Term of use
Section 1 – Online Marketplace Terms
Section 2 - Accounts
In order to use certain features of the Site (e.g., to use the Services), you must create an account or log in using your Facebook account. If you use a 3rd party log in, you are responsible for maintaining the confidentiality of your Facebook account login information and are fully responsible for all activities that occur under your Account, including any transactions into which a person enters using your Facebook login.
Section 3 - Site
Subject to the terms of this Agreement, Twodde grants you a non-transferable, non-exclusive license to use the Site and Services for your personal, noncommercial use, unless you are a Brand, in which case you may also use the Services to sell your Products once you agree to the Twodde Partner Brands Terms of Service. The rights granted to you in this Agreement are subject to the following restrictions: (i) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or Services; (ii) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site or Services; (iii) you shall not access the Site or Services in order to build a similar or competitive service; and (iv) except as expressly stated herein, no part of the Site or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of this Agreement. All copyright and other proprietary notices on any Site or Services content must be retained. Twodde reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any part thereof with or without notice. You agree that TWODDE will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site or Services. Twodde will have no obligation to provide you with any support or maintenance in connection with the Site or Services. Excluding your Content (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and Services are owned by Twodde or Twodde’s licensors. The provision of the Site and Services does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. Twodde and its suppliers reserve all rights not granted in this Agreement.
Section 4 - Content
“Content” means any and all information and content that you submit via the Site or Services (e.g., content in a Buyer’s profile or postings or Product information posted by a Brand). You are solely responsible for your Content. You assume all risks associated with use of your Content. You represent and warrant that your Content does not violate the Acceptable Use Policy (defined below). You may not state or imply that your Content is in any way provided, sponsored or endorsed by Twodde. Because you alone are responsible for your Content (and not Twodde), you may expose yourself to liability if, for example, your Content violates the Acceptable Use Policy. Twodde is not obligated to backup any Content and Content may be deleted at any time. You are solely responsible for creating backup copies of your Content if you desire. You grant, and you represent and warrant that you have the right to grant, to Twodde an irrevocable, nonexclusive, royalty-free, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your Content, and to grant sublicenses of the foregoing, solely for the purposes of including your Content in the Site and Services. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your Content.
Section 5 - Accuracy, Completeness And Timeliness Of Information
We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk. This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
Section 6 - Modifications To The Service And Prices
Prices for our products are subject to change without notice. Twodde reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. Twodde shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
Section 7 - Acceptable Use Policy
The following sets forth Twodde’s “Acceptable Use Policy”: You agree not to use the Site or Services to collect, upload, transmit, display, or distribute any Content (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party. In addition, you agree not to use the Site or Services to: (i) engage in any deceptive, misleading, or unfair conduct, including failing to ship items as promised, or providing broke, damaged, defective, or misdescribed items, or otherwise deceiving or misleading another member; (ii) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data; (iii) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise, including making any offer for money or compensation via email; (iv) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (v) interfere with, disrupt, or create an undue burden on servers or networks connected to the Site or Services or violate the regulations, policies or procedures of such networks; (vi) attempt to gain unauthorized access to the Site or Services, other computer systems or networks connected to or used together with the Site or Services, through password mining or other means; (vii) harass or interfere with another user’s use and enjoyment of the Site or Services; or (viii) introduce software or automated agents or scripts to the Site or Services so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, or mine data from the Site or Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials). We reserve the right (but have no obligation) to review any Content, investigate, and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of this Agreement or otherwise create liability for us or any other person. If you provide Twodde any feedback or suggestions regarding the Site or Services (“Feedback”), you hereby assign to Twodde all rights in the Feedback and agree that Twodde shall have the right to use such Feedback and related information in any manner it deems appropriate. Twodde will treat any Feedback you provide to Twodde as non-confidential and non-proprietary. You agree that you will not submit to Twodde any information or ideas that you consider to be confidential or proprietary.
Section 8 - Accuracy Of Billing And Account Information
Twodde reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.
Section 9 - Third-party Links
Certain content, products and services available via our Service may include materials from third-parties. Third-party links on this site may direct you to third-party websites that are not affiliated with us. Twodde is not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties. Twodde is not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
Section 10 – Indemnification
You agree to indemnify, defend and hold harmless Twodde and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Site or Services, (b) your Content, (c) your violation of this Agreement; (d) your violation of applicable laws or regulations, or (e) your participation in any transaction. Twodde reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Twodde. Twodde will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Section 11 - Other Users
Because we do not control Content, you acknowledge and agree that we are not responsible for any Content and we make no guarantees regarding the accuracy, suitability, or quality of any Content, and we assume no responsibility for any Content. Your interactions with other persons that use the Site or Services (each a “User”) are solely between you and such User. You agree that TWODDE will not be responsible for any loss or damage incurred as the result of any such interactions, including in connection with any transaction. If there is a dispute between you and any other User, we are under no obligation to become involved. You hereby release and forever discharge Twodde (and its officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions or exchange of goods with, or act or omission of, other Site or Service users or your participation in any transaction, including any claim for personal injury, property damage, or death. If you are a California resident, you hereby waive California Civil Code section 1542 in connection with the foregoing, which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR”
Section 12 - Errors, Inaccuracies And Omissions
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.
Section 13 – Disclaimer Of Warranties; Limitation Of Liability
Twodde do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free. The site and services are provided “as-is” and “as available” and we (and our suppliers “Brands”) expressly disclaim any warranties and conditions of any kind, whether express or implied, including the warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. we make no warranty that the site or services: (i) will meet your requirements; (ii) will be available on an uninterrupted, timely, secure, or error-free basis; or (iii) will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe. Further, you acknowledge and agree that the site merely provides a neutral network through which users can interact. As such, you agree that twodde has absolutely no responsibility or liability for any transactions. In addition, you acknowledge that as with all transactions, if you are a buyer you are solely responsible for inspecting all goods and products before using them and you assume all risk of use. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. Each user enters into a transaction at his or her own risk and forever waives, discharges, and releases company from any claim related to or arising out of any transaction. In no event shall Twodde, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable to you for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility of such damages. Access to, and use of, the site and services are at your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data resulting therefrom. Notwithstanding anything to the contrary contained herein, our liability to you for any damages arising from or related to this agreement (for any cause whatsoever and regardless of the form of the action), will at all times be limited to fifty cad dollars (CAD$50). The existence of more than one claim will not enlarge this limit. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
Section 14 - Term And Termination
Subject to this Section, this Agreement will remain in full force and effect while you use the Site or Services. We may (a) suspend your rights to use the Site and/or Services (including your Twodde Account) or (b) terminate this Agreement, at any time for any reason at our sole discretion, including for any use of the Site or Services in violation of this Agreement. Upon termination of this Agreement, your Twodde Account and right to access and use the Site and Services will terminate immediately.
Section 15 - Prohibited Uses
Section 16 - Governing Law
These Terms of Service and any separate agreements whereby we provide you shall be governed by and construed in accordance with the laws of Twodde Marketplace, Inc. 308-1330 Marine Drive, North Vancouver, BC, V&P 1T4, Canada
Section 18 - Dispute Resolution
If a dispute arises between you and Twodde, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Twodde agree that we will resolve any claim or controversy at law or equity that arises out of these Terms or our services in accordance with one of the subsections below or as we and you otherwise agree in writing. Before resorting to these alternatives, we strongly encourage you to first contact us directly at email@example.com to seek a resolution. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation. You agree that any claim or dispute you may have against Twodde must be resolved exclusively by a state or federal court located in British Columbia, Canada, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You agree to submit to the personal jurisdiction of the courts located within British Columbia, Canada for the purpose of litigating all such claims or disputes. For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost-effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (i) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (ii) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (iii) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. All claims you bring against Twodde must be resolved in accordance with this Legal Disputes Section. All claims filed or brought contrary to the Legal Disputes Section shall be considered improperly filed. Should you file a claim contrary to the Legal Disputes Section, Twodde may recover attorneys’ fees and costs up to CAD$1000, provided that Twodde has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.
Section 19 – Entire Agreement
This Agreement constitutes the entire agreement between you and us regarding the use of the Site and Services. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word including means including without limitation. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Twodde’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of this Agreement shall be binding upon assignees. Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
Section 20 - Contact Information