Terms and Conditions

PLEASE READ THE FOLLOWING TERMS OF SERVICE BEFORE SUBMITTING YOUR ORDER TO SHOPNILIT.COM (“SHOPNIL-IT”). THESE TERMS OF SERVICE ALONG WITH ALL RULES AND POLICIES RELATING TO ’S SERVICES AS STATED ON SHOPNIL-IT’S WEBSITE, INCLUDING SHOPNIL-IT’S PRIVACY POLICY, (COLLECTIVELY, THE “AGREEMENT”) WILL PROVIDE YOU WITH INFORMATION ABOUT WHAT YOU CAN EXPECT FROM PIXELZ’S SERVICES AND FORMS A LEGAL AGREEMENT BETWEEN US. YOUR USE OF SHOPNIL-IT’S SERVICES CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT.

1. Introduction

Thanks for choosing Shopnil-IT LLC. (“Shopnil IT”, “we”, “us”, “our”). By visiting, using, or engaging with our website (“shopnilit.com”) and services (together, the “Shopnil-IT’s Website” or “Site”), or accessing any content or material that is made available by Shopnil-IT LLC. through the Service You (“you”, client, “user”, “customer”) are entering into a binding contract with Shopnil-IT LLC. The Shopnil-IT LLC. Service also includes the Customer Portal as further described in the Customer Portal section.

Your agreement with us includes these Terms and Conditions of Use (“Terms”) and our Privacy Policy. (The Terms, Privacy Policy, and any additional terms that you agree to, as discussed in the Entire Agreement section, are referred to together as the “Agreements”.) If you wish to review the terms of the Agreements, the effective version of the Agreements can be found on Shopnil-IT’s website at https://shopnilit.com You acknowledge that you have read and understood the Agreements, accept these Agreements, and agree to be bound by them. If you do not agree to any portion of these Terms, you should not access or otherwise use the Site. “Content” refers to any text, materials, documents, images, graphics, logos, design, audio, video and any other information provided from or on, uploaded to and/or downloaded from the Site.

Please read the Agreements carefully. They cover important information about Shopnil-IT’s Services provided to you and any charges, taxes, and fees we bill you.

In order to use Shopnil-IT’s Service and access the Content, you need to (1) be 18 or older, or be 13 or older and have your parent or guardian’s consent to the Agreements; (2) have the power to enter a binding contract with us and not be barred from doing so under any applicable laws; and (3) resident in a country where the Site is available.

2. Changes to the Agreements

Occasionally we may, in our discretion, make changes to the Agreements. It is your responsibility to check these Agreements periodically for changes. Your continued use of the Site following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Agreements, Shopnil-IT LLC. grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site.

3. Site Limitations and Modifications

Shopnil-IT LLC. will make reasonable efforts to keep the Shopnil-IT’s Site operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, Shopnil-IT’s reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Shopnil-IT LLC. Service, with or without notice, all without liability to you, except where prohibited by law, for any interruption, modification, or discontinuation of the Clipping Path India Service or any function or feature thereof. You understand, agree, and accept that Clipping Path India has no obligation to maintain, support, upgrade, or update the Site, or to provide all or any specific content through the Site. This section will be enforced to the extent permissible by applicable law. Shopnil-IT LLC. and/or the owners of any Content may, from time to time, remove any such Content without notice to the extent permitted by applicable law.

4. Images

For best results, please submit images that meet Shopnil-IT’s guidelines for resolution and file format. Shopnil-IT LLC. works hard to make sure the edited images it returns to You are the quality our customers have come to expect from Shopnil-IT. The returned image will be deemed accepted by You upon receipt, unless within seven (7) days You contact Pixelz though email support and detail an error by Shopnil-IT with respect to the image. Shopnil-IT LLC. is committed to customer satisfaction and will work with You to correct any Shopnil-IT’s error as determined in Shopnil-IT’s sole discretion, including but not limited to re-performing its services to correct such an error. You will review any corrected image and accept or reject the same in accordance with this Section 1 (“Images”). This process shall repeat itself until the returned image is deemed accepted. Shopnil-IT deletes from its system all images approximately thirty (30) days after their respective acceptance. Shopnil-IT is not responsible for the quality of returned images if the image You originally submitted does not meet Shopnil-IT’s then-current guidelines.

5. Delivery

Shopnil-IT LLC. returns the images to You via a public web address (e.g., URL). Although Pixelz utilizes means to make Your edited image available only to You, there are inherent security limitations in a public web address which Shopnil-IT cannot and will not rectify and for which Shopnil-IT will not be liable. You are able to retrieve your edited images by downloading them from Shopnil-IT’s FTP server, and in addition, Shopnil-IT may permit retrieval through an FTP server, or other mechanisms. Shopnil-IT LLC. offers different service pricing based on different requested delivery dates. Shopnil-IT LLC. prioritizes its orders based on requested delivery dates and recognizes that Shopnil-IT will have satisfied and returning customers if it meets the requested delivery dates. Shopnil-IT will use commercially reasonable efforts to deliver Your image within the time frame requested, but Shopnil-IT does not guarantee that an order will meet its requested delivery date. If the actual date Shopnil-IT returns Your edited image is in a different delivery tier from the price You paid (e.g., You paid for 24 hour service but Shopnil-IT returned the image within 72 hours), You may contact Shopnil-IT through your email support, detail the date ordered, the requested delivery date and the date actually delivered, and Shopnil-IT will refund any difference as if You had requested the delivery date in which Shopnil-IT actually delivered the edited image. In rare instances, particularly large orders may surpass Shopnil-IT’s processing capacity for a requested delivery date, in which case Shopnil-IT LLC. will contact You to determine how best to restructure Your order.

6. Payment

The price of the service ordered shall be set forth in Shopnil-IT’s price list then in effect when Shopnil-IT accepts Your order. Pixelz reserves the right to change its price list without prior notice. All payments shall be made in United States Dollars. Shopnil-IT LLC. will process your payment upon submission of Your order and will accept Your order upon verified payment. Shopnil-IT may consider extending a line of credit to large volume, repeat customers on a case by case basis, in which circumstance Shopnil-IT will invoice such customers on a monthly basis. You are responsible for paying any applicable taxes, duties or tariffs relating to your order, except taxes on Shopnil-IT’s income. Notwithstanding the payment terms, all other terms of this Agreement apply to any free trial. Free trials are limited to product images only (e.g., no pet, person, logo or landscape images) and machine-like or automated submissions (e.g., multiple free trial requests from the same IP address) will not be accepted.

7. Rights to Use Image

You are solely responsible for the images you submit. Shopnil-IT LLC. reviews submissions for inappropriate material and reserves the right in its sole discretion to reject any image for any reason or no reason; however, Shopnil-IT’s acceptance of an image for processing should not be construed as a determination of Your rights to use the image. By submitting an image to Shopnil-IT, You represent and warrant that You have the legal authority to enter into this Agreement, that you have the right to use any credit card(s) or other payment means used to initiate any transaction, that any images You submit to Shopnil-IT do not contain any materials (such as malicious software code or viruses) that may harm Shopnil-IT’s or its subcontractors’ property, and You hereby grant Shopnil-IT a non-exclusive, worldwide, transferable, royalty-free, sublicensable (through multiple tiers of sublicenses including but not limited to Shopnil-IT’s subcontractors) perpetual, irrevocable license under all intellectual property rights throughout the world (including but not limited to copyrights, trademarks, trade secret, moral, publicity and privacy rights) to reproduce, modify, edit, make derivate works from, distribute (through multiple tiers), publicly perform and display and otherwise use the image as reasonably necessary for Shopnil-IT and its subcontractors to perform the services You requested hereunder. You agree to indemnify and hold harmless Shopnil-IT, its subcontractors, licensors, and affiliates and their directors, officers, shareholders, employees and agents from any and all claims, liabilities or expenses (including without limitation attorneys’ fees) that arise directly or indirectly from Your breach of this Agreement.

8. User-Generated Content

Shopnil-IT LLC. users may post, upload, and/or contribute (“post”) content to the Site to obtain services (which may include, for example, pictures, text, messages, information, and/or other types of content) (“User Content”). For the avoidance of doubt, “User Content” includes any such content posted to the Customer Service Portal (“the Portal”) as well as any other part of the Site.

You promise that, with respect to any User Content you post on the Site, (1) you have the right to post such User Content, and (2) such User Content, or its use by Shopnil-IT as contemplated by the Agreements, does not violate the Agreements, applicable law, or the intellectual property (including without limitation copyright), publicity, personality, or other rights of others or imply any affiliation with or endorsement of you or your User Content by Shopnil-IT of any entity or individual without express written consent from such individual or entity.

Shopnil-IT LLC. may, but has no obligation to, monitor, review, or edit User Content. In all cases, Shopnil-IT reserves the right to remove or disable access to any User Content or account for any or no reason, including but not limited to, User Content that, in Shopnil-IT’s sole discretion, violates the Agreements. Shopnil-IT may take these actions without prior notification to you or any third party. Removal or disabling of access to User Content shall be at our sole discretion, and we do not promise to remove or disable access to any specific User Content.

You are solely responsible for all User Content that you provide. Shopnil-IT LLC. is not responsible for User Content nor does it endorse any opinion contained in any User Content. YOU AGREE THAT IF ANYONE BRINGS A CLAIM AGAINST SHOPNIL-IT LLC. RELATED TO USER CONTENT THAT YOU PROVIDE, THEN, TO THE EXTENT PERMISSIBLE UNDER LOCAL LAW, YOU WILL INDEMNIFY AND HOLD SHOPNIL-IT HARMLESS FROM AND AGAINST ALL DAMAGES, LOSSES, AND EXPENSES OF ANY KIND (INCLUDING REASONABLE ATTORNEY FEES AND COSTS) ARISING OUT OF SUCH CLAIM.

9. User Guidelines

Shopnil-IT LLC. respects intellectual property rights and expects you to do the same. We’ve established a few ground rules for you to follow when using the Site, to make sure Shopnil-IT is able to continue providing service via their Site.

The following is not permitted for any reason whatsoever:

• copying, redistributing, reproducing, “ripping”, recording, transferring, performing or displaying to the public, or making available to the public any part of the Shopnil-IT Site or the Content, or otherwise making any use of the Shopnil-IT Service or the Content which is not expressly permitted under the Agreements or applicable law or which otherwise infringes the intellectual property rights (such as copyright) in the Shopnil-IT Service or the Content or any part of it; using the Shopnil-IT Service to import or copy any local files you do not have the legal right to import or copy in this way;
• transferring copies of cached Content from an authorized Device to any other Device via any means;
• reverse-engineering, decompiling, disassembling, modifying, or creating derivative works based on the Shopnil-IT Service, Content or any part thereof unless permitted by applicable law;
• circumventing any technology used by Shopnil-IT, its licensors, or any third party to protect the Content or the Service;
• selling, renting, sublicensing or leasing of any part of the Shopnil-IT Service or the Content;
• circumventing any territorial restrictions applied by Shopnil-IT or its licensors, or otherwise manipulating the Services by using a script or other automated process;
• removing or altering any copyright, trademark, or other intellectual property notices contained on or provided through the Shopnil-IT Service (including for the purpose of disguising or changing any indications of the ownership or source of any Content);
• “crawling” the Shopnil-IT Service or otherwise using any automated means (including bots, scrapers, and spiders) to collect information from Shopnil-IT; or
• selling a user account, or otherwise accepting any compensation, financial or otherwise.

You acknowledge and agree that posting any such User Content may result in immediate termination or suspension of your Shopnil-IT FTP account. You also agree that Shopnil-IT may also reclaim your username for any reason.

Your password protects your user FTP account, and you are solely responsible for keeping your password confidential and secure. You understand that you are responsible for all use of your username and password on the Service. If your username or password is lost or stolen, or if you believe there has been unauthorized access to your account by third parties, please notify us immediately and change your password as soon as possible.

10. Customer Support

For customer support on account- and payment-related questions (“Customer Support Queries”), please contact our Customer Service department at [email protected]. We will use reasonable endeavors to respond to all Customer Support Queries within a reasonable time frame but we make no guarantees or warranties of any kind that any Customer Support Queries will be responded to within any particular time frame and/or that we will be able to satisfactorily answer any such queries.

11. Term

This Agreement shall be effective from the date You submit an image to Shopnil-IT LLC. until the date the returned image is deemed accepted, provided that Shopnil-IT may terminate this Agreement at any time and will return the fees paid by You for any image that Shopnil-IT has not edited and Shopnil-IT may or may not in Shopnil-IT’s sole discretion return fees paid for edited images not yet deemed accepted. Sections 2-12 of these Terms of Services, and any other provisions by their very nature, shall survive the expiration or termination of this Agreement.

12. General Provisions

This Agreement applies only to You and may not be assigned or transferred by You. This Agreement shall be binding upon, and inure to the benefit of, the successors and assigns of Shopnil-IT LLC. This Agreement will be governed by and construed according to the laws of Fargo, U.S.A. without regard to that body of law controlling conflicts of law. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. In the event of any dispute or claim arising out of this Agreement, the parties shall submit to arbitration with the American Arbitration Association in North Dakota County, Fargo, U.S.A. or other mutually agreeable arbitration service or location. This Agreement is written in English and the governing language shall be English. The use of the singular includes the plural and vice versa, as the context may require. The headings used in this Agreement are for convenience of reference only and shall not in any way affect the interpretation of the provisions of this Agreement. Shopnil-IT shall not be liable for any alleged loss or damages resulting from failure to perform due to acts of God, natural disasters, strike, shortages of labor, acts of civil or military authority, governmental priorities, fire, floods, epidemics, quarantine, energy crises, war, riots or interruption of Shopnil-IT’s production for reasons beyond Shopnil-IT’s reasonable control. Shopnil-IT LLC. may amend this Agreement at any time, and the terms that will govern Shopnil-IT’s service of a particular image are those in effect on the date You submit the image. No waiver will be implied from conduct or failure to enforce rights. If any part of this Agreement is found invalid or unenforceable, that part will be enforced to the maximum extent permitted by law and the remainder of this Agreement will remain in full force. In case of conflict between these Terms of Service and any other statement on Shopnil-IT’s website, these Terms of Service shall control. This Agreement represents the entire agreement between the parties relating to its subject matter and supersedes all other representations.