General Terms of Service (GTS) of EZ
Valid from 01 March 2016
This agreement is between:
– eCity LLC, a company incorporated under Texas law, with its registered office at Orlando FL 32833 USA
(hereinafter referred to by its online offers named “EZ
– any natural person or legal entity, private or professional, under private or public law, intending to enter into an agreement for the provision of the Service rendered by the company eCity LLC (hereinafter the “Client”).
The GTS applies to all orders received by EZ
The information published on http://myez.shop and/or
The acceptance of GTS is also materialized when the Client uses the online services of ECity LLC.
Article I. Definitions
Browser: Software used to navigate IT networks and their databases and in particular the Internet.
Client Administrator: A competent person who exercise the administrating roles of EZ
Client: Any natural person or legal entity registered to use, whether on a free or paying basis of EZ
Contract: Considered in its entirety, the Client’s Registration on ECity websites and related online help with a view to using EZ
Hoster: Company to which EZ
Identifier: The collection of data corresponding to the “User ID” and “Password” that is necessary for each User to connect to the EZ
Password: The collection of characters and numbers (Fixed or One Time usable) that is associated
Product and/or Service: Any SaaS types of products or services offered to the Client by eCity LLC on websites such as http://www.eCitycreative.com, http://www.myez.shop and further websites where ECity LLC offers SaaS and where these services can be accessed. These websites collectively referred later as “eCity websites”.
Registration: Action performed by a Client, which consists of him submitting his details for the purpose of using one or more EZ
User: Designation, by name, of a physical person using EZ
Article II. Execution, rates, payment
Section 2.01 – Services offered by My EZ Shop
(a) My EZ Shop makes available to its Clients, on a free or paying basis, access to My EZ Shop software delivered over the Internet and accessible via a web browser. My EZ Shop Services offer its Clients the feature of paying only for the number of active users connecting created into their instance(s). In addition to making Software available, My EZ Shop also
(b) The Software may be modified by improvements or updates without prior notice to Clients.
(c) My EZ Shop reserves the right to stop providing any particular Service. Clients will be warned thereof by all available means and will continue to have access to such Service for the remaining period of the contract or will have at least two months’ prior notice before access to the Service is definitively suspended. Under no circumstances may My EZ Shop be used to replace a Client business function. Recommendations provided by My EZ Shop are solely for indicative purposes relating to Software usage and may not be construed as recommendations regarding the organization or management of the Client’s business activities.
Section 2.02 – Access to Services
Access to the Services provided by My EZ Shop requires the Client to register on the relevant website of ECity websites and to accept these GTS.
(a) Creation of Client Account
For any Service order to My EZ Shop , the Client must create a Client Account including his details that must be accurate and kept up to date.
(b) Order confirmation
My EZ Shop will immediately confirm to the Client by SMS and/or email that it has received the order and that the Service has been implemented under the terms described below.
(c) Order execution
The Service will be made available to the Client after My EZ Shop has activated the Client Account.
(d) Access to Services, Identifiers
once activated, the Services are accessible via the links sent by email to the Client with unique identifiers from My EZ Shop that allow him to connect to his instance(s). My EZ Shop can at anytime audit the way the Client is connecting to the system. If an unreasonable usage is done of the Identifiers, meaning too many connections are done on a same Identifiers from multiple Users, My EZ Shop can invoice those additional Users and/or suspend the account should the Client refuse to pay for the unreasonable usage of their instance(s). The Client acknowledges that the techniques used by My EZ Shop are grounded in a complex area of information technology. My EZ Shop ‘s commitment is a best-endeavors obligation to limit as much as possible the duration and number of service interruptions for maintenance or upgrade. It is therefore the Client’s responsibility to safeguard against such risks. My EZ Shop shall not be held liable for any consequential damages the Client may suffer due to unavailability of Services. My EZ Shop reserves the right to disallow on its servers any files imported by the Client that may be judged technically incompatible with the servers or harmful to their performance.
(e) Management of Additional Identifiers
Upon registering and opening a Client Account, a single Identifier is created for the Client. However, the Client may, if he wishes, create additional Identifiers to provide access for more than one person to the Services made available to the Client including access to his data. The Client Account Administrator can create and delete them at any time by connecting to his instance administration tool on address confirmed by email to him after registering. Creating or deleting additional Identifiers does not change the registration data or the contractual period. An unlimited number of additional Identifiers can be created. However, Service usage by all the Users created by the Client will be billed in accordance with the rates in force, as shown on ECity websites. The Client is responsible for ensuring that its Users are aware that they use the subscribed Services on a paying basis.
(f) Changes to Registration
When using My EZ Shop Services, the Client has the right to change his Registration details on his Personal Space.
Only the Client and the Client’s Account Administrator of EZ
Registration changes can involve changing
Section 2.03 – Rates, Billing
The rates for the Products and Services provided by My EZ Shop are shown on My EZ Shop website. My EZ Shop reserves the right to make promotional offers that are valid for a period explicitly stated on its website and such promotional offers may not be construed as part of its rate structure. Rates are expressed in USD and exclude taxes. The amount billed to a Client will therefore be increased by the taxes applicable as at the billing date. My EZ Shop reserves the right to change its rates at any time without prior notice. Clients will be informed by email, and/or online, of changes to rates. New rates will take effect for new Clients at the time that they register, and for existing Clients when the new rates are put in place.
** My EZ Shop reserves the right to levy immediately any new tax or increase in existing tax rates. The rates shown on ** My EZ Shop ‘s website do not include the cost of Internet access or the cost of telephone lines, these being costs that the Client must bear separately. The Client is responsible for his own Internet connection.
** My EZ Shop will not be held liable for the quality of the connection offered by the Internet Service Provider.
** Standard services provided by My EZ Shop are payable in advance at the beginning of the month in which the service is used. The Client is solely responsible for paying all sums due under the My EZ Shop contract. The parties expressly agree that, unless a specific request is made with sufficient notice to and agreed by ECity LLC in writing, the non-payment of all or part of any bill when due under this contract will automatically and without prior notice:
* require the immediate payment of all sums remaining due by the Client under the contract, irrespective of the agreed payment method;
* suspend all services in progress to the Client, of any type, without prejudice to ECity LLC right to terminate the contract;
* disqualify the Client from subscribing to new services or renewing existing ones;
* allow ECity LLC to suspend the Client Account and delete all Client User data in 30 days following the due date of unpaid.
My EZ Shop will issue a bill based on the subscribed Services and usage. Throughout the period of the Contract, My EZ Shop will provide information about the Client’s and Client Users’ usage of Services via My EZ Shop control center. Clients may pay bills by the following methods:
** By credit card: Payable upon receipt of the Control Panel of ECity LLC independent, payment platform processed by secure payment processing partner of ECity LLC
** By automated credit card debit: When the Client allowed the secure payment processing partner of ECity LLC to store his financial details in a secure way so they do not have to enter them again for future orders/payments with ECity LLC SaaS, the Client also agrees My EZ Shop to debit his credit card monthly based on the number of active users in his instance(s).
** All bills (pro forma/order form or otherwise) issued by My EZ Shop are payable within 10 days unless otherwise agreed in writing by the Parties. In the event of payment default, My EZ Shop reserves the right to suspend the Client’s access to its Services until the full amount due is paid. In addition, My EZ Shop reserves the right to terminate the Contract.
** The Client agrees to inform My EZ Shop of any change to its postal or bank details or any information necessary for the proper execution of the Services offered by My EZ Shop . Any bill that remains unpaid after the due date is charged interest, automatically and without prior notice, at one-and-a-half times the prevailing prime rates of the applied currency.
** Any disagreement by the Client concerning the bill or the nature of the Services must be explained and sent via the email support service of ECity LLC or sent to ECity LLC in a registered letter incorporating a receipt acknowledgment within 15 days from the issue date of the bill (or pro forma bill). In the absence of such letter, the Client is deemed to have accepted the bill. All ECity LLC bills (and pro forma/order form bills) are available to the Client online through his control center.
Article III. Period, Renewal, Termination of Contract
Section 3.01 – Period and Renewal
The Contract takes effect on the day that the Client registers on the ECity websites. The Contract will be for 1 year and will have to be renewed at the end of the year.The Contract will be tacitly renewed by the payment of the previous bill.
Section 3.02 – Contract Termination by the Client
The Client may choose to cancel the Contract at any time subject to one month’s prior notice before its end date and/or renewal date. The Client can cancel the contract in either of two ways:
** By connecting via his Identifiers to his EZ
** By sending a registered letter incorporating a receipt acknowledgement, to the registered office of ECity LLC. The Client’s termination may take effect in the current contractual period. The Client must pay all amounts due to the Company as at the effective termination date. If a payment made by the Client for an amount due is rejected, ECity LLC may consider the Client to have terminated the contract as at the payment due date.
** ECity LLC agrees to safeguard the data of the Client whose contract has been terminated for a period of 28 days after the effective termination date, after which EZ
**Any sums due for services related to usage of EZ
Section 3.03 – Contract Termination for Other Reasons
Article IV. EZ
Section 4.01 – EZ
Section 4.02 – EZ
(a) Access to Services
The Client acknowledges that EZ
(b) Service Interruption
Service will be interrupted for software updates (for example, installation of new software, installation of a new version of software including important changes to the database, etc) no more than twice a month. If absolutely necessary, eCity LLC reserves the right to interrupt service to carry out technical maintenance or improvement to ensure the proper operation of its Services irrespective of the time and duration of the intervention. Service interruptions do not give Clients the right to claim for damages.
Section 4.03 – EZ
Under no circumstances will EZ
** the use of data accessible via the Internet
** the use of the EZ
** a failure caused by the Client improperly using the Service
** the unavailability or malfunction of a Service irrespective of the cause of the delay.
** Viruses contaminating the Client’s data or software, the Client being responsible for protecting itself against viruses.
** Malicious intrusion by third parties into the Services subscribed by the Client, despite reasonable security measure put in place by EZ
** Fraudulent use of passwords, confidential codes or any confidential information that may affect the Client.
Article V. Client Obligations
(a) The Client hereby confirms that it has the necessary power, authority and ability to agree and execute the obligations in this contract.
(b) The Client agrees to communicate to EZ
(c) The Client is fully and solely responsible for the use of Identifiers necessary to use the EZ
is solely responsible for any suspected disclosure of a password whether intentional or not.
(d) The Client agrees to inform EZ
(e) The Client is fully and solely responsible for the data that it transfers and interrogates in the My EZ Shop and that is made available to all Administrators and authorized Client Users. The Client agrees to comply with all legal and regulatory provisions in force, in particular those relating to information technology, files, data privacy and intellectual property, as well as third party rights, and in particular to make all required declarations to data protection authorities. The Client is therefore solely liable for the use of the data that it distributes and which it consults via the ECity websites and its sub-domains.
(f) The Client declares that it fully accepts all the legal obligations arising from ownership of its Services, and ECity LLC SaaS may not be involved in this respect for any reason whatsoever, in particular in the event of a violation of laws or regulations applicable to the Client’s services. Non-compliance by the Client of the points cited in GTS and the points cited in the special terms and in particular any activity that may incur civil and/or criminal liability will give My EZ Shop the right to immediately and without prior notice suspend its Services to the Client and automatically and immediately terminate the Contract, without prejudice to the right to any damages and interests that My EZ Shop may pursue.
(g) The Client must use My EZ Shop Software in accordance with the specifications in the GTS or in online help for the Software provided.
(h) The Client acknowledges that it has verified that the Service is adequate for its needs and that it has received all necessary information and advice from My EZ Shop to subscribe to this Contract under all circumstances. Moreover, the Client acknowledges that it has been fully informed by My EZ Shop of the extent of its contractual obligations under the terms of this Contract.
(i) The Client acts as an independent entity and consequently assumes all risks arising from its activity. The Client is solely responsible for the Services subscribed, the content of the information and files transmitted, distributed or collected, their use and update.
(j) Any claim and/or dispute by the Client against My EZ Shop must be submitted by the Client no later than 48 hours after the originating event, failing which it will lapse. The Client expressly agrees not to transfer, on either a free or paying basis, any or all of the rights and obligations it holds under this Contract.
Article VI. Force Majeure
For purposes of this GTS, force majeure is defined as an unforeseen and/or inevitable event beyond the control of EZ
Under all circumstances, the defaulting party suffering the force majeure must keep the other party informed of the likelihood of such force majeure ending or recurring, and the obligations arising under this Contract will be suspended for the period of the force majeure.
Article VII. General Provisions
Section 7.01 – Severability
(a) This Contract supersedes all other previous offers and agreements concerning the same subject. The nullity of one of the clauses of the Contract due to a law, regulation or ruling of a competent court in a dispute will not nullify the remaining clauses of the Contract, which will continue with full force and effect on both parties.
(b) No provision of this Contract shall be deemed to have been set aside, enhanced or amended by either party unless such change has been issued beforehand in writing and signed by the authorized employees or agents of the parties as an addendum to this Contract expressly citing the decision to set aside, enhance or amend the application of said contractual clause.
(d) Consequently, no special terms may supersede the GTS unless formally agreed in writing by EZ
Section 7.02 – Communications
For all electronic message exchanges of information between the Client and EZ
– For ECity
– For the Client: The postal address and/or email address provided to EZ
Section 7.03 – Advertising and Promotion
Article VIII. Applicable Law and Jurisdiction
Section 8.01 – Applicable Law
This contract is governed by the State of Texas law in both form and substance, excluding any provisions of the State of Texas law that may run contrary to this Contract.
Section 8.02 – Data Protection
Clients and prospective Clients who have sent personal data to EZ
Section 8.03 – Jurisdiction
In the event of a dispute with a Client who is not considered to be a consumer within the meaning of the Texas Consumer Code, jurisdiction is expressly assigned to the Arbitrary Court of Texas, notwithstanding a plurality of plaintiffs or introduction of third parties, including urgent or preventive measures, by application for summary proceedings or by repetition.
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