Terms & Conditions
Welcome to Aleph Express. We are very grateful to have you on board. Thanks for choosing us!
To sign up for an Aleph Express Account (as defined in Section 1(1) below) and use any Aleph Express Services (as defined below), you must agree to be bound by the following terms and conditions (the “Terms of Service”) and any policies referenced within. Therefore, you must read all of our Terms of Service and policies referenced carefully, agree with and accept them before you may sign up or use any of our Services. If you do not agree with these Terms of Service and the referred policies, you will not be able to sign up for an Account and use any Services.
As these Terms of Service may be modified from time to time as established in Section 11 below, please note that you can always review the current version at [COMPLETE].
As used in these Terms of Service, “Aleph Express”, “we”, “us” and “our” means HTTPOOL Bangladesh Limited, and “you” and “your” means the Aleph Express User (“User” is the individual or business that makes use of Aleph Express’ Services).
Aleph Express allows you to build your own online store, manage product and/or service catalog, inventory, payments, business transactions, delivery of products and advertising, among other possible features, while allowing you to engage with your current or prospective customers (“Customer(s)”). Any such service or services offered by Aleph Express are referred to in these Terms of Services as the “Service(s)”. Any new features or tools which are added to the current Services will also be subject to the Terms of Service. Please note that the Services may vary in the future as established in Section 4 below.
Terms of Service summary
- 1. Aleph Express Account
- 2. Aleph Express Services
- 2.1 SaaS Service
- 2.2 Additional Services: Advertising
- 3. Your responsibilities
- 4. Our rights
- 5. Fees
- 6. Confidentiality
- 7. Limitation of Liability and Indemnification
- 8. Intellectual property
- 8.1 The intellectual property associated to your Contents
- 8.2 Aleph Express’ intellectual property
- 9. Privacy and Data Protection
- 10. Term and Termination
- 11. Modifications
- 12. General conditions
- 13. Governing Law and Jurisdiction
1. Aleph Express Account
In order to access and use the Services you must register for an Aleph Express account (the "Account") by providing a valid email address (the “Primary Email Address”) and a password. Aleph Express will also require the following data:
- Full name
- Date of birth
- Phone number
- Legal name
- Email address
- Phone number
- Registration number
- Tax ID or VAT number
Aleph Express can at any time ask for additional information or document and you will need to provide it in a timely manner. You must provide accurate and complete information and you must keep that information up to date. We may reject your application for an Account at our sole discretion if it does not meet Aleph Express’ objective requirements to that effect.
You represent and warrant that:
- You are at least the legal age of majority in the jurisdiction where you reside and from which you use the Services.
- You possess the legal authority, capacity and freedom to sign up for an Aleph Express Account and/or use any of the Aleph Express Services, for yourself or on behalf of the person or entity committed by you to the Terms of Service.
- You are duly organized and in good standing, possess all relevant licenses and permits to own and operate the store, manage products and/or service catalog, inventory, receive payments, conduct business transactions, deliver products and advertise, among other possible features while allowing you to engage with your current and prospective customers, as per the laws and regulations of Bangladesh.
- You will not work around, bypass, or circumvent any technical limitations set forth in the platform in order to create an Account.
- As regards to Aleph Express Services, you are NOT a consumer under the Consumers’ Rights Protection Act 2009 (Act No. 26 of 2009). In this regard, you represent and warrant that you are not using the Services provided by Aleph Express as an end user for your own personal or your family’s or social group’s benefit. You shall not create an Account and use Aleph Express Services if you consider yourself to be a consumer or any other equiparable legal concept underthe Consumers’ Rights Protection Act 2009.
- You must regularly monitor the Primary Email Address and verify that it is fully operational at all times. Unless otherwise agreed with Aleph Express, your communications with Aleph Express can only be authenticated if they come from your Primary Email Address.
- You must keep your password secure, as you are solely and fully responsible for all activities that occur under your Account, and for any damages, expenses or losses that may result to you, to Aleph Express or to third parties from such activities.
- You acknowledge that Aleph Express can suspend or cancel your Account provided to you at any time, if (i) you do not use the Services in accordance with these Terms of Service, Commerce Guidelines, Advertising Guidelines, Community Guidelines and/or with any applicable laws, rules and regulations, at our sole discretion; (ii) it is necessary for technical reasons, including but not limited to software maintenance; and/or (iii) at Aleph Express sole discretion, for any other objective reason.
- In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. We reserve the right to determine, in our sole discretion, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful owner, without prejudice to our other rights and remedies, we reserve the right to temporarily suspend or disable an Account until resolution has been determined between the disputing parties.
2. Aleph Express Services
For the purposes of the Aleph Express Services under these Terms of Service, “Contents” means your trademarks, copyright content, any products and/or services you sell through the Website (as defined in Section 2.1 below) or advertise through the Services, and any photos, images, graphics, written content, code, information, or other data provided or made available by you to Aleph Express and/or your Customers. The Contents shall comply with the Trademark Act 2009, Trademark Rules 2015, Patents and Designs Act of 1911, the Partent and Design Rules of 1933, Copyright Act 2000 (amended in 2005), Copyright Rules 2010, Geographical Indication Good (Registration & Protection) Act 2013 and Geographical Indication Goods Rules 2015 (“IP Laws”), the Digital Security Act 2018, the Information and Communication Technology Act 2006, the Digital Commerce Procedural Guideline 2021; depending on the nature of contents, as may be applicable, all other laws or regulations of Bangladesh. You shall take all necessary measures for ensuring compliance with all these laws and regulations of Bangladesh. For the avoidance of doubt, Contents include anything you upload while using the SaaS Service and the Advertising Service, as explained below.
2.1 SaaS Service
- Aleph Express allows you to create your own online store (the “Website”) by choosing a Website name, and possibly uploading a Website logo of your property. You will not be able to use the Website name and URL address that another Aleph Express User has already registered.
- After creating your Website, you will be able to upload your products and/or services. When doing so, you will be asked to enter photos, name, price and stock of the products, and optionally, other information, such as brand, SKU, description, discounts, tags, and other available product presentations. Please note that even though this and other information may be marked as “optional” to you, you are solely and fully responsible for including all information that is legally required to be displayed under any applicable laws, rules and regulations.
You are not allowed to upload illicit, hateful, defamatory, indecent, or obscene Content to the Website in accordance with any applicable laws, rules and regulations of Bangladesh, which includes, among others, the Digital Commerce Guideline 2021, the National Broadcasting Policy 2014, the Information and Communication Technology Act 2006, Digital Security Act 2018, the Penal Code 1860 and the Constitution of the People’s Republic of Bangladesh, and any particular policy Aleph Express may share with you, including but not limited to Commerce Guidelines, Advertising Guidelines, Community Guidelines. Without limiting the generality of foregoing, the following content is forbidden:
- content that violates any law or regulation, including but not limited to any law or regulation governing false or deceptive advertising, sweepstakes, gambling, lottery or raffle draw, explosives file-sharing, or trade disparagement;
- content that contains any misrepresentations or content that is defamatory or violates any rights of privacy or publicity;
- content that contains any adult sexual content, pornographic content, any child pornography, or link(s) to such content;
- content that contains or links to any malware, spyware or other malicious code;
- content that contains any link(s) to software piracy;
- content that contains any link(s) to any form of illegal activity or services, drugs, drug paraphernalia, or any controlled substances;
- content that contains any gratuitous displays of violence, self-harm, obscene or vulgar language, or abusive content, or content which endorses or threatens physical harm;
- content that contains any content promoting any type of hatemongering (i.e. racial, political, ethnic, religious, gender-based, sexuality-based, or personal);
- content that infringes any copyright, related right, moral right, database right, trademark, patent, trade secret, or other proprietary rights - IP Laws; and
- content that does not comply with the ad policies which the applicable platforms announced from time to time.
- The Website allows you to be contacted by your Customers through messaging or social media platforms. For this purpose, you will have to connect your messaging or social media platforms’ accounts, if any, to your Account. In order to do so, you may need to have or create an account on such platforms and agree to comply with their applicable terms and conditions, if any.
- The Customers may pay you by payment on delivery. You are solely and fully responsible for all payments. Aleph Express does not intervene in the payment and delivery process agreed with your Customers whatsoever. Therefore, Aleph Express is not responsible for any issue that may arise in payment and/or delivery that may allegedly affect you or your Customers.
- Aleph Express provides you with technical support in connection to this Ecommerce Service. For this purpose, please refer to our Help Center. For clarity, this technical support is only provided to you and not to your Customers. This technical support is provided “as is”.
2.2 Additional Services: Advertising
- Aleph Express also offers you the possibility to promote your Website’s products and/or services by placing advertisements on “Meta” and/or other social media platforms. For this purpose, you will have to log in to your applicable Meta account and/or to any other platforms’ accounts Aleph Express may work with in the future.
- After that, you will be able to create a campaign by selecting at least the target, platform for advertising, products for advertising and a budget. You will have to pre-pay the budget. Prepayment is possible through the payment methods made available to you by Aleph Express.
- Please be aware of the fact that Meta and/or the other third party platforms in which you decide to place your advertisements have the final decision as regards to the publication of your advertisements. In order to avoid any rejections, you will have to comply with Meta’s and/or other social media platforms’ policies in place at the time. You are solely and fully responsible for the acceptance or eventual rejection of your advertisements by Meta and/or other third party platforms.
- Aleph Express has no influence on setting the final price of the advertisements you decide to place. The price is determined by the Meta and/or the third party platform involved in the advertising and finally agreed by you exclusively. Aleph Express shall therefore not be responsible for the price you may pay for such advertisements. Taxes and other tariffs may be added to the price. You are solely and fully responsible for paying the price and any applicable taxes and tariffs.
- Aleph Express has no influence on the characteristics of the final advertisements nor on the position the advertisements may eventually have on Meta and/or other third party platforms. In addition, Aleph Express has no influence whatsoever on the features Meta and/or other third party platforms may make available to you as regards to the placement of advertisements. Therefore, Aleph Express is not responsible for any of such matters.
- You are solely and fully responsible for all actions connected with the products and/or services promoted, the advertising and its outcomes. For clarity, you will be exclusively responsible before Meta and/or other third party platforms, your Customers and any other third parties.
- Aleph Express provides you with User support in connection to this Advertising Service. For this purpose, please refer to our Help Center. This technical support is provided “as is”.
3. Your responsibilities
- You acknowledge and agree that the Services are not a marketplace, and any business transaction made through the Services is directly between you and your Customer. You are the seller of record for all products and/or services you sell through the Website and advertise through the Services.
- You are solely and fully responsible for the creation and operation of your Website, your Contents, and all aspects of the transactions between you and your Customers. You are solely and fully responsible for the products and/or services that you may sell through the Website (including but not limited to their description, price, availability, fulfillment timelines, defects, refunds, returns, customer service, required legal disclosures, regulatory compliance, offers or promotional content) and their offer, sale and delivery thereof, and in doing so, comply with any applicable laws, rules and regulations (including but not limited to (a) consumer protection laws, rules and regulations in any jurisdiction where you offer products and/or services for sale and (b) requirements of any license or permit that may be held by you), and these Terms of Service.
- You represent and warrant that your Website, your Contents and the products and/or services you offer and sell through the Website will be true, accurate, and complete, and will not violate any applicable laws, regulations or rights of third parties. You also represent and warrant that you own all rights in connection with your Contents. For the avoidance of doubt, Aleph Express will not be the seller or merchant of record of the products and/or services sold through the Website and will have no responsibility for your Website or products sold to Customers through the Website.
- You agree to use Aleph Express Checkout for any sales associated with your Website. “Aleph Express Checkout” means the checkout experience that allows your Customers to enter their shipping information and payment details after adding products and/or services to their cart and before placing an order, including checkouts that occur through the Website.
- You are solely and fully responsible for the advertising of your products and/or services you may make through the Services and the Contents you provide to that effect. Also, you are solely and fully responsible for ensuring the quality and accuracy of your products os services. This includes, but is not limited to, complying any requirements provided by the platform in which the advertisements will be displayed, required legal disclosures, regulatory compliance, complying with any applicable laws, rules and regulations of Bangladesh (including but not limited to consumer protection laws, rules and regulations in any jurisdiction where you advertise products and/or services) and these Terms of Service. You represent and warrant that your advertisements and the Contents will be true, accurate and complete, and will not violate any applicable laws, rules, regulations, policies established by Meta and/or other third party platforms, or rights of any third parties. For the avoidance of doubt, Aleph Express will not be the advertiser of record and will have no responsibility for your advertising made through the Services.
- You may not use the Aleph Express Services for any illegal or unauthorized purpose nor may you, in the use of the Services, violate any applicable laws, rules and regulations (including but not limited to consumer protection laws, rules and regulations in any jurisdiction where you offer and/or advertise your products and/or services), and these Terms of Service.
- In general, you will fully comply with all applicable federal, state, and local laws or regulations which may govern your use of the Aleph Express Services (and any related interaction or transaction), including those specific laws or regulations applicable to you, your business or your relationship with your Customers.
- You understand that Aleph Express does not provide any legal advice or any recommendation with respect to any laws or requirements applicable to your use, or your compliance therewith.
- You undertake and agree not to act in a manner which might be perceived as damaging to Aleph Express’ reputation and goodwill or which may bring Aleph Express into disrepute or harm.
- You acknowledge and agree that you will clearly display all relevant details and conditions related to your products or services that your are offering through the Website In Bengali language, such as purchase and sell, refund or exchange of the product, method od delivery, delivery timeline and others. In addition to Bengali language, you can also display the product details, terms and conditions in other languages as well.
- You acknowledge and agree that you will provide full description of your products or service on the Website so that your customer can easily identify your products or services that you are offering i.e., measurement, ingredients, color, shape, quality and others. Also, the purchase price and delivery charge shall be clearly mentioned.
- You acknowledge and agree that, if possible, for goods - you will provide pictures, videos, measurements, material, brand, model, country of origin, delivery original etc., and in case of services - type of service, method of delivery, measurability (if any) etc. over the Website so that your Customer can purchase your good or service knowingly.
- You acknowledge and agree that, if you are selling products or services of third party or merchants then you will provide the details of such third party or merchant on your Website. Also, you will clearly mention offers, discounts, free delivery or other benefit regarding your product or service in your Website.
- You acknowledge and agree that you will disclose and provide details if any of your product contains any component that is harmful to the environment, human beings, or any other living components. In case of warranties or guarantees of a product, you shall provide the warranty or guarantee card with relevant terms and conditions i.e. the period of such warranty or guarantee, address for receiving such facility and others.
- You acknowledge and agree that you will not sell any expired, fake or adulterated goods or products on your Website. Also, you will provide information regarding how much product is in your stock or available for delivery on your Website and you will update this information regularly. If the product that you have displayed is not under your control, the word “out of stock” should be clearly written next to the product. If such product cannot be delivered within 48 hours, you shall not receive more than 10% of product’s purchase prices as an advance payment.
- You acknowledge and agree that you will handover the goods to the delivery man or delivery company within 48 hours of full payment of the goods displayed for sale and the Customer will be notified by telephone, e-mail or SMS. If the full price of the product has been paid, the product should be delivered within a maximum of 5 days - if the Customer is located in the same city as yourself, and a maximum of 10 days if the Customer is located in a different city or village. In case of daily necessities, the delivery time will be shorter and the Customer should be clearly informed about the time at the time of placing the purchase order.
- You acknowledge and agree that you will enter into a contractual arrangement with the delivery service, who will deliver your products to the Customers. Also, you will not have different delivery charges for different products in the same purchase order, unless the products are delivered separately and the Customer has been informed before invoicing. Also, your invoice should clearly mention the applicable tax and VAT amounts.
- You acknowledge and agree that, you will record customer complaints regarding any product or service properly and any complaint will be resolved within 72 hours of receipt and communicated to your Customer through phone, e-mail or SMS.
- You acknowledge and agree that you will inform your Customer about the information that you will need from the Customer for selling the product. Further, you will inform the Customer about where this information will be kept, how this information will be used and processed, and will obtain a consent from your Customer prior to obtaining this information. Also, you will maintain a checkbox or consent form on your Website to ensure that the Customer has given the consent.
- You acknowledge and agree that you will not issue, use, purchase or sell any digital wallet, gift card, cash voucher or other medium which can be used as a method of payment.
- Lastly, you acknowledge and agree that you will not ask for more that the declared purchase price of the products or the services that you are offering.
4. Our rights
- The Services have a range of features and functionalities. Not all Services or features will be available to all Users at all times and we are under no obligation to keep or make any Services or features available in any jurisdiction. Except where prohibited in these Terms of Service or by applicable laws, rules and regulations, we reserve the right to modify the Services (or a part of them) for any reason, without notice and at any time.
- It is in our sole discretion to remove any Contents from any part of the Website, including if we determine in our sole discretion that the products and/or services that you offer through the Website or the Contents uploaded or posted to the Website are considered by Aleph Express to be unsafe, inappropriate, offensive and/or violate these Terms of Service and/or any other Aleph Express policies.
- We may have the opportunity to revise your request for advertising before Meta and/or other third party platforms decide on the acceptance or rejection of the advertisements (as explained in Section 2.2(3)). We reserve the right, but we are not obliged to, remove at our sole discretion any Contents included by you for the purpose of the advertisements in order to avoid Meta and/or other third party platforms’ possible rejection. In any case, you are solely and fully responsible for the acceptance or eventual rejection of your advertisements by Meta and/or other third party platforms.
- We reserve the right to provide our Services to your competitors and therefore we make no promise of exclusivity.
- We have the right to charge you for the Services, in accordance with the fees described in Section 5 below.
- We have the right to store all information related to your business and business transactions for at least 6 years, and to provide them to any government agency upon request.
- As of today, Aleph Express does not charge fees for the Ecommerce Service (Section 2.1). You undertake and agree that this may change in the future.
- Aleph Express will charge you the fees corresponding to the Advertising Service (Section 2.2), the amount of which you will always be promptly informed of in advance (“Advertising Service Fee”).The Advertising Service Fee will be billed at the time you hire the Advertising Service for a campaign. The corresponding invoice will be sent to you via the Primary Email Address provided.
- Unless otherwise indicated, all fees and other charges are in Bangladeshi Taka (“BDT”) and all payments will have to be made in BDT.
- For invoice purposes, among others, you must maintain an accurate location of your Aleph Express Website. If you change jurisdictions you must promptly update your location.
- All information regarding refund is available in our Refund Policy.
- Aleph Express may change the fees for the Services from time-to-time. We will provide you with reasonable advance notice prior to any changes in fees by sending an email to the Primary Email Account, if needed and applicable.
- “Confidential Information” will include, but will not be limited to, any and all information associated with a Aleph Express or you, and not publicly known, including specific business information, technical processes and formulas, software, customer lists, prospective customer lists, names, addresses and other information regarding customers and prospective customers, product designs, sales, costs (including any relevant processing fees), price lists, and other unpublished financial information, business plans and marketing data, and any other confidential and proprietary information, whether or not marked as confidential or proprietary. Aleph Express’ Confidential Information includes all information that you acquire or receive relating to us or to the Services that is not known to the general public, including but limited to information related to our internal policies and practices.
- Aleph Express and you agree to use the other party’s Confidential Information solely as necessary for performing its obligations under these Terms of Service and in accordance with any other obligations in these Terms of Service including this Section 6. Aleph Express and you agree to take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform such party’s obligations hereunder, who must treat such Confidential Information as provided herein, and who are subject to obligations of confidentiality to such party that are at least as stringent as those contained herein; or (ii) as required by any law, regulation, or order of any court of proper jurisdiction over Aleph Express or you and the subject matter contained in these Terms of Service, provided that, if legally permitted, the receiving party will give the disclosing party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. Confidential Information will not include any information that the receiving party can prove: (A) was already in the public domain or was already legally known by or in the possession of the receiving party, at the time of disclosure of such information; (B) is independently developed by the receiving party without use of or reference to the other party’s Confidential Information, and without breaching any provisions of these Terms of Service; or (C) is t hereafter rightly obtained by the receiving party from a source other than the disclosing party without breaching any provision of these Terms of Service.
7. Limitation of liability and Indemnification
- You expressly understand and agree that, to the extent permitted by applicable laws, rules and regulations, Aleph Express will 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 arising out of or relating to the use of or inability to use the Service (however arising, including negligence). If the limitation of liability set forth in the previous paragraph is not considered to be valid, you understand and agree that to the extent permitted by applicable laws, rules and regulations, Aleph Express’ entire liability is limited to the amount of Advertising Service Fees invoiced and collected by Aleph Express from you in the past 12 months.
- You agree to indemnify and hold us and (as applicable) our parent companies, subsidiaries, affiliates, Aleph Express partners, officers, directors, agents, employees, and suppliers harmless from any damage Aleph Express or any of the referred parties may suffer due to or arising out of (a) your breach of these Terms of Service or the documents it incorporates by reference; or (b) your violation of any law, rules or regulation or the rights of Aleph Express or any third party.
- You agree to indemnify and hold us and (as applicable) our parent companies, subsidiaries, affiliates, Aleph Express partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand of any sort, including attorneys’ fees, made by Meta and/or third party platforms, your Customers, any local authority and any other third party, due to or arising out of (a) your breach of these Terms of Service or the documents it incorporates by reference; (b) your violation of any law, rules or regulation or the rights of a third party; (c) any aspect of the transaction between you and your Customer, including but not limited to refunds, fraudulent transactions, alleged or actual violation of applicable laws, rules or regulations (including but not limited to consumer protection laws, rules or regulations) or your breach of the Terms of Service; or (d) any aspect of your advertising activities.
- You will be responsible for any breach of the Terms of Service by your affiliates, agents, subcontractors or employees and will be liable as if it were your own breach.
- Your use of the Services is at your sole risk. The Services are provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory. Aleph Express does not warrant that the Services will be uninterrupted, timely, secure, or error-free. Aleph Express does not warrant that the results that may be obtained from the use of the Services will be accurate or reliable. Aleph Express does not warrant that the quality of any products, services, information, or other materials purchased or obtained by you through the Services will meet your expectations, or that any errors in the Services will be corrected.
- Aleph Express is not responsible for any of your tax obligations or liabilities related to the use of Aleph Express’ Services. You are solely and fully responsible for such obligations or liabilities.
8. Intellectual property
8.1 The intellectual property associated to your Contents
- You represent and warrant that you exclusively own all intellectual and industrial property rights in connection with your Contents. In this regard, you represent and warrant that you have all necessary rights to upload the Contents to use the Services in accordance with these Terms of Service.
- We do not claim ownership of the Contents you provide to Aleph Express or upload to your Website and for the purpose of the Advertisement Services. Despite uploading them, your Contents remain yours.
- You grant Aleph Express a free, non-exclusive, transferable, sub-licensable, royalty-free, worldwide right and license to use the names, trademarks, service marks and logos associated with your Website and advertising activities to operate, provide, and promote the Services and to perform our obligations and exercise our rights under the Terms of Service. This license will survive any termination of the Terms of Service solely to the extent that Aleph Express requires the license to exercise any rights or perform any obligations that arose during the Term (as defined in Section 10 below).
8.2 Aleph Express’ intellectual property
- You undertake and agree that you can not use any trademarks, logos or any other distinctive marks of Aleph Express, whether registered or unregistered, unless you are expressly authorized to do so by Aleph Express in writing.
- You acknowledge and agree that all intellectual property connected to the Services belongs to Aleph Express, and that these Terms of Service do not give you any right to implement Aleph Express patents or use or exploit any Aleph Express intellectual property.
You undertake and agree not to:
- Reproduce, duplicate, copy, sell, resell, exploit, create derivative works of, download, adapt, reverse engineer, emulate, migrate to another service, translate, compile, decompile or disassemble the Services (or any portion of them) or any content offered by Aleph Express without the prior written and specific consent of Aleph Express.
- Work around, bypass, or circumvent any of the technical limitations of the Services, use any tool to enable features or functionalities that are otherwise disabled in the Services.
- Access the Services or monitor any material or information from the Services using any robot, spider, scraper, or other automated means.
9. Privacy and Data Protection
10. Term and Termination
- The term of these Terms of Service will begin on the date of your completed registration for an Account, which requires the acceptance of these Terms of Service, and continue until terminated by us or by you, as provided below (the “Term”).
- Without limiting any other remedies, we may suspend or terminate partially or completely the Services and/or the Terms of Service for no or any reason, without notice and at any time, unless otherwise required by the applicable laws, rules or regulations. Termination of the Terms of Service will be without prejudice to any rights or obligations which arose prior to the date of termination.
- Upon termination of the Services by either party for any reason (a) Aleph Express will cease providing you with the Services and you will no longer be able to access your Account; (b) unless otherwise provided in the Terms of Service, you will not be entitled to compensation or any refunds because of termination; and (c) your Website will be taken offline.
- On termination, all related rights and obligations under the Terms of Service immediately terminate, except that (a) you will remain responsible for performing all of your obligations in connection with transactions entered into before termination and for any liabilities that accrued before or as a result of termination; and (b) Sections 1 (Aleph Express Account), 6 (Confidentiality), 7 (Limitation of liability and Indemnification), 8 (Intellectual property), 9 (Privacy and Data Protection), 10 (Term and Termination), 11 (Modifications), 12 (General conditions), and 13 (Governing Law and Jurisdiction) will survive the termination or expiration of these Terms of Service.
- We reserve the right, in our sole and absolute discretion, to update or change any portion of the Terms of Service at any time. We will provide you with reasonable advance notice of changes to the Terms of Service that materially adversely affect your use of the Services or your rights under the Terms of Service by a “pop-up” box notice, appearing when you first access the Services, immediately after the change of Terms of Service. However, Aleph Express may make changes that materially adversely affect your use of the Services or your rights under the Terms of Service at any time and with immediate effect (i) for legal, regulatory, fraud and abuse prevention, or security reasons; or (ii) to restrict products or activities that we deem unsafe, inappropriate, or offensive. Unless we indicate otherwise in our notice (if applicable), any changes to the Terms of Service will be effective immediately upon posting of such updated terms here. Your continued access to or use of the Services after we provide such notice, if applicable, or after we post such updated terms, constitutes your acceptance of the changes and consent to be bound by the Terms of Service as amended. If you do not agree to the amended Terms of Service, you must stop accessing and using the Services.
- Notwithstanding other above mentioned provisions, we reserve the right to change, suspend or terminate any of the Aleph Express Services (or any features thereof, or prices applicable thereto) for any reason. You agree that Aleph Express will not be liable to you or to any third party for any change, suspension or termination of those Services.
12. General conditions
- The Terms of Service, including the documents it incorporates by reference, constitute the entire agreement between you and Aleph Express and govern your use of the Services and your Account, superseding any prior agreements between you and Aleph Express (including, but not limited to, any prior versions of the Terms of Service).
- The failure of Aleph Express to exercise or enforce any right or provision of the Terms of Service will not constitute a waiver of such right or provision.
- If any provision of the Terms of Service, including all terms and conditions and other documents it incorporates by reference, is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provision of the Terms of Service will remain in full force and effect.
- No person or entity who is not a party to these Terms of Service will have any right to enforce any provision of these Terms of Service, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, this will not affect the rights of any permitted assignee or transferee of these Terms of Service.
- Aleph Express will be permitted to assign these Terms of Service without notice to you or consent from you. You will have no right to assign or otherwise transfer the Terms of Service, or any of your rights or obligations hereunder, to any third party without Aleph Express’ prior written consent, to be given or withheld in Aleph Express’ sole discretion.
13. Governing Law and Jurisdiction
- The Terms of Service will be governed by and interpreted in accordance with the laws of the Bangladesh, without regard to principles and/or provisions on conflicts of laws.
- You hereby consent to (and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to) the jurisdiction of the courts of Dhaka, Bangladesh. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Service and is nonetheless hereby expressly excluded.