1. Account Terms
1. You must be 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use this Service.
2. Access and use the Services, you must register for a SME Vai account (“Account”) by providing your full legal name, phone number, a valid email address, and any other information indicated as required. SME Vai may reject your application for an Account, or cancel an existing Account, for any reason, in their sole discretion.
3. You acknowledge that SME Vai will use the email address you provide as the primary method for communication.
4. You are responsible for keeping your password secure. SME Vai cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.
5. You are responsible for all activity and content such as data, graphics, photos and links that is uploaded under your SME Vai Account (“Store Content”). You must not transmit any worms or viruses or any code of a destructive nature.
6. A breach or violation of any term in the Terms of Service as determined in the sole discretion of SME Vai will result in an immediate termination of your services.
2. Account Activation
1. Subject to section 2.2, the person signing up for the Service will be the contracting party (“Account Owner”) for the purposes of our Terms of Service and will be the person who is authorized to use any corresponding account we may provide to the Account Owner in connection with the Service.
2. If you are signing up for the Service on behalf of your employer, your employer shall be the Account Owner. If you are signing up for the Service on behalf of your employer, then you represent and warrant that you have the authority to bind your employer to our Terms of Service
3. General Conditions
1. Technical support is only provided to paying Account holders and is only available via email.
2. The Terms of Service shall be governed by and interpreted in accordance with the laws of Bangladesh without regard to its conflict of law provisions. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Bangladesh with respect to any dispute or claim arising out of or in connection with the Terms of Service. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Service and is hereby expressly excluded.
3. You acknowledge and agree that may amend these Terms of Service at any time by posting the relevant amended and restated Terms of Service on SME Vai website, and such amendments to the Terms of Service are effective as of the date of posting. Your continued use of the Services after the amended Terms of Service are posted to SME Vai website constitutes your agreement to, and acceptance of, the amended Terms of Service. If you do not agree to any changes to the Terms of Service, do not continue to use the Service.
4. You may not use the SME Vai service for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws) as well as the laws of Bangladesh.
5. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by SME Vai.
6. You shall not purchase search engine or other pay per click keywords (such as Google AdWords), or domain names that use SME Vai or SME Vai trademarks and/or variations and misspellings thereof
7. You understand that your Store 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. Credit Card information is always encrypted during transfer over networks.
4. SME Vai Rights
1. We reserve the right to modify or terminate the Service for any reason, without notice at any time.
2. We reserve the right to refuse service to anyone for any reason at any time.
3. We may, but have no obligation to, remove Store Content and Accounts containing content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
4. Verbal or written abuse of any kind (including threats of abuse or retribution) of any SME Vai customer, SME Vai employee, member, or officer will result in immediate Account termination.
5. SME Vai does not pre-screen Store Content and it is in our sole discretion to refuse or remove any Store Content that is available via the Service.
6. We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that SME Vai employees and contractors may also be SME Vai customers/merchants and that they may compete with you, although they may not use your confidential information in doing so.
7. In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, etc.
8. SME Vai retains the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful Account owner, SME Vai reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.
5. Limitation of Liability
You expressly understand and agree that SME Vai shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use the service.
In no event shall SME Vai or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our site, our services or these Terms of Service (however arising including negligence). You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, SME Vai partners, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.
SME Vai does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
SME Vai does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
SME Vai 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.
6. Waiver and Complete Agreement
The failure of SME Vai to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and SME Vai and govern your use of the Service, superseding any prior agreements between you and SME Vai (including, but not limited to, any prior versions of the Terms of Service).
7. Intellectual Property and Customer Content
We do not claim any intellectual property rights over the material you provide to the SME Vai service. All material you upload remains yours. You can remove your SME Vai store at any time by deleting your Account.
By uploading Store Content, you agree: (a) to allow other internet users to view your Store Content; (b) to allow SME Vai to display and store your Store Content; and (c) that SME Vai can, at any time, review all the Store Content submitted by you to its Service.
You retain ownership over all Store Content that you upload to a SME Vai store; however, by making your store public, you agree to allow others to view your Store Content. You are responsible for compliance of Store Content with any applicable laws or regulations.
We will not disclose your confidential information to third parties, except as required in the course of providing our services. Confidential information includes any materials or information provided by you to us which is not publicly known. Confidential information does not include information that: (a) was in the public domain at the time we received it; (b) comes into the public domain after we received it through no fault of ours; (c) we received from someone other than you without breach of our or their confidentiality obligations; or (d) we are required by law to disclose.
8. Payment of Fees
The service will be billed in 30 day intervals. When your billing period is over the Account Owner will be sent an invoice via the email provided. As well, an invoice will appear on the Account page of your SME Vai administration console. Users have approximately two weeks to bring up and settle any issues with the billing.
All fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes, fees or charges now in force or enacted in the future (“Taxes”).
SME Vai does not provide refunds.
9. Cancellations and Termination
1. You may cancel your Account at any time by following the specific instructions indicated to you in SME Vai’s response.
2. Upon termination of the Services by either party for any reason:
3. SME Vai will cease providing you with the Services and you will no longer be able to access your Account; unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any fees, pro rata or otherwise; any outstanding balance owed to SME Vai for your use of the Services through the effective date of such termination will immediately become due and payable in full, and your account will be taken offline.
4. If at the date of termination of the Service, there are any outstanding fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
5. We reserve the right to modify or terminate the SME Vai Service or your Account for any reason, without notice at any time.
6. Fraud: Without limiting any other remedies, SME Vai may suspend or terminate your Account if we suspect that you have engaged in fraudulent activity in connection with the Site.
10. Modifications to the Service and Prices
Prices for using the Services are subject to change upon 15 days’ notice from SME Vai. Such notice may be provided at any time by posting the changes to the SME Vai or the administration menu of your SME Vai store via an announcement.
SME Vai reserves the right at any time, and from time to time, to modify or discontinue, the Service (or any part thereof) with or without notice.
SME Vai shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
11. Optional Tools
SME Vai may provide you with access to third party tools over which SME Vai neither monitors nor has any control or input.
You acknowledge and agree that SME Vai provides access to such tools ‘as is’ without any warranties, representations or conditions of any kind and without any endorsement. SME Vai shall have no liability whatsoever arising from or relating to your use of optional third party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve the terms on which tools are provided by the relevant third party provider(s).
SME Vai strongly recommends that merchants seek specialist advice before using or relying on certain tools.