Stored Content and it is in our sole discretion to refuse or remove any Stored Content that is available via the Service.
- We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that Lemonworx Ltd. employees and contractors may also be Lemonworx Ltd. customers/merchants and that they may compete with you, although they may not use your confidential information in doing so.
- In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, etc.
- Lemonworx Ltd. retains the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful Account owner, Lemonworx Ltd. reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.
5. Limitation of Liability
- You expressly understand and agree that Lemonworx Ltd. shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use the Service.
- In no event shall Lemonworx Ltd. or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our site, our services or these Terms of Service (however arising including negligence). You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, Lemonworx Ltd. partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
- Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.
- Lemonworx Ltd. does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
- Lemonworx Ltd. does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
- Lemonworx Ltd. does not warrant that the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations, or that any errors in the Service will be corrected.
6. Waiver and Complete Agreement
- The failure of Lemonworx Ltd. to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Lemonworx Ltd. and govern your use of the Service, superseding any prior agreements between you and Lemonworx Ltd. (including, but not limited to, any prior versions of the Terms of Service).
7. Intellectual Property and Customer Content
- We do not claim any intellectual property rights over the material you provide to the Lemonworx Ltd. service. All material you upload remains yours. You can remove your Stored Content at any time by deleting your Account.
- By uploading Stored Content, you agree that Lemonworx Ltd. can, at any time, review all the Stored Content submitted by you to its Service.
- You retain ownership over all Stored Content that you upload to a Lemonworx Ltd. account; however, by making your store public, you agree to allow others to view your Stored Content. You are responsible for compliance of Stored Content with any applicable laws or regulations.
- We will not disclose your confidential information to third parties, except as required in the course of providing our services. Confidential information includes any materials or information provided by you to us which is not publicly known. Confidential information does not include information that: (a) was in the public domain at the time we received it; (b) comes into the public domain after we received it through no fault of ours; (c) we received from someone other than you without breach of our or their confidentiality obligations; or (d) we are required by law to disclose.
- Lemonworx Ltd. shall have the non-exclusive right and license to use the names, trademarks, service marks and logos of your company to promote the Service.
8. LOC Services
- In addition to the terms applicable to Services generally, the following terms apply to your access and use of the LOC Services. The LOC Services include the Lemonworx Ltd. software (“LOC Software”), the Lemonworx Ltd. website, located at http://www.lemonworx.com, programs, documentation, apps, tools, internet-based services and components, Lemonworx Ltd.’s hardware (“LOC Equipment”) and any updates thereto provided to you by Lemonworx Ltd..
- Access to and use of the LOC Services requires that you have an active and valid Account.
- You can terminate your LOC Services without terminating your Account or any other Services you subscribe to, and in such case, you will continue to be billed, and will pay for, the Services (other than the terminated LOC Services).
- You agree to use the LOC Services in accordance with all procedures that may be provided by Lemonworx Ltd. from time to time.
- While the LOC Services use encryption technology, and the law generally prohibits third parties from monitoring transmission, we cannot guarantee security with respect to the connection to the LOC Services, and we will not be liable for any unauthorised access to or use of data transmitted via the LOC Services.
- LOC Equipment is purchased, and not leased. Purchase of the LOC Equipment is subject to the LOC Equipment Agreement, located at http://www.lemonworx.com. Upon payment for and acceptance of delivery of the LOC Equipment, you will acquire ownership of and title to the hardware components of the LOC Equipment, and you will be licensed to access and use all LOC Software installed in the LOC Equipment (and any updates thereto), on a limited, non-exclusive, revocable, non-sub licensable, non-transferable basis, solely for the purposes of using the LOC Services. LOC Equipment is subject to our Return Policy, which can be found at http://www.lemonworx.com.
- The Fees for LOC Services shall be determined based on the number of LOC Equipment using the LOC Services. LOC Equipment are defined by business address and are used for associating orders with a specific business address. LOC Equipment are added contacting Lemonworx Ltd. at the email address email@example.com . The number of LOC Equipment using LOC Services will also be detected by us and billed accordingly.
9. Web page template
- You may establish the appearance of your account with a web page design template from Lemonworx Ltd.’s web page design (“a Theme”). You are licensed to use it for a single Account only. You are not permitted to transfer or sell a Theme to any other legal entity or individual.
- You may not modify the Theme. Lemonworx Ltd. may add or modify the footer that refers to Lemonworx Ltd. at its discretion. Lemonworx Ltd. may modify the Theme where it contains, in our sole discretion, an element that may be unlawful, offensive, threatening, defamatory, pornographic, obscene, or otherwise objectionable, or that violates any person’s intellectual property, even if you received the Theme in that condition. Lemonworx Ltd. may modify the Theme to reflect technical changes and updates as required.
- The intellectual property rights of the Theme remain the property of Lemonworx Ltd. If you exceed the rights granted by your purchase of a Theme, Lemonworx Ltd. may take legal action against you, and may take administrative action such as modifying your store or closing your store.
- Lemonworx Ltd. accepts no responsibility to provide technical support.
10. Payment of Fees
- You will pay the Fees applicable to your subscription to Online Service and/or LOC Services (“Subscription Fees”) and any other applicable fees any fees relating to your purchase of any products or services such as LOC Equipment, shipping, apps, Themes, domain names or third party services (“Additional Fees”). Together, the Subscription Fees and the Additional Fees are referred to as the “Fees”.
- You must keep a valid bank account number on file with us to pay for all incurred and recurring Fees. Lemonworx Ltd. will charge applicable Fees to the bank account number that you authorise (“Authorised Bank Account”), and Lemonworx Ltd. will continue to charge the Authorised Bank Account (or any replacement) for applicable Fees until the Services are terminated, and any and all outstanding Fees have been paid in full. Unless otherwise indicated, all Fees and other charges are in Euro, and all payments shall be in Euro currency.
- Subscription Fees are paid in advance and will be billed in 30 day intervals (each such date, a “Billing Date”). Transaction Fees and Additional Fees will be charged from time to time at Lemonworx Ltd.’s discretion. You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to the Account Owner via the email provided. Users have approximately one week to bring up and settle any issues with the billing of Subscription Fees.
- All Fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonised or other taxes, fees or charges now in force or enacted in the future (“Taxes”).
- You are responsible for all applicable Taxes that arise from or as a result of your subscription to or purchase of Lemonworx Ltd.’s products and services. Such amounts are in addition to the Fees for such products and services and will be billed to your Authorised Bank Account. If you are exempt from payment of such Taxes, you must provide us with an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive such a certificate.
- Lemonworx Ltd. does not provide refunds.
11. Cancellation and Termination
- You may cancel your Account at anytime by emailing firstname.lastname@example.org and then following the specific instructions indicated to you in Lemonworx Ltd.’s response.
- Upon termination of the Services by either party for any reason:
- Lemonworx Ltd. will cease providing you with the Services and you will no longer be able to access your Account;
- unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise;
- any outstanding balance owed to Lemonworx Ltd. for your use of the Services through the effective date of such termination will immediately become due and payable in full; and
- your account will be taken offline.
- If you purchased a domain name through Lemonworx Ltd., upon cancellation your domain will no longer be automatically renewed. Following cancellation, it will be your sole responsibility to handle all matters related to your domain with the domain provider.
- If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
- We reserve the right to modify or terminate the Lemonworx Ltd. Service or your Account for any reason, without notice at any time.
- Fraud: Without limiting any other remedies, Lemonworx Ltd. may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.
12. Modifications to the Service and Prices
- Prices for using the Services are subject to change upon 30 days notice from Lemonworx Ltd. Such notice may be provided at any time via an announcement to your email address.
- Lemonworx Ltd. reserves the right at any time, and from time to time, to modify or discontinue, the Service (or any part thereof) with or without notice.
- If Lemonworx Ltd. does update these Terms, you are free to decide whether to accept the updated terms or to stop using the Service. Your continued use of the Service will be subject to the new terms.
- Lemonworx Ltd. shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
13. Third Party Services
- In addition to these Terms of Service, you also agree to be bound by the additional service-specific terms applicable to services you purchase from, or that are provided by, Lemonworx Ltd.’s partners or other third parties.
- Lemonworx Ltd. may from time to time recommend, provide you with access to, or enable third party software, applications (“Apps”), products, services or website links (collectively, “Third Party Services”) for your consideration or use. Such Third Party Services are made available only as a convenience, and your purchase, access or use of any such Third Party Services is solely between you and the applicable third party services provider (“Third Party Provider”). Any use by you of Third Party Services offered through the Services or Lemonworx Ltd.’s website is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third Party Services before using them.
- We do not provide any warranties with respect to Third Party Services. You acknowledge that Lemonworx Ltd. has no control over Third Party Services, and shall not be responsible or liable to anyone for such Third Party Services. The availability of Third Party Services on Lemonworx Ltd.’s websites, including the Lemonworx Ltd. App Store, or the integration or enabling of such Third Party Services with the Services does not constitute or imply an endorsement, authorisation, sponsorship, or affiliation by or with Lemonworx Ltd.. Lemonworx Ltd. strongly recommends that you seek specialist advice before using or relying on Third Party Services, to ensure they will meet your needs. In particular, tax calculators should be used for reference only and not as a substitute for independent tax advice when assessing the correct tax rates you should charge to your customers.
- If you install or enable a Third Party Service for use with the Services, you grant us permission to allow the applicable Third Party Provider to access your data and to take any other actions as required for the interoperation of the Third Party Service with the Services, and any exchange of data or other interaction between you and the Third Party Provider is solely between you and such Third Party Provider. Lemonworx Ltd. is not responsible for any disclosure, modification or deletion of your data, or for any corresponding losses or damages you may suffer, as a result of access by a Third Party Service or a Third Party Provider to your data.
- Under no circumstances shall Lemonworx Ltd. be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary or other damages whatsoever, that result from any Third Party Services or your contractual relationship with any Third Party Provider, including any Expert. These limitations shall apply even if Lemonworx Ltd. has been advised of the possibility of such damages. The foregoing limitations shall apply to the fullest extent permitted by applicable law.