Introduction These HubBox Console Terms & Conditions (the “Terms”) are between Convenient Collect Limited t/a HubBox, a company registered in England and Wales with company registration number 9271441, and whose registered office is at 50 Liverpool Street, London EC2M 7PY, UK (“HubBox”), and you and the individual, company or other entity that you represent (“you”). If you are entering into these Terms on behalf of a company or other entity, you represent and warrant that you have authority to bind such company or other entity to these Terms. 1.1 These Terms set out the basis on which you may use the materials provided in HubBox Console (collectively the “HubBox Technology”) including but not limited to: 1.1.1 the HubBox application programming interface that allows websites to interoperate with HubBox’s software and systems (the “HubBox API”); 1.1.2 the code, software, systems, applications and associated documentation that HubBox provides to you/your agency including but not limited to those that interact with the HubBox API; and 1.1.3 any module, extension, plugin, cartridge or application that interacts with your store and reads/writes information to the HubBox API provided to you/your agency either directly by HubBox or via any digital distribution source including but not limited to the Magento Store, the Shopify App Store, the Salesforce Link Marketplace or GitHub). 1.2 HubBox shall be entitled to vary these Terms from time to time by posting the varied terms in HubBox Console, and such variation shall be binding on you from the date which is 30 days after such posting. You agree that it is your responsibility to check HubBox Console regularly.
Ownership and Scope of Terms 2.1 All intellectual property rights (including but not limited to copyright and database rights) in the HubBox Technology are owned by HubBox and its licensors. All rights are reserved. 2.2 HubBox grants you a non-exclusive, revocable, non-sublicensable licence to use the HubBox Technology for the sole purpose of creating an interface from a web page to HubBox’s systems enabling users to arrange for the physical delivery of items to locations operated by HubBox’s network partners (including but not limited to UPS Access Point ™ locations and DPD Pickup Points), and/or your own stores. 2.3 You may not: (a) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the HubBox Technology in any form or media or by any means; (b) attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form for all or any part of the HubBox Technology; (c) access all or any part of the HubBox Technology in order to build a product or service which competes with all or any part of the HubBox Technology; (d) attempt to obtain, or assist third parties in obtaining, access to all or any part of the HubBox Technology; (e) remove or alter any proprietary marks, branding or notices from the HubBox Technology; or (f) use the HubBox Technology in a way which seeks to circumnavigate or does or could undermine or compromise HubBox’s security.
Liability and Warranty Exclusion 3.1 To the extent permitted by applicable law, the HubBox Technology are provided “as is”, without warranty of any kind, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose and non-infringement. In no event shall HubBox be liable for any claim, damages or other liability, whether in contract, tort (including but not limited to negligence) or otherwise, arising from, out of or in connection with the HubBox Technology or these Terms. 3.2 HubBox shall have no liability in connection with these Terms, whether in contract, tort (including but not limited to negligence) or otherwise, for any indirect loss, any loss of profit or revenue, any loss of data, any loss of use including loss of use of any computer system, any loss of anticipated savings or any loss of goodwill. 3.3 HubBox’s liability in connection with these Terms shall be limited to £10 (ten pounds sterling). 3.4 Notwithstanding any contrary provision in these Terms, neither party limits or excludes its liability in respect of: (a) any death or personal injury caused by its negligence; (b) its fraud; or (c) any liability which cannot be excluded under applicable law.
Miscellaneous 4.1 If any provision of these Terms is declared by any competent court or body to be illegal, invalid or unenforceable under the law of any jurisdiction, or if any enactment is passed that renders any provision of these Terms illegal, invalid or unenforceable under the law of any jurisdiction this shall not affect or impair the legality, validity or enforceability of the remaining provisions of these Terms, nor the legality, validity or enforceability of such provision under the law of any other jurisdiction. 4.2 If the circumstances referred to in 4.1 should arise at any time, but the relevant provision would cease to be illegal, invalid or unenforceable if some part of it were modified, the provision shall apply with whatever modification is necessary to make the provision legal, valid and enforceable and to give effect, to the greatest extent possible, to the commercial intention of the parties. 4.3 The failure to exercise or delay in exercising a right or remedy provided to a party under these Terms shall not constitute a waiver of that right or remedy, and no waiver by a party of any breach of these Terms shall constitute a waiver of any subsequent breach of the same or any other provision. Each right or remedy of a party under these Terms is without prejudice to any other right or remedy of that party under these Terms or at law. 4.4 A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any term of these Terms. 4.5 Each party acknowledges and agrees that it does not rely on, and shall have no remedy in respect of, any promise, assurance, statement, warranty, undertaking or representation made (whether innocently or negligently) by any other party or any other person except as expressly set out in these Terms in respect of which its sole remedy shall be for breach of contract. 4.6 Nothing in these Terms, however, shall operate or be construed to exclude or limit any liability of any person for fraud, including fraudulent misrepresentation. 4.7 You may not assign, securitise or otherwise transfer all or any part of your rights and/or obligations under these Terms. HubBox may, without your consent, assign all or any part of its rights and/or obligations under these Terms at any time to any third party. 4.8 These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) is governed by and shall be construed in accordance with English law. 4.9 The parties submit to the exclusive jurisdiction of the English courts for all purposes relating to and in connection with these Terms and any such dispute or claim in connection with them