Self-Service Store Terms and Conditions
ARBITRATION NOTICE AND CLASS ACTION WAIVER: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND WAIVER OF CLASS ACTION LAWSUITS. EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “INJUNCTIVE RELIEF” SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND CORNERSHOP WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
“Cornershop Stores” constitutes a Service through which Stores can offer their Products directly to Customers through the use of the Platform. costs and/or commissions prescribed, or as may be prescribed from time to time in future; agrees to fulfill the Shopping Orders generated by Customers on the terms and conditions herein; and respect all applicable laws and regulations including, without limitation, those related to retail activities, labour and employment rights, and consumer protection.
Store accepts that the operation of this Service is fully Store’s responsibility, in particular, but without limitation, regarding the stocking and pricing of Products, store locations and operation including hours of operation for the processing of Shopping Orders, administration and use of the Store Account and every action performed through or derived from the Platform. In this way, the Store is responsible for issuing the Shopper and Cornershop with the corresponding invoice/billing document for the sale generated by the Shopping Order.
The Services are only available for use by persons or their representatives who are 18 years of age or older. You may not authorize third parties, except authorized representatives of Store, to use your Store Account, and You may not allow persons under 18 years of age to receive services from Cornershop, Shoppers or Deliverers.
You are responsible for all software, hardware, services (such as Internet service), and equipment necessary to access and use the Platform, including all related expenses.
Content: all types of information, whether graphic or written, images, audio and videos, including but not limited to locations, ads, news, data, scripts, graphics, drawings or images, texts, designs, schemes, maps and interactive characteristics presented by Cornershop on the Platform (and any software and subjacent programming codes), programs or computational algorithms (in any format), programing modules, operational guidelines, or any content created, provided for or in any way generated and managed by Cornershop or Users.
Cornershop, we, or our: Cornershop Technologies, Inc., its affiliates, directors, subsidiaries, licensors, shareholders, officers and directors.
Customers: persons, natural or legal, or any representative of such a person, who uses or is registered on the Platform for the purchase of Products posted on the Platform
Deliverers: contractors independent of Cornershop, who are linked to or integrated on the Platform and who deliver the Products in a Shopping Order.
Device: mobile telephones and smartphones, tablets, computers and any other electronic devices through which a User may access the Platform.
Platform: website, mobile apps, and the platform operated by Cornershop, which Customers use in order to access the Services enabled by Cornershop and any Third Party Providers.
Product(s): grocery and pharmacy items, including without limitation food stuffs, personal care products, over-the-counter health products, alcoholic beverages and tobacco and vapour products.
Services: all those services offered to Customers through the Platform, whether by Cornershop, Shoppers, Deliverers or Third Party Providers.
Shoppers: contractors independent of Cornershop, who are linked to or integrated on the Platform and who visit the Stores to purchase the Products in a Shopping Order.
Shopping Order: a Customer’s order for the purchase of selected or substituted Products.
Store Account: the account created by a Store that registers the Store on the Platform, with information provided by the Store to Cornershop, including but not limited to name of business, administrator name, address, telephone number, username, email address and password.
Store, You or your: you or the entity you represent offering Products through the Platform.
Store Material: all types of photographs, videos, comments, messaging or other content generated by Stores, which has been uploaded and shared to the Platform.
Third Party Providers: third parties unrelated to Cornershop that are linked to or integrated on the Platform and/or provide Services.
User(s): any of Shoppers, Deliverers, Stores and Customers who use the Platform.
3. ABOUT CORNERSHOP STORES SERVICE.
Cornershop is a communication platform that facilities the connection between Customers who wish to place Shopping Orders for Products from Stores, and Shoppers who carry out such Shopping Orders on behalf of such Customers to be delivered by the Deliverers. The Store acknowledges and accepts that each of the Shopper and the Deliverer is a contractor independent of Cornershop, and acts on behalf of the Customer and as an agent of the Customer in providing services relating to a Shopping Order.
The Cornershop platform enables Stores to offer for sale and sell their Products to Customers, subject to these Self-Service Store Terms and Conditions.
4. PRICING AND PAYMENT
a) About Payment for Products: Subject to clause 4(b), Cornershop will, at its discretion, either (i) pay the Store on a weekly basis via electronic bank transfer for the total in bills or invoices issued to the Customers for Shopping Orders duly processed and delivered the previous week, or (ii) have Shoppers pay for Shopping Orders in-store when checking out for the applicable Shopping Order. The Store shall not require the Shoppers to pay the Store directly when choosing and checking-out Products from Store.
b) About Payment for Service Cost and/or Commission: Cornershop shall bill to Store, and may deduct from any payment to the Store, Cornershop’s prescribed commission and/or costs for the agreed Service. The costs and/or commissions shall be published in the Platform and/or account for each registered Store. Such costs and/or commissions shall be subject to change at any time and from time to time by Cornershop in its sole discretion. Store shall pay all such billed amounts within ten (10) days of receipt of the applicable bill from Cornershop.
d) About the Price of the Products Offered in the Platform: The Store is responsible for entering the price for the Products offered to Customers, and for consistently offering those prices when issuing the corresponding invoice/billing document. Likewise, Cornershop will calculate its commission based on the prices listed in the Platform at the time each applicable Shopping Order is placed. The prices for Products must match those offered in-store at the location nearest to the Customer’s delivery address. In the event of any discrepancies, the Store must immediately notify Cornershop through the Platform. Failure to maintain reliable pricing may result, at the sole discretion of Cornershop, in the removal of the Store from the Platform
e) About Product Delivery Cost: Any additional costs related to the delivery of Products to Customers shall not be the responsibility of Store, and may be charged by Cornershop to Shoppers, Deliverers or Customers, as applicable. For clarity, Store is not entitled to any payments based on any delivery (or other fees, taxes, or amounts) charged by Cornershop to Customers.
f) About Promotional Discounts Offered by Cornershop to its Customers: Cornershop may, at its sole discretion, offer promotional discounts to the Products. The amount of such discounts will be fully covered by Cornershop and not deducted from the amounts payable to Store hereunder, except when the Store agrees to cover or share the cost of a specific promotional activity.
g) About the Differences between the Amount Taken by Cornershop and the Document Issued by the Store: In the event of any difference between the amount paid by a Customer for Products from the Store and the issued invoice/ billing document, Cornershop shall be entitled to receive and/or retain such difference, as an additional commission for Service.
5. STORE RESPONSIBILITIES.
Cornershop will bear no responsibility at all for the acts or omissions of Shoppers or Deliverers, or of any Stores or Third Party Providers, all of whom shall bear full responsibility for Services or other services they provide to Users.
If a dispute arises between You and a Shopper, Deliverer, Third Party Provider or another Store, such dispute shall be solely between You and such Shopper, Deliverer, Third Party Provider and/or other Store and you agree not to involve Cornershop in any such dispute.
YOU HEREBY RELEASE, INDEMNIFY, AND HOLD HARMLESS CORNERSHOP, ITS DIRECTORS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, AGENTS AND REPRESENTATIVES, OF, FOR, AND AGAINST ALL LIABILITY AND RESPONSIBILITY FOR ANY AND ALL COMPLAINTS, ACTIONS, PROCEEDINGS, COSTS, CLAIMS, DAMAGES, DEMANDS, AND EXPENSES INCLUDING BUT NOT LIMITED TO, LAWYER’S FEES OR LOSSES OF ANY KIND, WHETHER DIRECT OR INDIRECT, THAT MAY ARISE AS A CONSEQUENCE OF A DISPUTE BETWEEN YOU AND A SHOPPER, DELIVERER, THIRD PARTY PROVIDER OR OTHER STORE.
You acknowledge and understand that Cornershop is no more than the mere facilitator, through providing use of the Platform, of the interaction between You and other Users; and You understand that in no case are You selling Products to Cornershop, and that, should damages or infringement to your rights occur, such damages or infringement shall be a matter directly between You and such Shopper, Deliverer, Third Party Provider and/or other Store, and Cornershop shall not be involved or affected thereby in any way.
6. SPECIFIC RULES ABOUT PURCHASES OF ALCOHOL, TOBACCO AND VAPOR PRODUCTS
The Store acknowledges that every Shopping Order which includes alcohol, tobacco (including cigarettes), or vapor products can only be requested by Customers of legal age to purchase the applicable Product. The Store shall for each applicable Shopping Order caution the Shopper and the Deliverer that the Deliverer must require the Customer to show a valid government-issued photo identification to the Deliverer in order to verify the Customer’s age. In addition, the Store must require the applicable Shopper and/or Deliverer to show a valid government-issued photo identification to Store personnel in order to verify that the Shopper and/or Deliverer is also of legal age to purchase the Product. If the delivery of any Shopping Order fails due to the absence of government-issued photo identification, Cornershop, its employees, agents and representatives shall have no responsibility or liability for such Shopping Order or the delivery failure.
THE PLATFORM DOES NOT SUPPORT THE SALE OR DELIVERY OF CANNABIS OR CANNABIS-RELATED PRODUCTS. STORES ARE EXPRESSLY PROHIBITED FROM SELLING OR OFFERING FOR SALE ANY CANNABIS, CANNABIS-BASED, OR CANNABIS-RELATED PRODUCTS THROUGH THE PLATFORM, REGARDLESS OF LEGALITY.
7. USE OF PLATFORM.
Cornershop expressly reserves all rights in, to, and under the Platform, Services, and Content.
CORNERSHOP ASSUMES NO OBLIGATION TO ENSURE THE ACCURACY OF OR TO UPDATE THE CONTENT, PLATFORM, OR SERVICES. THE CONTENT, PLATFORM, OR SERVICES MAY BE CHANGED WITHOUT NOTICE TO YOU. CORNERSHOP IS NOT RESPONSIBLE FOR ANY CONTENT OR INFORMATION THAT YOU MAY FIND UNDESIRABLE OR OBJECTIONABLE. CORNERSHOP DISCLAIMS ANY LIABILITY FOR UNAUTHORIZED USE OR REPRODUCTION OF ANY PORTION OF THE CONTENT, PLATFORM, OR SERVICES. ACCESSING THE PLATFORM OR SERVICES FROM TERRITORIES WHERE IT MAY BE ILLEGAL IS PROHIBITED.
8. STORE GENERATED MATERIAL.
The Store represents and warrants that: (i) the Store is the owner of the Store Material or the Store has the authorization of the owner of the Store Material for the publishing and uploading of the Store Material to the Platform or otherwise for the Services; (ii) the Store Material is not illicit, obscene, defamatory, offensive, pornographic, odious, racist or inadequate in any way; (iii) the Store Material will not damage the reputation of Cornershop or any third party; and that (iv) the Store has all rights and authorities to provide the Store Material and these representations and warranties to Cornershop, and in doing so the Store is acting in accordance with all applicable laws. Cornershop reserves the right to refuse to make any Store Material accessible via the Platform or any Services, and to remove any Store Material from the Platform, in Cornershop’s sole discretion and without any previous warning, liability or responsibility to the Store or any other person.
Cornershop does not support or endorse any kind of Store Material, including but not limited to any recommendation or advice, and the Store releases Cornershop from any and all liability and responsibility relating in any way to Store Material generated by any Store. The Store understands and accepts that Store Material can contain inaccurate, harmful or offensive information, and the Store agrees that it will at no time lodge any complaint or file any legal claim of any nature against Cornershop in relation to any Store Material.
9. STORE ACCOUNT.
Only one account per Store may be created, and such account shall be managed by at least one individual registered as assigned administrator and responsible for all the activities under the corresponding account or user password. Cornershop has no control over the use of the Store Account and therefore disclaims responsibility for any issues arising out of its use. The administrator for the Store Account may enable other users to access the account under their exclusive responsibility.
You may opt out of receiving SMS from Cornershop by sending an email to email@example.com. Providing a cell phone number associated with Store Account, in the absence of express instructions to the contrary, constitutes your consent for Cornershop to make use of such number for calls and SMS for the purposes of offering the Services.
THE USE OF THE PLATFORM AND THE SERVICES PROVIDED BY CORNERSHOP (OR ITS LICENSORS OR SUPPLIERS) IS AT THE USER’S OWN RISK. CORNERSHOP DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM OR SERVICES WILL OPERATE ERROR-FREE, ON AN UNINTERRUPTED BASIS, OR THAT IT IS FREE FROM VIRUSES, MALWARE OR OTHER MALFUNCTIONING OR DANGEROUS PRODUCTS. THE PLATFORM AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND CORNERSHOP (ON BEHALF OF ITSELF, ITS LICENSORS, AND ITS SUPPLIERS) DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, NON-VIOLATION OF THIRD PARTY RIGHTS, MERCHANTABILITY, OR FITNESS OR SUITABILITY FOR A PARTICULAR PURPOSE OF THE PLATFORM OR SERVICES. MOREOVER, CORNERSHOP DISCLAIMS RESPONSIBILITY AND LIABILITY FOR ANY STORE, SHOPPER, DELIVERER, USER OR THIRD-PARTY PROVIDED CONTENT, MATERIALS, LINKS, WEBSITES, NETWORKS, PROGRAMS, PRODUCTS, AND SERVICES SET FORTH, DESCRIBED ON, OR ACCESSED THROUGH THE PLATFORM OR SERVICES, AND YOU AGREE THAT CORNERSHOP SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS A RESULT OF ANY SUCH DEALINGS BETWEEN YOU AND A STORE, SHOPPER, DELIVERER OR THIRD PARTY.
CORNERSHOP ASSUMES NO RESPONSIBILITY DERIVED FROM: (I) MISTAKES, INACCURACIES, OR IMPRECISIONS IN ANY CONTENT OR STORE MATERIALS;; OR (II) A STORE’S DENIAL TO GIVE OUT THE PURCHASED PRODUCTS.
THE USE OF THE PLATFORM AND THE CONTENT IS AT YOUR OWN RISK AND CORNERSHOP AND ITS LICENSORS AND SUPPLIERS ASSUME NO LIABILITY OR RESPONSIBILITY PERTAINING TO THE CONTENT, STORE MATERIALS, OR YOUR USE OF THE PLATFORM.
If the use of the Platform results in the need to get technical assistance or the replacement of a device or data, Cornershop will not be responsible for such costs.
11. LIABILITY LIMITATION.
NEITHER CORNERSHOP NOR ITS LICENSORS OR SUPPLIERS SHALL BE RESPONSIBLE FOR OR BEAR ANY LIABILITY FOR ANY CLAIM OF HARM RESULTING FROM A CAUSE BEYOND SUCH ENTITY’S CONTROL. MOREOVER, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CORNERSHOP, ITS LICENSORS, OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH: THE USE OF THE PLATFORM OR SERVICES OR FOR ANY INFORMATION, WEBSITE, NETWORK, PRODUCT, CONTENT, SERVICES OR MATERIALS AVAILABLE THROUGH THE PLATFORM OR SERVICES; ANY CLAIM CORNERSHOP EXPRESSLY DISCLAIMS RESPONSIBILITY FOR IN THIS AGREEMENT; ANY DIRECT OR INDIRECT DAMAGE, LOSS OF PROFIT, EMERGING DAMAGE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGE, RESULTING FROM: (I) THE USE OF THE PLATFORM; (II) THE ACTS OR OMISSIONS OF ANY STORE, SHOPPER OR DELIVERER ; (III) THE PERFORMANCE OF OR BROWSING IN THE PLATFORM AND/OR LINK THEREIN TO OTHER SITES, EVEN IF CORNERSHOP HAS BEEN INFORMED OF THE POTENTIAL FOR DAMAGES; (IV) THE QUALITY AND QUANTITY OF THE PRODUCTS DELIVERED TO THE USER; (V) THE SAFETY OF THE PURCHASED PRODUCTS, INCLUDING BUT NOT LIMITED TO ANY FOOD SAFETY RELATED ISSUES; OR (VI) INCORRECT, INCOMPLETE OR ERRONEOUS INFORMATION ABOUT THE PRODUCTS; OR FOR ANY DAMAGES DERIVED FROM THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICES, INCLUDING WITHOUT LIMITATION, DIRECT OR INDIRECT DAMAGES, LOSS OF PROFIT, EMERGENT DAMAGE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGE, WHETHER SUCH INTERRUPTION, SUSPENSION OR TERMINATION IS JUSTIFIED OR NOT; WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF CORNERSHOP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, TOTAL LIABILITY OF CORNERSHOP FOR ANY REASON RELATED TO USE OF THE PLATFORM OR SERVICES, OR ANY OTHER REASON AT ALL, SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR USE OF THE PLATFORM OR SERVICES (DURING THE TWELVE (12) MONTHS PRIOR TO ANY EVENT ON WHICH A CLAIM IS BASED).
Cornershop will have the right to assume the defense against any claim, appeal or procedure.
14. DISPUTE RESOLUTION - ARBITRATION.
This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of law rules, and the United States of America. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by confidential arbitration in San Francisco County, California, using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. The prevailing party in the arbitration shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert witness fees and all other expenses) incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts located in the Northern District of California. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of this Agreement, including without limitation, this section.
The Agreement or your use of the Platform or Services does not create any contractual agency relationship, association, joint company, employer-employee, joint venture, partnership, affiliate, agency or franchisor-franchisee relationship between You and Cornershop.
17. NO ASSIGNMENT.
from the earlier of: the moment of their publication on the Platform, or the moment the Store has been notified accordingly.
19. ENFORCING SECURITY ON THE PLATFORM.
Cornershop reserves the right to view, monitor, and record your activity on the Platform without notice or permission from You. Any information obtained by monitoring, reviewing, or recording may be provided to: (i) law enforcement organizations in connection with investigation or prosecution of possible criminal or unlawful activity on the Platform; (ii) government agencies as required for any disclosures required by or under applicable law; and (iii) other third parties as required for Cornershop to comply with any court orders or subpoenas involving requests for such information.