1. Acceptance of Terms
3. Description of Service and General Obligations
4. Additional Service Obligations
5. Proprietary Rights
6. Disclaimer Of Warranties
7. Limitation Of Liability
1. Acceptance of Terms
NextWidgets is a trademark of Alensa AG, Switzerland which provides the NextWidgets.com Website and the features, content and services on the NextWidgets.com Website (collectively, the "Service") to you, subject to the following Terms of Service (the "TOS"). By accessing the Service or any portion thereof, you signify your agreement to all terms, conditions, and notices contained or referenced in the TOS. If you do not agree to the TOS, do not use the Service. NextWidgets.com reserves the right, at its discretion, to update or revise the TOS from time to time without notice to you. Please check the TOS periodically for changes. You can review the most current version of the TOS at any time at http://www.nexwidgets.com/termsofservice.htm. Your continued use of this Service following the posting of any changes to the TOS constitutes acceptance of any such changes. In addition, when using particular services or features of the Service, you shall be subject to any guidelines or rules applicable to such services which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS.
3. Description of Service and General Obligations
3.1 Description of Service:
The Service provides (a) an e-commerce platform through which products can be purchased from NextWidgets.com authorized retailers; (b) a service that allows web publishers to become affiliate partners of NextWidgets.com. You also understand and agree that the Service may include advertisements and that these advertisements are necessary for NextWidgets.com to provide the Service. You also understand and agree that the Service may include certain communications from NextWidgets.com and its Service Providers, such as product/service announcements, administrative messages, special offers and newsletters. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new NextWidgets.com properties or services, shall be subject to the TOS.
3.2 Access to Service:
You are responsible for obtaining access to the Service, and that access may involve third-party fees (such as Internet service provider, telephone or airtime charges). You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access the Service.
3.3 Registration, Accounts and Passwords:
In consideration of your use of the Service, you represent that: (i) you are of legal age to form a binding contract; or (ii) your registration for, and use of, the Service is expressly authorized by a parent or guardian of legal age to form a binding contract and who agrees to be bound by the TOS and by any purchase, sale or trade transaction in which you participate. Your right to use the Service is personal to you. Therefore, a user may only be an individual, not a corporation or other business entity. For the avoidance of doubt, an individual user may be an employee or agent of a business entity using the Service on behalf of such entity; in such case, such entity shall also be fully bound by these TOS, will be fully responsible for such employee's or agent's use of the Service, and shall ensure that the agent or employee complies in all respects with these TOS. You also agree to: (a) provide true, accurate, current and complete Registration Data; and (b) update such data when required to keep it current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or NextWidgets.com has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, NextWidgets.com has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). You will define/receive a password and account designation upon completing the Service's registration process. Your password and account are solely for your personal use, and you shall not authorize others to use your account, including your profile or email address. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to: (x) immediately notify NextWidgets.com of any unauthorized use of your password or account or any other breach of security. Neither NextWidgets.com nor its Service Providers will be liable for any loss or damage arising from your failure to comply with this section.
3.4 User Content and Conduct:
You agree to not use the Service to:
(a) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service, including, without limitation, imposing an unreasonable or disproportionately large load (as determined by NextWidgets.com in light of the load imposed by other users generally) on the infrastructure of NextWidgets.com or its Service Providers, or using any "bot" or other automated repetitive or iterative mechanism or the like to gain any sort of benefit from NextWidgets.com or any of its Service Providers;
(b) intentionally or unintentionally violate any applicable local, state, national or international law or regulation, including, but not limited to any rules or regulations promulgated by any securities regulatory agency or exchange;
(c) solicit, collect, store, transmit or publish passwords or personal data about other users without permission;
You understand that the technical processing and transmission of the Service, including your User Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and use of these materials is subject to usage rules set by NextWidgets.com and/or Service Providers. You may not attempt to override or circumvent any of the usage rules embedded into the Service. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Service, in whole or in part, is strictly prohibited.
3.5 Export Restrictions:
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable User Content.
3.6 General Practices Regarding Use and Storage:
You acknowledge that NextWidgets.com and its Service Providers may establish general practices and limits concerning use of the Service, including without limitation the maximum number of purchases in which you may participate in a given time period and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You acknowledge and agree that NextWidgets.com reserves the right to terminate and delete accounts that are inactive for an extended period of time. You further acknowledge and agree that NextWidgets.com reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
3.7 Modifications to Service:
NextWidgets.com reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that neither NextWidgets.com nor its Service Providers shall be liable to you or to any third party for any modification, suspension or discontinuation of the Service.
The Service may provide, or third parties may provide, links to other Internet sites or resources. Because NextWidgets.com has no control over such sites and resources, you acknowledge and agree that NextWidgets.com is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources . You further acknowledge and agree that NextWidgets.com shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
4. Additional Service Obligations
4.1 Third-Party Providers:
Certain third-parties ("Service Providers") provide retail services and advertising services and other services in connection with portions of the Service ("Provider Services"). In the course of using such Provider Services, you may become subject to the terms and conditions of such Service Providers. In the event of any conflict between such terms and conditions and the TOS, the TOS shall control. To the fullest extent permitted by law, NextWidgets.com disclaims any and all liability for any damage, expense or other harm that may arise in connection with your use of any Provider Service. You further agree that each Service Provider shall be a third-party beneficiary to certain indemnities, limitations of liability and disclaimers of warranty where specifically stated in the TOS, and that such provisions are made expressly for the benefit of the Service Providers and are enforceable by Service Providers in addition to NextWidgets.com.
4.2 Transaction Service :
(a) General. The Transaction Service provides a venue for authorized retailers to offer products or services for sale to users. When users engage in transactions through the Transaction Service, they are buying products from the authorized retailers, not NextWidgets.com.
(b) Product Ownership and Warranties. NextWidgets.com is not involved in the actual transaction between buyers and sellers. NextWidgets.com does not own any of the Products or Services, and it does not buy, sell or trade Products or Services. We provide the Transaction Service solely as a venue to permit interaction and transactions between authorized retailers and buyers. Your acceptance of and execution of a contract for the acquisition of an item listed through NextWidgets.com is on an "as-is" basis without any warranty whatsoever, express or implied, unless the selling user offers you any other type of express warranty. Any representations or warranties made in a Listing or otherwise with respect to a Product or Service are that of the seller and not NextWidgets.com, and the seller, not NextWidgets.com, is solely responsible for any claims arising under any such warranties. Without limiting the generality of any other disclaimer of warranties set forth in the tos, nextwidgets.com makes no warranty of any kind, express or implied, with respect to products, services or listing information. Furthermore, nextwidgets.com disclaims all liability with respect to any products, services, listings or transactions conducted through the transaction service.
(c) Returns and Exchanges. Unless otherwise stated during the check-out process, authorized sellers on NextWidgets.com provide a 30 day returns policy. The seller is solely responsible for any exchange or refund claims.
(d) Accuracy of Listing Information; Availability of Products and Services . NEXTWIDGETS.COM, INC. DOES NOT GUARANTEE ITEM PRICES OR AVAILABILITY. All transactions are conducted by and fulfilled through independent sellers. All Listing Information in the Transaction Service is provided by the seller possessing the Product or Service and not by NextWidgets.com. WITHOUT LIMITING THE GENERALITY OF ANY OTHER LIMITATION OF LIABILITY SET FORTH IN THE TOS, NEXTWIDGETS.COM DISCLAIMS ALL RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF ANY LISTING INFORMATION. On occasion, sellers may include in Listing Information a photo that is not of the actual Product or Service, such as one taken from a website or catalog, for reference purposes only. Listings with a photo or data do not imply that the item is in a particular condition or that the seller is a manufacturer, distributor or agent of any kind. NextWidgets.com reserves the right, but shall have no obligation, to correct or remove any Listing Information it has reason to believe is: (i) inaccurate, incomplete or misleading; (ii) infringing, defamatory, invasive of privacy; (iii) contains Prohibited Items or (iv) otherwise results, or could result, in a violation of the TOS. We do not guarantee either expressly or by implication that you will find an item that meets your specifications. Exact matches may be extremely difficult to find because of geographic location, item popularity, and limited production.
(e) Binding Contract for Transactions. Absent a specific agreement between you and the seller, a seller is not required to hold any Product or Service off the market and is free to sell any item at any time before you have completed a transaction to purchase such item. A transaction is valid once the seller has accepted your order which will be notified to you through a confirmation e-mail. Once the order is accepted the buyer and seller have formed a binding contract. In such event, buyers are contractually obligated to acquire and sellers are contractually obligated to sell and transfer the product(s) or service(s) at the stated terms.
(f) Disputes. Because NextWidgets.com is not involved in the actual transaction between buyers and sellers, in the event that you have a dispute with one or more sellers, you must resolve the dispute directly with the seller for whom the contact details are provided with each transaction confirmation, and you release NextWidgets.com and its affiliates (and their respective officers, directors, agents and employees) from claims, demands and damages (actual 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 such disputes.
(g) Taxes. As NextWidgets.com is acting only as a venue for buyers and sellers, it is not responsible for the collection and remittance of any federal, state, local or foreign taxes. Buyers and sellers are responsible for all tax related issues or liabilities that may arise from transactions and are encouraged to consult their own tax advisors for further information or advice.
(h) Widgets. If you wish to become a NextWidgets.com affiliate, please visit NextWidgets.com and create your own widget.
5. Proprietary Rights
5.1 Proprietary Rights of NextWidgets.com:
You acknowledge and agree that all content, data, software, code, advertisements and other materials appearing on or used in the Service is and shall be the proprietary and/or confidential information of NextWidgets.com, its Service Providers and/or advertisers, and is protected by applicable intellectual property and other laws.
5.2 Personal Information of Users:
In the course of conducting a sale or exchange of Property through the Transaction Service, buyers will be required to transmit to sellers certain personal information, including, without limitation, the buyer's name and address. Without limiting the generality of Section 5.1, sellers are responsible to protect the confidentiality of such buyer personal information at all times, not disclose any such buyer personal information to any third party, and not use such buyer personal information for any purpose other than shipping purchased items to buyers, internal record keeping, and for marketing their Stores. Notwithstanding the foregoing, NextWidgets.com does not warrant or guarantee that any seller receiving your personal information will use such information appropriately, and NextWidgets.com hereby disclaims all liability or responsibility for any seller misuse of buyer personal information.
5.3 License to Service:
Subject to the restrictions and conditions set forth in the TOS, NextWidgets.com grants you a limited, revocable, personal, non-transferable, non-sublicenseable and non-exclusive right and license to use and display the Service Content on a single computer. You agree not to access the Service by any means other than through the interface that is provided by NextWidgets.com for use in accessing the Service.
Without the prior permission of NextWidgets.com or the relevant Service Provider, as applicable, you are not permitted to use or display any name, trademark or service mark of NextWidgets.com or any Service Provider in any manner. Without limitation, NEXTWIDGETS.COM is a trademarks and/or service marks of Alensa AG. Other trademarks appearing in the Service are the property of the respective Service Providers and other third parties.
5.5 Procedure for Making Claims of Intellectual Property Infringement:
If you believe that your intellectual property rights have been violated, please contact us on support(at)nextwidgets.com
6. Disclaimer Of Warranties
You expressly understand and agree that:
(a) your use of the service is at your sole risk. The service is provided "as is" and "as available," without warranty of any kind, either express or implied, including without limitation, any warranty for information, data, services, uninterrupted access, or products or services provided through or in connection with the service. Specifically, nextwidgets.com and its service providers disclaim any and all warranties, including, but not limited to, any warranties concerning the availability, accuracy, usefulness, or content of information, products or services, and disclaim warranties of merchantability, fitness for a particular purpose and non-infringement. This disclaimer of liability applies to any damages or injury whether for breach of contract, tortious behavior, negligence, or under any other cause of action.
(b) neither nextwidgets.com nor its service providers makes any warranty: (i) that the service will meet your requirements; (ii) that the service will be uninterrupted, timely, secure, or error-free; (iii) that communications and user settings will be delivered or stored; (iv) that the results that may be obtained from the use of the service will be accurate or reliable; (v) that the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations; (vi) that any errors in the service will be corrected; or (vii) with respect to any other matter.
(c) any service content, user content or other material downloaded or otherwise obtained through the use of the service is done at your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
(d) no advice or information, whether oral or written, obtained by you from nextwidgets.com or its service providers or through or from the service shall create any warranty not expressly stated in the tos.
(e) neither nextwidgets.com nor its service providers makes any warranty regarding any goods or services purchased or obtained through the service or any transactions entered into through the service.
7. Limitation of liability
You expressly understand and agree that neither nextwidgets.com nor its service providers shall be liable for any direct, indirect, punitive, incidental, special, consequential or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to, or use or alteration of, your transmissions, information or data, whether stored on nextwidgets.com servers or the servers of any third-party service provider; (iv) statements or conduct of any third-party service provider, any third party on the service, or any user content transmitted through the service; (v) access delays or access interruptions; (vi) data non-delivery or data mis-delivery; (vii) acts of god; (viii) the unauthorized use or misuse of your account number, password or security authentication option; (ix) errors, omissions, or misstatements in any and all information or service(s) provided under this agreement; (x) processing of your registration or service changes; (xi) damage to computer hardware or software resulting from use of the service or any service content or user content therein; or (xii) any other matter relating to the service. This limitation applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if nextwidgets.com or its service providers have been advised of the possibility of such damage.
Notwithstanding anything to the contrary contained herein, in no event will the liability of nextwidgets.com or its service providers to you arising under or relating to the tos or the service exceed the total amount of payments, if any, actually received by nextwidgets.com or its service providers from you for the service during your term of membership.
Because some jurisdictions do not allow the exclusion of certain warranties or limitation or exclusion of liability for consequential or incidental damages, some of the above limitations in sections 6 and 7 may not apply to you. In such jurisdictions, the respective liability of nextwidgets.com and its service providers is limited to the greatest extent permitted by such law.
You agree to defend, indemnify, and hold harmless NextWidgets.com, its Service Providers and their respective affiliated companies, employees, contractors, officers, and directors from all liabilities, damages, claims, expenses (including attorney's fees and court costs) and other harm arising from: (a) your use or misuse of the Service; (b) any User Content you submit, post, transmit or make available through the Service; (c) any breach or violation by you of the TOS; or (d) or your violation of any intellectual property, right of privacy or publicity, or other right of any person or entity. NextWidgets.com reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate with NextWidgets.com at your expense in asserting any available defenses.
9.1 Termination by NextWidgets.com:
NextWidgets.com reserves the right, in its sole discretion, to terminate your access to all or part of this Service, with or without notice. You agree that NextWidgets.com, in its sole discretion, may terminate your use of the Service for any reason or no reason, including, without limitation, as a result of your cancellation pursuant to Section 9.2, for lack of use, or if NextWidgets.com believes that you have violated or acted inconsistently with the letter or spirit of the TOS. NextWidgets.com may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice. Further, you agree that neither NextWidgets.com nor any Service Provider shall be liable to you or any third-party for any termination of your access to the Service.
9.2 User Cancellation of Service:
9.3 Effects of Termination:
Upon termination of the Service, your right to use the Service immediately ceases and neither NextWidgets.com nor any Service Provider shall have any obligation thereafter to forward any unread, unsent or stored messages or any other User Content to you or any third party. You acknowledge and agree that, upon termination of the Service, NextWidgets.com or its Service Provider may immediately deactivate or delete your account and all User Content and related information and files in your account and/or bar any further access to such User Content, files or the Service. You agree that, upon termination of the Service, neither NextWidgets.com nor any Service Provider shall be liable to you or any third-party for deleting or barring further access to User Content, information and files.
Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the Service or to the TOS or other matters by displaying to you notices or links to notices on the Service. Any such email messages, displays or postings shall constitute sufficient written notice to you and such notice will be deemed given upon initial transmission. You may give notice to NextWidgets.com under the TOS as provided in Section 14.
11.1 Governing Law and Venue:
The construction, interpretation and performance of the TOS and all transactions related thereto shall be governed by and construed in all respects in accordance with the laws of the Switzerland, without giving effect to the principles of conflicts of law thereof. You irrevocably consent to venue in Zurich, Switzerland, and you agree that any mediation, arbitration, action or lawsuit arising under this Agreement or relating to the subject matter thereof shall be maintained in Zurich, Switzerland. You agree that, regardless of any statute or law to the contrary, any dispute or claim arising out of or related to use of this Service provided by NextWidgets.com or otherwise arising out of or related to the provisions and conditions of the TOS, must be asserted within one (1) year after such claim or cause of action first arose or shall be forever barred.
11.2 Dispute Resolution:
Except where expressly indicated to the contrary in the TOS, any dispute, claim or controversy arising out of or relating to the TOS, or breach of the TOS, shall be resolved in accordance with the dispute resolution procedure set forth below:
(a) The parties will attempt in good faith to resolve through negotiation any such dispute arising of or relating to the TOS or breach of the TOS. Either party may initiate negotiations by providing written notice in letter form to the other party setting forth the subject of the dispute and the relief requested. Within fifteen (15) days after receipt of said notice (or such longer period as may be agreed to by the parties), the receiving party shall submit to the other party a written response. The notice and response shall include (i) a general statement of the party's position, and (ii) recommended solution to the dispute.
(b) If the dispute is not resolved by this exchange of correspondence, then representatives of each party with full settlement authority will meet at a mutually agreeable time and place within fifteen (15) days of the date of receipt of the notice and response in order to exchange relevant information and perspectives, and to attempt to resolve the dispute. All such communications, correspondence, proposals and recommendations are confidential, privileged and inadmissible for any purpose in any arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use as aforesaid.
(c) If the dispute is not resolved by these negotiations, then the parties agree that the dispute shall be submitted to the Arbitration Court of the International Chamber of Commerce (ICC). Each party shall appoint one arbitrator and these arbitrators shall agree upon and appoint the third arbitrator which will be the president of the arbitration court. In case that no agreement over the president can be reached, the selection shall be made by the president of the ICC in accordance with its arbitration rules, upon request of the most diligent party
(d) The parties further agree that they will participate in the arbitration in good faith. The parties agree that the arbitrator shall not be empowered to award damages in excess of compensatory damages, and each party irrevocably waives all rights to recover such non-compensatory damages with respect to any dispute resolved by arbitration hereunder. The arbitration shall be governed by Swiss law and judgment upon the award rendered by the arbitrator shall be final and binding for all parties. Referring the case to courts is excluded for this agreement
(e) By entering into the TOS, the parties expressly agree to have all such disputes, claims or, controversies arising out of or relating to the TOS or the breach of the TOS decided by neutral arbitration, and they each hereby agree to give up any rights they might possess to have those matters litigated in a court or jury trial. By entering into the TOS, the parties give up their judicial rights to discovery and appeal.
Please report any violations of the TOS, and provide any notices relating to the TOS, to support@NextWidgets.com.