SHOP THIS CITY ONLINE INC. TERMS OF SERVICE
A. Definitions
We use these basic terms throughout the agreement, and they have specific meanings.
1. "Account" represents your legal relationship with Shop This City. A “User Account” represents an individual User’s authorization to log in to and use the Service and serves as a User’s identity on Shop This City.
2. “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Terms of Service” or the "Terms") and all other operating rules, policies (including the Shop This City Privacy Policy, available below these Terms of Service or at https://shopthis.city/terms and procedures that we may publish from time to time on the Website or the App.
3. “App” refers to the Shop This City mobile application and the functionality that is provided when Users access it.
4. “Content” refers to content featured or displayed through the Website or App, including without limitation text, data, articles, images, photographs, graphics, software, applications, packages, designs, features, and other materials that are available on the Website, the App or otherwise available through the Service. "Content" also includes Services but does not include User Behaviour. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users. "Your Content" is Content that you create or own.
5. “Retail Partner” refers to the retail outlets whose items are displayed by Shop This City through the Service.
6. “Shop This City” “We,” and “Us” refers to Shop This City Online Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees. 7. “Service” refers to the App, the Website, software, products, and services provided by Shop This City.
8. “User,” “You,” and “Your” refer to the individual person, company, or organization that has visited or is using the Website, App or Service; that accesses or uses any part of the Account; or that directs the use of the Account in the performance of its functions. All Users must be at least 13 years of age.
9. “User Behaviour” refers to users' behaviour as they use the Services and includes, but is not limited to, searches, links followed, items viewed, and length of time using the Services. 10. “Website” refers to Shop This City’s website located at http://shopthis.city/, and all content, services, and products provided by Shop This City at or through the Website.
B. ACCEPTANCE OF TERMS
This Agreement and these Terms govern your use of our Service. These Terms, together with any documents and/or additional terms they expressly incorporate by reference, constitute a legal agreement and are entered into by and between you and Shop This City. Your acceptance of, and compliance with, these Terms is a condition to your use of the Service.
BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND ACCEPT ALL TERMS AND CONDITIONS CONTAINED WITHIN THESE TERMS OF USE, AND OUR PRIVACY POLICY LOCATED BELOW THESE TERMS OF SERVICE OR AT
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HTTPS://SHOPTHIS.CITY/TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU ARE NOT AUTHORIZED TO ACCESS OR USE THIS SITE OR SERVICE.
C. Account Terms
Short version: a human must create your Account; you must be 13 or over; you must provide a valid email address; and you may not have more than one Account. You alone are responsible for your Account and anything that happens while you are signed in to or using your Account. You are responsible for keeping your Account secure.
1. Account Controls
Subject to these Terms, you retain ultimate administrative control over your User Account and the Content within it.
2. Required Information
You must provide a valid email address in order to complete the signup process. Any other information requested, such as your name, date of birth, location and shopping preferences, are optional.
3. Account Requirements
We have a few simple rules for User Accounts on Shop This City's Service:
• You must be a human to create an Account. Accounts registered by "bots" or other automated methods are not permitted. We do permit machine accounts.
• Only one Account per person or legal entity.
• You must be age 13 or older to use our Service. If we learn of any User under the age of 13, we will terminate that User’s Account immediately. If you are a resident of a country outside Canada or the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws.
• Your login may only be used by one person — i.e., a single login may not be shared by multiple people.
• You may not use Shop This City in violation of export control or sanctions laws of Canada, the United States, or any other applicable jurisdiction.
4. User Account Security
You are responsible for keeping your Account secure while you use our Service.
• You are responsible for all content posted and activity that occurs under your Account (even when content is posted by others under your Account).
• You are responsible for maintaining the security of your Account and password. Shop This City cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
• You will promptly notify Shop This City if you become aware of any unauthorized use of, or access to, our Service through your Account, including any unauthorized use of your password or Account.
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D. Acceptable Use
Your use of the Website, App and Service must not violate any applicable laws, including copyright or trademark laws, export control or sanctions laws, or other laws in your jurisdiction. You are responsible for making sure that your use of the Service complies with laws and any applicable regulations in your jurisdiction.
Shop This City Service includes Content provided by our Retail Partners, other third parties, and third-party licensors. Your use of the Shop This City Service, including creating a User Account, does not grant you a license or give you permission to repost, distribute, make derivatives of or otherwise display any of Content on the Service with the exception of the User Content that you generate.
E. User-Generated Content
Short version: You own content you create, but you allow us certain rights to it, so that we can display and share the content you post. You still have control over your content, and responsibility for it, and the rights you grant us are limited to those we need to provide the service. We have the right to remove content or close Accounts if we need to.
1. Responsibility for User-Generated Content
You may create or upload User-Generated Content while using the Service. You are solely responsible for the content of, and for any harm resulting from, any User-Generated Content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content.
2. Shop This City May Remove Content
We have the right to refuse or remove any User-Generated Content that, in our sole discretion, violates any laws or Shop This City terms or policies. User-Generated Content displayed on Shop This City for mobile may be subject to mobile app stores' additional terms.
3. Ownership of Content, Right to Post, and License Grants
You retain ownership of and responsibility for Your Content. You agree that you are responsible for any Content you post; that you will only submit Content that you have the right to post; and that you will fully comply with any third-party licenses relating to Content you post.
4. License Grant to Us
We require the legal right to do things like host Your Content, publish it, and share it. You grant us and our legal successors the right to store, archive, parse, and display Your Content, and make incidental copies, as necessary to provide the Service, including improving the Service over time. This license includes the right to do things like copy it to our database and make backups; show it to you and other users; parse it into a search index or otherwise analyze it on our servers; and share it with other users.
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This license does not grant Shop This City the right to sell Your Content. It also does not grant Shop This City the right to otherwise distribute or use Your Content outside of our provision of the Service, except that as part of the right to archive Your Content.
F. Copyright Infringement
If you are a copyright owner and you believe that content on Shop This City violates your rights, please contact us via privacy@shopthis.city. Before sending a notice of copyright violation or a takedown request, you must consider legal uses such as fair use and licensed uses. There may be legal consequences for sending a false or frivolous notice or takedown requests.
We will terminate the Accounts of repeat infringers of this policy.
G. Intellectual Property Notice
Short version: We own the Service and all of our content. In order for you to use our content, we give you certain rights to it, but you may only use our content in the way we have allowed.
1. Shop This City's Rights to Content
Shop This City and our licensors, vendors, agents, Retail Partners, and/or our content providers retain ownership of all intellectual property rights of any kind related to the Website, App and Service. We reserve all rights that are not expressly granted to you under this Agreement or by law. You may not duplicate, copy, store, modify, or use any material on our Website or App, including but not limited to, any portion of the HTML/CSS, Javascript, visual design elements or concepts, or Shop This City’s logos, or name without prior express written permission of Shop This City. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear in the Service are the trademarks of their respective owners.
H. Cancellation and Termination
Short version: You may close your Account at any time. If you do, we'll treat your information responsibly.
1. Account Cancellation
It is your responsibility to properly cancel your Account with Shop This City. You can cancel your Account at any time by emailing privacy@shopthis.city.
2. Upon Cancellation
We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we will delete your full profile and the content of your repositories within 90 days of cancellation or termination (though some information may remain in encrypted backups). This information cannot be recovered once your Account is cancelled.
Upon request, we will make a reasonable effort to provide an Account owner with a copy of your lawful, non-infringing Account contents after Account cancellation, termination, or downgrade. You must make this request within 90 days of cancellation, termination, or downgrade.
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3. Shop This City May Terminate
Shop This City has the right to suspend or terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately. Shop This City reserves the right to refuse to provide the Service to anyone for any reason at any time.
4. Survival
All provisions of this Agreement which, by their nature, should survive termination will survive termination — including, without limitation: ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
I. Communications with Shop This City
1. Electronic Communication Required
For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights.
J. Third-Party Websites
Our Services provide links or pointers to third-party sites, including the websites of our Retail Partners. We make no representations about any other websites that may be accessed from the Services. If you choose to access any such sites, including the sites of our Retail Partners, you do so at your own risk. We have no control over the contents of any such third-party sites and accept no responsibility for such sites or for any loss or damage that may arise from your use of them. You are subject to any terms and conditions of such third-party sites.
Such links to third-party sites from the Website or App may include links to certain social media features that enable you to link or transmit on your own or using certain third-party websites, certain content from this Website. You may only use these features when they are provided by us and solely with respect to the content identified.
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part where none exists. Our Website must not be framed on any other site, nor may you create a link to any part of our Website other than the homepage. We reserve the right to withdraw linking permission without notice. The website in which you are linking must comply in all respects with the Conditions of Use and User Submissions and Site Content Standards. You agree to cooperate with us in causing any unauthorized framing or linking to immediately stop.
K. Disclaimer of Warranties
Short version: We provide our service as is, and we make no promises or guarantees about this service. Please read this section carefully; you should understand what to expect.
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Shop This City provides the Website, the App and the Service “as is” and “as available,” without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website, the App and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non infringement.
Shop This City Service includes content provided by our Retail Partners, other third parties, and third-party licensors. We work hard to ensure that the images and description of items we host on our Service accurately reflect what is available from our Retail Partners; however, we make no representations, warranties, or guarantees, whether express or implied, that the content on our Service accurately reflects what is available from our Retail Partners, that is it complete, or that it is up to date. When you make a purchase from a Shop This City Retail Partner, you are relying solely on the image, description and other information provided about the item from the Retail Partner or the Retail Partner’s website only. Your use of any Shop This City Service is at your own risk and neither Shop This City nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever for your use of the Service.
Shop This City does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, Content or other material obtained from the Service.
L. Limitation of Liability
Short version: We will not be liable for damages or losses arising from your use or inability to use the Service or otherwise arising under this agreement. Please read this section carefully; it limits our obligations to you.
You understand and agree that we will not be liable to you or any third party for any loss of profits, use, goodwill, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from
• the use, disclosure, or display of your User-Generated Content;
• your use or inability to use the Service;
• any modification, suspension or discontinuance of the Service;
• the Service generally or the software or systems that make the Service available; • unauthorized access to or alterations of your transmissions or data;
• statements or conduct of any third party on the Service;
• any other user interactions that you input or receive through your use of the Service; or • any other matter relating to the Service.
Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control.
M. Release, Indemnification
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Short version: You are responsible for your use of the Service. If you harm someone else or get into a dispute with someone else, we will not be involved.
1. Release
If you have a dispute with one or more Users, a third party, or a Retail Partner, you agree to release Shop This City from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
2. Indemnification
You agree to indemnify us, defend us, and hold us harmless from and against any and all claims, liabilities, and expenses, including attorneys’ fees, arising out of your use of the Website, App and the Service, including but not limited to your violation of this Agreement, provided that Shop This City (1) promptly gives you written notice of the claim, demand, suit or proceeding; (2) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases Shop This City of all liability); and (3) provides to you all reasonable assistance, at your expense.
N. Governing Law and Choice of Forum
Short version: Our Service is government by the laws of Canada and British Columbia. Any legal action brought in relation to our Services must be brought in the courts of Canada or British Columbia.
The Website, App, Service and these Terms will be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule (whether of the laws of the Province of British Columbia or any other jurisdiction) and notwithstanding your domicile, residence, or physical location.
Any action or proceeding arising out of or relating to this Website, App or Services and under these Terms will be instituted in the courts of the Province of British Columbia and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such
action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
O. Changes to These Terms
Short version: We want our Users to be informed of important changes to our Terms, but some changes aren't that important — we don't want to bother you every time we fix a typo. So while we may modify this Agreement at any time, we will notify users of any material changes.
We reserve the right, at our sole discretion, to amend these Terms of Service at any time and will update these Terms of Service in the event of any such amendments. We will notify our Users of material changes to this Agreement, at least 30 days prior to the change taking effect by posting a notice on our Website, App or sending email to the primary email address specified in your Shop This City Account. User's continued use of the Service after those 30 days constitutes agreement
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to those revisions of this Agreement. For any other modifications, your continued use of the Service constitutes agreement to our revisions of these Terms of Service.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website, App (or any part of it) with or without notice.
P. Miscellaneous
1. Non-Assignability
Shop This City may assign or delegate these Terms of Service in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms of Service without our prior written consent, and any unauthorized assignment and delegation by you is void.
2. Section Headings and Summaries
Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding.
3. Severability, No Waiver, and Survival
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of Shop This City to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
4. Amendments; Complete Agreement
This Agreement may only be modified by a written amendment signed by an authorized representative of Shop This City, or by the posting by Shop This City of a revised version. These Terms of Service represent the complete and exclusive statement of the agreement between you and us. This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and Shop This City relating to the subject matter of these terms including any confidentiality or nondisclosure agreements.