Terms of Use

Terms of Use

Version: 01
Date: 15/03/2021


Hello!

Welcome to Vendo Por Chat. Thank you for using our Services. Please take a few minutes to read the following Terms and Conditions for Merchants (hereinafter "T&C"), which will guide you in the proper use of our System and Services.

When downloading the application, you accept Vendo Por Chat T&C, which you can find at the following URL: https://terms.vendoporchat.com/.

We understand that you, as Merchant, have the legal capacity to accept these T&C. In case you are a minor or if for any reason you do not have the capacity to generate contractual relations on your behalf, we ask you not to accept these T&C and therefore not to use our services.

RECITALS

  1. These terms and conditions of use regulate the contractual relationship with you, the Merchants that subscribe a plan with Peiky Corp through Vendo Por Chat, in order to increase your sales force, manage your orders and generate draft orders through the Platform.
  2. You will also be able to use the different features of the System that Vendo Por Chat has for you or those that it develops and makes available to you.
  3. Independently of your domicile, you will be able to access the Services of Vendo Por Chat and its System in any of the countries in which we have presence.
  4. Vendo Por Chat understands that the data provided by you regarding your business or those who participate in it, are truthful and are updated. You will be solely responsible for any damages that may be caused by incorrect, false, or outdated information you provide within the use of the Platform. This information must be updated every year or when Vendo Por Chat requires it.

1. DEFINITIONS

The following terms, when used in this Agreement will have the following meanings:

  1. Buyer- Client: Is any natural or legal person who uses the Vendo Por Chat Platform to make payments for goods and / or services resulting from the sale that takes place with the registered Merchant on the Platform.
  2. Merchants: You as a natural person or legal entity, you accept these T&C, in order to subscribe to a plan with Vendo Por Chat and offer your goods and / or services through the Platform. With the acceptance of these Terms you understand that the Merchants are also employees and / or contractors (who will be understood as Affiliated Merchants) that are designated by you for the use of the Platform.
  3. Vendo Por Chat: It is the Platform through which the purchase processing will be done, without including the payment process, which will be done through the Shopify platform. Peiky Corp is the owner of the intellectual property related to each of the elements that make up the technology that Merchant and Merchant Buyer will use to offer goods and/or services.
  4. License: It refers to the availability of the application and use of the Vendo Por Chat keyboard as part of the business suite provided. It is a tool (keyboard) offered within the Shopify Platform to Merchants, as a benefit that helps generate greater efficiency in the sales process, order generation and draft orders.
  5. Confidential Information: It is all information that is recorded, either orally, in writing, electronically, or in any other existing or future media, including, but not limited to, the relationship, information of a commercial, legal, contractual, technical or any other nature, databases, personal data, among others, delivered in the context of the relationship with Vendo Por Chat.

2. SERVICES THAT VENDO POR CHAT OFFERS TO MERCHANTS

You will be able to use Vendo Por Chat for a certain amount of time according to the range of approved draft orders of the plan you choose, to offer your goods and/or services to Buyers. The payment process will be between the Buyer and Shopify, and will not involve Vendo Por Chat.

Please note that the authorization to use the Platform is exclusive to you and the number of sellers you register on the platform, so if you want to enable a greater number of draft orders, you must subscribe to a specific plan for these needs.

Subscription plans and fees can be found at https://apps.shopify.com/vendo-por-chat.

The following are conditions of the service provided by Vendo Por Chat:

  1. As a Merchant, you will install the application and your account will be automatically created in the Platform.
  2. Vendo Por Chat has no interference in the contracts of sale that you enter directly with your Buyers, therefore, not responsible for the quality, quantity, suitability, safety or delivery of the product or service you offer to the Buyer.
  3. Vendo Por Chat shall have no responsibility for the content published by the Merchant in the Platform.
  4. Vendo Por Chat shall have no liability for the misuse of the Platform or for any damages that may be caused as a result of these actions or omissions attributed to the Merchant and / or the Buyer.

3. VENDO POR CHAT OBLIGATIONS

Vendo Por Chat is obliged to:

  1. To make available different subscription plans per draft order quantity and to ensure throughout the business relationship that each of them complies with the features purchased.
  2. Migrate the information available in Shopify and necessary for the creation of an account to access the Platform.
  3. By creating your sales force with their location and your catalog of products and / or services, you can make them visible on the Vendo Por Chat map.
  4. Display in the community, the contact number registered by you in the creation of your account, in order to facilitate the contact of Buyers and the Merchant.
  5. Publish your content and multimedia files in the form in which you upload them to the Platform, without making any modifications, adjustments, deletions or additions.
  6. Vendo por Chat may make general adjustments and modifications that improve and optimize the structure of the contents on the Platform, without giving prior notice to Merchants.
  7. Vendo por Chat will make available to the Merchants the versions or updates that have been made on the Platform either online and/or in the App stores.
  8. Enable a channel that will provide support for the correct operation of the Platform.

4. MERCHANT OBLIGATIONS

By using the Vendo Por Chat Services, in your role as Merchant, you understand and agree that you must:

  1. Choose the subscription plan with the draft order generation that best suits your needs.
  2. Read and review the terms and conditions for the use of the Platform.
  3. Make payment to Shopify for the subscription plan you have chosen according to your needs, as applicable and in accordance with the current fees.
  4. Manage the enablement and/or disablement of accounts intended for the direct or indirect sales force, allied or not, that you designate for such purposes.
  5. Assume any responsibility for the sale of products and / or services and also guarantee that you will not use the Platform to distribute illicit, illegal or violate the dignity of people and / or animals.
  6. You agree that any contact made by a Merchant, whether an employee, contractor, allied seller or in general the sales force enabled and intended by you for the sale of products and / or services, will comply with the regulations for the protection of personal data and acknowledge that you as Merchant are responsible for the processing of such data.
  7. In all events you must comply with and guarantee the applicable legislation on consumer protection.
  8. You shall reject any type of Sexual Exploitation and Abuse, guaranteeing the human dignity of all employees and potential buyers.
  9. Comply and not violate at any time the laws, rules and regulations on money laundering and terrorist financing.
  10. Note that you may not directly or indirectly sell, modify, transfer, or alter the components of Vendo Por Chat platform.
  11. Nor may you engage in any of the following conduct, unless expressly authorized in writing by Vendo Por Chat:
    • Sub-license the authorization of use granted by Vendo Por Chat.
    • Assign or distribute copies of the Platform to persons who are not related to you, contrary to these Terms.
    • Manipulate or misrepresent information exchanged using the Platform.
    • Post links and/or references to sites that may infringe intellectual property laws.
    • Conduct explorations in the architecture of any of the elements involved in the Vendo Por Chat system in order to find and / or exploit security flaws.
    • Send any type of messages that affect the configuration/programming of Vendo Por Chat equipment or the terminal equipment of a third party user of the Platform, such as malicious code.
    • Decompile, reverse engineer, restructure or limit, in any way, the source code or components of Vendo Por Chat and/or Platform assets or the ability to read it.
    • Modify, copy, reproduce, adapt, translate, translate, lease, loan, distribute, assign, or transfer the Platform in any way or create derivative products from the Platform.
    • Remove or obscure any copyright notice contained in the Platform.
    • Links or links in publications.

In the event that Vendo Por Chat is notified or identified by any means, you have attempted to perform any of these actions, may initiate appropriate legal action and claim compensation for damages that may apply.

5. EXCLUSIONS OF OF VENDO POR CHAT'S LIABILITY

Please note that:

  1. Vendo Por Chat provides its Services with a reasonable standard of competence and diligence.
  2. Vendo Por Chat shall not be liable, contractually or extracontractually, for any direct, indirect, special, incidental, punitive, lost profits, loss of opportunity, among other consequential damages, whether or not foreseen by Vendo Por Chat, resulting from the unavailability of Vendo Por Chat's services, delay in processing Buyer's payment, fraud by impersonation of Buyer or Merchant, or any other damages directly or indirectly related to the provision of Vendo Por Chat's services. In no event shall our total liability to you for all damages, losses and causes of action exceed ONE HUNDRED DOLLARS (US$100).

    Accordingly, you acknowledge and agree that Vendo Por Chat assumes no liability to you or any third party for the restriction, modification, suspension or termination of access to your account on the Platform, except in cases of gross negligence or willful misconduct on our part.
  3. Also, you acknowledge that the use of the Platform is under your responsibility. Vendo Por Chat will only be liable for willful misconduct or gross negligence in the performance of their duties. Neither Vendo Por Chat nor its suppliers shall be liable for any unauthorized access to equipment or transmission devices Vendo Por Chat and / or Mercnhant nor for unauthorized access or alteration, theft or destruction of your files, data, programs, procedures or information, whether by accident, fraudulent means or devices or any other method. Under no circumstances shall Vendo Por Chat be liable for any direct, indirect, incidental, specific or consequential damages resulting from the use or non-use of the Platform. The Merchant accepts that this stipulation will be applied so much if Vendo Por Chat is notified or not of the possibility of these damages and that in the same way this stipulation will be applied to all the contents and services that Vendo Por Chat offers.
  4. Vendo Por Chat is not responsible for fraud in the sale of products and agree that the conversations you have with your buyers are your responsibility and in any case the same shall be governed by the Terms of the social network you decide to use for the sale of your goods and / or services.

6. VENDO POR CHAT PLATFORM

Vendo Por Chat will provide you with a digital ecosystem, which will be composed of the following suite of tools:

  1. Vendo Por Chat Administrator: This is a tool that will allow you to configure your sellers, approve draft orders and view draft order history.
  2. Vendo Por Chat Keyboard: We provide you with the Vendo Por Chat application, once the application is downloaded you will be able to configure the Vendo Por Chat Keyboard. In the Keyboard you will be able to create contacts, generate orders and share with your buyers the information created in the Administrator (Messages and Files) as well as the content synchronized at the product level from your Shopify store. All the other functionalities that Vendo Por Chat makes available to you.

Vendo Por Chat through its keyboard will only have access to the information shared and stored in the keyboard, but not, to conversations through chats between the Merchant and the buyer nor to data shared by the Buyers.

The Vendo Por Chat keyboard "does not transmit anything you type". The warning message (allowing Full Keyboard Access) is there to make sure that the User is aware of what is technically possible before making a decision whether or not to trust the developer of a keyboard extension. No data or words of a financial or sensitive nature will leave your device or be transmitted while using the Vendo Por Chat Keyboard.

7. SUBSCRIPTION AND RECURRING PAYMENTS

Your subscription may include enrollment in a recurring periodic payment plan. Your subscription will automatically renew at the end of the billing period indicated in the plan, unless you cancel your membership without penalty or additional cancellation fees. Payment will be charged to your chosen payment method, provided that it is a credit card, upon confirmation of enrollment and at the beginning of each new billing period, unless you cancel before the end of the current billing period. We reserve the right to change our prices, however, for recurring subscription plans, Vendo Por Chat will not change the fees until after the plan has expired.

In the event of a price change, you will be notified no later than five (5) business days in advance by email to the email address on file with your account. If you do not wish to accept a price change, you may cancel your subscription in accordance with the instructions that will be included in such email and the cancellation will take effect at the end of the current billing period. If you do not cancel your subscription after the price change takes effect and before the start of your new subscription period, your subscription will renew at the price in effect at the time of renewal without any further action on your part and you authorize us to charge such amounts to your payment method.

Please note that if you exceed the approved draft orders defined in your plan, you will be charged an additional fee, which will be charged directly to your account.

8. MODIFICATION OF SUBSCRIPTION

The cancellation of the subscription will take effect at the end of the current billing period and in any case, Vendo Por Chat will not make any refund or credit for monthly or annual billing periods not used by you. The service may be terminated by us in the event that you use the service to violate any condition of this document, any related policy or terms or any applicable law and/or regulation.

9. CANCELLATION AND REFUND POLICY IN CASE OF CHANGES

In the event of a modification to these Terms and Conditions or any condition applicable to the chosen subscription plan, other than a change in price, we will notify you of such a change no later than five (5) business days prior to the change by sending an email to the email address listed in your account.

If you do not wish to accept the change, you may cancel your subscription in accordance with the instructions contained in such email. If you do not accept the modification, you must stop using the services offered by Vendo Por Chat and consequently, by this document, you agree that if you do not cancel your subscription before the modification becomes effective, you are accepting such changes.

10. COPYRIGHTS AND INTELLECTUAL PROPERTY

The Vendo Por Chat application integrated to Shopify consisting of the keyboard and its products, computer programs, databases, networks, executable files that allow the Merchant to access and use its account, are the property of Peiky Corp and are protected by the laws and international treaties on copyright, trademarks, patents, models and industrial designs. The improper use and total or partial reproduction of such content is prohibited, unless expressly authorized in writing by Peiyk Corp.

Peiky Corp is the holder of all the rights of Intellectual Property that are recognized to the creator of a work or to the holder of author's rights or related, with respect to the contents that Vendo Por Chat generates or on which it has some right. In general, Peiky Corp has the intellectual property on texts, software, licenses, source code, images, logos, buttons, icons, trademarks, patents and others, provided in its services. It is forbidden the total or partial reproduction of any content described in this clause, by any means and without prior authorization from Peiky Corp.

As Merchant you may include images and photographs of the product offered as long as they correspond to it, except in the case of products that by their nature do not allow such correspondence. As Merchant you represent and warrant that you are entitled to include the images and photographs contained in your publications, being responsible for any infringement of third party rights and represent and warrant that these activities do not violate any intellectual property rights on such photographs.

You also warrant the exclusive use of these images to Vendo Por Chat to the extent that they have been generated for Vendo Por Chat. The merchant declares and guarantees that the products published and marketed do not infringe the intellectual and industrial property rights and any other rights of third parties. Those who are holders of rights may identify and request the Merchant to remove those products that in their opinion infringe or violate their rights, upon presentation of the title that certifies them as the holder of the alleged right.

As a Merchant you grant Vendo Por Chat a free authorization during the relationship with Vendo Por Chat, to publish and/or adapt the images included in your publications for product classification purposes on all its sites, social networks and/or by any means that Vendo Por Chat uses for communication.

In the event that Vendo Por Chat suspects or is notified that an illegal activity or infringement of intellectual property rights is being committed or has been committed, Vendo Por Chat reserves the right to take all measures it deems appropriate and necessary to cease any infringement affecting third parties including the cancellation of the service.

Vendo Por Chat may contain links to other Web sites, which does not indicate that they are owned or operated by Vendo Por Chat. By virtue of the fact that Vendo Por Chat has no control over such sites, it will not be responsible for the contents, materials, actions and/or services provided by such sites, nor for damages or losses caused by the use of such sites, whether caused directly or indirectly. The presence of links to other websites does not imply a partnership, relationship, approval, endorsement of Vendo Por Chat to such sites and their contents.

The intellectual property rights on the layout of the hyperlinks within the system (sui generis right on the database), its graphic design (look & feel), the sorting algorithm, the underlying computer programs (including source codes), belong to Peiky Corp or to whom it has assigned these rights.

The intellectual property rights on the various elements that make up the Vendo Por Chat system and its services - text, graphics, photographs, videos, sound recordings, voice, etc. - are owned by Peiky Corp.

With respect to the Industrial Property and the ownership of the distinctive signs included in the system (trademarks and trade names) they are the property of Peiky Corp.

The fact that you use the Vendo Por Chat System does not imply the transfer of any intellectual and/or industrial property rights in your favor. Peiky Corp expressly acknowledges that in some cases Peiky Corp is not the owner of the Copyright of specific content displayed within the System, in these cases Peiky Corp has the agreements, prior permissions of the respective owner for such content to be hung within the system and / or that they have been uploaded by you.

Except in those cases in which there is authorization from the owner of the copyright or industrial property, or a third party authorized by it, as appropriate, it is expressly forbidden for Buyers and/or Merchants to generate the reproduction, transformation, distribution, public communication, making available, extraction and/or reuse of the system and all its components, its Intellectual and Industrial Property.

11. TERMS AND CONDITIONS FOR USE OF THE APPLICATION

When you use the Vendo Por Chat Services, you do so at your own risk and the following consequences follow:

  1. The software, the System and other components of Vendo Por Chat are provided "as is", that is, in their current state, with all risks arising from their use, without warranties of any kind.
  2. At the time you decide to install the Vendo Por Chat application on Shopify and you previously have an active Vendo Por Chat account with the same email address registered on Shopify, you agree that the accounts will be merged in our system, thus disabling the first subscription on Vendo Por Chat and therefore you will not have the ability to access the web administrator. Notwithstanding the above, all content uploaded to that account will be retained on the keyboard for your viewing. If you wish to make any deletion and/or modification you must contact us.
  3. Vendo Por Chat does not provide, under any circumstances, guarantees regarding the quality, performance, suitability for use of the system or service, the availability or continued accessibility of the system, the website, or the security of the system, nor does it guarantee that there will be no fraud by third parties with your information and / or Merchant, so that whoever provides this information does so at their own risk. In general, Vendo Por Chat can not generate any preventive or corrective action that immediately fix access to the system and / or the service it provides.
  4. There will be no responsibility of Vendo Por Chat for the quality and suitability of the product you sell to your buyers or for any damage or injury that is generated as a result of a product and / or dangerous or defective service, including warranties, claims, delays in delivery, among others.
  5. You will be entitled to a one-time free trial.

12. TERMINATION

  1. By Merchant: You may at any time terminate the relationship governed by these Terms by deleting the application directly from Shopify, without prejudice to Vendo Por Chat's rights to pursue collection of unpaid obligations.
  2. By VENDO POR CHAT: We may terminate the relationship governed under these Terms unilaterally for:
    • Serious and repeated breach of the obligations owed by you as Merchant.
    • In case of breach by you as Merchant of any of the rules and guidelines governing the use of the Platform.
    • At the time you use the Platform for purposes other than those agreed in these Terms.
    • By force majeure or fortuitous event duly proven, making it impossible to continue the relationship with Vendo Por Chat.
    • For fraud of the Merchant that is reported by a third party.
    • For the use of the Platform to market goods or services related to illegal activities.
    • In case of breach of these Terms.
    • If Vendo Por Chat is reported by a third party that you are using the services or the system fraudulently or that your account is being used by third parties fraudulently.
    • If immediately required by a change in law or regulation, or when required by a regulator and/or competent authority.
    • Immediately, if Vendo Por Chat decides to stop offering its services in a particular country. If this happens we will let you know.

13. ASSIGNMENT

Peiky Corp may assign its position described in these Terms to any third party who purchases or acquires title to the business.

14. INDEMNITY

As a Merchant, you will hold harmless Vendo Por Chat from any damage or loss suffered with respect to any claim by a third party related to the quality or characteristics of the goods sold through the Platform.

Likewise, you will hold harmless Vendo Por Chat, its affiliates, officers, shareholders, directors, employees, licensees, and agents, against any claim, demand or legal action that may arise for damages, injuries or damages of any kind, caused to third parties or staff Vendo Por Chat or the same staff of the Merchant, and that are given by:

  • Causes attributable to you as Merchant.
  • Because of the products and / or services covered by these Terms.
  • For breach of its obligations to consumers, by way of example, defective products, warranties, right of withdrawal, delays in delivery among others.
  • For claims or complaints from consumers in relation to the products purchased by them through the Merchant.
  • For violation of any applicable law or regulation or as agreed in these Terms by the Merchant, including within these concepts attorney's fees, expenses of the process and any eventual conviction that may occur against Vendo Por Chat.

Merchant shall also indemnify and hold harmless Peiky Corp, its affiliates, officers, shareholders, directors, employees, licensees and agents from any claim or legal process or any liability or expense arising out of or related to a third party intellectual property claim arising out of Merchant's approved use of the Merchant Marks or Merchant's unauthorized use of Peiky Corp's intellectual property.

You also agree to defend, indemnify and hold harmless Peiky Corp and its officers, directors, employees, agents, managers, subsidiaries, affiliates and parent companies from and against any losses, damages, claims, or expenses of any kind, including court costs and reasonable attorneys' fees, incurred or suffered by Peiky Corp due to the negligence, fraud, misrepresentation, intentional acts or omissions of the Merchant and/or affiliated Merchants.

15. CONFIDENCIALITY

Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose business, technical or financial information relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information" of the Disclosing Party). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except as expressly permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, (b) was in its possession or known by it prior to receipt from the Disclosing Party, (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party.

16. CHANGES

Vendo Por Chat may modify these Terms when it deems necessary. The modifications will not be applied retroactively and will take effect upon publication on the platform or after the notification we send you by the means available to Vendo Por Chat. We recommend you to be aware!

If you do not agree with the modifications made by Vendo Por Chat, you must refrain from using the Platform.

17. GENERAL

  1. Unenforceability
    If a court of competent jurisdiction determines that any provision of this Agreement is invalid, illegal, or otherwise unenforceable, such provision will be enforced as nearly as possible in accordance with the stated intention of the parties, while the remainder of this Agreement will remain in full force and effect and bind the parties according to its terms.
  2. Taxes
    Merchant shall be responsible for payment of all Taxes and any related interest and/or penalties resulting from any payments made hereunder.
  3. Relationship
    Nothing contained herein will in any way constitute any association, partnership, agency, employment or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the authority to obligate or bind the other in any manner, and nothing herein contained will give rise or is intended to give rise to any rights of any kind to any third parties.
  4. Force Majeure
    Neither Party will be deemed in breach hereunder for any cessation, interruption or delay in the performance of its obligations due to causes beyond its reasonable control ("Force Majeure Event"), including earthquake, flood, or other natural disaster, act of God, labor controversy, civil disturbance, terrorism, war (whether or not officially declared), cyber attacks (e.g., denial of service attacks), or the inability to obtain sufficient supplies, transportation, or other essential commodity or service required in the conduct of its business, or any change in or the adoption of any law, regulation, judgment or decree.
  5. Governing Law
    This Agreement will be governed by the laws of the Province of Ontario, exclusive of its rules governing choice of law and conflict of laws, and all disputes arising out of the Agreement will be subject to the exclusive jurisdiction and venue of the state and federal courts of Ontario,Canada, and the parties hereby consent to the personal jurisdiction of these courts.
  6. Arbitration
    If the parties are not able to the dispute through Vendo Por Chat customer support, the parties agree to resolve any dispute arising under these Terms, or under the Privacy Policy, or in relation to the Vendo Por Chat Application by binding arbitration in Ontario, Canada, or in another location that both parties agree to.

18. CONTACT US

You can contact Vendo Por Chat by sending an email to the following address: customersuccess@vendoporchat.com.