Terms of Service

1. The agreement

These Terms of Service ("Terms") are an agreement between you, the Shopify merchant who installs or uses Lokally - Regional Engine ("you"), and Nocodelane, a business based in Kolkata, West Bengal, India ("we", "us", "our").

By installing, accessing or using the App you accept these Terms, our Privacy Policy and our Data Processing Addendum, which form part of these Terms. If you accept on behalf of a business, you confirm you are authorised to bind it. If you do not agree, do not install or use the App.

2. The App

Lokally lets you set prices, payment rules, storefront content and rewards that differ by region, using PIN codes, in your Shopify store. The features available are those shown in the App at the time you use it. We may add, change or remove features, and will give reasonable notice before removing a feature that is a core part of your paid plan.

Features marked as beta or preview are provided for testing, may change or be withdrawn at any time, and are provided without any warranty.

3. How regional pricing and payment rules work

You understand and agree that:

• Regional prices are applied at checkout as Shopify discounts, calculated by a Shopify Function. The App can only lower a price, never raise it above the product's price in Shopify.
• At checkout, the price and payment options follow the delivery PIN code the shopper enters, which may be in a different region from the one they chose on your storefront. The price shown on your storefront is a preview; the checkout price is final.
• The storefront display depends on your theme and on the App's theme app embed being turned on. Some themes, other apps, accelerated checkouts or Shopify features may not show or apply regional prices or rules as expected. You should check your store before and after publishing changes.
• Shopify decides which checkout features are available to your store and plan (for example, some checkout messages appear only on Shopify Plus), and may change them.
• Figures the App shows, such as analytics and estimates of possible lost sales, are estimates and not guarantees.

4. Who can use the App

• You must have a Shopify store and use the App for business purposes, not as a consumer.
• You must be at least 18 and able to enter into a binding contract.
• You must comply with Shopify's terms and policies.

5. Your responsibilities

You are responsible for:

• Your prices and offers. Setting up regions, prices, payment rules, rewards and content correctly, and making sure the prices, discounts and offers shown to shoppers are accurate and lawful where you sell, including consumer protection, price display, maximum retail price, anti-discrimination and tax rules.
• Orders placed at the prices your rules produce. Including orders placed while a rule was misconfigured, or before or after a change took effect.
• Rewards and discounts. Honouring the rewards and discount codes your rules issue, and any cost of them.
• Emails to your customers. Reward emails are sent on your behalf and under your name. You must have a lawful basis to send them and must meet any rules on marketing emails, consent and unsubscribing that apply to you.
• Your store's privacy notice. Telling your shoppers how their data is used, including by the App as described in our Privacy Policy, and obtaining any consent the law requires (for example for the App's functional cookie and browser storage).
• Your account. Keeping your Shopify admin secure, and telling us at support@getlokally.com if you believe someone has used the App through your store without permission.

6. Plans, billing and free trial

• Paid plans are billed by Shopify through the Shopify Billing API and appear on your Shopify invoice. Shopify's terms apply to billing and payment. We do not receive or store your payment details.
• The current plans and prices are shown in the App and on our Shopify App Store listing.
• Your first subscription includes a free trial of the length shown when you subscribe (currently 7 days). If you don't cancel before the trial ends, your subscription starts and renews automatically each billing period until you cancel.
• Shopify development stores can use the App without being charged.
• We may change prices. We will tell you at least 30 days before a price change applies to your subscription; if you don't agree, you can cancel before then.
• Prices exclude taxes. Where taxes apply, Shopify collects them as part of your bill.

7. Cancellation and refunds

• You can cancel at any time in the App (Settings, then Plan and billing) or by uninstalling the App.
• When you cancel, your paid features stop straight away. Your settings are kept while the App stays installed, so you can subscribe again.
• Fees are non-refundable. We do not give refunds or credits for partial billing periods, unused time, downgrades or periods in which you did not use the App, except where the law requires it. The free trial lets you try the App before you pay.
• Billing disputes and chargebacks are handled through Shopify. Please contact us first at support@getlokally.com so we can help.

8. Acceptable use

You must not use the App to:

• break any law or anyone's rights, or show false, misleading or deceptive prices or offers;
• discriminate against shoppers in a way the law prohibits;
• get around Shopify's terms, policies or technical limits;
• access, interfere with, or test the security of the App, its servers or other merchants' data without our written permission;
• copy, reverse-engineer, resell or sublicense the App, except as the law allows;
• send unlawful or unsolicited messages, or upload malicious code; or
• overload the App, for example with automated requests.

9. Intellectual property

Ours

The App, its software, design and content belong to us or our licensors. We give you a limited, non-exclusive, non-transferable, revocable licence to use the App for your Shopify store while these Terms apply.

Yours

You own your store content and the rules and settings you create. You give us permission to host and process them only to provide and support the App.

Feedback

If you send us ideas or feedback, we may use them freely, without payment or obligation to you.

10. Data protection

We handle personal data as described in our Privacy Policy. For personal data about your shoppers and customers, you are the controller and we are your processor, and our Data Processing Addendum applies.

11. Shopify and other services

The App depends on Shopify and on other providers listed in our Privacy Policy. We are not responsible for their services, availability or changes, including changes Shopify makes to its platform, APIs, checkout or policies that affect how the App works. If such a change means we can no longer provide a feature, we may change or remove it. Other apps and themes in your store may conflict with the App; we will help where we reasonably can but cannot guarantee compatibility.

12. Availability and support

We aim to keep the App available and working but do not promise uninterrupted or error-free service. We may carry out maintenance, which may briefly affect the App. We offer support by email at support@getlokally.com and through the in-app chat, and will respond as soon as we reasonably can.

13. Disclaimers

TO THE EXTENT THE LAW ALLOWS, THE APP IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-INFRINGEMENT.

We do not guarantee any result from using the App, such as more sales, conversions or margin. Nothing in the App or on our website is legal, tax or financial advice.

14. Limitation of liability

TO THE EXTENT THE LAW ALLOWS, WE ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE LOSS, OR FOR ANY LOSS OF PROFITS, REVENUE, SALES, GOODWILL OR DATA, OR FOR THE COST OF ORDERS, DISCOUNTS OR REWARDS PRODUCED BY YOUR CONFIGURATION, HOWEVER CAUSED, EVEN IF WE WERE TOLD IT WAS POSSIBLE.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE APP OR THESE TERMS IS LIMITED TO THE GREATER OF (A) THE FEES YOU PAID US FOR THE APP IN THE 3 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, AND (B) USD 50.

Nothing in these Terms limits liability that cannot be limited by law, such as liability for fraud.

15. Indemnity

You will defend and compensate us against claims, losses and reasonable costs (including legal fees) arising from: your use of the App; your prices, offers, rewards, payment rules and content; emails sent to your customers on your behalf; claims by your shoppers or customers; your breach of these Terms; or your breach of any law, including data protection law.

16. Suspension and termination

You may stop using the App at any time by uninstalling it. We may suspend or end your access, with notice where reasonable, if you breach these Terms, if Shopify suspends your store or our access to it, if the law requires it, or if your use puts the App, other merchants or shoppers at risk. We may also stop offering the App with at least 30 days' notice.

When these Terms end, your licence ends and we delete your data as described in our Privacy Policy. Sections on how pricing works, fees and refunds, intellectual property, disclaimers, limitation of liability, indemnity, disputes and general terms continue to apply.

17. Changes to these Terms

We may update these Terms. The date at the top shows the latest version. For material changes we will tell you by email or in the App at least 14 days before they take effect. If you keep using the App after that, you accept the updated Terms; if you don't agree, uninstall the App before then.

18. Governing law and disputes

These Terms are governed by the laws of India.

If a dispute arises, we will first try to settle it in good faith: email us at support@getlokally.com with the details. If it is not resolved within 30 days, it will be finally settled by arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by agreement of both parties or, failing agreement, as that Act provides. The seat and venue of arbitration is Kolkata, India, and the proceedings will be in English.

Subject to the arbitration clause, the courts at Kolkata, India have exclusive jurisdiction, including for urgent interim relief.

19. General

• These Terms, the Privacy Policy and the Data Processing Addendum are the whole agreement between us about the App.
• If a court or arbitrator finds part of these Terms unenforceable, the rest still applies.
• If we don't enforce a right straight away, we can still enforce it later.
• You may not transfer these Terms without our consent. We may transfer them to a successor to our business, including a company or LLP we form to run the App, and will tell you if we do.
• Neither of us is responsible for delays or failures caused by events beyond reasonable control, such as outages of Shopify or our providers, natural disasters or government action.
• We may send notices to your store's contact email or show them in the App. Send notices to us at support@getlokally.com.
• We are independent parties; these Terms do not create a partnership, agency or employment relationship.
• Shopify is not a party to these Terms and is not responsible for the App. Your use of Shopify is covered by Shopify's own terms.

20. Contact