OLUTION is a "one stop" marketplace publishing tool [https://olution.eu] property of INCUBOUT, S.L. that enables retailers to manage pricing, inventory and orders across multiple sales channels.
By signing up for the OLUTION service (Hereinafter "Service") or any of the services of INCUBOUT, S.L. (Hereinafter "INCUBOUT") you are agreeing to be bound by the following terms and conditions ("Terms of Service").
The Services offered by INCUBOUT under the Terms of Service include various products and services to help you as User to publish your products in the Marketplaces depending on the following three categories:
1.- Stand-alone Users: These are Users who just want to edit products in OLUTION to ultimately publish them for selling purposes in any and all of the Marketplaces OLUTION enables Users to connect from time to time.
2.- Those who already has an on-line store in a complete ecommerce solution that allows you to set up an online store to sell your goods (e.g. INCUBOUT, Comandia, Bigcommerce, Magento, ...) It lets you organize your products, customize your storefront, accept credit card payments, track and respond to orders — all with a few clicks of the mouse.
3.- Those Users that already have their own e-commerce web site with their own portfolio of products who are willing to show them for selling purposes in the Marketplaces.
Any new features or tools which are added to the current Service shall be also subject to the Terms of Service. You can review the current version of the Terms of Service at any time at https://olution.eu/terms-of-service. INCUBOUT reserves the right to update and change the Terms of Service by posting updates and changes in the OLUTION Website. You are advised to check the Terms of Service from time to time for any updates or changes that may impact you.
Everyday language summaries are provided for convenience only and are not legally binding. Please read the "Terms of Service" for the complete picture of your legal requirements. By using OLUTION or any INCUBOUT services, you are agreeing to these terms. Be sure to occasionally check back for updates.
By registering yourself at OLUTION you are (i) subscribing the present service agreement and accepting the present terms and conditions (the "Agreement"), and (ii) you are abide by the terms governing your participation in the Marketplaces Developers Program available from time to time at OLUTION and your use of the relevant Marketplace API, and the corresponding Marketplaces’ Developers Program & API License Agreements and User’s Agreements.
IF YOU DISAGREE WITH ANY OF THE TERMS OF THIS AGREEMENT, NEITHER OLUTION NOR ANY OF THE MARKETPLACES WHICH ARE AVAILABLE TO YOU THROGHOUT OLUTION DOES GRANT YOU A LICENSE TO USE THE DEVELOPERS PROGRAM TOOLS OR THE RELEVANT API.
By accepting this Agreement, you are representing and warranting that you have the authority to bind the party being issued an Access Key (defined below) and you and that party are collectively referred to as "you" or "your" in this Agreement.
Access Keys or Token means the confidential security keys provided by the Marketplaces to you for your use of the API, including the developer ID, certificate ID, and application ID.
Developers Program Tools means the relevant Marketplace Application Programming Interface (API) and all other tools and information made available to you at the relevant Marketplace sites.
Application means the software application, website or other interface that you develop, own or operate to interact with the API.
OLUTION is a value proposition for:
You shall 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.
To access and use the Services, you must register for an OLUTION account ("Account") by providing your full legal name, current address, phone number, a valid email address, and any other information indicated as required. INCUBOUT may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.
You acknowledge that INCUBOUT will use the email address you provide as the primary method for communication.
You are responsible for keeping your password secure. INCUBOUT cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.
You are responsible for all activity and content such as data, graphics, photos and links that is uploaded under your OLUTION Account ("Store Content"). You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any term in the Terms of Service as determined in the sole discretion of INCUBOUT will result in an immediate termination of your services.
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.
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.
If you are signing up for the Service on behalf a legal entity, company, and corporation or alike, such legal entity shall be the Account Owner. If you are signing up for the Service on behalf of such a legal entity, then you represent and warrant that you have the authority to bind such a legal entity to our Terms of Service.
Upon completion of sign up for the Service, INCUBOUT will create a PayPal Express Checkout account on your behalf, using your email address. Depending on your location, INCUBOUT may also create a OLUTION Payments account on your behalf.
You acknowledge that PayPal Express Checkout and/or OLUTION Payments will be your default payments gateway(s) and that it is your sole responsibility as the Account Owner to activate and maintain these accounts. If you do not wish to keep either of the payment accounts active, it is your responsibility to deactivate them.
Technical support is only provided to paying Account holders and is only available via email.
The Terms of Service shall be governed by and interpreted in accordance with the laws of Spain applicable therein, without regard to principles of conflicts of laws. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the city of Barcelona 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.
You acknowledge and agree that INCUBOUT may amend these Terms of Service at any time by posting the relevant amended and restated Terms of Service on OLUTION’s website, available at https://olution.eu/terms-of-service 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 OLUTION’s 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.
You may not use the OLUTION 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 Spain.
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 INCUBOUT.
You shall not purchase search engine or other pay per click keywords (such as Google AdWords), or domain names that use INCUBOUT or INCUBOUT trademarks and/or variations and misspellings thereof.
Questions about the Terms of Service should be sent to firstname.lastname@example.org.
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.
We reserve the right to modify or terminate the Service for any reason, without notice at any time.
We reserve the right to refuse Service to anyone for any reason at any time.
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.
Verbal or written abuse of any kind (including threats of abuse or retribution) on any INCUBOUT customer, INCUBOUT employee, member, or officer will result in immediate Account termination.
INCUBOUT 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.
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 INCUBOUT employees and contractors may also be INCUBOUT customers/merchants and that they may compete with you, although they may not use your confidential information in doing so.
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, excerpt from the relevant Commercial Registry, etc.
INCUBOUT 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, INCUBOUT reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.
You expressly understand and agree that INCUBOUT 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 OLUTION Service.
In no event shall INCUBOUT 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, INCUBOUT 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.
INCUBOUT does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
INCUBOUT does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
INCUBOUT 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.
The failure of INCUBOUT 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 INCUBOUT and govern your use of the Service, superseding any prior agreements between you and INCUBOUT (including, but not limited to, any prior versions of the Terms of Service).
INCUBOUT declares that it has taken all necessary measures, within its capabilities and state of technology, to ensure the functioning of the Service and avoid the existence and transmission of viruses and other harmful components to Users.
Nevertheless, Incubout cannot guarantee the reliability, usefulness or accuracy of the services or information provided through the Service. Consequently, Incubout does not guarantee or be responsible for:
If the User becomes aware of the existence of any unlawful, illegal, contrary to law or which would result a violation of intellectual property rights and / or industrial, must immediately notify INCUBOUT so that it can proceed to adopt the appropriate measures.
INCUBOUT disclaims, to the fullest extent permitted by law, any liability for damages caused or likely to occur in the future, due to technical defects, whatever their nature, and derived from the use of information and materials contained in the Service. The links and hypertext that might facilitate access through the Service features and services offered by third parties not owned or under the control of INCUBOUT, so INCUBOUT is not liable for the information contained in these nor for any affects that might result from such information.
INCUBOUT is not responsible for the breach of any applicable rule that may be incurred by the User's access to the Website and / or use of the information contained therein. It is also not responsible for the illegitimate use that third parties may make of the brand names, product names, registered trademarks or not, are not property of Incubout and appear on the website.
INCUBOUT does not control or guarantee the absence of viruses or other elements in the services provided by third parties that the user accesses through the Website, which can produce faults or changes in your software or hardware, documents and files stored in User’s computer system.
We do not claim any intellectual property rights over the material you provide in the OLUTION Service. All material you upload remains yours. You can remove your OLUTION 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 INCUBOUT to display and store your Store Content; and (c) that INCUBOUT 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 the OLUTION Service 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.
You retain ownership over all content that you submit to a Marketplace through OLUTION however, by making your store public, you agree to allow others to view your content.
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.
In consideration for the services contracted, the User shall satisfy INCUBOUT with the amounts related to the usage of each OLUTION service.
The User will buy credits which will enable him to use the OLUTION Services offered by INCUBOUT.
In case the User runs out of credits will not be able to use the OLUTION Services offered by INCUBOUT. The foregoing is without prejudice to the User's obligation to indemnify INCUBOUT, for the recovery costs arising from the default of invoices.
The User expressly agrees that the issuance of bills is done so with full legal validity telematic, in compliance with current regulations on taxation.
All fees are exclusive of applicable 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").
If you are a resident of Spain, you are responsible for all applicable Taxes that arise from or as a result of your subscription to or purchase of INCUBOUT’s products and services. These Taxes are based on the rates applicable to the Spanish billing address you provide to us. Such amounts are in addition to fees for such products and services and will be billed to the credit card you use to pay for the products and services. If you are exempt from payment of such Taxes, you must provide us with an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive such a certificate.
If you are not a tax resident of Spain., and not subject to Spanish Value Added Tax (V.A.T.) in respect of your subscription to or purchase of INCUBOUT’s products and services, you must provide us with a statement by email to email@example.com stating that: (i) you are not a tax resident of Spain.; (ii) you are not V.A.T. registered in Spain; and (iii) to the extent that you are an individual and not a corporation or other legal entity, you were not physically present in Spain when INCUBOUT’s products and services were made available to you. The statement should also include your complete home and/or business location address. If you do not provide such information, you will be charged for Taxes applicable to your subscription to or purchase of INCUBOUT’s products and services, which will be billed to your credit card until after such time that you provide us with the information described above. To the extent that you are an individual and not a corporation or other legal entity, and your location of usage changes to a place in Spain, you must advise us immediately by email to firstname.lastname@example.org.
INCUBOUT does not provide refunds.
You may cancel your Account at anytime by emailing email@example.com and then following the specific instructions indicated to you in OLUTION's response.
Upon termination of the Services by either party for any reason:
INCUBOUT will cease providing you with the Services and you will no longer be able to access your Account;
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.
We reserve the right to modify or terminate the OLUTION Service or your Account for any reason, without notice at any time.
Fraud: Without limiting any other remedies, INCUBOUT may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.
Prices for using the Services are subject to change upon 30 days notice from INCUBOUT. Such notice may be provided at any time by posting the changes to the OLUTION Site (https://olution.eu).
INCUBOUT 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.
INCUBOUT shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
OLUTION Service may provide you with access to third party tools over which INCUBOUT neither monitors nor has any control or input.
You acknowledge and agree that INCUBOUT provides access to such tools ‘as is’ without any warranties, representations or conditions of any kind and without any endorsement. INCUBOUT 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).
INCUBOUT strongly recommends that Users seek specialist advice before using or relying on certain tools. In particular, tax calculators should be used for reference only and not as a substitute for independent tax advice when assessing the correct tax rates merchants should charge end Users.
INCUBOUT supports the protection of intellectual property and asks INCUBOUT Users to do the same. It's our policy to respond to all notices of alleged copyright infringement. If someone believes that one of our Users is infringing their intellectual property rights, they can send us a notice at Salvador Espriu Street 93, Local 1 08005 Barcelona Spain. Upon receiving such a notice, we may remove or disable access to the material claimed to be a copyright infringement. Once provided with a notice of takedown, the User can reply with a counter notification using our form if they object to the complaint. The original complainant has 14 business days after we receive a counter notification to seek a court order restraining the User from engaging in the infringing activity, otherwise we restore the material.
The headings of the various clauses are for information only and do not affect, qualify or extend the interpretation of the Terms of Service.
In the event of any conflict between the provisions of this Terms of Service and the particular conditions of each specific service, the latter shall prevail.
In the event that any provision or provisions of this Terms of Service were considered invalid or irrelevant, in whole or in part by any court, tribunal or administrative body , such nullity would not affect the other provisions of the Terms of Service.
The present Legal Notice shall be interpreted in accordance with Spanish law.
The Parties shall endeavor to resolve any dispute arising out of this Legal Notice amicably.
Any dispute, disagreement, question or claim resulting from the execution, performance, breach or interpretation of this Legal Notice or in connection therewith, either directly or indirectly, will be resolved in the courts of the city of Barcelona (Spain). The parties expressly waive any other jurisdiction that may correspond.