1.2 The app is designed and built to empower customers with a fast and convenient way to retrieve and obtain product related information by either scanning an industry standard product’ s barcode or entering the product’s barcode and or other alphanumerical identifiers into the app. In addition, the app may provide additional services for selected products (if available), including but not limited to, authenticity checks, product recall notifications, verification of product recall status, providing product related information, warranty activation, receipt storage, social media integration with participating brands or retailers, product rating, review and feedback and the ability for users to upload product information to Shping’s product database, together with such other services as Shping may introduce from time to time. You may also be able to earn rewards known as “ Shping Coins” for particular actions performed while using the app. The services accessible via the app are referred to herein as the “ Services”. Shping reserves the right to alter, modify or discontinue any or all Services at any time and without notification as it sees fit.
1.4 You are responsible for ensuring that any person that uses the app on any device to which you have downloaded or installed the app, or if someone logs in using your login details, uses an email address or mobile number registered by you to create Shping account complies with this agreement as though that person was a party to this agreement and you hereby indemnify Shping in relation to any cost, loss or expense suffered or incurred by Shping in relation to any action or inaction of such a person that would amount to a breach of this agreement if performed by you.
1.5 This agreement governs software updates to the app unless such upgrade is accompanied by a separate license in which case the terms of that license will take priority over the terms of this agreement.
1.6 You represent and warrant to Shping and Shping’s Related Bodies that:
(a) your use of the app or Services have not been previously suspended by Shping (where this suspension was not removed);
(b) if you are an employee of Shping or provide services to Shping, that your use and access of the app is and shall be the same as any third party user, such that your use and access shall be without any reference to or entitlement to access Shping’ s systems or information concerning Shping, its systems and intellectual property or the app;
(c) you are not a direct competitor (or employed or engaged by or involved in any way with a director competitor) of Shping or our products and/or services;
(d) you do not have more than one account for the app at any given time (acknowledging that the app may be used on more than one linked device); and
(e) you have full power and authority to enter into this agreement.
1.7 You agree that this agreement constitutes a binding agreement between you, Shping and Shping’s related bodies corporate ( Shping Related Bodies). By using the app you consent to the use of information you provide for Shping’ s use and for the use by Shping approved third parties.
1.8 Please download and use the app only if you have read, understood and agree to the following terms. All rights not expressly stated by Shping are reserved.
2.1 The rights in and to the app are licensed to you, not sold. Subject to the terms of this agreement, Shping grants you a non-transferable, non-exclusive, fully paid and royalty-free, worldwide licence (without the right to sub-licence) to install and use one copy of the app on the Smartphone device that you own or lease on which you download and install the app ( your Device). To avoid any doubt, you are not entitled to install the app on any device that is not a Smartphone device, irrespective of whether or not the app is capable of being installed on any such device.
2.2 You must not and agree not to, and not enable or procure others to:
(a) duplicate, copy, reproduce or distribute the app or any part of the app including any coding of the app, except as necessary to use it on your Device;
(b) other than as permitted by applicable laws, modify, translate, make derivative works from, disassemble, reverse compile or reverse engineer any part of the app for any purpose including but not limited to in order to build a similar or competitive product; or
(c) remove, deface or destroy any copyright or other rights notices used on, or in connection with the app, and you acknowledge that any attempt to do so is a violation of the rights of Shping.
3.USE OF APP
3.1 Except as provided herein, you may not use the app outside the context of its intended use as part of the license granted to you or otherwise under this agreement.
3.2 You will need to enable location services on your Device in order for the app to operate correctly. Failure to do so may result in the app not operating correctly or at all or providing incorrect results. Shping is not responsible for any incorrect results or operational issues with the app if location services are not enabled.
3.3 In the event your Device is lost or stolen it is your responsibility to inform Shping. Shping will not be responsible for, and you indemnify Shping against, any use of the app on your Device by any person that would amount to a breach of your obligations under this agreement.
3.4 During your use of the app and the Services you undertake that you will not:
(a) infringe any third party rights; or
(b) use the app or any of its functionalities or Services for any illegal or criminal purpose or for any purpose that is, in the opinion of Shping, immoral or improper.
3.5 The app is not intended for people under the age of 16. Shping does not intentionally or knowingly make the app available to people under the age of 16. If you are under the age of 16 you must not use the app and are prohibited from installing the app and if installed, you must delete the app immediately.
3.6 Notwithstanding clause 3.5, you must ensure that the app is not used by any person under the age of 16 for any purpose and indemnify Shping against and with respect to any cost, loss or damage suffered or incurred by Shping as a result of or in connection with any use of the app downloaded to your Device by a person under the age of 16. Shping reserves the right to suspend or terminate your usage of the app if you violate this clause.
3.7 Any publication or use of any information derived by Shping from your use of the app (your Data) is at your risk and you agree that:
(a) while you own your Data, by downloading and using the app you grant to Shping a perpetual, transferable and royalty-free licence to use your Data;
(c) it is your responsibility to monitor the usage of your Data, including the unauthorized, illegal or offensive use of your Data by any Third Party Site or third party user;
(d) Shping assumes no responsibility for identifying or requiring the removal of your Data from any Third Party Sites (such as social networking sites) where your Data is published or used when such authority for its use was not granted or approved by Shping; and
(e) any information or data obtained or used by you in connection with the app that does not comprise your Data is the property of Shping and/or its suppliers and service providers. you must not use such information or data except in accordance with this agreement.
(a) the app may be downloaded from iTunes for apple, Google Play, Myapp (Tencent) 腾 讯应用宝, 360 Mobile Assistant 360手机助手, Baidu Mobile Assistant 百度手机助手, Xiaomi app Store 小米应用商店 and Wandoujia 豌豆荚 for Android, and such other sites and locations as Shping may make available from time to time;
(b) for continued use of the app, all app updates should be downloaded and installed when they become available;
(c) you will use the app consistently with Shping’ s Fair Usage Policy set out below;
(d) in order for the app to operate effectively in providing relevant product information including verifying the authenticity of products, you may be required to check that verification against the product description and your location. Failure to perform such a check or providing any false or inaccurate information in performing such a check may render the app unable to accurately verify the authenticity of a product and/or may produce an inaccurate result. Shping disclaims all liability and is not responsible for any decision made by you to purchase a product in reliance on an inaccurate result in such circumstances;
(e) you have the option to, report via the reporting functionality in the app, any potential unauthorised sales of products or any inaccuracy or error in any product description, certification or other information concerning products that you become aware of;
(f) for products where brand owners have enabled such option, you may be able to activate your warranty and or register the ownership of your item upon purchase through the app. To activate your warranty and or register your item you must comply with all relevant requirements of prompts embedded in the app. Shping disclaims all liability and is not responsible for any ineffective registration of ownership of products;
(g) all product and other information provided to you through the app is provided by third parties and not by Shping. Shping and the app is a mere conduit for the provision of such information and is not a seller or reseller of any products scanned by you using the app. To the extent permissible by law, Shping is not responsible for, and you shall not claim against Shping any amounts, losses (including consequential losses), costs, refunds or credits in relation to any products that you decide to purchase after scanning them using the app, including but not limited to make any claims for amounts, refunds or credits on the basis that the product purchased by you was defective, not fit for its intended purpose or you otherwise are entitled at law to seek redress in relation to the purchased product;
(h) sub-clause (g) above covers, without limitation, situations where the information provided by third parties to Shping is false, misleading, incorrect, does not cover matters relevant to your propose purchase or a product or out of date, or where a product has been recalled but Shping has not been made aware of the product recall; and
(i) The app enables brand owners, retailers and other Shping partners to send push notification “shoutouts” to consumers (including you). you have the option to opt out of receiving those notifications either entirely or selectively.
(j) Shping will send App related communication to your nominated email address, as well as push notifications "shoutouts" to your mobile device. You have the option to opt-out of receiving these notifications.
3.9 Your use of the app is subject to you complying with Shping’s Fair Usage Policy.
Such policy is that you must:
(a) only use the app and in particular scan products using the app where you have a genuine and bona fide intention of purchasing the product you are scanning;
(b) scan at least 80% of products that you scan at the retail store of purchase;
(c) only use the app to review any product purchased;
(d) scan no more that 1,000 products in a calendar month;
(e) scan barcodes of the physical product, scanning photos of the barcode or other digital image of barcode is prohibited;
(f) scan products that only fit the user profile;
(g) act honestly, diligently and use your best endeavours to ensure that all information concerning a product or products that you upload to Shping’s database using the app is accurate and up to date; and
(h) not make any dishonest, untrue, disparaging or offensive statements or comments concerning any product that you scan or any of Shping’ s brand partners on any platform maintained by Shping or any other social media platform.
3.10 If we detect that a user will or already has breached the Fair Usage Policy, we may suspend the user from some or all features of the app or the Services. Shping may send a warning message when a user is at risk of being restricted, and then restrict that user account for a period of 30 days. In the case of a second restriction for a user, the account may be restricted for a longer period or permanently at Shping’s sole discretion.
3.11 If we believe that you have breached the “Fair Usage Policy”, then without limitation to Shping’ s rights generally, Shping reserves the right to:
(a) request evidence or proof of purchase in order to verify that you have purchased any product(s) that you have scanned;
(b) reverse, clawback, confiscate or demand return of any Shping Coins earned and or accumulated by you or standing to your benefit;
(c) suspend or terminate your use of the app; and/or
(d) take such other action as Shping considers appropriate in the circumstances.
3.12 If you plan to sell products which you have previously purchased and registered with Shping using the Services as a second hand item via eBay or any similar online retailer, reseller or auction house products then:
(a) for a fee payable to Shping, you may upgrade your account with Shping so that the products’ image with the embedded unique product identifier GS1 Datamatrix barcode can be generated downloadable for you to use to market your product on the ecommerce sites. Shping may ask you to provide additional information to facilitate product authentication when sold as a second hand to third parties; and
(b) you consent to Shping disclosing your personal information provided to Shping and embedded into your products’ ‘GS1 Datamatrix’ barcode or other form of identifier for this purpose to potential purchasers.
3.13 You must not transfer or permit or procure any other person to transfer a unique product identifier from a genuine item to a counterfeit item. Doing so is a breach of this agreement, and will result in this agreement being terminated without notice and may expose you to criminal prosecution.
3.14 Any Services you have paid for, where the service was faulty or not properly delivered, and where you have raised this issue not later than 60 days after making the payment would entitle you to a refund otherwise refunds are generally not available and may only be made at the absolute discretion of Shping.
3.15 By downloading and using the app you consent your activity profile and information being provided to businesses which use social and other advertising to target specific consumers.
3.16 Shping may request from you additional information or request additional verification steps such as SMS verification, and other steps that may be required by KYC-AML requirements imposed by regulation on Shping or any exchange it operates on as a requirement to use some or all features of the app or the Services.
3.17 Shping may ask you to link the app to your social media profiles such as Google, Facebook, VK etc in order to properly or fully deliver some of the Services.
4.1 You may earn Shping Coins by scanning products (consistently with your obligations under this agreement) and by interacting with the app in other ways and as otherwise indicated the app, as explained below.
4.2 When you earn Shping Coins they are first stored in a shared transit account. This account is owned and controlled by Shping and tracks your Shping Coin entitlements.
4.3 you may withdraw your coins by moving them to your personal ERC20 wallet. When transferring Shping Coins the user incurs a fee called “GAS”. The GAS fee is paid to the Etherium blockchain platform to update the ownership records of the Shping Coins.
4.4 You may transfer Shping Coins to your own ERC20 digital wallet. Each transfer from the Shping Transit account to your own digital wallet will incur a fee. Such a fee may need to be paid by the user in ETH cryptocurrency or may be deducted in equivalent Shping Coin amount based on the exchange rate available to Shping. If fee is deducted from the amount transferred, then the amount received would be less then the amount requested to be transferred. Shping or its affiliates or business partners are not responsible for the security of Shping Coins while they are stored on Shping transit account or while they are transferred to your own wallet at your request. You are held responsible to enter the correct wallet address when transferring Shping Coins from the Shping transit account. you acknowledge that there are no mechanisms to reverse any transfer made to the wrong digital wallet account.
4.5 While keeping coins in the transit account Shping may provide you with additional benefits. For example, Shping may upgrade your tier status and/or allow you to spend or donate your Shping Coins to other System or app users. While Shping takes all the necessary measures to keep the transit account secure, you acknowledge that there is risk of hacking or theft to the account. In order to reduce this risk, we encourage you to keep Shping Coins in your own personal wallet. Should Shping Coins be stolen form the transit account the amount stolen will be deducted from all users balances on an equal basis.
4.6 You may leverage integration of Shping with one or a number of Cryptocurrency exchanges and when available in your area to request Shping to list your earned Shping Coins on your behalf on a Cryptocurrency exchange at the highest bit available at the time of the listing, Shping will list your Shping Coins and would request to exchange them for the currency of your choice if that currency is also supported by that exchange and further request that exchange to transfer you the received proceeds from such sale. You accept that described exchange of your Shping Coins is subject to the terms and conditions of the relevant Cryptocurrency exchanges https://blockbid.io/terms and https://cobinhood.com/terms. Shping may also provide you with the terms and conditions of other Cryptocurrency exchanges used in relation to such sales and may apply monthly limits to the dollar value of such sales.
4.7 Shping accepts no liability and is not responsible for the exchange rate for the sale of your Shping Coins and agrees to disclose particulars of any transaction upon request from you where Shping has sold Shping Coins on your behalf. Shping will charge merchant fees and administration fees to sell Shping Coins where requested which will be deducted from the sale proceeds. you are responsible for reviewing and understanding any access and/or terms and conditions of the Cryptocurrency exchange in relation to this sale. Further, if required by KYC or AML regulation, Shping will provide information about you to those or other relevant regulatory organisations.
4.8 Shping does not warrant that any Shping Coins can be sold nor that they preserve specific or any value and that they can be sold or otherwise traded.
4.9 You acknowledge that you should obtain independent legal advice prior to purchasing or acquiring any Shping Coins and Shping does not warrant or otherwise confirm that Shping Coins may be legally purchased, sold or owned by the you in the jurisdiction where you conduct your activities or use the app or the Services.
4.10 Shping and or its affiliates or business partners reserves the right to change, add or remove any methods of earning, storing and transferring Shping Coins or other awards, for any reason and without notice to you, in its sole discretion and at any time. Shping further reserves the right to verify any of your actions that would entitle you to receive Shping Coins. Pending verification, your Shping Coins earned will be suspended and not available to you until and unless the verification is positive.
4.11 Shping’ s Shping Coins program lets you earn Shping Coins by using the app’ s scanning function and your Device’ s to scan eligible products’ bar codes while at the eligible store. The scan must be for a purpose contemplated by this agreement.
4.12 By participating in Shping’ s Shping Coins program, you agree that the app may access your Devices and that Shping may review the scans made by your Device. Limiting the app’s to access to your Device may result in your participation in Shping Coins program being suspended. Shping does not guarantee that products will always be available for scanning at published locations (for example a vendor may pull products from its shelves, a product may be out of stock, etc.), or that barcode can be capable of being scanned or barcode related information will always be accurate. Shping disclaims all responsibility for any failed scanning experiences or errors or mistakes occurring during a scanning attempt.
4.13 Shping and its affiliates or business partners from time to time may also provide various other ways for you to earn Shping Coins, for example, providing, adding or correcting information or feedback in relation to scanned products, adding new products and product information to the app, having added products or related information viewed by other users, completing product surveys, watching videos or interacting with social media via the app (such as following participating brands or products). From time to time, Shping and or its affiliates or business partners may announce the actions you can take to earn additional Shping Coins. This information may be communicated to you through the app.
4.14 If you add new products, or add, correct or provide new information in relation to existing products, then you warrant that the product details and all information concerning the product that you provide is true and correct. You further warrant that any information or media (such as photographs) that you upload or provide does not infringe the intellectual property rights, and further hereby indemnify Shping and its partners and affiliates against any loss, cost or expense in the event of any such infringement. Doing so may further disentitle you to receive or result in the cancellation of some of all Shping Coins received by you or suspension or termination of your usage of the app.
4.15 By participating in these programs, you agree that the app may access information about the action you take within the app, such as the video you watch or the survey to which you respond, or which items you intend to buy or have bought, and other relevant information. Shping may use this information to provide a more personalized experience or allow its affiliates or business partners to do so. In addition, as applicable, you agree that the app may access your phone or device’ s camera and that Shping and its vendors, partners, and clients may review the submissions made by your device. you agree to use the app and these programs only for the actions required.
4.16 Shping is not liable for any failure to award Shping Coins, including due to the inaccuracy of the information Shping may receive from participating product suppliers or because of a Shping Coins or other awards allocation having previously been fully distributed to other account holders. you agree that Shping is under no obligation to notify you when an allocation of Shping Coins for distribution under this program has reached a zero balance for any given product, and Shping Coins will be distributed on a “first come, first served” basis.
4.17 Shping is not liable for a failure to award Shping Coins, including due to errors in your Device or mobile network, failing to complete the actions, failure to follow the stated directions or due to the inaccuracy or illegibility of the receipt submitted.
4.18 If you believe that Shping Coins or other awards were not properly accrued to your account, please notify Shping within 30 days of when you think the error occurred. Allow 30 days for any claims to be researched and corrected as needed. Shping’ s determination will be final. Shping cannot guarantee that Shping Coins or other awards you believe should have been accrued can be credited to you later, if Shping cannot determine the precise location you were in, or the action you took on the app at the time when you believe the Shping Coins or other awards should have been credited. Among other reasons, technical problems with a walk-in or scanning system or verification of transaction information may result in your action not being detected or verified accurately by the app. Neither Shping nor its affiliates or business partners can be held liable for your inability to accrue Shping Coins or other awards in such event.
4.19 Shping cannot guarantee the value of the Shping Coin at the time when you may wish to exchange Shping Coins to other Cryptocurrency or fiat currency. Shping does not guarantee that user may even be able to exchange Shping Coins at all or that Shping coin would still be listed on the exchanges.
4.20 Shping reserves the right to introduce new rules or modify its rules as its sole discretion that may limit the way Shping Coins may be earned.
5.USER STATUS LEVELS
5.1 The app provides for five user status levels – Basic, Bronze, Silver, Gold and Platinum. Each level is higher than the last. Your user status will depend on the extent to which you use the app and you will initially have the Basic user status.
5.2 Users who use the app regularly and accurately will be entitled to have their user status upgraded. The amount of use of the app that entitles users to receive an upgrade will be determined from time to time by Shping in its absolute discretion. Users whose status level is above Basic are considered to be active users.
5.3 Without limiting Shping’ s discretion, the following table sets out the eligibility criteria for each user status:
|Scans of unique numbered barcodes per month||-||20||80||200||300|
|Completed Quizzes/reviews per calendar month||-||5||10|
|OR, value of Shping Coins held by users in their Shping app profile||USD 500||USD 1000|
5.4 Users that do not use the app regularly, or whom enter inaccurate information with respect to products, may have their user status downgraded. The circumstances in which a user status may be downgraded will be determined from time to time by Shping in its absolute discretion. Without limiting the aforesaid, users who do not scan minimum numbered barcodes at retail stores for the period set out in the following table will have their user status downgraded one level:
|Cumulative number of Days with no Scans per calendar month||-||20||15||10||5|
5.5 SHPING may not upgrade You, and may downgrade You to a lower status level if at any time You have less than the minimum number of active Shping Buddies (on any status level other than Basic) applicable to Your status level linked to your App. The required number of linked Shping Buddies to be eligible for different statuses are set out in the table below:
|Active Shping Buddies||-||2||5||10||30+|
5.6 Shping shall determine, in its absolute discretion, the benefits, preferences and entitlements that come with having a higher user status than Basic. This information will be made available via the app and is subject to change without prior notice. Shping would not upgrade or downgrade your status more then by one level per month. Shping may automatically upgrade you to a Gold or Platinum level if your Shping Coin balance above an agreed threshold or you have been granted Platinum level for life as part of the token sale event.
5.7 Shping’ s decisions and determinations concerning your user status are in its sole discretion and are final. you acknowledge that holding a user status above Basic is a privilege and not a right. Failure to comply with all of your obligations under this agreement and in relation to the app may result in any higher user status that you hold being revoked.
5.8 Users who contribute information such as product reviews, lifehacks undertaking product research under the program of Product WIKI regularly and accurately will be entitled to have their contributor status upgraded. By moving to the next contributor status level, you may be granted new capabilities and tools. The amount of use of the app that entitles users to receive an upgrade will be determined from time to time by Shping in its absolute discretion. Users whose status level is above “Newbie” are considered to be an active contributor. Shping also reserve the right to invite you or you can seek to become a join Shping as a contributor of a specific level Shping will make the determination and will either accept or reject your request at its own discretion.
5.9 Shping may not upgrade you, and may downgrade you to a lower contributor status level if at any time your contribution volume or circumstances are bellow requirements for the specific tier. Accuracy is determined at the sole discretion of Shping by the percentage of the new product and data field contributed or corrected in the Shping system in comparison to the total number of new product or data fields entered or corrected while like/dislike ration is derived from activity of the the app users. The required number of contributions and accuracy are set out in the table below:
|Contributions per month||-||>5||>10 (per industry)|
|Cumulative social media following||5000|
5.10 If you are Newbie tier you would be limited to text and photo reviews, while “Expert” and “Guru” contributors able to also upload videos as part of their reviews. The Expert tier will have an option of getting donations from other consumers those who liked their reviews while the Guru tier will be able to activate pay per view option and charge Shping app users to watch their review at their discretion. Shping may recall any tier status if we believe that contribution made by contributor goes against company policies of vision.
6.SHPING BUDDIES AND SHPING BUDDY BONUS COINS
6.1 Users (including you) have the option of inviting other Users to use the app and to link them to your use of the app as a “Shping Buddy”. Each added Shping Buddy would earn you additional Shping Coins.
6.2 You can only earn additional Shping Coins once per unique invited User.
7.1 To the extent permitted by law, the app is provided to you on an “as is” basis and may contain errors, faults and inaccuracies and may not be complete and current. Shping makes no representations or warranties of any kind, express or implied as to the operation or suitability of the app.
7.2 Shping makes no representations or warranties of any kind, express or implied with respect to the availability, performance, security, characteristics or operation of the app, and, to the extent permitted by law, will not be responsible for breach of any such express or implied term or representation should such express or implied term or representation be found or deemed to exist.
7.3 you acknowledge and agree that your right to use the app may be suspended or terminated if you breach any of these terms of this agreement.
8.1 Shping may provide certain features of the app or Services that use and /or rely upon location information. To provide such features and Services, Shping may transmit, collect, maintain, process and use your location data.
8.2 you agree and consent to Shping using and/ or collecting your location data for the purpose of performing the Services. you may withdraw this consent at any time by switching off the location based services setting on your Device. you acknowledge that in doing so, however, that the app may not function according to its full capacity.
8.3 To the extent permissible by law you agree and consent to Shping disclosing your location data to a third party, and to that third party accessing and using your Device, in connection with the performance of the Services by or on behalf of Shping.
10.1 All information of a confidential nature disclosed by Shping to you either under this agreement or in accessing or using the app, is confidential to Shping and must not be disclosed by you to any third party.
10.2 The app logo and Shping brand are trademarks, service marks, registered trademarks, copyrights or other intellectual property of Shping and Shping Related Bodies (Shping IP). Shping and/or the Shping Related Bodies own all of the Shping IP under this agreement. you may not use or display any Shping IP during the course of your use of the app and Services, or in connection with the access or use of the Shping website, without Shping’ s prior written consent (which may be withheld in its absolute discretion).
10.3 The app and its content are protected by copyright, trade mark and other intellectual property laws. you acknowledge that:
(a) all intellectual property rights in the app and its content throughout the world belong to Shping and/or the Shping Related Bodies or their suppliers or affiliates;
(b) this agreement does not transfer any title to intellectual property in the app and its content to you; and
(c) your only rights in respect of the app and its content and the Services are as set out in this agreement.
11.LIMITATIONS OF LIABILITY
11.1 In this clause a reference to “Shping” is a reference to and includes Shping, any Shping Related Bodies and each of their directors, officers, employees, agents, contractors, successors or assigns.
11.2 You agree that your access to, purchases or supplies under, and use of the app and Services, is subject to this agreement and is at your sole risk
11.3 TTo the extent permitted by law, and except as expressly stated otherwise in this agreement, Shping will not be liable for any damages, economic loss or other loss whatsoever arising out of, or in any way related to, your use of the app and the Services. This limitation applies to direct, indirect, consequential, exemplary, incidental, special, punitive or any other losses or damages that you or others may suffer, including damages for loss of profits, goodwill, use, business interruption or the loss of data or information.
11.4 The limitation of liability in clause 11.3 applies whether the claim is in contract, statute, tort (including without limitation, negligence) or equity and even if Shping has been notified of the possibility of such loss or damage. you agree that Shping’ s liability, if any, to you at law will be reduced by the extent to which you contributed to the loss.
11.5 To the extent permitted by law, you agree that Shping will not be responsible or liable for any modification, interruption, suspension or discontinuation of the app, any technical faults which impact on the availability or use of the app whatsoever.
11.6 Certain legislation may impose guarantees or obligations upon Shping which cannot be excluded, restricted or modified or cannot be excluded, restricted or modified except to a limited extent.
11.7 You agree to reimburse Shping for and indemnify Shping with respect to all expenses (including legal costs and all expenses), losses and liabilities of any nature or description it may incur either directly or indirectly as a result of:
(a) your breach of any term of this agreement;
(b) any third party claim brought against Shping in respect of your download or use of the app; or
(c) you bringing a claim against Shping when you have agreed not to do so.
12.1 You indemnify Shping in respect of any liability incurred by Shping for any loss, cost, damage or expense howsoever caused, or suffered by Shping as a result of your negligence, wilful misconduct or breach of this agreement.
13.1 Shping may, in its sole discretion, temporarily or permanently suspend or terminate the rights granted to you under this agreement if Shping suspects that you are not complying with the terms of this agreement. Shping also reserves the right to otherwise restrict, suspend or terminate your ability to access or use the app if it determines in its sole discretion that you pose a threat to the app or its users or that your conduct is inconsistent with Shping’s brand values. Shping will not be liable for any cost, expense or damages whatsoever for termination of this agreement.
13.2 If this agreement is terminated, the parties are released from the obligations to continue to perform under this agreement, except those obligations that expressly or by their nature, survive termination and each party retains the rights and claims it has against the other party for any past breach of this agreement.
14.END-USER TERMS FOR USERS OF APPLE
14.1 You acknowledge and agree that:
(a) this agreement is concluded between you and Shping, not you and apple, Inc (apple));
(b) Shping and its licensors, and not apple, are solely responsible for the app;
(c) apple has no responsibility whatsoever to furnish any maintenance and support services with respect to the app;
(d) in the event of any failure of the app to conform to any applicable warranty, you may notify apple and apple will refund the purchase price (if any) you paid for the app;
(e) to the maximum extent permitted by applicable law, apple will have no other warranty obligation whatsoever with respect to the app, and apple have no responsibility for any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty;
(f) apple is not responsible for addressing any claims that you or any third party make relating to the app or your possession and/or use of that app including:
product liability claims;
any claim that the App fails to conform to any applicable legal or regulatory requirement; and
claims arising under consumer protection or similar legislation.
(g) apple will have no responsibility whatsoever for the investigation, defence, settlement or discharge of any third party claim that the app infringes that third party’ s intellectual property rights;
(h) you will comply with any relevant third party terms of agreement when using the app; and apple and its subsidiaries are third party beneficiaries of this agreement and, upon your acceptance of this agreement, apple will have the right (and will be deemed to have accepted the right) as a third party beneficiary to enforce this agreement against you.
14.2 You represent and warrant that:
(a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and
(b) you are not listed on any U.S. Government list of prohibited or restricted parties.
15.GENERAL PROVISIONS AND INTERPRETATION
15.1 This agreement is governed by the laws of Victoria, Australia and you irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Victoria, Australia and waive any claim or objection based on absence of jurisdiction or inconvenient forum.
15.2 Shping will not be liable for any delay or failure to perform any of its obligations under this agreement if such delay or failure is due to a force majeure event including strikes, riots fire, explosions, acts of God, war, governmental action or any other cause which is beyond Shping’ s control.
15.3 If a provision of this agreement is invalid or unenforceable it will be read down or severed to the minimum extent of the invalidity and unenforceability and the remaining provisions will remain in full force.
15.4 Shping may freely assign this agreement and the rights grants hereunder without restrictions. you will not assign, novate or otherwise transfer any rights granted to you or any of its duties hereunder without the prior written consent of Shping. Any attempt by you to do so will be void and of no effect.
15.5 In the event that any provisions of this agreement are held to be invalid or unenforceable, the remaining provisions of this agreement will remain in full force and effect.
15.6 The failure of Shping to enforce any right or provision of this agreement will not be deemed a waiver of such right or provision.
15.7 This agreement, and documents incorporated by reference into this agreement, represents the entire agreement of the parties and supersedes all other representations, negotiations, arrangements, communications, understandings or agreements, whether written or oral.
15.8 Nothing in this agreement shall constitute a partnership or joint venture between you and Shping.
15.9 The headings are for convenience only and do not affect the interpretation of this agreement.
15.10 The words “including” or “includes” means “including, but not limited to”, or “includes, without limitation” respectively.
15.11 The rights, remedies and powers of the parties under this agreement are cumulative and do not exclude any other rights, remedies and powers.
16.CONTACT AND VIOLATIONS
16.1 Shping is responsible for addressing any questions, comments or claims relating to the app and your use of the app. If you have any comments, questions, complaints relating to the app, or would like to report a violation of any of the terms of this agreement, please contact Shping as per the below contact details:
Authenticateit Pty Ltd (ABN 30 155 162 253) trading as Shping
506/434 St Kilda Rd,
Melbourne Vic 3004
Shping customer service team’s may be contacted on 03 9924 4405 for Australia and +61 3 9924 4405 for overseas callers.