Subscription Agreement

(Hereinafter referred to the “Subscriber”)

The subscriber has subscribed to the Shopward platform, owned by Shopward for Advertising and Publishing W.L.L. / Mohamed Al-Ansari and Partner W.L.L (hereinafter referred to as “the Platform” and/or “the Company”), with commercial registration number 436835 and located in Kuwait City – Murqab – Block 3 – Plot 41000 – Soor Street – Al-Tijaria Tower – Floor 2 – Commercial Office, Unit A3, by subscribing to one of the retail packages or appointment booking and scheduling packages offered on the Platform. The Subscriber acknowledges that they have reviewed and agreed to the terms and conditions listed on the Platform, the privacy policy, the terms of third-party services as well as the terms and conditions of Tap Payments and its privacy policy, and explicitly undertakes to comply with the terms set forth in this Agreement without violation.

Validity of the Agreement

The preamble above, the general terms and conditions listed on the Platform, the terms of third-party services and their privacy policies, as well as the terms and conditions of Tap Payments and its privacy policy, constitute an integral and complementary part of this Agreement and provide interpretation thereof. The Subscriber undertakes to comply with the terms and conditions of third-party services in the event they choose, for example, to subscribe to the delivery and storage services provided by Shopward through a third party.

Selected Package, Duration, and Subscription Fee

The Subscriber acknowledges choosing the package …………………. retail / appointment booking and scheduling packages ………………..level,……………………………….. under the ………. monthly/annual …….. system, renewable at the Subscriber’s request, with the features displayed on the Platform and subject to the terms and conditions, in return for a fee of ………. KD, to be paid in full by the Subscriber to the Shopward Platform upon contracting, via the payment gateway available on the Shopward for Advertising and Publishing W.L.L. platform.

General Rules

The e-store will be provided to the Subscriber within a maximum of 10 business days following the payment of the subscription fee. The Subscriber acknowledges that the receipt of the e-store does not imply its readiness for launch and publication, as the e-store will only be activated once we approve the documents that are required to be submitted by the Subscriber. It is therefore recommended that the documents be submitted within 10 business days following the payment of the package fee, including but not limited to:
1. Memorandum of Association (MOA) and all amendments to it
2. A valid commercial license from the Ministry of Commerce
3. A new Commercial register extract (Mostakhraj)
4. A valid signature authorization certificate
5. A copy of the civil ID of the company’s legal representative (both sides) who owns over 25% of the company shares.
6. An IBAN certificate for the company’s bank account from the bank
7. Business Logo

Shopward reserves the absolute right, for any reason, to reject the creation or activation of the Subscriber’s e-store or to reject any documents submitted by the Subscriber without providing justification.
If the Subscriber fails to submit the required documents within 10 business days from the date of payment of the subscription fee, the e-store will be delivered in a state that cannot be launched, published, or activated. The Subscriber will not be entitled to cancel the subscription or request a refund of the subscription fee after the 10 business days have passed.
The Subscriber acknowledges that, upon Shopward’s approval to create and activate the e-store, an email will be sent from the Company to the Subscriber confirming the approval, along with a printable copy of this Agreement filled by Shopward with the the Subscriber’s information based on the submitted documents and the selected package. The Agreement will be effective from the date the e-store is delivered to the Subscriber.
If the Subscriber fails to submit the required documents after paying the subscription fee, or if Shopward rejects the documents, this Agreement shall be automatically void and shall have no legal effect.
Shopward management reserves the right to request documents related to the e-store from the Subscriber at any time during the subscription period to review the documents and their validity, without any obligation to do so.
The subscription term shall commence from the date the e-store is delivered to the Subscriber, provided that Shopward has sent an email approving the creation of the e-store to the Subscriber. Shopward shall not be liable for any delays caused by the Subscriber that result in delays in the delivery or launch of the e-store.

Usage Rules

The Subscriber undertakes to use the e-store securely and properly, and to refrain from using it in any illegal, fraudulent, or harmful manner. The Subscriber also agrees not to circumvent or bypass any measures designed to restrict access to the e-store or use any viruses, malicious software, or similar programs that may affect the performance or integrity of the e-store.
The Subscriber is prohibited from reselling or renting their subscription or e-store to any third party in any form. The Subscriber is also prohibited from sublicensing the e-store or transferring any related rights to any other party without the prior written consent of Shopward. The Subscriber agrees that they are the sole licensee of the subscription and e-store and will bear full legal responsibility for its use.
The Subscriber agrees to use the account created for them by Shopward with Tap Payments as the payment gateway for their e-store created by Shopward. The created account cannot be replaced by another account with Tap Payments, even if the Subscriber already has an account with Tap Payments, nor can the payment gateway be replaced to another company/payment gateway without the prior written consent of Shopward. The Subscriber also agrees to the terms and conditions of Tap Payments, its services, and the applicable banking fees and payment gateway commission agreed upon between Tap Payments and Shopward. You can view Tap Paymemt’s T&C through this link (https://www.tap.company/en-kw/terms-and-conditions).
The Subscriber has the right to add additional features to their selected package for an additional fee, according to the available or applicable features.
If the Subscriber wishes to request modifications or additions to the e-store, this will incur additional fees based on the available or applicable features. The Subscriber must contact Shopward by opening a ticket using the sustem or sending an email to support@shopward.io. Any requests or communications outside these channels will not be considered official or binding for Shopward to respond to.
The Subscriber is prohibited from adding any links or hyperlinks that direct e-store users to another website under any circumstances, including but not limited to (links directing to websites developed or programmed by any company other than Shopward), unless explicit prior consent is obtained from Shopward’s management. Shopward reserves the right to remove and cancel the link if discovered without referring back to the Subscriber.
The Subscriber acknowledges and agrees not to publish any images or engage in any activity that violates the law, public order, or is prohibited by Shopward’s platform management, including but not limited to (any content related to sexual matters, pornography, sale of tobacco products or similar smoking accessories, sale of alcohol, or any infringement of intellectual property rights, including trademarks and copyrights of any third party).
In accordance with the commercial laws in Kuwait, specifically Commercial Law No. 68 of 1980 and Law No. 111 of 2013 regarding the regulation of commercial licenses, the Subscriber is prohibited from selling products or services without a commercial license or in violation of or unrelated to the license or business activity registered during the subscription process. The Subscriber will bear full responsibility for any violations and any legal costs incurred, if applicable.
If the Subscriber wishes to renew the subscription, they must pay the subscription fee before the current subscription expires and within the reminder period provided by Shopward.
Shopward shall take all necessary actions and legal measures in the event of a breach of any provision of this Agreement, including the right to close the e-store, especially if it is discovered that the Subscriber is using the e-store in violation of the law or public order, or is engaging in activities prohibited by Shopward, as mentioned earlier, or operating outside the scope of the e-store’s commercial license.
Shopward acknowledges that the content, data, and information added by the e-store owner to the e-store are owned by the Subscriber, along with the data of the e-store users.

Subscription Cancellation and Refund Policy

In the event of non-renewal of the subscription for any reason, this agreement will automatically become void and have no legal effect.
If the Subscriber wishes to cancel or not renew the subscription for any reason, they must send an email to Shopward at Support@shopward.io or submit a request through the ticketing system on the platform at least 15 days before the expiration of the current subscription.
Under no circumstances shall the Subscriber be entitled to request a refund of all or part of the subscription fee after 10 business days from the payment date for the selected package, including but not limited to (cancellation of subscription, refusal to create the e-store after 10 days of payment, or non-use of the e-store).
If the subscriber wishes to terminate or cancel their subscription to any selected package, or if the creation of the e-store or the submitted documents are rejected by Shopward within 10 business days from the payment date for the selected package, this agreement shall be deemed null and void without any legal effect. In such cases, the subscriber is entitled to request a refund of up to 80% of the paid package value. The refunded amount will be transferred to the subscriber’s bank account.
In the event of termination or expiration of the Subscriber’s subscription with Shopward, the subscriber will be denied access to their e-store. Shopward will provide the subscriber with a copy of all product and order details, from the start of the subscription until its end, in an Excel file. This will include customer information such as accounts, addresses, and other data retained in the system. All such data will be deleted from Shopward’s systems one month after the subscription ends.If the subscriber wishes to return and purchase a new package, the previous e-store cannot be restored, and a new e-store will be created.
A payment link to renew the subscription will be sent via email immediately after the subscription period ends. If the Subscriber fails to pay within the specified timeframe, the following actions will be taken:

Firstly: A reminder email will be sent 3 days after sending the payment link.

Secondly:A warning email will be sent notifying the Subscriber of service suspension 7 days after sending the payment link if payment has not been made.

Thirdly: If the subscription is not renewed and the payment link is not paid after 10 days of sending the payment link, service will be suspended, and the Subscriber will be blocked from accessing their e-store control panel.

Finally: If the subscription is not renewed within two days of service suspension, the service will be permanently suspended, and all data will be erased. The Subscriber will not be able to request a package renewal.

If the Subscriber breaches any term of this agreement, particularly in cases involving violations of third-party intellectual property rights, they will be given a two-day notice to rectify the situation. If the Subscriber refuses or fails to cooperate, access to the e-store will be blocked, and the subscription will be terminated without the right to claim any compensation for the closure of the e-store.

Disclaimer of Liability

The Subscriber acknowledges that the platform is not legally or contractually responsible for any violation or infringement on their part of any legal or contractual obligation or intellectual property rights. The Subscriber agrees to indemnify the platform against any claims from third parties, bearing all expenses and fees, including actual legal fees.
The Subscriber acknowledges and undertakes that Shopward provides only the e-store with the features specified in the selected package and is not responsible for launching, preparing the e-store for public use, or marketing it. Shopward is not responsible for any profit or loss of the e-store.
Shopward is not responsible for the products or services marketed by the subscriber and bears no liability if the subscriber infringes upon the intellectual property rights of any third party or mistakenly claims ownership of such rights. The subscriber shall indemnify Shopward for any expenses incurred due to legal actions arising from such violations, including actual attorney’s fees
Shopward or any of its affiliates shall not be liable for any damages or losses that may result from or relate to the use of the platform or the e-store, including, but not limited to, viruses or other malicious software that may be encountered through accessing or linking to the platform or its services.
The Subscriber acknowledges that Shopward is not responsible for any transactions, sales, or purchases made between the Subscriber and any user of the e-store. All commercial or contractual transactions occur directly between the involved parties, without any intervention or liability from the company.
In case the Subscriber delays renewing their subscription package after its expiration, they are not entitled to request compensation or reimbursements from Shopward for any losses or damages resulting from the failure to renew the subscription. The Subscriber is fully responsible for any negative consequences that arise from their delay in renewing the subscription, including, but not limited to, loss of access to services or products related to the subscription or any other consequences arising from the failure to renew the subscription on time.

Force Majeure

In the event of any force majeure or exceptional circumstances, for example, but not limited to (natural disasters, earthquakes, fire, wars, labor strikes, epidemics…etc.) and either party doesn’t have the ability or control over it or to take measures and procedures to ensure the continued implementation of the agreement obligations, and these circumstances lasted for more than 30 days, the affected party is required to notify the other party within a period of 30 days in writing, whether by e-mail or by registered mail or any other means traditional or electronic means of communication in these circumstances and the consequences thereof, and neither party shall be responsible, civil or contractual, towards the other party, and either party shall have the right to terminate this agreement without compensation, rights, or legal or contractual claims according to the aforementioned circumstances.

Law and jurisdiction

This Agreement is subject to and interpreted in accordance with Kuwaiti laws, and Kuwaiti courts shall have exclusive jurisdiction to settle any disputes arising out of the Agreement.

Correspondents and addresses

The e-store owner acknowledges that the address listed at the beginning of this agreement is correct and serves as the legal domicile for all notices and communications directed, whether in writing or via email, and such notices will be legally binding. If there is a change in this address, the e-store owner is obligated to notify Shopward by sending an email. Shopward is similarly obliged to notify the Subscriber if any of its contact details change, as stated in the terms and conditions.

Agreement Copies

This agreement has been drafted in accordance with the provisions of Law No. 20/2014 regarding electronic transactions, and it has been archived by Shopward for Advertising and Publishing W.L.L. and an electronic copy will be sent to the Subscriber via email.