This Merchant User Agreement ("Agreement") is between you, the user, together with any company
or other business entity you are representing, if any (collectively, "Licensee"), and Litekart
Technologies LLP. a company registered under the Companies Act,1956 and having registered
office at C/12, Kuarmunda, Sundergarh, Odisha, India 770039
The terms “we”, “us” or “our” shall refer to Litekart Innovations, The terms “you”, “your”
shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement
shall be deemed to confer any third-party rights or benefits.
This Agreement comes in to effect when you register for using StoreLitekart™ services or
signing an application for utilizing services of StoreLitekart™. By Registering or signing
with StoreLitekart™, you signify your absolute and unconditional consent to all the provisions
of this agreement in their entirety.
This agreement constitutes a legally binding agreement between Licensee and Litekart
Innovations. You are advised to read this Agreement carefully. If you are not agreeable to any
terms and conditions, you should not use this Service and notify the same to Litekart
Notwithstanding anything contained in the foregoing, this Agreement will not bind
StoreLitekart™ unless you meet the eligibility criteria for entering into this Agreement as
set forth in Section 1 of this Agreement.
Definitions : The Following Terms Shall Have The Meanings Defined Below When Used In Capital Letters Herein:
- “Agreement” means the terms and conditions as detailed herein including all schedules,
amended, notated, supplemented, varied or replaced from time to time.
- “StoreLitekart™” or “StoreLitekart™ application” or “Software” means the software Platform
("Software") provided by Litekart Innovations.
- “Services” or “Service” means the merchants services provided by Litekart Innovations,
including hosting of the online store, site design, email services, marketing services,
domain name registration, and other related services as may be offered from time to time.
Software and/or Services provided by StoreLitekart™ on SAAS (software as service) model.
- “Content” means the content present on your online store which includes the data present in
your database as well as the related files.
- “Accounts” refers to the customer accounts that are registered on your store.
- “StoreLitekart™ License” or “StoreLitekart™ Application License” has its meaning described
in Section 2 of this agreement. “StoreLitekart™ site” or “StoreLitekart™ website” refers to
the StoreLitekart™ product website – www.storeLitekart.com
- “Affiliate” means, with respect to each Party, any person or entity directly or indirectly
Controlling, Controlled by, or under direct or indirect common Control with a Party. For the
purpose of this definition, the expression “Control”, “Controlled” or “Controlling” shall
mean, with respect to any person or entity, any circumstance in which such person or entity
is controlled by another person or entity by virtue of the latter person or entity
controlling the composition of the board of directors or owning the largest or controlling
percentage of the voting securities of such person/entity or by virtue of any contractual
arrangements or otherwise.
- “Intellectual Property Rights” means all patents (whether registered or not), trademarks(
whether registered or not), copyrights (whether registered or not), design rights, trade
secrets, marks or any other intellectual property rights in Software licensed, granted or
assigned by Litekart Innovations to, or otherwise vested in, Licensee pursuant to the
1. Eligibility Criteria
The Software license and Services are available only to, and may only be used by individuals
who can form legally binding contracts under applicable law. Without limiting the foregoing,
the Software and Services are not available to children (persons under the age of 18). If
You are registering as a business entity, You represent that You have the eligibility to
enter in to an agreement and the authority to bind the entity to this Agreement. Litekart
Innovations uses many techniques to verify the accuracy of the information you provide when
you register on the StoreLitekart™ Site. If for any reason, Litekart Innovations, in its
sole discretion, believes such information to be incorrect, it reserves the right, to revoke
any and all licenses under this Agreement or to refuse to provide the Software license and
Services under this Agreement to you.
2. StoreLitekart™ (software), trademark ownership and StoreLitekart™ license
- 2.1 The Software provided by Litekart Innovations, and all intellectual property rights
therein, are the exclusive property of Litekart Innovations.
- 2.2 Subject to the terms and conditions of this Agreement, Litekart Innovations grants
to Licensee a non-exclusive, non-transferable, revocable, limited license to remotely access
and use the Software on servers operated by or for Litekart Innovations ("Litekart Innovations
Servers") through the StoreLitekart™ Application solely for the purpose of building and maintaining
an interactive store hosted by the Litekart Innovations Servers on which Licensee offer Licensee's
or a third party's products or services ("Licensee's Store").
- 2.3 The Software and its structure, organization, and source code constitute valuable
trade secrets of Litekart Innovations. Accordingly, except as expressly allowed Licensee will
not, either directly or through a third party, (a) modify, adapt, alter, translate, or create
derivative works from the Software; (b) distribute, sublicense, lease, rent, loan, or otherwise
transfer the Software to any third party.
- 2.4 ADDITIONAL SOFTWARE AND SERVICES: Certain additional features that Litekart Innovations
may make available to Licensee may require access to and/or installation of additional software
(including third party software) that is subject to supplemental or independent terms and conditions
("Additional Software"). Similarly, Litekart Innovations may make available additional services
(including third party services) that are subject to supplemental or independent terms and
conditions ("Additional Services"). Such software and services are subject to additional payments
as required and are subject to Licensee's consent to such terms and conditions associated with
the use of additional software and services.
- 3.1 Upon activation of Licensee's account and subject to the payment of applicable fees,
Litekart Innovations will provide certain hosting, support and other miscellaneous Services
for the Software licensed by Licensee under this Agreement and Licensee's Store during the
term of this Agreement as published on the StoreLitekart™ Site. Licensee's Store shall be hosted
on a Litekart Innovations Server on which several merchants may share the resources and network
capacity of that Litekart Innovations Server.
- 3.2 Store Design And Customization: At Licensee's request, and subject to Litekart Innovations's
acceptance of Licensee's request and Licensee's payment of applicable fees, Litekart Innovations
will provide or instruct one of its “affiliates” to provide, design and customization Services
for Licensee's in accordance with Litekart Innovations's then current customization terms and
- 3.3 Domain Name Registration: At Licensee's request and subject to your agreement to
applicable terms and conditions and the payment of applicable fees, Litekart Innovations's
Additional Services may include acquisition and registration of a second-level domain name
("Domain Name") for Your Store on Your behalf. You hereby appoint Litekart Innovations and
third parties who provide domain name registration services to Litekart Innovations as Your
agent in the acquisition, registration and ongoing administration of Domain Names on Your behalf
and You authorize Litekart Innovations and third parties who provide domain name registration
services to Litekart Innovations to select and issue binding instructions to domain name registrars
and registries used to acquire, register and administer Domain Names on Your behalf. Litekart
Innovations provides this Service as a convenience to You only and You hereby waive any and
all claims that You may have, or which may later arise, against Litekart Innovations for any
and all damages, losses, claims or expenses arising out of or related to the acquisition, registration
and/or use of such Domain Name. In addition, Litekart Innovations reserves the right, in Litekart
Innovations's sole discretion, to refuse to acquire or register any domain name requested by
You, and to discontinue the use of any domain name requested by you.
- 3.4 Changes In Services: Litekart Innovations reserves the right to change, amend and/or
otherwise alter the Services provided with equivalent or otherwise equal Services without prior
notice to licensee . Licensee agree to receive administrative communications from Litekart
Innovations in regards to the Software, Services, Licensee's account, policy changes and system
4. Licensee's store & content control
- 4.1 Licensee will be solely responsible for the development, operation and maintenance
of Licensee's Store, including the operation of Licensee's Store, accepting, processing and
fulfilling customer orders generated through Licensee's Store, and handling any customer inquiries,
complaints, or disputes arising from orders or sales generated through Licensee's Store. Licensee
agrees that Litekart Innovations has no obligation to back-up any data related to Licensee’s
Store's operations other than product data, order data and Customer Data stored in the StoreLitekart™
system and Licensee should independently take appropriate steps to maintain such data in accordance
with Licensee’s needs and requirements.
- 4.2 Licensee will be solely responsible for creating, managing, editing, reviewing,
deleting and otherwise controlling the content on Licensee's Store, regardless of whether Litekart
Innovations provides any design or customization Services to Licensee under this Agreement,
including all descriptions of the products and services Licensee offer to customers of Licensee's
Store and user-generated content on and related to Licensee's Store. As a conduit, Litekart
Innovations will give Licensee complete discretion over Licensee's content provided it is compatible
and interoperable with the Software and Services provided by Litekart Innovations under this
Agreement. Licensee retain all rights, title and interest in and to all intellectual property
rights embodied in Licensee's content, exclusive of any content provided by Litekart Innovations.
Notwithstanding anything contained in the foregoing, if Licensee breach any of the covenants
in Section 5.1 of this Agreement, Litekart Innovations is entitled to suspend or terminate
Licensee's Store and/or any access to information or data related to Licensee's account and
the Software in accordance with Section 12 of this Agreement.
- 4.3Licensee acknowledge that, by only providing Licensee with the ability to
publish and distribute Licensee's own or third party products, services or content,
Litekart Innovations and its Software are acting only as passive conduits for the
distribution and/ or publishing of such products, services or content on the Store.
Litekart Innovations has no obligation to Licensee or any third party, and undertakes no
responsibility, to review Licensee's Store, the products or services listed therein or any
other content, including but not limited to user-generated content, published and/or
distributed on Licensee's Store to determine whether any such product, service or content
may incur liability to third parties. Notwithstanding anything to the contrary herein, if
Litekart Innovations believes in its sole discretion (as applicable) that Licensee's Store
or any products, services, content or other materials in the Store or on Litekart
Innovations Servers may create liability, Litekart Innovations may take any actions with
respect to the content or materials.
- 4.4 Licensee hereby grant Litekart Innovations and its affiliates an irrevocable, royalty-free,
worldwide license to reproduce, distribute, create derivative works of, transmit, publicly
perform, publicly display and digitally perform Licensee's content solely for the purposes
provided in this Agreement. Licensee further agrees that Litekart Innovations has the exclusive
right, in its sole discretion, to share or distribute the content provided by Licensee and
to either allow or to disallow, any or all web crawlers to index sites or pages or e-stores
hosted with Litekart Innovations. Litekart Innovations shall not be held responsible in the
event Licensee violates any intellectual property rights of the other Parties and Licensee
shall alone responsible for such violations
5.1 COVENANTS BY LICENSEE: Licensee covenant that any products, services, or content
published and distributed on Licensee's Store and Licensee's related activities shall not
violate the Litekart Innovations Acceptable Use Policy that is incorporated herein by reference
and as it may be amended from time to time, nor shall they:
- i) Be false, inaccurate or misleading.
- ii) Be fraudulent or involve the sale of counterfeit or stolen items
- iii) Infringe or misappropriates any third party's copyright, patent, trademark,
trade secret or other proprietary rights or rights of publicity or privacy.
- iv) Violate any law, statute, ordinance or regulation (including, but not limited
to, those governing privacy, publicity, export control, consumer protection, unfair competition,
antidiscrimination or false advertising).
- v) Be defamatory or libelous or unlawfully threatening or harassing, or advocating
or promoting or providing assistance for acts involving violence that may cause significant
risk of death or injury, or other unlawful activities.
- vi) Be obscene or contain pornography.
- vii) Contain any viruses, Trojan horses, worms, time bombs, cancel bots, easter
eggs or other computer programming routines that may damage, detrimentally interfere with,
surreptitiously intercept or expropriate any system, data or personal information.
- viii) Involve the transmission of any unsolicited commercial or bulk email (known
as "spamming") and Licensee shall not use Licensee's account or Licensee's Store as a return
address for unsolicited commercial mail originating elsewhere or participate in any activities.
- ix) Involve the collection or attempt to collect personally identifiable information
of any person or entity, except with the express consent of that person or entity and of
which consent Licensee shall maintain a record for a period of three (3) years after any
termination of this Agreement.
- x) Be harmful or potentially harmful to the Litekart Innovations Server infrastructure
as determined in Litekart Innovations's sole discretion, including without limitation overloading
the Litekart Innovations technical infrastructure.
- xi) Create liability for Litekart Innovations and its subcontractors or expose them
to undue risk or otherwise engage in activities that Litekart Innovations, in its sole
discretion, determines to be harmful to Litekart Innovations' affiliates, operations, reputation
- xii) Link directly or indirectly to or include descriptions of goods or services
that violate any applicable law, statute, ordinance or regulation, or that violate Litekart
Innovations' Prohibited and Restricted Items clauses that are incorporated herein by reference
and may be amended from time to time.
- 5.2 Licensee shall not, directly or indirectly, offer, attempt to offer, trade or attempt
to trade in any item, the dealing of which is prohibited or restricted in any manner under
the provisions of any applicable law, rule, regulation or guideline for the time being in force
or any item mentioned in Litekart Innovations' Prohibited and Restricted Items list provided
on the website.
conduct with Licensee's Store's customers.
- 5.4 BREACH OF COVENANT: Licensee's failure to comply with the covenants set forth in
Section 5.1 of this Agreement will amount to a breach of this Agreement and is cause for immediate
suspension and/or termination under Section 12 of this Agreement.
6. Fees, taxes & audit rights
7. Disclaimer of warranties
Litekart Innovations, its suppliers and service providers, provide the software, additional
software, and services, on an "as is" basis and expressly disclaim any and all express,
implied or statutory warranties, including the warranties of merchantability, fitness for a
particular purpose, quiet enjoyment, title, non-infringement; and warranties arising from a
course of dealing, usage or trade practice are excluded. Litekart Innovations, its suppliers
and service providers, do not warrant that the software, additional software, or services
will be error-free or uninterrupted and make no representations regarding uptime, use, data
security, accuracy and reliability of their services. Licensee acknowledges and agrees that
this section 7 is reasonable and an essential element of this agreement and that in its
absence, the economic terms of this agreement would be substantially different.
StoreLitekart™ does not warrant that the quality of any products, services, information, or
other material purchased or obtained by you through the Service will meet your expectations,
or that any errors in the Service will be corrected.
8. Limitation of liability
- 8.1 In no event shall Litekart Innovations, its suppliers, or service providers, or
their officers, directors, employees, contractors or agents be liable for lost profits or any
special, incidental or consequential damages arising out of or in connection with the software,
the additional software, the services or this agreement (however arising, including negligence).
Litekart Innovations', its suppliers', and service providers', cumulative liability, and the
liability of their officers, directors, employees, contractors and agents to Licensee or any
third parties in any circumstances shall be limited to payment received by Litekart Innovations
for that particular service or month. There is no warranty in respect of the StoreLitekart™,
Software or Services.
- 8.2 Litekart Innovations has made this software /service available to use as a matter
of convenience. User agrees and acknowledges that user shall be solely responsible for their
conduct and that Litekart Innovations reserves the right to terminate Licensee's rights to
use the service immediately, notwithstanding penal provisions under the laws enacted by the
government of India or any other statutory, legislative or regulatory authority authorized
in this regard from time to time.
- 8.3 In no event shall Litekart Innovations shall be liable for any direct, indirect,
punitive, incidental, special or consequential damages or for any damages whatsoever including,
without limitation, damages for loss of use, data or profits, arising out of or in any way
connected with the use or performance of the Litekart Innovations software/services for interrupted
communications, delay, lost data or lost profits arising out of or in connection with this
agreement, or otherwise arising out of the use of the StoreLitekart™ software/services, whether
based on contract, tort, negligence, strict liability or otherwise, even if Litekart Innovations
or any of its suppliers has been advised of the possibility of damages. Litekart Innovations
does not endorse in anyway any advertisers/ contents of advertisers on there web-pages. The
clause shall survive the termination or expiry of this agreement.
- 8.4 The material and information provided by Licensee (“content”) under this agreement
belongs to Licensee who agrees to grant the rights to share, redistribute or otherwise use
the content to Litekart Innovations as described in Section 4 of this agreement. Licensee being
the owner of the content provided shall be responsible for any acts of violation of rights
of another or intellectual property infringement by way of the content provided. Litekart Innovations
makes no representations or warranties of any kind express or implied about the completeness,
accuracy, reliability, of the content provided in the content or the information on products,
services (information) made available Licensee. Litekart Innovations and their business partners
would not be liable for any intellectual property infringement or violation of rights of another
by use of such contents.
Licensee agree to indemnify and hold Litekart Innovations, its suppliers, and service
providers, and their officers, directors, agents, and employees, harmless from any and all
losses, costs, liabilities or expenses and harmless from any claim or demand, including
reasonable attorneys' fees, made by any third party due to or arising out of Licensee's
breach of the User Agreement or the documents it incorporates by reference, or Licensee's
violation of any law or the rights of a third party.
- 10.1 As between Litekart Innovations and Licensee, it is agreed that Licensee shall
own all data disclosed by or collected about (a) an individual or entity that accesses Licensee's
Store to browse or shop ("Customer Data"), and (b) Licensee ("Licensee's Data"). Litekart Innovations
does not share Licensee's Data to third parties for marketing purposes without Licensee's explicit
consent and Litekart Innovations only uses and disclose Licensee's Data as described in the
be amended from time to time.
- 10.2 Litekart Innovations shall collect, store and process Customer Data and Licensee's
Data on computers located in the any location, in any country, chosen by Litekart Innovations
at its discretion that are protected by physical as well as technological security devices
- 10.3 Licensee shall use, maintain, collect all Customer Data disclosed to Licensee in
trust and confidence and use and disclose such information solely in accordance with the Privacy
Policy of Litekart Innovations.
- 10.4 Licensee understand that your Content (not including credit card information),
may be transferred unencrypted and involve (a) transmissions over various networks; and (b)
changes to conform and adapt to technical requirements of connecting networks or devices.
Without limiting other remedies, Litekart Innovations may limit Licensee's activity, issue a
warning, temporarily suspend, indefinitely suspend or terminate Licensee's account or
Licensee's Store, in whole or in part, and refuse to provide some or all of the Software
functionality or Services to Licensee on failure of payment, breach of this agreement or any
term incorporated by reference or failure to verify or authenticate any information provided
by Licensee or if Litekart Innovations believes that Licensee's actions may cause financial
loss or legal liability for Licensee, Licensee's Store customers, or Litekart Innovations
12. Suspension and termination
- 12.1 Suspension: At the discretion of Litekart Innovations and for any reason set forth
in this section (Section 12) of this Agreement, Litekart Innovations may suspend Licensee's
account by deactivating any access by Licensee or by Licensee's customers to any information
contained on the Litekart Innovations Servers related to Licensee's account while maintaining
the information and data related to Licensee's account upon the Litekart Innovations Servers.
Suspension shall specifically include the disabling of Licensee's Store and/or any access to
information or data related to Licensee's account. In the event of any such suspension Licensee
will be notified and given an opportunity to correct such breach. In the event that such breach
is not corrected within ten (10) days of the receipt of such notice the account may be terminated
under Section 12.2 of this Agreement. Fees under this Agreement will continue to accrue on
suspended accounts as if they were not suspended. Licensee will remain responsible for the
payment of any such fees during any such period of suspension.
- 12.2 Termination: This Agreement and all of its terms shall remain in full force and
effect until it is terminated in accordance with the terms of this Agreement. This Agreement
may be terminated either by Litekart Innovations (a) as provided in this Agreement, (b) after
a period of suspension as set forth in Section 12.1 of this Agreement, or (c) upon thirty (30)
days written notice. Licensee may terminate this Agreement upon twenty-four hours notice by
telephoning Litekart Innovations' designated customer support center. Licensee's termination
request may be recorded by Litekart Innovations and will require Licensee's user name and password
and verification code. In the event of expiration or termination for any reason, the licenses
granted under Section 2 of this Agreement shall automatically and immediately cease and Licensee
shall destroy all copies of the Software in Licensee's possession, if any. Upon termination,
there will be no refund provided to Licensee except as set forth in the Price Policy and all
outstanding fees owed by Licensee shall become immediately due and payable. Termination shall
not affect the rights of Litekart Innovations to recover from Licensee losses, damages, indemnity,
defense costs, expert costs, collection costs and/or attorney's fees or expert witnesses' cost
or other costs of any kind under this Agreement.
- 13.1 This agreement is governed and construed in accordance with the Laws of Union
of India. Licensee hereby irrevocably consents to the exclusive jurisdiction and venue of courts
in New Rourkela, India, in all disputes arising out of or relating to the use of the Litekart
Innovations's products/sites/services. Use of the StoreLitekart™ software services is unauthorized
in any jurisdiction that does not give effect to all provisions of these terms and conditions,
including without limitation this paragraph. Licensee agree to indemnify and hold Litekart
Innovations, subsidiaries, affiliates, officers and employees, harmless from any claim, demand,
or damage, including reasonable attorneys' fees, asserted by any third party due to or arising
out of Licensee's use of or conduct on the Litekart Innovations's products/sites/services.
Licensee agree that Litekart Innovations has absolute authority to modify or change the terms
and conditions of the agreement without Licensee's consent and the modified terms and conditions
can be kept in StoreLitekart™ website and no separate notice is required to be issued to Licensee.
- 13.2 Licensee shall comply with all applicable domestic and international laws, statutes,
ordinances and regulations regarding Licensee's use of the Software, the Services, and Licensee's
listing and sale of products and services on Licensee's Store.
- 13.3 Licensee and Litekart Innovations are independent contractors, and no agency,
partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended
or created by this Agreement.
- 13.4 Except for the payment of any fees due and payable under this Agreement, neither
party's delay in the performance of any duties or obligations under this Agreement will be
considered a breach of this Agreement if such delay is caused by a labor dispute, shortage
of materials, fire, earthquake, flood, failures in electric power or telecommunications services,
or any other event beyond the control of the party in the breach.
- 13.5 Except as explicitly stated otherwise, any notices Licensee shall be given by
postal mail to Litekart Innovations Private Limited, B4-309, Spaze iTech Park, Sector-49, Sohna
Road, Gurgaon - 122001 or Litekart Innovations may issue the notice to the email address Licensee
provide to us during the registration process (in Licensee's case). Notice shall be deemed
given 24 hours after email is sent, unless the sending party is notified that the email address
is invalid. Alternatively, we may give Licensee notice by certified mail, postage prepaid and
return receipt requested, to the address provided to us during the registration process. In
such case, notice shall be deemed given 3 days after the date of mailing.
- 13.6 If any dispute arises between Licensee and Litekart Innovations during Licensee's
use of the software/services or thereafter, in connection with the validity, interpretation,
implementation or alleged breach of any provision of the User Agreement, the dispute shall
be referred to a sole Arbitrator appointed by Litekart Innovations. The place of arbitration
shall be Rourkela, India. The Arbitration & Conciliation Act, 1996, shall govern the arbitration
proceedings. The arbitration proceedings shall be in the English language. All expenses with
respect to Arbitrator fee and his expenses shall be borne by the Parties equally. All other
expenses of Lawyers fees and other expenses shall be borne by the respective parties.
- 13.7 Licensee acknowledge and agree that nothing herein, express or implied, is intended
to nor shall be construed to confer upon or give to any person, other than the parties, any
interests, rights, remedies or other benefits with respect to or in connection with any agreement
or provision contained herein or contemplated hereby
- 13.8 If any provision of this Agreement is held to be invalid or unenforceable, such
provision shall be struck and the remaining provisions shall be enforced. Litekart Innovations'
failure to act with respect to a breach by Licensee or others does not waive Litekart Innovations'
right to act with respect to subsequent or similar breaches.
- 13.9 Headings are for reference purposes only and in no way define, limit, construe
or describe the scope or extent of such section. When used in this Agreement, the term "including"
means "including without limitation," unless expressly stated to the contrary.
- 13.10 Permission to Use. You may use the StoreLitekart™ for your business requirements
only in accordance with the terms and conditions of this Agreement.
- 13.11 StoreLitekart™ Clients (You).
- 13.12 This Agreement sets forth the entire understanding and agreement between Licensee
and Litekart Innovations with respect to the subject matter here of.