1. Application and Acceptance of the Terms
1.2 You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with nuerasamp.com, or (b) you are not permitted to receive any Services under the laws of the United Kingdom or other countries / regions including the country / region in which you are resident or from which you use the Services.
1.3 You acknowledge and agree that namp.com may amend any Terms at any time by posting the relevant amended and restated Terms on the Sites. By continuing to use the Services or the Sites, you agree that the amended Terms will apply to you.
1.4 If namp.com has posted or provided an English language version of the Terms, you agree that the English language version will govern your uses of the Services or the Sites.
1.5 You may be required to enter into a separate agreement, whether online or offline, with namp.com or our affiliate for any Service (“Additional Agreements”). If there is any conflict or inconsistency between the Terms and an Additional Agreement, the Additional Agreement shall take precedence over the Terms only in relation to that Service concerned.
1.6 The Terms may not otherwise be modified except in writing by an authorized officer of namp.com.
2. Provision of Services
2.1 The nuerasamp.com contracting entity that you are contracting with is Nueras Global Ltd if you are a registered member of the Site.
2.2 You must register as a member on the Site in order to access and use some Services. Further, nuerasamp.com reserves the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) to paying Users or subject to other conditions that nuerasamp.com may impose in our discretion.
2.3 Services (or any features within the Services) may vary for different regions and countries. No warranty or representation is given that a particular Service or feature or function thereof or the same type and extent of the Service or features and functions thereof will be available for Users. nuerasamp.com may in our sole discretion limit, deny or create different level of access to and use of any Services (or any features within the Services) with respect to different Users.
2.4 nuerasamp.com may launch, change, upgrade, impose conditions to, suspend, or stop any Services (or any features within the Services) without prior notice except that in case of a fee-based Service, such changes will not substantially adversely affect the paying Users in enjoying that Service.
2.5 Some Services may be provided by nuerasamp.com’s affiliates on behalf of nuerasamp.com.
3. Users Generally
3.1 As a condition of your access to and use of the Site or Services, you agree that you will comply with all applicable laws and regulations when using the Site or Services.
3.2 You agree to use the Sites or Services solely for your own private and internal purposes. You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc available on or through the Site (the “Site Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Site Content for the purposes of operating a business that competes with namp.com, or otherwise commercially exploiting the Site Content. Systematic retrieval of Site Content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from nuerasamp.com is prohibited. Use of any content or materials on the Sites for any purpose not expressly permitted in the Terms is prohibited.
3.4 Nuerasamp.com may allow Users to access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise), API or otherwise to such third parties’ web sites. You are cautioned to read such web sites’ terms and conditions and/or privacy policies before using the Sites. You acknowledge that namp.com has no control over such third parties’ web sites, does not monitor such web sites, and shall not be responsible or liable to anyone for such web sites, or any content, products or services made available on such web sites.
3.5 You agree not to undertake any action to undermine the integrity of the computer systems or networks of nuerasamp.com and/or any other User nor to gain unauthorized access to such computer systems or networks.
3.6 You agree not to undertake any action which may undermine the integrity of nuerasamp.com’s feedback system, such as leaving positive feedback for yourself using secondary Member IDs or through third parties or by leaving unsubstantiated negative feedback for another User.
3.7 By posting or displaying any information, content or material (“User Content”) on the Sites or providing any User Content to namp.com or our representative(s), you grant an irrevocable, perpetual, worldwide, royalty-free, and sub-licensable (through multiple tiers) license to namp.com to display, transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create derivative works, and otherwise use any or all of the User Content in any form, media, or technology now known or not currently known in any manner and for any purpose which may be beneficial to the operation of the Sites, the provision of any Services and/or the business of the User. You confirm and warrant to namp.com that you have all the rights, power and authority necessary to grant the above license.
4. Member Accounts
4.1 User must be registered on the Sites to access or use some Services (a registered User is also referred to as a “Member” below). Except with nuerasamp.com’s approval, one User may only register one member account on the Site. Nuerasamp.com may cancel or terminate a User’s member account if namp.com has reasons to suspect that the User has concurrently registered or controlled two or more member accounts. Further, namp.com may reject User’s application for registration for any reason.
4.2 Upon registration on the Sites, nuerasamp.com shall assign an account and issue a member ID and password (the latter shall be chosen by a registered User during registration) to each registered User. An account may have a web-based email account with limited storage space for the Member to send or receive emails.
4.3 A set of Member ID and password is unique to a single account. Each Member shall be solely responsible for maintaining the confidentiality and security of your Member ID and password and for all activities that occur under your account. No Member may share, assign, or permit the use of your Member account, ID or password by another person outside of the Member’s own business entity. Member agrees to notify namp.com immediately if you become aware of any unauthorized use of your password or your account or any other breach of security of your account.
4.4 Member agrees that all activities that occur under your account (including without limitation, posting any company or product information, clicking to accept any Additional Agreements or rules, subscribing to or making any payment for any services, sending emails using the email account or sending SMS) will be deemed to have been authorized by the Member.
4.5 Member acknowledges that sharing of your account with other persons, or allowing multiple users outside of your business entity to use your account (collectively, “multiple use”), may cause irreparable harm to nuerasamp.com or other Users of the Sites. Member shall indemnify nuerasamp.com, our affiliates, directors, employees, agents and representatives against any loss or damages (including but not limited to loss of profits) suffered as a result of the multiple use of your account. Member also agrees that in case of the multiple use of your account or Member’s failure to maintain the security of your account, namp.com shall not be liable for any loss or damages arising from such a breach and shall have the right to suspend or terminate Member’s account without liability to Member.
5. Member’s Responsibilities
5.1 Each Member represents, warrants and agrees that (a) you have full power and authority to accept the Terms, to grant the license and authorization and to perform the obligations hereunder; (b) you use the Sites and Services for business purposes only; and (c) the address you provide when registering is the principal place of business of your business entity. For purposes of this provision, a branch or liaison office will not be considered a separate entity and your principal place of business will be deemed to be that of your head office.
5.2 Member will be required to provide information or material about your entity, business or products/services as part of the registration process on the Sites or your use of any Service or the member account. Each Member represents, warrants and agrees that (a) such information and material whether submitted during the registration process or thereafter throughout the continuation of the use of the Sites or Service is true, accurate, current and complete, and (b) you will maintain and promptly amend all information and material to keep it true, accurate, current and complete.
5.4 Each Member represents, warrants and agrees that (a) you shall be solely responsible for obtaining all necessary third party licenses and permissions regarding any User Content that you submit, post or display; (b) any User Content that you submit, post or display does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third party (“Third Party Rights”); and (c) you have the right and authority to sell, trade, distribute or export or offer to sell, trade, distribute or export the products or services described in the User Content and such sale, trade, distribution or export or offer does not violate any Third Party Rights.
5.5 Each Member further represents, warrants and agrees that the User Content that you submit, post or display shall:
a) be true, accurate, complete and lawful;
b) not be false, misleading or deceptive;
c) not contain information that is defamatory, libelous, threatening or harassing, obscene, objectionable, offensive, sexually explicit or harmful to minors;
d) not contain information that is discriminatory or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
e) not violate the Product Listing Policy, other Terms or any applicable Additional Agreements
f) not violate any applicable laws and regulations (including without limitation those governing export control, consumer protection, unfair competition, or false advertising) or promote any activities which may violate any applicable laws and regulations;
g) not contain any link directly or indirectly to any other web Sites which includes any content that may violate the Terms.
5.6 Each Member further represents, warrants and agrees that you shall:
a) carry on your activities on the Sites in compliance with any applicable laws and regulations;
b) conduct your business transactions with other users of the Sites in good faith;
c) carry on your activities in accordance with the Terms and any applicable Additional Agreements;
d) not use the Services or Sites to defraud any person or entity (including without limitation sale of stolen items, use of stolen credit/debit cards);
e) not impersonate any person or entity, misrepresent yourself or your affiliation with any person or entity;
f) not engage in spamming or phishing;
g) not engage in any other unlawful activities (including without limitation those which would constitute a criminal offence, give rise to civil liability, etc) or encourage or abet any unlawful activities;
h) not involve attempts to copy, reproduce, exploit or expropriate nuerasamp.com’s various proprietary directories, databases and listings;
i) not involve any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information;
j) not involve any scheme to undermine the integrity of the data, systems or networks used by namp.com and/or any user of the Sites or gain unauthorized access to such data, systems or networks;
k) not engage in any activities that would otherwise create any liability for namp.com or our affiliates.
5.7 Member may not use the Services and member account to engage in activities which are identical or similar to nuerasamp.com’s e-commerce marketplace business.
5.8 If Member provides a business referee, Member represents, warrants and agrees that you have obtained all necessary consents, approvals and waivers from your business partners and associates to (a) act as your business referee; (b) post and publish their contact details and information, reference letters and comments on their behalf; and (c) that third parties may contact such business referees to support claims or statements made about you. You further warrant and agree that all reference letters and comments are true and accurate and third parties may contact the business referees without the need to obtain your consent.
5.9 Member agrees to provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for nuerasamp.com’s provision of the Services, evaluating whether Member has breached the Terms and/or handling any complaint against the Member. If Member’s failure to do so results in delay in, or suspension or termination of, the provision of any Service, namp.com shall not be obliged to extend the relevant service period nor shall be liable for any loss or damages arising from such delay, suspension or termination.
5.10 Member acknowledges and agrees that nuerasamp.com shall not be required to actively monitor nor exercise any editorial control whatsoever over the content of any message or material or information created, obtained or accessible through the Services or Sites. nuerasamp.com does not endorse, verify or otherwise certify the contents of any comments or other material or information made by any Member. Each Member is solely responsible for the contents of their communications and may be held legally liable or accountable for the content of their comments or other material or information
5.11 Member acknowledges and agrees that the Services may only be used by businesses and their representatives for business use and not for individual consumers or for personal use.
5.12 Member acknowledges and agrees that each Member is solely responsible for observing applicable laws and regulations in its respective jurisdictions to ensure that all use of the Site and Services are in compliance with the same.
6. Breaches by Members
6.1 Nuerasamp.com reserves the right in our sole discretion to remove, modify or reject any User Content that you submit to, post or display on the Sites which we reasonably believe is unlawful, violates the Terms, could subject namp.com or our affiliates to liability, or is otherwise found inappropriate in nuerasamp.com’s opinion.
6.2 If any Member breaches any Terms or if nuerasamp.com has reasonable grounds to believe that any Member is in breach of any the Terms, namp.com shall have the right to impose a penalty against the Member, or suspend or terminate the Member’s account or subscription of any Service without any liability to the Member. Nuerasamp.com shall also have the right to restrict, refuse or ban any and all current or future use of any other Service that may be provided by nuerasamp.com. The penalties that namp.com may impose include, among others, warning, removing any product listing or other User Content that the Member has submitted, posted or displayed, imposing restrictions on the number of product listings that the Member may post or display, or imposing restrictions on the Member’s use of any features or functions of any Service for such period as namp.com may consider appropriate in our sole discretion.
6.3 Without limiting the generality of the provisions of the Terms, a Member would be considered as being in breach of the Terms in any of the following circumstances:
a) upon complaint or claim from any third party, namp.com has reasonable grounds to believe that such Member has willfully or materially failed to perform your contract with such third party including without limitation where the Member has failed to deliver any items ordered by such third party after receipt of the purchase price, or where the items Member has delivered materially fail to meet the terms and descriptions outlined in your contract with such third party,
b) Nuerasamp.com has reasonable grounds to suspect that such Member has used a stolen credit card or other false or misleading information in any transaction with a counter party,
c) Nuerasamp.com has reasonable grounds to suspect that any information provided by the Member is not current or complete or is untrue, inaccurate, or misleading, or
d) Nuerasamp.com believes that the Member’s actions may cause financial loss or legal liability to namp.com or our affiliates or any other Users.
6.4 Nuerasamp.com reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing. Further, Nuerasamp.com may disclose the Member’s identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action. Nuerasamp.com shall not be liable for damages or results arising from such disclosure, and Member agrees not to bring any action or claim against nuerasamp.com for such disclosure.
6.5 If a Member is in breach of the Terms, nuerasamp.com also reserves the right to publish the records of such breach on the Sites. If such breach involves or is reasonably suspected of involving dishonest or fraudulent activities, namp.com also reserves the right to disclose the records of such breach to our affiliates including without limitation. Such nuerasamp.com affiliates may impose limitation on, suspend or terminate the Member’s use of all or part of the services provided by such affiliates to the Member, take other remedial actions, and publish the records about the Member’s breach of the Terms on the websites operated by or controlled by such nuerasamp.com affiliates.
6.6 Nuerasamp.com may, at any time and in our reasonable discretion, impose limitations on, suspend or terminate the Member’s use of any Service or the Sites without being liable to the Member if nuerasamp.com has received notice that the Member is in breach of any agreement or undertaking with any affiliate of nuerasamp.com and such breach involves or is reasonably suspected of involving dishonest or fraudulent activities. Nuerasamp.com shall have the right to publish the records of such breach on the Sites. Nuerasamp.com shall not be required to investigate such breach or request confirmation from the Member.
6.7 Each Member agrees to indemnify nuerasamp.com, our affiliates, directors, employees, agents and representatives and to hold them harmless, from any and all damages, losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from your submission, posting or display of any User Content, from your use of the Sites or Services, or from your breach of the Terms.
6.8 Each Member further agrees that nuerasamp.com is not responsible, and shall have no liability to you or anyone else for any User Content or other material transmitted over the Sites, including fraudulent, untrue, misleading, inaccurate, defamatory, offensive or illicit material and that the risk of damage from such material rests entirely with each Member. Nuerasamp.com reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the Member, in which event the Member shall cooperate with Nuerasamp.com in asserting any available defenses.
7. Transactions Between Buyers and Sellers
7.1 Through the Sites, nuerasamp.com provides electronic web-based platforms for exchanging information between buyers and sellers of products and services. Nuerasamp.com additionally provides electronic web-based transaction platforms for Members to place, accept, conclude, manage and fulfill orders for the provision of products and services online within the Sites subject to the terms of the nuerasamp.com transactions services. However, for any Services, namp.com does not represent either the seller or the buyer in specific transactions. Nuerasamp.com does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services offered for sale on the Sites or the ability of the sellers to complete a sale or the ability of buyers to complete a purchase.
7.2 Users are hereby made aware that there may be risks of dealing with people acting under false pretences. Nuerasamp.com uses several techniques to verify the accuracy of certain information our paying Users provide us when they register for a paying membership service on the Sites. However, because user verification on the Internet is difficult, namp.com cannot and does not confirm each User’s purported identity (including, without limitation, paying Members). We encourage you to use various means, as well as common sense, to evaluate with whom you are dealing.
7.3 Each User acknowledges that it is fully assuming the risks of conducting any purchase and sale transactions in connection with using the Sites or Services, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Sites. Such risks shall include, but are not limited to, mis-representation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective or dangerous products, unlawful products, delay or default in delivery or payment, cost mis-calculations, breach of warranty, breach of contract and transportation accidents. Such risks also include the risks that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Sites may violate or may be asserted to violate Third Party Rights, and the risk that User may incur costs of defense or other costs in connection with third parties’ assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants. Such risks also include the risks that consumers, other purchasers, end-users of products or others claiming to have suffered injuries or harms relating to products originally obtained by Users of the Sites as a result of purchase and sale transactions in connection with using the Sites may suffer harms and/or assert claims arising from their use of such products. All of the foregoing risks are hereafter referred to as “Transaction Risks”. Each User agrees that namp.com shall not be liable or responsible for any damages, claims, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any Transaction Risks.
7.4 Users are solely responsible for all of the terms and conditions of the transactions conducted on, through or as a result of use of the Sites or Services, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage.
7.5 User agrees to provide all information and materials as may be reasonably required by nuerasamp.com in connection with your transactions conducted on, through or as a result of use of the Sites or Services. Namp.com has the right to suspend or terminate any User’s account if the User fails to provide the required information and materials.
7.6 In the event that any User has a dispute with any party to a transaction, such User agrees to release and indemnify nuerasamp.com (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.
8. Limitation of Liability
8.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES PROVIDED BY NUERASAMP.COM ON OR THROUGH THE SITES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”, AND NUERASAMP.COM HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, AND UNDERTAKINGS ARE HEREBY EXCLUDED.
8.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NUERASAMP.COM MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE SITES; NUERASAMP.COM DOES NOT REPRESENT OR WARRANT THAT THE MANUFACTURE, IMPORTATION, EXPORT, DISTRIBUTION, OFFER, DISPLAY, PURCHASE, SALE AND/OR USE OF PRODUCTS OR SERVICES OFFERED OR DISPLAYED ON THE SITES DOES NOT VIOLATE ANY THIRD PARTY RIGHTS; AND NUERASAMP.COM MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING ANY PRODUCT OR SERVICE OFFERED OR DISPLAYED ON THE SITES.
8.3 Any material downloaded or otherwise obtained through the Sites is done at each User’s sole discretion and risk and each User is solely responsible for any damage to nuerasamp.com’s computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any User from namp.com or through or from the Sites shall create any warranty not expressly stated herein.
8.4 The Sites may make available to User services or products provided by independent third parties. No warranty or representation is made with regard to such services or products. In no event shall namp.com and our affiliates be held liable for any such services or products.
8.5 Each User hereby agrees to indemnify and save nuerasamp.com, our affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User’s use of the Sites or Services (including but not limited to the display of such User’s information on the Sites) or from your breach of any of the terms and conditions of the Terms. Each User hereby further agrees to indemnify and save nuerasamp.com, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise from User’s breach of any representations and warranties made by User to nuerasamp.com, including but not limited to those set forth in Section 5 hereunder.
8.6 Each User hereby further agrees to indemnify and save namp.com, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by Third Party Rights claimants or other third parties relating to products offered or displayed on the Sites. Each User hereby further agrees that nuerasmp.com is not responsible and shall have no liability to you, for any material posted by others, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each User. Nuerasamp.com reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with nuerasamp.com in asserting any available defenses.
8.7 Nuerasamp.com shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, equity or otherwise or any other damages resulting from any of the following.
a) the use or the inability to use the Sites or Services;
b) any defect in goods, samples, data, information or services purchased or obtained from a User or any other third party through the Sites;
c) violation of Third Party Rights or claims or demands that User’s manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Sites may violate or may be asserted to violate Third Party Rights; or claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants;
d) unauthorized access by third parties to data or private information of any User;
e) statements or conduct of any User of the Sites; or;
f) any matters relating to Services however arising, including negligence.
8.8 Notwithstanding any of the foregoing provisions, the aggregate liability of namp.com, our employees, agents, affiliates, representatives or anyone acting on our behalf with respect to each User for all claims arising from the use of the Sites or Services during any calendar year shall be limited to the greater of (a) the amount of fees the User has paid to namp.com or our affiliates during the calendar year and (b) the maximum amount permitted in the applicable law. The preceding sentence shall not preclude the requirement by the User to prove actual damages. All claims arising from the use of the Sites or Services must be filed within one (1) year from the date the cause of action arose or such longer period as prescribed under any applicable law governing this Term of Use..
8.9 The limitations and exclusions of liability to you under the Terms shall apply to the maximum extent permitted by law and shall apply whether or not namp.com has been advised of or should have been aware of the possibility of any such losses arising.
9. Force Majeure
9.1 Under no circumstances shall nuerasamp.com be held liable for any delay or failure or disruption of the content or services delivered through the Sites resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
10. Intellectual Property Rights
10.1 Nuerasamp.com is the sole owner or lawful licensee of all the rights and interests in the Sites and the Site Content. The Sites and Site Content embody trade secrets and other intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Sites and Site Content shall remain with nuerasamp.com, our affiliates or licensors of the Site Content, as the case may be. All rights not otherwise claimed under the Terms or by nuerasamp.com are hereby reserved.
10.2 “NUERAS”, “NUERASAMP.COM”, “NUERAS SHOPPING MALL”, “NUERAS GLOBAL”, and related icons and logos are registered trademarks or trademarks or service marks of NUERAS, and related icons and logos are registered trademarks or trademarks or service marks of nuerasamp.com, in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
10.3 Nuerasamp.com may have independent third parties involved in the provision of the Services (e.g., the authentication and verification service providers). You may not use any trademark, service mark or logo of such independent third parties without prior written approval from such parties.
11.1 All legal notices or demands to or upon namp.com shall be made in writing and sent to namp.com personally, by courier, certified mail, or facsimile to the following entity and address: Nueras Global Ltd, 18, 58 Glasshouse fields Wapping London E1W 3AB UK. The notices shall be effective when they are received by nuerasamp.com in any of the above-mentioned manner.
11.2 All legal notices or demands to or upon a User shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by the User to nuerasamp.com, or by posting such notice or demand on an area of the Sites that is publicly accessible without a charge. Notice to a User shall be deemed to be received by such User if and when.
a) Nuerasamp.com is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User, or
b) immediately upon namp.com posting such notice on an area of the Sites that is publicly accessible without charge.
11.3 You agree that all agreements, notices, demands, disclosures and other communications that namp.com sends to you electronically satisfy the legal requirement that such communication should be in writing.
12. General Provisions
12.1 Subject to any Additional Agreements, the Terms constitute the entire agreement between you and namp.com with respect to and govern your use of the Sites and Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
12.2 Nuerasamp.com and you are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
12.3 If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
12.4 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
12.5 Nuerasamp.com’s failure to enforce any right or failure to act with respect to any breach by you under the Terms will not constitute a waiver of that right nor a waiver of nuerasamp.com’s right to act with respect to subsequent or similar breaches.
12.6 Nuerasamp.com shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of namp.com). You may not assign, in whole or part, the Terms to any person or entity.
Nuerasamp.com Transaction Services Agreement
(Created March 25th, 2015)
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY! PLEASE PAY ATTENTION TO PROVISIONS THAT EXCLUDE OR LIMIT LIABILITY AND TERMS OF DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION, WHICH MAY APPEAR IN CAPITAL LETTERS.
Thank you for trading on Nuerasamp.com’s web-based e-commerce portal. This nuerasamp.com e-commerce Services Agreement (this “Agreement”) describes the terms and conditions on which you conclude online transactions for products and services by using the online transaction sites in relation to www.nuerasamp.com. This Agreement contains various limitations on nuerasamp.com’s transaction services as well as gives various powers and authority to nuerasamp.com with respect to online transactions using nuerasamp.com’s transaction services. This includes without limitation the power and authority to reject or cancel an online transaction, to refund the funds to a buyer or to release the funds to a seller. You should read this Agreement and to the extent as applicable, the relevant transactional terms, and other rules and policies of nuerasamp.com and Payment Services Agreement made between you as a User (as defined below) and Paypal.
1. Application and Acceptance of Terms
1.1 Contracting Party. This Agreement is entered into between you (also referred to as “Member” hereinafter) and the nuerasamp.com entity listed below (“nuerasamp.com” or “we”) for use of nuerasamp.com’s certain transaction services as described below. If you are registered or resident outside the UK , you are contracting with namp.com of Nueras Global Ltd at 18, 58 Glasshouse fields Wapping, London E1W 3AB UK provides technical support in connection with the transaction services utilizing its strengths in network technologies, etc.
1.2 Transactional Terms. Nuerasamp.com provides an online transaction platform and ancillary services (“Transaction Services”) on the nuerasamp.com Sites which allow registered members of the nuerasamp.com Sites to conclude online transactions for products or services within the nuerasamp.com Sites subject to the terms of this Agreement. Nuerasamp.com may publish transaction rules, dispute rules and other rules and policies for any type of online transactions and any subsequent amendments or modifications (“Transactional Terms”) as may be made from time to time. Such Transactional Terms are expressly incorporated into this Agreement by reference and you agree to be bound by such rules and policies.
1.3 General Terms. You agree that you shall also comply with relevant rules and policies published on the nuerasamp.com Sites which are also incorporated into this Agreement by reference (“General Terms”). The General Terms include without limitation:
• Product Listing policy;
• Intellectual Property right (IPR) Protection Policy.
1.4 Binding Agreement. This Agreement, including the Transactional Terms and the General Terms, and, to the extent as applicable, the Payment Services Agreement, form a legally binding agreement between you and nuerasamp.com in relation to your use of the Transaction Services. By accessing and using the Transaction Services, you agree to accept and be bound by this Agreement. Please do not use the Transaction Services if you do not accept all of the terms of this Agreement.
1.5 Amendments. You acknowledge and agree that nuerasamp.com may amend any terms of this Agreement including the Transactional Terms and the General Terms at any time by posting the relevant amended and restated version on the Sites. The amended terms shall be effective immediately upon posting. By continuing to use the Transaction Services, you agree that the amended terms will apply to you. This Agreement may not otherwise be amended except in writing by an authorized officer of nuerasamp.com.
1.6 Language Version. If namp.com has posted or provided an English version of any terms of this Agreement including the Transactional Terms and the General Terms, you agree that the translation is provided for convenience only and that the English language version will govern your use of the Transaction Services.
1.7 Nuerasamp.com Affiliates. Some of the Transaction Services may be supported by our affiliates.
1.8 Additional Terms. In some cases, you may be required to additionally enter into a separate agreement with namp.com or our affiliates in connection with the Transaction Services (“Additional Terms”). If there is any contradiction between the provisions of this Agreement and the provisions of the Additional Terms, the Additional Terms shall govern the relevant types of Transaction Services or Online Transactions, as appropriate.
1.9 Membership Services. This Agreement does not affect your agreement with us or any of our affiliates concerning your subscription and use of the membership services of the Sites, unless otherwise stipulated in this Agreement or the relevant service agreement.
2. Transaction Services
2.1 Transaction Services. Nuerasamp.com’s Transaction Services are designed to facilitate registered members of the nuerasamp.com Sites to place, accept, conclude, manage and fulfill orders for the provision of products and services online within the Sites (“Online Transactions”), which may include certain payment services which will be supported by Paypal. Nuerasamp.com reserves the right to change, upgrade, modify, limit or suspend the Transaction Services or any of its related functionalities or applications at any time temporarily or permanently without prior notice. Nuerasamp.com further reserves the right to introduce new features, functionalities or applications to the Transaction Services or to future versions of the Transaction Services. All new features, functionalities, applications, modifications, upgrades and alterations shall be governed by this Agreement, unless otherwise expressly stated by nuerasamp.com.
2.2 Members Only. Nuerasamp.com’s Transaction Services are only available to registered members of the Nuerasamp.com Sites. If your subscription to the paid or free membership of the nuerasamp.com Sites expires or is early terminated for any reason, you are not eligible to use the Transaction Services. In the event that you have a valid Online Transaction under this Agreement whilst your paid or free membership registration on the nuerasamp.com Sites is terminated, nuerasamp.com shall have the full discretion and authority to refund to Buyer and/or release to Seller (both Buyer and Seller as defined below) all or part of the funds under the Online Transactions as nuerasamp.com considers appropriate. If you are a Seller, you are required to a valid bank account subject to verification and confirmation by nuerasamp.com and our affiliates.
2.3 Types of Transactions. Nuerasamp.com’s Transaction Services are available to types of Online Transactions permitted by nuerasamp.com only. For any type of Online Transactions, nuerasamp.com may limit any or all of the Transaction Services to a specified group of members in accordance with the relevant Transactional Terms. The types of Online Transactions and other benefits, features and functions of the Transaction Services available to a registered member may vary for different countries and regions. No warranty or representation is given that the same type and extent of transactions, benefits, features and functions will be available to all members.
2.4 Lawful Items. The products or services of an Online Transaction using the Transaction Services must be lawful items and must not be otherwise prohibited or restricted by this clause 2.4. You shall not use the Transaction Services in connection with any Online Transaction that:
(a) may infringe nuerasamp.com’s or any third party’s legitimate rights including but not limited to copyright, trademark right, patent or other intellectual property rights.
(b) may be in breach of the Product Listing Policy or the Intellectual Property Right (IPR) Protection Policy;
(c) may be in breach of other terms of this Agreement including the Transactional Terms and the General Terms.
Nuerasamp.com shall have the right to refuse or cancel any Online Transaction in breach of this clause 2.4.
2.5 Refuse or Cancel Transactions. Apart from clause 2.4, nuerasamp.com reserves the right, at our sole discretion, to refuse or cancel any Online Transaction for any reason. Some situations that may result in an Online Transaction being rejected or canceled include where problems are identified by our credit and fraud control department, where nuerasamp.com has reason to believe the Online Transaction is unauthorized, violates any law, rule or regulations or may otherwise subject nuerasamp.com or any of our affiliates to liability. Nuerasamp.com may also require additional verifications or information for any Online Transaction.
2.6 Payment Services.
(a) Nuerasamp.com may, through Paypal, provide payment services for certain Online Transactions (“Payment Service”). Payment Services are provided by Paypal (collectively, “Paypal”) to receive payment of funds in support of nuerasamp.com Sites for the Online Transactions. The Payment Services are provided in accordance with the terms and conditions set out in the Payment services agreement. The Payment Services are currently not available to members incorporated, resident, or located within Washington state.
(b) Buyer Protection Plan. Nuerasamp.com may also provide buyer protection plan for certain Online Transactions. In case of Seller who has been offered to subscribe to the buyer protection plan, upon entering into a separate agreement with Paypal, Seller may be required to provide deposits using the methods as designated by Paypal on the nuerasamp.com Sites to secure Seller’s due performance of obligations under the relevant buyer protection plan. Seller agrees to permit and hereby authorize nuerasamp.com to deduct, withhold and dispose any deposits provided in accordance with the terms under the relevant buyer protection plan. In case of Buyer, you acknowledge and agree that the protection afforded to you under a buyer protection plan applies to those Online Transactions falling within the scope of the relevant plan only and Payment Services under clause 3.3 of the Payment Services Agreement will not be applicable to you for such Online Transactions in case of Seller subscribed to buyer protection plan.
2.8 Transactional Terms. For any type of Online Transactions, nuerasamp.com may impose additional restrictions, limitations and prohibitions as well as penalties for any violations in the relevant Transactional Terms.
2.9 Disputes between Buyers and Sellers. You agree that any Dispute arising between you and the other party to an Online Transaction will be handled in accordance with clause 10, and that nuerasamp.com shall have the full right and power to make a determination for such Dispute. Upon receipt of a Dispute, nuerasamp.com shall have the right to request either or both of Buyer and Seller to provide supporting documents. You agree that nuerasamp.com shall have the absolute discretion to reject or receive any supporting document. You also acknowledge that nuerasamp.com is not a judicial or arbitration institution and will make the determinations only as an ordinary non-professional person. Further, we do not warrant that the supporting documents that the parties to the Dispute submit will be true, complete or accurate. You agree not to hold nuerasamp.com and our affiliates liable for any material which is untrue or misleading.
2.10 Powers of Nuerasamp.com. YOU expressly ACKNWOLEDGE AND agree that nuerasamp.com shall have the full power, authority and discretion to reject or cancel an Online Transaction and to make a determination on any dispute between buyer and seller including the REMITTANCE of the funds UNDER AN ONLINE TRANSACTION THAT ARE HELD BY PAYPAL AS INSTRUCTED BY NUERASAMP.COM in accordance with this Agreement, THE PAYMENT SERVICES AGREEMENT and the relevant TRANSACTIONAL TERMS. You also acknowledge that this Agreement, the Payment Services Agreement and the relevant Transactional Terms may not cover all issues that may arise in connection with an Online Transaction. You agree and accept that nuerasamp.com shall have the right to modify or supplement the Transaction Terms. You further agree and accept that nuerasamp.com shall have the right to make determinations wherever nuerasamp.com considers appropriate having regard to the evidence received by us, commonly accepted principles and practices in the relevant industries and interests of both Buyer and Seller regardless whether the issue in question has been expressly addressed in the Transactional Terms or this Agreement.
2.11 Nuerasamp.com’s Records. In case of any dispute in connection with any Online Transaction, the records of nuerasamp.com shall take precedence and be conclusive.
3. Transactions between Sellers and Buyers
3.1 Seller and Buyer. For the purpose of this Agreement, the term “Seller” means the registered member who supplies the product(s) or service(s) under an Online Transaction, and the term “Buyer” means the registered member who purchases or acquires the product(s) or service(s) under an Online Transaction.
3.2 Online Order. Seller and Buyer shall enter into an Online Transaction for products or services by completing, submitting and accepting an order online using the applicable standard order form on the nuerasamp.com Sites. Seller and Buyer yourselves shall be responsible for ensuring that you have agreed to, and specified, all the relevant terms and conditions for the products or services in the relevant online order form, including but not limited to the pricing, quantity, specifications, quality standards, inspection, shipping etc. Nuerasamp.com may refuse to process or cancel any Online Transaction which in nuerasamp.com’s reasonable opinion, has insufficient information to constitute a binding contract.
3.3 Online Transactions Subject to This Agreement. An Online Transaction is additionally subject to the applicable terms and conditions set forth in this Agreement and the Transactional Terms. Seller and Buyer shall complete the Online Transaction according to the terms of the online order, the relevant Transactional Terms and this Agreement. Seller or Buyer may only cancel any Online Transaction according to the relevant Transactional Terms.
3.4 Transaction between Seller and Buyer Only. Each Online Transaction is made by and between a Seller and a Buyer only. Despite that nuerasamp.com provides the Transaction Services and, if applicable, may conduct formality review of an Online Transaction, nuerasamp.com shall not be considered as a party to the Online Transaction. Nuerasamp.com does not represent Seller or Buyer in any Online Transaction. Nuerasamp.com will not be responsible for the quality, safety, lawfulness or availability of the products or services offered under any Online Transaction or the ability of either Seller or Buyer to complete any Online Transaction. You agree that you will not hold nuerasamp.com and our affiliates and agents liable for any losses, damages, claims, liabilities, costs or expenses arising from any Online Transactions, including any breach, partial performance or non-performance of the Online Transaction by the other party to the transaction.
3.5 Payment of Contract Price. For any Online Transaction, Buyer agrees to pay the full transaction price of the Online Transaction in clear funds to the Seller by transmitting funds to the bank accounts or other accounts in the name of Paypal registered with banks or another payment service provider by using one of the payment methods both designated by nuerasamp.com on the nuerasamp.com Sites in US dollar or any other currencies as supported by Paypal from time to time. Seller agrees that the Buyer’s full payment of the transaction price under the Online Transaction to Paypal constitutes final payment to Seller and Buyer’s payment obligation under the Online Transaction is fully satisfied upon receipt of funds by Paypal at its payment account described above. In the case the Online Transaction adopts Payment Services, the funds will be monitored and held by Paypal as instructed by nuerasamp.com. Paypal shall not dispose any such fund except in accordance with Nuerasamp’s instructions as set out in the terms and conditions of this Agreement and the Payment Services Agreement. You agree that neither Buyer nor Seller will receive interest or other profits in relation to the Service. Paypal is not holding any funds on behalf of Buyer, or in any escrow or trust relationship. Seller has requested that the settlement of funds to Seller be delayed as provided in the Payment Services Agreement.
3.6 Payment Methods. Please note that the payment methods available on the Nuerasamp.com Sites are provided by nuerasamp.com’s partners. If there is any chargeback or reversal of any payment requested by a payment service partner, Seller agrees that nuerasamp.com has the right to refund the money so requested by the payment service partner without liability to Seller. Nuerasamp.com will use reasonable efforts to assist you in participating in the dispute resolution process of the relevant payment service partners. However, if the participation in the dispute resolution process is subject to additional fees, this will be at your own cost only.
3.7 Third Party Vendors. You may engage one or more third party vendors for the purpose of completing and fulfilling an Online Transaction such as the warehousing and logistic service companies, shipping agents, inspection agents, insurance companies, etc. Some of such third party vendors may be partners of nuerasamp.com and thus designated by nuerasamp.com to you. Among such designated partners, you may be required to agree and accept the terms and conditions of their services online within the nuerasamp.com Sites. Notwithstanding the foregoing circumstances, for all third party vendors, you acknowledge and agree that such third party vendors are engaged at your own discretion and cost and that you will not hold nuerasamp.com and our affiliates and agents liable for any losses, damages, claims, liabilities, costs or expenses arising from the services of such third party vendors.
3.8 Your Agent. If you are required to conclude and complete an Online Transaction through an agent e.g. a Seller may be required to engage a qualified import and export agent as its export agent, such agent is merely an agent of you. If any obligations are required to be performed by the agent, you shall remain solely liable to the other party of the Online Transaction for the non-performance or default by your agent.
4. Nuerasamp.com Service Fees
4.1 Service Fees. Nuerasamp.com charges service fees for Online Transactions according to the fee schedules announced by nuerasamp.com on the nuerasamp.com Sites. Nuerasamp.com reserves the right to charge any service fees for other types of Online Transactions upon reasonable prior notification published on the Sites. In the case the Online Transaction adopts Payment Services, you hereby authorize nuerasamp.com to instruct Paypal to deduct any service fees that are due and payable to nuerasamp.com under an Online Transaction and to pay the same to nuerasamp.com when Paypal releases any amount held by it under the Online Transaction. Neither nuerasamp.com nor Paypal has any control over, and are not responsible or liable for, the products or services that are paid for with our service. We cannot ensure that a buyer or a seller you are dealing with will actually complete the transaction.
4.2 Third Party Fees Not Included. The service fees charged by Alibaba.com do not include any fees for any service or product that you may acquire or purchase in connection with the Online Transaction. It shall be your responsibility to settle the fees with such third party vendors.
4.3 Taxes, Financial Charges Not Included. All fees charged by nuerasamp.com are exclusive of any taxes, duties or other governmental levies or any financial charges. You agree to pay and be responsible for any taxes, duties, levies or charges for the use of the Transaction Services in addition to our service fees. In the event nuerasamp.com is required by any applicable law to collect or withhold any taxes or duties, you agree to pay such taxes or duties to nuerasamp.com. Nuerasamp.com and Paypal shall have the right to deduct any financial charges incurred as a result of providing the Transaction Services and the party receiving the funds will bear the costs of such bank charges.
5. Member’s Responsibilities
5.1 Provision of Information and Assistance. You agree to give all notices, provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for the completion of the Online Transactions and nuerasamp.com’s provision of the Transaction Services. If your failure to do so results in delay in the provision of any Transaction Service, cancellation of any Online Transaction, or disposal of any funds, nuerasamp.com shall not be liable for any loss or damages arising from such default.
5.2 Representations and Warranties. You represent and warrant that:
(a) you will use the Transaction Services in good faith and in compliance with all applicable laws and regulations;
(b) all information and material you provide in connection with the use of the Transaction Services is true, lawful and accurate, and is not false, misleading or deceptive;
(c) you will not use the Transaction Services to defraud nuerasamp.com, our affiliates, or other members or users of the nuerasamp.com Sites or engage in other unlawful activities (including without limitation dealing in products prohibited by law); and
(d) in case that you are a Seller of products, you have the legitimate right and authorization to sell, distribute or export the products using the Transaction Services and such products do not infringe any third party’s rights; and
(e) in case that you are a Seller of products, you have good title to the products ordered under the Online Transaction, and the products meet the agreed descriptions and requirements; and
(f) in case that you are a Seller of services, you will provide the services ordered with reasonable care and skills.
5.3 Breaches. If you are, in nuerasamp.com’s opinion, not acting in good faith, abusing the Transaction Services, or otherwise in breach of this Agreement, nuerasamp.com shall have the right to cancel the relevant Online Transaction(s). Nuerasamp.com also reserves the right to impose any penalty, or to temporarily or permanently suspend or terminate your use of the Transaction Services, temporarily or permanently suspend or terminate or procure the suspension or termination of your paid or free membership on the nuerasamp.com Sites. Nuerasamp.com also reserves to right to authorize Paypal to temporarily suspend the transaction functionalities of your Paypal account for a prescribed period determined by nuerasamp.com, or permanently terminate the use of your Paypal account. Nuerasamp.com may also publish the findings, penalties and other records regarding the breaches on the nuerasamp.com Sites.
5.4 Obligations to Pay Taxes. You shall be solely responsible for payment of any taxes, duties or other governmental levies or any charges or fees that may be imposed on any products or services purchased or supplied under or in connection with the Online Transactions.
5.5 Feedback System. You shall not take any action which may undermine the integrity of nuerasamp.com’s feedback system, such as providing positive feedback on oneself on the nuerasamp.com Sites using secondary Member IDs or through third parties or by providing unsubstantiated negative feedback on another member on the nuerasamp.com Sites.
5.6 Indemnification by Member. You agree to indemnify nuerasamp.com and our affiliates, employees, directors, officers, agents and representatives and to hold them harmless, from any and all losses, damages, actions, claims and liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, from your use of the Transaction Services or from your breach of this Agreement. Nuerasamp.com reserves the right, at our own discretion, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with nuerasamp.com in asserting any available defenses.
6.1 Confidential Obligations. You shall keep confidential all confidential information provided by other members of the nuerasamp.com Sites or nuerasamp.com in connection with any Online Transaction or the Transaction Services.
6.2 Confidential Information. All information and material provided by another member of the nuerasamp.com Sites or nuerasamp.com will be deemed to be confidential information unless such information or material is already in the public domain or has subsequently becomes public other than due to your breach of the confidential obligations.
7. Disclaimer and Limitation of Liability
7.1 No Warranty. You expressly agrees that your use of the Transaction Services is at your sole risk. TO THE FULL EXTENT PERMITTED BY LAW THE TRANSACTION SERVICES ARE PROVIDED ON THE “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASES, AND NUERASAMP.COM MAKES NO REPRESENTATION OR WARRANTY THAT THE TRANSACTION SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR FREE. NUERASAMP.COM MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE ACCURACY, TRUTHFULNESS AND COMPLETENESS OF THE INFORMATION PROVIDED BY ANY MEMBER OF THE NUERASAMP.COM SITES. YOU WILL BE SOLELY RESPONSIBLE FOR ALL CONSEQUENCES RESULTING FROM YOUR OWN JUDGEMENT AND DECISION TO USE OR OTHERWISE RELY ON SUCH INFORMATION. NUERASAMP.COM AND OUR AFFILIATES FURTHER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS AND TERMS ARE HEREBY DISCLAIMED AND EXCLUDED.
7.2 Exclusion and Limitation of Liabilities. TO THE FULL EXTENT PERMITTED BY LAW, NUERASAMP.COM SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS OR REVENUES, BUSINESS INTERRUPTION, LOSS OF BUSINESS OPPORTUNITIES OR LOSS OF DATA, WHETHER IN CONTRACT, NEGLIGENCE, TORT, EQUITY OR OTHERWISE, ARISING FROM THE USE OF OR INABILITY TO USE THE TRANSACTION SERVICES. THE AGGREGATE LIABILITY OF NUERASAMP.COM AND OUR AFFILIATES AND AGENTS INCLUDING PAYPAL ARISING FROM THE TRANSACTION SERVICES IN CONNECTION WITH ANY ONLINE TRANSACTION SHALL NOT EXCEED THE HIGHER OF THE SERVICE FEES CHARGED BY NUERASAMP.COM OR GBP£1,000.
7.3 SOME OR ALL OF THESE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU IF YOUR STATE, PROVINCE OR COUNTRY DOES NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE FOREGOING EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS under your local law in your state, province or country THAT VARY FROM STATE TO STATE. Nothing in this Agreement is intended to affect those rights if they are applicable TO YOU.
8. Force Majeure
8.1 Force Majeure. Under no circumstances shall nuerasamp.com and our affiliates and agents be held liable for any delay or failure or disruption of the Transaction Services resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, acts of God, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labour disputes, riots, insurrections, civil disturbances, shortages of labour or materials, terrorism, war, governmental actions, orders of domestic or foreign courts or tribunals.
9.1 Notices. Except as explicitly stated otherwise, legal notices shall be served on you by sending notices to the email address in your latest membership profile on the nuerasamp.com Sites. Notice shall be deemed given 24 hours after email is sent, unless we are notified that the email address is invalid. Alternatively, we may give you legal notices by mail to the address in your latest membership profile in which case the notice shall be deemed given five days after the date of mailing. Except as explicitly stated otherwise, legal notices shall be served on nuerasamp.com by sending the notices to nuerasamp.com at 18, 58 Glasshouse fields Wapping, London E1W 3AB United Kingdom.
10. Governing Law; Jurisdiction
10.1 GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE UNITED KINGDOM SPECIAL ADMINISTRATIVE REGION (“UK”) WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES.
10.2 Amicable Negotiations. If any dispute or claim arises from or in connection with this Agreement, an Online Transaction or your use of the Transaction Services (“Dispute”), the relevant parties shall resolve the Dispute through amicable negotiations.
10.3 DISPUTE BETWEEN BUYER AND SELLER. IN CASE A DISPUTE ARISES BETWEEN BUYER AND SELLER FROM OR IN CONNECTION WITH AN ONLINE TRANSACTION, IF THE DISPUTE IS NOT RESOLVED THROUGH AMICABLE NEGOTIATION WITHIN THE PRESCRIBED TIME PERIOD ACCORDING TO THE RELEVANT TRANSACTIONAL TERMS, YOU AGREE TO SUBMIT THE DISPUTE TO NUERASAMP.COM FOR DETERMINATION. IF YOU ARE DISSATISFIED WITH NUERASAMP.COM’S DETERMINATION, YOU MUST APPLY TO THE UNITED KINGDOM COURT OF LAW FOR ARBITRATION AND NOTIFY NUERASAMP.COM OF SUCH APPLICATION WITHIN 14 WORKING DAYS AFTER NUERASAMP.COM’S DETERMINATION. IF EACH OF BUYER AND SELLER IN THE DISPUTE DOES NOT APPLY FOR ARBITRATION WITHIN THE ABOVE 14 WORKING DAYS, EACH OF THE BUYER AND THE SELLER SHALL BE DEEMED TO HAVE AGREED THAT NUERASAMP.COM’S DETERMINATION SHALL BE FINAL AND BINDING ON YOU. WITH A FINAL DETERMINATION, IN THE CASE THE ONLINE TRANSACTION ADOPTS THE PAYMENT SERVICES, NUERASAMP.COM MAY INSTRUCT PAYPAL TO DISPOSE THE FUNDS HELD BY PAYPAL ACCORDING TO SUCH DETERMINATION. FURTHER, EACH OF BUYER AND SELLER SHALL BE DEEMED TO HAVE WAIVED ANY CLAIM AGAINST NUERASAMP.COM,PAYPAL AND OUR AFFILIATES AND AGENTS.
10.4 Other Disputes. In case a Dispute arises between you and nuerasamp.com in any other circumstances, if the Dispute is not resolved between you and nuerasamp.com, you and nuerasamp.com agree that the Dispute shall be finally resolved by arbitration with the UKCOL.
10.5 UKCOL ARBITRATION. IF ANY DISPUTE IS SUBMITTED TO THE UKCOL FOR ARBITRATION, THE ARBITRATION SHALL BE CONDUCTED IN ACCORDANCE WITH THE RULES OF THE UKCOL IN FORCE AT THE TIME OF APPLYING FOR ARBITRATION AS AMENDED BY THIS CLAUSE. THE ARBITRATION PANEL SHALL CONSIST OF ONE SINGLE ARBITRATOR. UNLESS THE PARTIES AGREE OTHERWISE, THE ARBITRATION SHALL BE CONDUCTED IN ENGLISH. THE ARBITRATION SHALL BE CONDUCTED BY TELEPHONE, ONLINE AND/OR SOLELY BASED ON WRITTEN SUBMISSIONS AS SPECIFIED BY THE PARTY INITIATING THE ARBITRATION, PROVIDED THAT THE ARBITRATION SHALL NOT INVOLVE ANY PERSONAL APPEARANCE BY THE PARTIES OR WITNESSES UNLESS OTHERWISE AGREED BY THE PARTIES. THE ARBITRATION AWARD RENDERED BY THE UKCOL SHALL BE FINAL AND BINDING ON ALL THE RELEVANT PARTIES. THE ARBITRATION EXPENSES SHALL BE BORNE BY THE LOSING PARTY UNLESS OTHERWISE DETERMINED IN THE AWARD.
10.6 Indemnification. If you initiate any legal proceedings against nuerasamp.com or our affiliates in breach of this clause 10, including any legal proceedings disputing nuerasamp.com’s determination which has become binding on you according to this clause 10, you shall hold nuerasamp.com and our affiliates, agents, employees, directors, officers harmless and indemnified against any claim, losses, damages that may be suffered by us.
10.7 Limitation Period. In any event, you may not make any claim against nuerasamp.com or our affiliates under this Agreement after 6 months from the occurrence of the matter giving rise to the claim.
10.8 Injunctive Relief. Notwithstanding the foregoing provisions, either party may seek injunctive or other equitable relief against the other party in any court of competent jurisdiction prior to or during the arbitration.
11. General Provisions
11.1 Entire Agreement. This Agreement constitutes the entire agreement between you and Alibaba.com with respect to and governs the use of the Transaction Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
11.2 Severance. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
11.3 Headings. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
11.4 Independent Contractor. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
11.5 No Waiver. Any failure by nuerasamp.com and our affiliates to exercise any of our rights under this Agreement shall not constitute a waiver of such right or a waiver with respect to subsequent or similar breach. A waiver shall be effective only if made in writing.
11.6 Assignment. Nuerasamp.com shall have the right to assign this Agreement (including all of our rights, titles, benefits, interests, and obligations and duties in this Agreement) to any of our affiliates and to any successor in interest. Nuerasamp.com may delegate certain of nuerasamp.com rights and responsibilities under this Agreement to independent contractors or other third parties. You may not assign, in whole or part, this Agreement to any person or entity.