Terms of Service

IMPORTANT - READ CAREFULLY: The ShipWorks Service (the “Service”) is owned and operated by Interapptive, Inc., (“Interapptive”), a Missouri corporation, and is provided to you (“You”) under the terms and conditions of these Interapptive Terms of Service (“Terms”), which include Interapptive’s Privacy Policy and Registration Form, available through the hyperlinks set forth below and incorporated herein by reference. BY COMPLETING THE ELECTRONIC ACCEPTANCE PROCESS AND CLICKING THE “SUBMIT” BUTTON, YOU REPRESENT AND WARRANT THAT YOU: (i) ARE AUTHORIZED TO SIGN FOR AND BIND THE CONTRACTING PARTY AND (ii) AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH IN SECTIONS 9 AND 10 BELOW.

1. DESCRIPTION OF SERVICE. The Service provided by Interapptive allows You to download and manage orders from your online store or online sales system that may be provided by You and/or a 3rd party vendor, and process shipments using a variety of select integrated shipping systems that may be provided in part by You and/or 3rd party vendors.

2. REGISTRATION. To use the Service, You must submit a complete Interapptive ShipWorks registration form, which is available at https://www.interapptive.com (the “Registration Form”), on Your behalf. As part of the registration process for the Service, You agree to: (1) provide certain limited information about You as prompted to do so by the Service (such information to be current, complete and accurate) and (2) maintain and update this information as required to keep it current, complete and accurate. The information requested on original signup shall be referred to as registration data (“Registration Data”). If Interapptive discovers that any of Your Registration Data is inaccurate, incomplete or not current, Interapptive may terminate Your right to access and receive the Service immediately upon notice. Interapptive will evaluate the registration application in good faith and will notify You in a timely manner regarding acceptance or rejection. Interapptive may reject a registration application if it determines, in its sole discretion, that the user is not an appropriate subscriber or user of the Service. Interapptive reserves the right to refuse the Service to any user who has canceled any number of previous Service accounts. Interapptive need not provide a reason for its rejection. If Interapptive rejects Your application, then You may reapply and Interapptive will reconsider the application. You may not register for this Service if You are under 18 years of age. By registering for this Service You represent to Interapptive, that You are 18 years of age or older. Upon acceptance of this agreement and completion of the registration process You will have opened an account with Interapptive and will become a subscriber to the Interapptive ShipWorks Service.

3. SERVICES

(a) Description of Service. ShipWorks is a desktop software application and service that provides the registered user with the ability to download, view, manage, work with, and perform shipping related tasks on orders from their online store. Interapptive may make the ShipWorks Service available under a number of different subscription plans. ShipWorks is compatible with a select list of online store systems. Please confirm that the plan for which You are registering meets Your needs by reviewing the “product information pages.” To use the ShipWorks Service you will need to download the ShipWorks software to each PC that you intend to use with the ShipWorks Service. Each PC that you intend to use with ShipWorks must also maintain a connection with the Internet in order to access orders from your online store and process tasks.

(b) Fees and Payments. You can always find the current Subscription Fees and charges posted under My Account on the Interapptive Web site. Your subscription will continue and renew automatically unless terminated by Interapptive or until You notify Interapptive of Your decision to change Your subscription renewal. For cancellation instructions, log in to your account and click on the Billing Info section of your My Account page. If there are any annual, monthly or similar periodic fees for Your subscription, these fees will be billed automatically to the credit card designated during the registration process for the ShipWorks service, or subsequently designated to Interapptive at the start of the subscription period and at the start of each renewal period, unless You terminate Your subscription before the relevant period begins. You agree to pay or have paid all fees and charges incurred in connection with Your subscription for the ShipWorks service (including any applicable taxes) at the rates in effect when the charges were incurred. You agree to pay all charges for the current billing period at the time of cancellation, whether or not the current billing period is only partially complete. All fees and charges are nonrefundable. Interapptive may change the fees and charges then in effect, or add new fees or charges, by giving You notice in advance. All fees and charges incurred in connection with Your user name and password will be billed to the credit card designated during the registration process for the ShipWorks service or subsequently designated to Interapptive. You also are responsible for any fees or charges incurred to access the ShipWorks service through an Internet access provider or other third party service. YOU, AND NOT Interapptive, ARE RESPONSIBLE FOR PAYING ANY AMOUNTS BILLED TO YOUR CREDIT CARD BY A THIRD PARTY, WHICH WERE NOT AUTHORIZED BY YOU. This Agreement is personal to You, and You may not assign Your rights or obligations to anyone.

(c) Credit Cards. As a condition to your right to use the Service, You must provide us with a valid credit card number belonging to you with available credit sufficient to pay the applicable Service Fees. In the event that you cancel this credit card or it is otherwise terminated, you must immediately provide us with a new valid credit card number. You authorize Interapptive, from time to time, to undertake steps to determine whether the credit card number you have provided to us is a valid credit card number. In the event that you do not provide us with a current valid credit card number with sufficient credit upon request during the effective period of this Agreement, you will be in violation of this Agreement, and we may terminate this Agreement with You. Interapptive does not accept debit cards for payment of Service Fees. In the event that you provide us with a debit card number instead of a credit card number, you authorize us to make all charges described in this Agreement to your debit card account.

(d) Trial Offers, Coupons, Credits and Special Offers . Interapptive reserves the right to discontinue or modify coupons, credits and special promotional offers at our discretion. The Free Trial offer associated with the ShipWorks service entitles new subscribers to a one-time free trial usage of the service. Free Trial terms vary by promotional offer. If You wish to terminate the trial and do not wish to subscribe to a plan, You must simply discontinue use of the Service.

(e) Support Plans. To receive additional support services, such as but not limited to telephone support, You must have an active Support Plan. By signing up for a Support Plan You agree to pay the monthly Support Plan fee, to be included in your Subscription Fees, for a minimum of one year or until you cancel the Service. After one year You may cancel the Support Plan at any time.

4. USER CONDUCT AND PROPRIETARY RIGHTS

(a) No Resale or Commercial Use of the Service. Your right to use the Service is personal to You. You may be either an individual or a corporation or business entity, but You agree not to resell the use of the Service, any downloadable software, plug-in, or other materials or any information obtained by You without the express written consent of Interapptive.

(b) Conduct. You are solely responsible for the content of Your transmissions through the Service. Interapptive does, however, reserve the right to take any action with respect to the Service that Interapptive deems necessary or appropriate in Interapptive’s sole discretion if Interapptive believes You or Your transmissions or use of the Service may create liability for Interapptive. Your use of the Service is subject to all applicable local, state, national and international laws and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination or false advertising). You agree: (1) to comply with all United States laws, rules and other regulations applicable in connection with the Service; (2) not to use the Service for illegal purposes; (3) not to interfere or disrupt networks connected to the Service; (4) not to use the Service to infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; and (5) not to transmit through the Service, through Feedback or otherwise, any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. You will not attempt to gain unauthorized access to other computer systems and You will not interfere with another user's use and enjoyment of the Service.

(c) Proprietary Rights. In accordance with Your authorized use of the Service, Interapptive grants You a limited license to use any software, plug-in, or other materials or any information obtained by You solely in connection with the Service offered by Interapptive. You acknowledge that the plug-in downloaded in connection with the Service is proprietary to Interapptive and may be protected by, whether registered or not, copyrights, trademarks, product marks, patents or other proprietary rights and laws; therefore, You are only permitted to use this software as expressly authorized by the Service and these Terms. Further, ShipWorks, Interapptive and the Interapptive and ShipWorks logos, and other names, logos, icons and marks identifying Interapptive’s products and services are trademarks of Interapptive and may not be used without the prior written permission of Interapptive. All other product names mentioned are used for identification purposes only and may be trademarks of their respective holders. You may not copy, reproduce, distribute or create derivative works of this plug-in without expressly being authorized to do so by Interapptive. Further, You may not reverse engineer, decompile, alter, modify, disassemble or otherwise attempt to derive source code from the plug-in. All rights not expressly granted in these Terms are reserved to Interapptive.

5. PRIVACY. Interapptive will not sell or rent Your personally identifiable information to anyone unless You expressly consent to disclosures of Your personal identification and other personal information to third parties. We may send personally identifiable information about You to third parties when: a) Interapptive has established relationships and agreements with 3rd parties that require the submission of some customer information required by 3rd parties for tracking purposes or b) We have Your consent to share the information or c) We find that Your actions on our Web site violate this Terms of Service or d) We respond to subpoenas, court orders or legal processes which require us to disclose Registration Data or any information about You to law enforcement or other government officials as Interapptive, in its sole discretion, believes necessary or appropriate. More information on Interapptive’s current privacy policy for ShipWorks can be found at https://www.interapptive.com.

6. MODIFICATIONS. Interapptive may amend these Terms at any time by (i) posting a revised Terms of Service document on https://www.interapptive.com and/or (ii) sending information regarding the Terms amendment to the email address You provide to Interapptive. You are responsible for regularly reviewing the https://www.interapptive.com site to obtain timely notice of such amendments. You manifest intent to accept these amended terms if You continue to use Your membership account after such amended terms have been posted or information regarding such amendment has been sent to You. Otherwise, these Terms may not be amended except in writing signed by both parties. Further, Interapptive reserves the right to modify or discontinue the Service with or without notice to You. Interapptive shall not be liable to You or any third party should Interapptive exercise its right to modify or discontinue the Service.

7. PASSWORDS AND SECURITY. As part of the registration process, You will use Your email address as Your user name and You will choose Your passwords for access to this account and to the ShipWorks software and Service. You agree to carefully safeguard all of Your passwords. You are solely responsible if You do not maintain the confidentiality of passwords and account information. Furthermore, You are solely responsible for any and all activities that occur under Your account. You agree to immediately notify Interapptive of any unauthorized use of Your account or any other breach of security known to You, including if You believe that Your password or account information has been stolen or otherwise compromised.

8. TERMINATION. Interapptive may immediately terminate Your membership and right to use the Service if (a) You breach these Terms; (b) Interapptive is unable to verify or authenticate any information You provide to Interapptive; (c) such information is inaccurate; or (d) Interapptive decides, in its sole discretion, to discontinue offering the Service. Interapptive shall not be liable to You or any third party for termination of the Service. You may terminate Your Account and end Your use of the Service at any time, for any reason or for no reason. For cancellation instructions, log in to your account and click on the Billing Info section of your My Account page. Upon termination of Your account, You shall remain liable for all fees incurred or accrued by You and any fees you may have paid in advance are nonrefundable. Upon expiration or termination for any reason, You are no longer authorized to use the Service or Software. When this Agreement is terminated and/or Your Account is canceled, You will no longer have access to data and other material You have stored on the Site and that material may be deleted by Interapptive.

9. MAINTENANCE AND UPDATES. You understand that Interapptive may update the Software at any time, but is under no obligation to inform You of or furnish to You any such updates. This Agreement does not grant You any right, license or interest in or to any support, maintenance, improvements, modifications, enhancements or updates to the Software or supporting documentation. To the extent that Interapptive supplies any updates to You, such updates will be deemed to be subject to the terms of this Agreement unless Interapptive indicates otherwise. Interapptive reserves the right to charge fees for any future versions of, or updates to, this Software.

10. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” BASIS. INTERAPPTIVE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. INTERAPPTIVE MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY OR ERROR FREE, NOR DOES Interapptive MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE SERVICE OR THAT DEFECTS IN THE PLUG-IN WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED (INCLUDING SOFTWARE, PLUG-INS, AND OTHER MATERIALS) THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INTERAPPTIVE OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

11. LIMITATION OF LIABILITY. IN NO EVENT SHALL INTERAPPTIVE OR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, EVEN IF INTERAPPTIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. INTERAPPTIVE'S LIABILITY TO YOU OR ANY THIRD PARTY IS LIMITED TO $50. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

12. INDEMNITY. You hereby agree, at Your expense, to indemnify, defend and hold Interapptive harmless from and against any loss, cost, damages, liability or expense arising out of or relating to (a) a third-party claim, action or allegation of infringement based on information, data, files or other content submitted by You; (b) any fraud or manipulation, or other breach of these Terms by You; or (c) any third-party claim, action or allegation brought against Interapptive arising out of or relating to a dispute between its users over the terms and conditions of a contract or related to the purchase and sale of any services.

13. GENERAL TERMS. These Terms are governed in all respects by the laws of the State of Missouri as such laws are applied. Both parties submit to personal jurisdiction in Missouri and further agree that any cause of action relating to these Terms shall be brought in a court in the Circuit Court of St. Louis County, Missouri. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. In the event of any litigation arising out of or relating to this Agreement, including asserting any legal claim, the prevailing party shall be entitled to receive all its attorneys’ fees and litigation costs and court costs from the other party. Interapptive’s failure to act with respect to a breach by You does not waive Interapptive's right to act with respect to subsequent or similar breaches. You may not assign or transfer this Agreement or any rights hereunder, and any attempt to the contrary is void. This Agreement shall inure to the benefit of and be binding upon each party's successors and assigns. Interapptive shall not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond Interapptive's reasonable control. Unless otherwise provided in this Agreement, any notice required or permitted to be given under this Agreement shall be delivered (i) by hand; (ii) by registered or certified mail, postage prepaid and return receipt requested to the address provided by the other party, or to such other address as a party may designate by written notice in accordance with this Section 12; (iii) by overnight courier or (iv) by electronic mail with confirming letter mailed under the conditions described in (ii). Notice so given shall be deemed effective when received, or if not received by reason of fault of addressee, when delivered. These Terms constitute the complete and exclusive understanding and agreement of the parties relating to the subject matter hereof and supersedes all prior understandings, proposals, agreements, negotiations and discussions between the parties, whether written or oral.

You understand and agree that You are solely responsible for periodically reviewing the Terms of Service.