Terms Of Service

aradium (We/Us) is an e-commerce shopping service. It allows businesses to create, launch and maintain storefronts on social media sites such as Facebook in order to sell merchandise online to consumers.

The following Terms of Service creates an agreement "the Agreement" between us and you. In the Agreement, any reference to "us", "we" or "our" means aradium and any reference to "you" or "your" includes anyone acting on your, or your business' behalf, with your express or implied authority.

The Agreement outlines the Terms of Service on which we offer you access to our services. In order to use any of our services and, as a condition of continuing to use our services, you must read, agree with and accept all of the terms and conditions contained within the Agreement and within our Privacy Policy. By proceeding to install the application, you indicate full acceptance of the Agreement and agree to be bound by it. The Agreement becomes effective on the date of electronic installation of the software.

We may amend the Terms of Service of the Agreement from time to time. Any amendments will be notified on our site and via email to you and will automatically take effect 7 days after they are initially notified on our site. Each time you use our services, you confirm your agreement to be bound by and acknowledge any changes to the Agreement. If you do not agree with any changes to the Agreement you must terminate your use of our services. If after any such changes to the Agreement you continue to use our services, you will be considered by us as having accepted the variations as part of the Agreement.

Our Services

1. Our services are only available to, and may only be used by, individuals (that is, natural persons and not corporate entities) who are over 18 years of age and who can form legally binding contracts under law. Even though you set up a store in way which is styled in a corporate, company or business name, it is, at all times taken to be your personal account. We are under no obligation to accept instructions from anyone other than you.

2. You are solely responsible for any information, text, graphics, pictures, videos and all content that you post, publish, upload, download and otherwise submit or retain. We utilise the Facebook platform API to authenticate page administrators and subsequently provides administrative functionality to those users who have been given administrative access to your Facebook page. You and your nominated Facebook page administrators are responsible for keeping all Facebook authentication, including usernames and passwords, secure and safe. We cannot and will not be liable for any loss or damage from any failure to maintain the security of any Facebook page, account or password. You must report any unauthorised use of the service to us immediately.

3. We does not warrant that the quality of any products, services, information or other material purchased or obtained by you through this service will meet your expectations, or that any errors in the service will be corrected.

4. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of this service, use of the service, or access to the service without the express written permission of us.

5. We do not claim any intellectual property rights over the material you provide to the service. All material you upload remains yours. You can remove your store at any time by deleting your account. This will also remove all content you have stored on the service.

6. By selecting Facebook photos or uploading any content to the service, you agree and certify that you have obtained or own relevant intellectual property rights to do so. You also agree to allow other internet users to view them and you agree to allow us to display and store them. You agree that we can, at any time, review or remove any or all of the content submitted by you to the service. For content that is covered by intellectual property rights, like photos and videos, you specifically give us the following permission:

a. You grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any IP content that you upload or enter on or in connection with the service. This IP license ends when you delete your IP content or your service unless your content has been shared with others, and they have not deleted it.

b. When you delete IP content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, you understand that removed content may persist in backup copies for a reasonable period of time (but will not be available to others).

c. When you publish content or information using the service, it means that you are allowing everyone, including people not logged in to Facebook, to access and use that information, and to associate it with you and your business (i.e. names, business information and profile pictures).

7. You retain ownership over all content that you submit to a store however, by making your store public, you agree to allow others to view your content.

8. We merely provide the software to allow you to create your own online store on a social media website. We do not set up the store, sell or market the products for you. YOU ACKNOWLEDGE AND AGREE THAT WE ARE NOT INVOLVED IN THE ACTUAL TRANSACTION BETWEEN BUYERS AND YOUR STORE. As a result, we have no control over the quality, safety or legality of items or content posted by you, the truth or accuracy of your listings, your ability to sell the items or the ability of buyers to purchase the items. We cannot ensure and do not guarantee that a buyer will actually complete a transaction or act lawfully in using your store.

9. When you enter into a transaction, you create a legally binding contract with the buyer and are responsible for ensuring that you comply with your obligations to your customer. If you do not, you may become liable to him or her. You must ensure that you are aware of any laws relevant to you as a seller of goods and/or services. If another member breaches any obligation to you, you and not us, are responsible for enforcing any rights that you may have.

10. We do not offer any form of insurance or any other protections which will assist you, because our services merely provide the software to allow you to create your own online store to offer, sell and buy. We are not otherwise involved in the transactions and interactions between you and your customers. However, third party payment gateways may offer limited protection or chargeback services to you or your customers. You should familiarise yourself with these before proceeding with any transaction of any kind.

11. While we endeavour to provide email notification of all transactions that occur within your store, we are not responsible or liable for any failure or inability to do so.

Fees & Charges

1. Purchasing our service incurs an ongoing subscription fee which is paid for in advance. Based on the subscription you choose, we purchase server capacity on your behalf and setup software for you for the duration of your subscription. We do not charge any listing, seller or transaction fees.

2. Payment is to be made in full in advance automatically via a nominated payment gateway. To ensure uninterrupted service, at the end of your subscription term, your subscription will automatically renew using the banking details you provided. You can manage your subscription anytime by clicking on the "Subscription" tab found in "Settings". Failure to make payment in full shall be deemed a breach of the Agreement and shall subject the account to termination.

3. We offer no partial or full refunds of any kind on any purchase, even if your account has been suspended or terminated, except where required to by law.

4. Accounts past 30 days overdue cannot be reactivated. You must sign up for a new service and set up your store again.

5. To cancel your account, you must change the settings via Facebook to reflect cancellation of the service. It is your responsibility to manage, update and cancel your account through our application. To ensure security of the service, cancellations must be received by way of the Cancel button found in "Settings" via the "Subscription" tab. This ensures your identity has been verified by way of logins in order to shut down your store and cancel your ongoing subscription. If you do not notify us of cancellation, we will not issue a refund of any kind as the service will be automatically renewed and appropriate server capacity will be purchased on your behalf and software will be setup for you for the duration of your subscription.

6. We reserve the right to change our monthly subscriber fee from time to time. Changes to the monthly subscriber fee are effective 30 days after we advise you of the change.

7. You are responsible for paying all fees associated with using our services (such as any fees associated with payment gateway providers) and all applicable taxes (including goods and services taxes (GST) or value added taxes (VAT)).

8. Invoices are automatically generated and can be downloaded online at any time by selecting the "Invoices" button found in the "Settings" > "Subscription" tab.

Fair Use Policy

1. To ensure the enjoyment and availability of our services to all of our customers, we have a fair use policy on all accounts which all customers must follow to ensure the accounts are not used in an excessive or unreasonable manner. We have designed our service to be generous, but we do not want those generous terms abused.

2. For the purposes of the fair use policy, we limit:

a. The amount of items listed on your store at any one time to 1000 items; and

b. The amount of hits per month on your site to 10,000 hits.

3. To ensure that we do not unreasonably restrict our customers, we will contact you to discuss your use of our service if your use or requirements are above the fair use policy. Additional capacity, items, hits and transactions are available to customers for an additional subscription fee. This fee will be set by us.

4. If, after we have contacted you, your excessive or unreasonable use continues, we may, without further notice to you, terminate your account immediately.

Software Updates

1. From time to time we may update the software associated with our service for many reasons, including but not limited to

a. To enhance functionality or features;

b. To fix bugs or problems in previous versions;

c. To ensure compliance with the law or requirements of the social media site.

2. We make no warranty that such updates will not affect your use of our services or introduce new and/or unknown bugs into the software.

3. We shall not be responsible for the effect/s any update has on any code not provided by us and any modifications to such code to restore functionality shall be your sole responsibility and at your own expense.

Legal Compliance

1. In addition to our Agreement, you must familiarise yourself with, and comply with Facebook's™ policies and terms of conduct, domestic laws (including common law), international laws, statutes and regulations regarding your use of our services including listing, purchase, solicitation of offers to purchase, and sale of items.

2. You must not post content that infringes the intellectual property rights, copyright or trademarks owned by third parties and acknowledge that you are solely responsible for any breaches thereof.

3. You alone, and not us, are responsible for ensuring that your store, display of items, sale, distribution and any other activities conducted through the use of our services are lawful. You must ensure that you comply with all applicable laws. You must also ensure that you strictly comply with this agreement and any policies which form part of this agreement.

Breach

1. Without limiting other remedies available to us at law, in equity or under this Agreement, we may, without notice to you and in our sole discretion (which shall be exercised reasonably, having regard to the circumstances), delay listing your storefront or items, issue you a warning, restrict your activities on the store (including but not limited to uploading products and selling products), temporarily suspend, indefinitely suspend or terminate our services and refuse to provide our services to you if:

a. You fail to pay the monthly service fee within 5 calendar days of the due date;

b. You have, or we believe that you have, breached this Agreement;

c. We are unable to verify or authenticate any information you provide to us;

d. We believe that your actions may cause loss or damage to or otherwise unlawfully harm you, third parties, our related bodies corporate or affiliates, our directors, employees or agents; and/or

e. If we reasonably believe that any of the content on your storefront (which includes an item listed on your store) is inappropriate or of an offensive nature.

2. For security, confidentiality and privacy reasons, we are not obligated to provide you the details of any investigation that we conduct or any action which we take, in relation to your account other than those that are already provided to you by us.

Release & Indemnity

1. We aer not involved in the actual transaction between you, your customers and/or your suppliers. To the extent permitted by law, we specifically disclaim all liability for any loss or damage, (actual, special, direct, indirect and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with your use of our services. This includes any alleged damages sustained for your access to or inability to access our services, any viruses alleged to have been obtained from our service, your use or reliance on our service, and/or any of the information or materials available from the use of our services.

2. We are not involved with, or a party to, any transactions that take place between you and your customers and does not accept any liability in respect of your involvement in any proceedings (of whatever nature) with you, your customers or your suppliers (as the case may be) in any way arising out of or in any way connected with your transaction. We may plead this Agreement in bar to any claim, action, proceeding or suit brought by you, against us for any matter arising out of any transaction or otherwise in respect of this Agreement.

3. You agree to indemnify and hold us and (as applicable) our related entities, affiliates, and our and their respective officers, directors, agents, and employees, harmless from and against any and all claims, demands, proceedings, losses and damages (actual, special and consequential) of every kind and nature, known and unknown, including reasonable legal fees, made by any third party due to or arising out of your breach of this Agreement or your violation of any law or the rights of a third party.

Limit of Liability

1. To the extent permitted by law in no event shall we, our affiliates and related entities or our suppliers be liable for loss of use, loss of data, loss of business or profits or any special, incidental or consequential damages arising out of or in connection with our site, software, services, templates, your default Terms and Conditions or Privacy Policies, or this Agreement (however arising including negligence). You agree to accept sole responsibility for the legality of your actions under the laws which apply to you. You agree that us and all affiliates and related entities of us have no responsibility for the legality of your actions.

2. To the extent permitted by law, and subject to any contrary requirements arising under any applicable law, our liability and the liability of our related bodies corporate, affiliates or suppliers, to you or any third parties in any circumstances is limited to the greater of:

a. The amount of fees you pay to us in the 12 months prior to the action giving rise to liability; or

b. USD $100.

3. Notwithstanding the above provisions, nothing in this Agreement is intended to limit or exclude any liability on the part of us and its affiliates and related entities where and to the extent that applicable law prohibits such exclusion or limitation and relevant legislation. For example, if we are found (by judgment of a court of competent jurisdiction) to have breached a warranty or condition implied by law, and you are considered a consumer for the purpose of that law, then the limitation of liability in this clause will not apply to you.

Force Majeure

1. We shall not be liable for any delay in performing any of its obligations under these Terms of Service, if such delay is caused by circumstances beyond the reasonable control of us. We shall be entitled to a reasonable extension of time for the performance of such obligations.

No Warranty

1. We cannot guarantee continuous, error-free or secure access to our services or that defects in the service will be corrected. While we will use reasonable efforts to maintain an uninterrupted service, we cannot guarantee this and we do not give any promises or warranties (whether express or implied) about the availability of our services.

2. You acknowledge that the Internet is not a secure or completely reliable system, and that the purpose of our software is to allow end users easy access to your storefront. We will take those precautions which it deems reasonable in its sole discretion to secure your storefront from attack, but we make no warranty that there will be no outages or interruptions of service, or that the storefront content will be secure against attack of any form by end users or other third parties.

3. You acknowledge and agree that our services are provided to you on an "AS IS" and "AS AVAILABLE" basis and without any warranty or condition, express or implied. To the extent permitted by law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement unless we are required to provide such warranties under applicable law.

4. To the extent that we and all affiliates and related entities of us are able to limit the remedies available under this Agreement, we expressly limit any liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies (the choice of which is to be at our sole discretion):

a. In the case of services:

i. the supply of the services again; or

ii. the payment of the costs of having the services supplied again.

Your Terms and Conditions and Privacy Policy Default Templates

1. We provide you with a default, template-based Terms and Conditions and Privacy Policy for use with your store. It is entirely your obligation and responsibility to review, amend and seek legal counsel and advice regarding the Terms and Conditions and Privacy Policy to better suit and protect your business.

2. We make no guarantee or warranty for the use of these templates and explicitly disclaims any legal liability or responsibility for your own Terms and Conditions and Privacy Policy.

3. To the extent permitted by law in no event shall we, our affiliates and related entities or our suppliers be liable for loss of use, loss of data, loss of business or profits or any special, incidental or consequential damages arising out of or in connection with the Terms and Conditions and Privacy Policy provided to you (however arising including negligence).

4. You agree to accept sole responsibility for the legality of your Terms and Conditions and Privacy Policy under the laws which apply to you. You agree that we and all affiliates and our related entities have no responsibility for the legality of your Terms and Conditions, Privacy Policy, actions, documents or interactions with your customers.

General

1. The services set out in this Agreement are offered by us.

2. The provisions of this Agreement are severable, and if any provision of this Agreement is held to be invalid or unenforceable, such provision may be removed and the remaining provisions will be enforced.

3. This Agreement may be assigned by us to a third party without your consent in the event or a sale or other transfer of some or all of the assets of us. In the event of any sale or transfer, you will remain bound by the Agreement.

4. Headings are for reference purposes only and in no way define, limit, construe or described the scope or extent of such section.

5. Our failure to act with respect to an anticipated or actual breach by you or others does not waive our right to act with respect to subsequent or similar breaches.

6. This Agreement may not be construed adversely against us solely because we prepared it.

7. This Agreement sets out the entire understanding and agreement between us with respect to its subject matter.

8. The sections of this Agreement dealing with Fees & Charges, Release and Indemnity, Limit of Liability will survive any termination or expiration of this Agreement.

9. No agency, partnership, joint venture, employee-employer, franchisor-franchisee or other similar relationship is intended to be or is created by this Agreement. In particular you have no authority to bind us, our related entities or affiliates in any way whatsoever.

10. We have a Privacy Policy which applies to you and forms part of this agreement. You must read and accept our Privacy Policy upon registration in order to use our services and you will continue to be bound by its provisions (including any amendments we make to it) while you use our services.

11. You shall not assign any rights and obligations under this Agreement whether in whole or in part without the prior written consent of us. Any unauthorized assignment shall be deemed null and void.

12. By installing the software you grant us permission to email you with content related to the installation of your store. It is your responsibility to inform us if you no longer wish to receive these notifications.