PLEASE READ THE FOLLOWING CAREFULLY BEFORE ACCEPTING THESE TERMS AND REGISTERING FOR, ACCESSING AND/OR USING THE MONITORING SERVICES.
1.1. General Description. Subject to these Terms Spott shall provide you with monitoring services (“Services”) with respect to your Amazon store (“Store”). For the avoidance of doubt, Spott shall not provide appeal services in the event of any suspension, restriction, limitation, removal and/or cancelation occurs with respect to your Store due to alleged violation of Amazon platform terms and conditions.
1.2 Services. Spott shall provide a monthly report about the health status of your Store and its compliance with Amazon terms and conditions..
3.1. The Services may integrate and/or interact with third party services, such as through APIs or browser extensions. For example, the Services may leverage APIs from Amazon.com, Inc., Amazon Services LLC and/or its affiliates (“Amazon”) to integrate with and interact with certain Amazon services, and/or Google Chrome browser extensions. Spott has no affiliation, association, endorsement, or sponsorship by Amazon or any other third party services with which it integrates or interacts from time to time (“Third Party Services”). It shall be your sole responsibility to analyze and interpret any applicable third party terms of service (such as, without limitation, Amazon or Google terms of service) for you (collectively, “Third Party Terms”), and we do not make any claim, representation or warranty of any kind, type or nature concerning our, or your compliance with any such Third Party Terms. By using the Services, you hereby release Spott and waive any and all claims or claim rights that you may have against Spott, and release and indemnify Spott against any claims that any third party may have against you, including with respect to your use of any Third Party Services, including if accessed or used via our Services, and with respect to Third Party Terms, applicable privacy policies or any other rules or regulations of such third parties.
3.2. Without limiting the generality of the foregoing, you acknowledge and agree that in order for the Services to work with certain Third Party Services, such as Amazon Marketplace Web Service, you hereby grant us access to your account on the applicable Third Party Service, including without limitation your Amazon Seller Central account and Amazon’s Selling Partner API in accordance with the instructions provided to you by us, and consent to give us access to your Account, and to collect, use and/or transfer to third parties we work with certain data found therein, including without limitation for purposes of us providing the Services, enhancing our Services, collecting and delivering market insights, predicting outcomes, and other business purposes. Such data may include without limitation sales data and information, pricing, shipping costs, and other similar information, or other information provided for the Services herein. For clarity, this information is not considered confidential information of yours for purposes of these Terms, and you represent and warrant that you have all necessary rights, consents and approvals, to grant us this access and this information for such uses.
4.1. You represent and warrant that all information (including but not limited to the Required Information) that you provide us will be true, accurate, complete and current, and that you have the right to provide such information to us in connection with your use of the Services. You may not: (i) copy, distribute or modify any part of the Services without our prior written authorization; (ii) restrict or inhibit any other user from using and enjoying the Services; (iii) post or transmit any unlawful, fraudulent, libelous, defamatory, obscene, pornographic, vulgar, sexually-orientated, profane, threatening, abusive, hateful, offensive, false, misleading, derogatory, or otherwise objectionable information of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national or foreign law; (iv) use a false email address, impersonate any person or entity, forge e-mail headers or otherwise disguise the origin of any communication or mislead as to the source of the information you provide to the Services; (v) use the Services in any manner that could damage, disable, overburden, or impair our servers or interfere with any other party’s use and enjoyment of the Services; (vi) circumvent, disable or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any Content (as defined below) or that enforce limitations on use of the Services; or (vii) use the Services for any unlawful purpose.
4.2. You acknowledge and agree that Spott has the right to disclose any information as necessary or appropriate to satisfy any law, regulation or other governmental request, to operate the Services properly, or to protect itself or its customers.
5.1. The Services are provided free of charge for a limited period of 30 days from the Commencement Date.
6.1. The (i) content included in the Services, including without limitation, the text, documents, articles, brochures, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”); and (ii) the trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “Content”), are the property of Spott and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “Spott”, the Spott logo, and other marks are Marks of Spott or its affiliates. All other trademarks, service marks, and logos used in connection with the Services are the trademarks, service marks, or logos of their respective owners. We reserve all rights not expressly granted in and to the Services and the Content.
6.2. Content on the Site and the Services is provided to you for your information and personal use only and may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the Content you must retain all copyright and other proprietary notices contained therein.
9.1. This Section applies whether or not the Services are provided for payment. Applicable law may not allow the exclusion of certain warranties, so to that extent certain exclusions set forth herein may not apply.
9.2. THE SERVICES, SITE AND ALL INFORMATION, CONTENT, AND MATERIALS RELATED TO THE FOREGOING ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. SPOTT HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE. SPOTT DOES NOT GUARANTEE THAT THE SERVICES WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS. THE SITE AND SERVICES MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS. WE DO NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT, PRODUCT, OR SERVICE THAT IS FEATURED OR ADVERTISED ON THE SITE BY A THIRD PARTY. SPOTT DOES NOT GUARANTEE THAT THE SERVICES WILL IDENTIFY ALL POTENTIAL BREACHES BY YOU OF ANY AMAZON T&C’S THAT MAY LEAD TO SUSPENSION OR CANCELATION OF YOUR STORE ACCOUNT.
10.1. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, SPOTT SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, OR FOR ANY LOSS OF DATA, REVENUE, PROFITS OR REPUTATION, ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF SPOTT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitations may not apply to you.
10.2. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SPOTT FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES, PAID BY YOU TO SPOTT FOR USING THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO BRINGING THE CLAIM.
10.3. YOU ACKNOWLEDGE THAT THIS LIMITATION OF LIABILITY IS AN ESSENTIAL TERM BETWEEN YOU AND US RELATING TO THE PROVISION OF THE SERVICES TO YOU AND WE WOULD NOT PROVIDE THE SERVICES TO YOU WITHOUT THIS LIMITATION.
Last updated: December 2022