Last modified: 03 April 2013
1. Governing Agreement
The Company reserves the right to modify or take down all or any portion of the Website, or modify or terminate the Services in whole or in part, for any reason, without notice, at any time.
4. Marketplace Venue
Although the Company may be commonly referred to as an online marketplace, it is not a traditional "retailer." Instead, the Company acts as a venue to allow users who comply with the Company's policies to offer, sell and buy certain goods. Note that the Company is not involved in the actual transaction between buyers and sellers and does not transfer legal ownership of items from the sellers to buyers, does not pre-screen users or the content or information provided by users, and has no control over the ability of sellers to sell items or the ability of buyers to pay for items. the Company cannot ensure that a buyer or seller will actually complete a transaction. Further, the Company has no control over the quality, safety, morality or legality of any aspect of the items listed, or the truth or accuracy of the listings. In addition, the Company assumes no responsibility for a seller or buyer’s compliance with applicable laws, rules or regulations, including those related to food safety and health.
The Company cannot guarantee the true identity, age, sex, or nationality of a user. As a result, the Company encourages you to communicate directly with potential transaction partners through the tools available on the Website. Please use caution, common sense, and practice safe buying and selling when using the Website and the Services. You may also wish to consider using a third-party escrow service or services that provide additional user verification.
You agree that the Company is a venue and as such is not responsible or liable for any content, for example, data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links posted by you, other users, or outside parties on the Website. You agree that you use The Farmbell Website and Services at your own risk.
5. Membership Eligibility
A. Equipment and Connectivity
You must provide all equipment and software necessary to connect to the Website, including, but not limited to, a mobile device that is suitable to connect with and use the Website, in cases where the Company offers a mobile component.
You are responsible for any fees, including without limitation, internet connection or mobile fees that you incur when accessing the Website or using the Services.
B. Complete and Accurate Information
If you do not meet all of the foregoing requirements, you must not access or use the Website.
D. Compliance with Laws and The Website Rules
E. Refusal and Revocation
The Company reserves the right to control the access of users to the Website and the Services. The Company may, in its sole discretion, refuse to offer access to or use of the Website or any Services to any person or entity, limit or prohibit use by registered users, and change its eligibility requirements at any time. This provision is void where prohibited by law and the right to access the Website and use the Services is revoked in such jurisdictions.
6. Seller Qualifications, Obligations and Guidelines
A. No Resale
Reselling is not permitted on the Website. For the growers and ranchers this should be self explanatory, but if you offer any value-added farm items (i.e., jam, pesto, sausage) it should be well-labeled and the main ingredient should be from your own farm. If you are a fisherman, you are local to your port but may offer drop points anywhere you are willing to drive. If you are selling prepared foods, they are local to your kitchen (or a licensed/commercial kitchen where you participate in preparation of the food items). Your products must be well-labeled and we ask that you source local ingredients whenever possible.
B. Permits and Compliance
You are solely responsible for obtaining and maintaining (at your sole expense) any required licenses and permits, and warrant and represent to the Company that at the time you sell any items using this Website, you possess all valid permits and licenses required by any applicable government agency or regulatory authority, and that any items offered by you for sale via this Website comply with all applicable laws, regulations and ordinances, including without limitation, food, health and safety requirements. the Company does not inspect, pre-qualify, or monitor the suitability or safety of any product offered for sale.
Each seller should have, maintain and publish written shop policies regarding sales and purchases. A seller must abide by all of the Company's policies and the seller's own individual shop policies and sell the item as described. Likewise, a seller must abide by the seller's own individual policies when dealing other issues, for example, issues of damage and returns.
C. Our Fees Policy
Joining and setting up a shop on the Website is easy and free. The Company doesn’t charge you for listing an item for sale. The Company only makes money if you do. We charge 12.9% of the sale price (per transaction) when the item sells. There are no hidden or other fees. (Of course, sellers will also pay any charges imposed by the payment facilitator, and will be responsible for any taxes (income, excise, value added, sales, etc.) imposed or arising as a result of their sale.)
Changes to the Company Fees Policy and the fees for our Services are effective after we provide you with at least fourteen (14) days prior notice of the changes by posting the changes on the Website. Note that the Company may choose to temporarily change its Fees Policy and the fees for the Company’s Services for promotional events (for example, free listing days) and such changes are effective when the Company posts the temporary promotional event on the Website. We may, at our sole discretion, change some or all of our Services at any time. In the event we introduce a new Service, the fees for that Service are effective at the launch of the Service. Unless otherwise stated, all fees are quoted in U.S. Dollars (USD).
Unless granted an exception in writing signed by the President of the Company, we require all seller accounts to provide a credit or debit card for the purposes of verification of their identity, and for payment of fees and services rendered.
You are responsible for paying all fees associated with using the Website and Services and all applicable taxes. If a seller owes more than $3.00 USD in fees at the beginning of the month, they are emailed an invoice detailing the amount due. Payment for the amount due must be made in full within thirty (30) days of the date on the invoice.
D. Listing Description
You must be legally able to sell the item(s) you list for sale on the Website. You must describe your item and all terms of sale on the listing page of the Website. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that item. All listed items must be listed in an appropriate category. Each listing must accurately and completely describe the item/items for sale in that listing. If the "in stock" quantity is more than one, all items in that listing must be identical. Each unique item must have its own listing.
E. Binding Sale
All sales are binding. If you, as a seller, receive a purchase request (order) you are obligated to complete the transaction with the buyer in a prompt manner, unless there is an exceptional circumstance, such as: (a) the buyer fails to meet the terms of your listing (such as payment method), or (b) you cannot authenticate the buyer's identity.
The price stated in each item description must be an accurate representation of the sale. Manipulation refers to activities whereby the price no longer accurately represents the monetary value of the transaction. For example manipulative activities include, but are not limited to, intentionally stating one price in the item description but charging a higher price to the buyer, altering the item's price prior to a sale for the purpose of avoiding the Website transaction fees, and hacking into another's account and altering prices. Neither buyer nor seller, may manipulate the price of any item for any reason.
7. Purchasing / Buyer Obligations and Guidelines
A. Payment Terms
A buyer is obligated to immediately pay in full by credit card using the Company’s designated Payment Processor (see below) by clicking the "Buy Now" button during checkout.
Funds paid by a buyer are held for seven days prior to being transferred to the seller’s account. In the case of a buyer complaint, the Company reserves the right to hold all funds related to the disputed sale in escrow until the matter is resolved to the satisfaction of the parties. The Company may, in its sole discretion, tender any escrowed amounts to a court of competent jurisdiction. In no event will the Company have any liability to any party for refusal to disburse funds during the pendency of any dispute, or for electing to tender any disputed funds to a court of competent jurisdiction.
It is the buyer’s responsibility to pick up or arrange for transportation of the items they have purchased. The Company and our sellers take no responsibility for items not timely picked up.
B. Payment Services
8. Accessing the Website and Account Security
A. Our Right to Modify or Discontinue Access
We reserve the right to withdraw or amend this Website, and discontinue or modify any Service we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website or the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
You are responsible for:
Making all arrangements necessary for you to have access to the Website.
B. Account Security
If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
9. Intellectual Property Rights
A. Ownership of Intellectual Property Rights
Unless otherwise expressly noted, the Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the compilation (meaning the design, selection, collection, arrangement, and assembly thereof), is the exclusive property of the Company, and are owned, controlled or licensed by the Company, one of its affiliates, third parties who have licensed their materials to the Company, or other providers of such material, and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
The Company and its suppliers and licensors expressly reserve all intellectual property rights in all text, programs, products, processes, technology, content and other materials which appear on this Website. Access to this Website does not confer and shall not be considered as conferring upon anyone any license under any of the Company's or any third party's intellectual property rights.
B. Implications of Intellectual Property Rights on Your Usage of Website and Services
- Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
- You may store files that are automatically cached by your Web browser for display enhancement purposes.
- You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication or distribution.
- If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
- If we provide social media features with certain content, you may take such actions as are enabled by such features.
You must not:
- Modify copies of any materials from this site.
- Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
- Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site.
- If you wish to make any use of material on the Website other than that set out in this section, please address your request to: email@example.com.
C. Copyright Infringement
If you believe that any user Content violates your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement in compliance with the Digital Millennium Copyright Act (DMCA). It is the policy of the Company to terminate the user accounts of repeat infringers.
The Company name, the term The Farmbell, the Company logo and all related names, logos, product and service names, designs and slogans are trademarks or service marks of the The Farmbell LLC or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans, and other marks on this Website are the trademarks and property of their respective owners. No trademark or service mark license is granted in connection with the materials contained on this Website. Access to this Website does not authorize anyone to use any name, logo or mark in any manner.
E. Idea Submissions
The Company does not accept ideas, concepts, or techniques for new services or products through its Website. We consider any unsolicited suggestions, ideas, proposals or other material submitted to it by users via the Website or otherwise (other than the Content and the tangible items sold on the Website by users) (collectively, the "Material") to be non-confidential and non-proprietary, and the Company will be deemed free to use, disclose, communicate and exploit such Material in any manner it chooses, and the Company shall not be liable for the disclosure or use of such Material. If, at the Company’s request, any member sends Material to improve the site (for example, to customer support), the Company will also consider that Material to be non-confidential and non-proprietary and we will not be liable for use or disclosure of the Material. Any communication by you to the Company is subject to this Agreement. You hereby grant and agree to grant the Company, under all of your rights in the Material, a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish, reproduce, create derivative works from, and exploit such Material for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the API, documentation, or any product or service, without compensation or accounting to you and without further recourse by you.
We have made every effort to display the colors of our products that appear on the Website as accurately as possible. However, as the actual colors you see will depend on your monitor, we cannot guarantee that your monitor's display of any color will be accurate.
G. Changes to the Website
The information, products and services contained or referred to on this web site may change or be updated without notice. We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.
9. Usage Guidelines
A. Your Content
You represent and warrant that:
- You own or control all rights in and to the Content and have the right to grant the license granted above to the Company and the other Licensees.
- You understand and agree that you are solely responsible for any Content you submit or contribute, and you, not the Company, have full responsibility for such Content, including its legality, reliability, accuracy and appropriateness. The Company is not responsible, or liable to any third party, for the content or accuracy of any Content posted by you or any other user of the Website.
B. Content Standards and Restricted Activities
You are solely responsible for your activities and conduct on and involving the Website or the Services and the Content you submit, post and display on the Website. These Content Standards apply to any and all user Content and the use of the Services. User Content must in its entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, your Content and your use of the Website and Services shall not:
- Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
- Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- Infringe any patent, trademark, trade secret, copyright, or other proprietary or intellectual property rights, or rights of publicity or privacy, or other rights, of any other person.
- Violate any applicable law, statute, ordinance or regulation (including, but not limited to, those governing export control, food, health and safety, consumer protection, unfair competition, anti-discrimination or false advertising); the Company also does not permit the listing of items that have been identified by the U.S. Department of Agriculture as unsafe, adulterated or otherwise unsalable, or by the U.S. Consumer Products Safety Commission (CPSC) as hazardous to consumers and therefore subject to a recall;
- Be false, inaccurate or misleading, or otherwise likely to deceive any person.
- Promote any illegal activity, or advocate, promote or assist any unlawful act.
- Be defamatory, trade libelous, unlawfully threatening, unlawfully harassing, impersonate or intimidate any person (including the Company’s staff or other users), or otherwise cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
- Impersonate any person, or misrepresent your identity or affiliation with any person or organization, through for example, the use of similar email address, nicknames, or creation of false account(s) or any other method or device.
Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
- Modify, adapt or hack the Website or modify another website so as to falsely imply that it is associated with the Website or the Company or otherwise give the impression that it emanates from or is endorsed by us or any other person or entity, if this is not the case.
- Create or appear to create liability for the Company or cause us to lose (in whole or in part) the services of our ISPs or other suppliers
- Contain or transmit any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer code or programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, device, data or personal information.
- Host images not part of a listing;
- Link directly or indirectly to or include descriptions of goods or services that:
- Are identical to other items you have for sale but are priced lower,
- Are concurrently listed for sale on a website other than the Website (this does not prevent linking to or advertising an item from another website on the Website), or
- You do not have the right to link to or include.
C. Third Party Content; Identity Verification
You understand that the Company, including this Website and the Services, acts only as a marketing platform and technical interface between users and that the Company has the right, but not the obligation, to verify the qualifications of users, but because user verification on the Internet is difficult, we cannot and do not generally confirm each user's purported identity or qualifications, nor do we evaluate or control in any ongoing manner the Content posted by, or exchanges between, users. Any opinions or statements expressed by a user are of those of the user alone, and are not to be attributed to the Company. The Company cannot and does not assume responsibility for the accuracy, completeness, safety, reliability, timeliness, innocuousness, legality or applicability of anything said, written, posted, displayed or otherwise made available by any user.
You understand that you may be exposed to content that you find offensive or harmful to you, or inaccurate or deceptive, and that you use the Website and Services at your own risk.
Please use caution, common sense, and practice safe trading when using the Website and the Services. Please note that there are also risks of dealing with underage persons or people acting under false pretenses. Additionally, there may also be risks dealing with international trade and foreign nationals. By using our Website and Services, you agree to accept such risks and that the Company (and our officers, directors, agents, subsidiaries, joint venturers and employees) is not responsible for any and all acts or omissions of users on the Website or in relation to the Services.
D. Monitoring and Enforcement; Termination
We have the right to:
- Remove or refuse to post any user Content for any or no reason in our sole discretion.
- Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
E. Linking to the Website and Social Media Features
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our prior express written consent.
This Website may provide certain social media features that enable you to:
- Link from your own or certain third-party websites to certain content on this Website.
- Send e-mails or other communications with certain content, or links to certain content, on this Website.
- Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
- Establish a link from any website that is not owned by you.
- Cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, on any other site.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
F. Links from the Website
The Company is not responsible for the availability of outside websites or resources linked to or referenced on the Website. We do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resources. If you decide to access any of the third party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
G. Access and Interference
The Website may contain robot exclusion headers. Much of the information on the Website is updated on a real time basis and is proprietary or is licensed to the Company by our users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access the Website for any purpose without our prior express written permission.
Additionally, you agree that you will not:
- Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
- Copy, reproduce, modify, create derivative works from, distribute, or publicly display any content from the Website without the prior express written permission of the Company and the appropriate third party, as applicable;
Interfere or attempt to interfere with the proper working of the Website or any activities conducted on the Website; or
- Bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Website.
Users are prohibited from violating or attempting to violate the security of the Website, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Website, overloading, "flooding," "spamming," "mail-bombing" or "crashing;" (d) sending unsolicited email, including promotions and/or advertising of products or services; or (e) forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting. Violations of system or network security may result in civil or criminal liability. The Farmbell will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of this Website or any activity being conducted on this Website. You agree, further, not to use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search this Website other than the search engine and search agents available from The Farmbell on this Website and other than generally available third party web browsers (e.g., Microsoft Internet Explorer, Apple Safari, Google Chrome, etc.).
10. Legal Obligations, Disclaimers, Limitations and Remedies
A. Legal Compliance
You agree to comply with all applicable federal, state, local and international laws and regulations regarding online conduct and acceptable content.
You acknowledge and agree that you are solely responsible for determining your applicable tax reporting requirements in consultation with your tax advisors. The Company cannot and does not off tax-related advice to any user of the Website and the Services. Please note that each seller is responsible for determining local indirect taxes and any for including any applicable taxes (e.g., sales taxes) to be collected or obligations relating to applicable taxes to be collected.
C. Online Purchases and Other Terms and Conditions
D. Geographic Restrictions
The owner of the Website is based in the state of South Carolina in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
E. Disclaimer of Warranties
THE COMPANY AND ITS AFFILIATES, LICENSORS, VENDORS, SUPPLIERS AND SERVICE PROVIDERS, AND THEIR RESPECTIVE SUBSIDIARIES, EMPLOYEES, DIRECTORS, MANAGERS, SHAREHOLDERS, MEMBERS, OFFICERS, AGENTS, SUCCESSORS AND ASSIGNS (all the foregoing except the Company, collectively, the “RELATED PARTIES”) PROVIDE THE WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY.
You understand that we cannot and do not guarantee or warrant that files available for downloading from the Internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus and malware protection and accuracy of data input and output, and for maintaining a means external to our Website for any reconstruction of any lost data. NEITHER THE COMPANY NOR THE RELATED PARTIES WILL BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR NETWORK, COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. NEITHER THE COMPANY NOR ANY OF THE RELATED PARTIES MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE COMPANY, FOR ITSELF AND THE RELATED PARTIES, HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, PERFORMANCE, NON-INFRINGEMENT, TITLE, AND FITNESS FOR PARTICULAR PURPOSE. IN ADDITION, NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM THE COMPANY OR A RELATED PARTY SHALL CREATE ANY WARRANTY.
SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
F. Limitation of Liability
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, SHALL THE COMPANY OR ANY RELATED PARTY BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT OR MATERIALS ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOST PROFITS OF ANY KIND, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF AN AUTHORIZED REPRESENTATIVE OF THE COMPANY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL THE COMPANY OR ANY RELATED PARTY BE LIABLE TO YOU OR ANY THIRD PARTY COLLECTIVELY FOR ANY DAMAGES IN EXCESS OF THE GREATER OF (A) THE AMOUNT OF FEES PAID BY YOU TO THE COMPANY IN CONNECTION WITH YOUR USE OF THE WEBSITE DURING THE SIX MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE, AND (B) $100.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
H. Governing Law
THE PARTIES HEREBY AGREE THAT THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS SHALL NOT APPLY TO THIS AGREEMENT OR PURCHASES AND SALES TRANSACTED USING THE WEBSITE.
I. Submission to Jurisdiction; Venue; Waiver of Bond
You consent that, subject to Section (d) below, the exclusive venue for all such lawsuits, legal proceedings and other actions shall be in the State or Federal court located in Greenville, South Carolina, USA. You irrevocably waive any claim, objections or rights of immunity which you may have based on improper venue or forum non conveniens to the conduct of any action or proceeding in any State or Federal court located in Greenville, South Carolina, USA. If any action is brought against you in the United States District Court for the District of South Carolina or is removed to said federal court from any court of the State of South Carolina, you irrevocably waive any right it may have to obtain a change of venue to any other federal court in the United States.
Nothing contained in these Sections (a) – (c) shall affect or diminish the right of the Company to serve legal process in any other manner permitted by law or affect or diminish the right of the Company, in its sole discretion, to bring any action or proceeding against you or your property in your country of residence, any other relevant country, or the courts of any other jurisdiction.
You irrevocably waive, to the maximum extent permitted by law, any bond or surety or security upon such bond which might be required of the Company, including any bond with respect to the issuance of an order for equitable relief, including injunctive relief or specific performance, hereunder.
J. Limitation on Time to File Claims
A. At-Will Termination
Sections 4 (Marketplace Venue), 5E (Refusal and Revocation), 6C (Our Fees Policy), 6F (Termination), 7A (Payment Terms), 7B (Payment Services), 9 (Intellectual Property Rights), 9 (Usage Guidelines), 10 (Legal Obligations, Disclaimers, Limitations and Remedies), 11 (Termination), 12 (Miscellaneous Terms and Conditions) shall survive any termination or expiration of this Agreement.
12. Miscellaneous Terms and Conditions
The headings of Sections, subsections and paragraphs in this Agreement are for descriptive purposes only and shall not control, alter, or otherwise affect the meaning, scope or intent of any provisions of this Agreement. The words “hereof”, “herein” and “hereunder” and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provision of this Agreement, and Section, Schedule and Exhibit references are to this Agreement unless otherwise specified.The words "include," "includes" and "including" shall be deemed to be followed by the phrase "without limitation." The word "or" is not exclusive. All references to "$" or "dollars" shall be to the lawful currency of the United States, all references to "days" shall be to calendar days and or all references to "months" shall be to calendar months, unless otherwise specified. General words shall not be given a restrictive meaning because they are followed by words which are particular examples of the acts. References to a Person are also to its permitted successors and permitted assigns.
B. No Agency
You and the Company are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
Except as explicitly stated otherwise, any notices shall be given by postal mail to The Farmbell LLC; Attn: Legal Department 28 Dorsey Blvd, Greenville, South Carolina 20601 (in the case of the Company) or, in your case, to the email address you provide to the Company (either during the registration process or when your email address changes). Notice shall be deemed given on the second business day after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, the Company may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to the Company. In such case, notice shall be deemed given three days after the date of mailing
All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set forth therein.
D. Waiver and Severability
E. Entire Agreement
F. Your Comments and Concerns
This Website is operated by The Farmbell LLC, located at 28 Dorsey Blvd, Greenville, South Carolina 29611.
All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set forth therein.
All other feedback, comments, requests for technical support and other communications relating to the Website should be firstname.lastname@example.org.
Thank you for visiting the Website.
Copyright Infringement Policy (DMCA)
Last modified: April 2, 2013
Procedure for Making and Responding to Claims of Copyright Infringement
It is the policy of the Company to respond to claims of copyright infringement. We will promptly process and investigate notices of alleged infringement by third parties and will take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) ("DMCA"), where applicable.
Step 1: Claimant Must Notify The Company In Writing
Pursuant to the DMCA, notifications of claimed copyright infringement by third parties should be sent to the Company's Designated Agent. If you believe that your copyrighted work has been infringed under U.S. copyright law and is accessible on this Site, please notify us by contacting our Designated Agent. Even if you believe that the alleged infringing work was not posted by a third party, please send all notifications of claimed copyright infringement to the Company's Designated Agent listed below.
To be effective under the DMCA, notification of claims of copyright infringement by third parties must be a written communication to the Company's Designated Agent that includes the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the Company to locate the material;
- Information reasonably sufficient to permit the Company to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
The Company's Designated Agent for notice of claims of copyright infringement can be reached as follows:
The Farmbell LLC
28 Dorsey Blvd, Greenville SC 29611
This contact information is only for reporting claims of copyright infringement. Contact information for other matters is provided elsewhere on this Site.
Claimant's Liability for Misrepresentations. You should be aware that, under the DMCA, claimants who make misrepresentations concerning copyright infringement may be liable for any damages, including costs and attorneys' fees, incurred by the alleged infringer or by the Company, if injured by relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
Step 2: Take Down Procedure
Upon receipt of a valid notification of alleged copyright infringement by a third party, the Company shall remove or disable access to the material identified in the notice, forward the written notification to the alleged infringer, and take reasonable efforts to notify the alleged infringer that it has removed or disabled access to this material.
No further action shall be taken by the Company unless the circumstances set forth in Step 3 and/or 4 occur.
Step 3: Counter-notification by Shop Owner
If a notice of copyright infringement has been filed against you, you may file a counter- notification with the Designated Agent at the address listed above.
To be effective, a counter notification must be a written communication provided to the Company's Designated Agent that includes the following:
- A physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
- Your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located and that you will accept service of process from the complainant who provided the original notification or an agent of such person or entity.
Step 4: Action by the Company Upon Receipt of Counter-notification
If the Company receives a valid counter-notification, it shall provide the complainant with a copy of the counter-notification, inform the complainant that it will replace the removed material or cease disabling access to it in 10 to 14 days from receipt of the counter-notification, and replace the removed material or cease disabling access to it in 10 to 14 business days, provided that the Company has not received notice from the complainant that an action has been filed seeking a court order to restrain the alleged infringer from engaging in infringing activity relating to the material on the Company’s system.
Liability for Misrepresentations in Counter-notification.
You should be aware that the DMCA provides substantial penalties for a false counter-notice filed in response to a notice of copyright infringement. Alleged infringers who make misrepresentations in their the counter-notification statement may be liable for any damages, including costs and attorneys' fees, incurred by any copyright owner or copyright owner's authorized licensee, or by the Company, if injured by relying upon such misrepresentation in replacing the removed material or ceasing to disable access to it.
Claimant's Request for Identification of Infringer. In the event that the claimant cannot obtain the address and contact information of the alleged infringer on the publicly viewable pages of the Website, the Company shall not provide such information to the claimant unless the claimant obtains a subpoena to identify the alleged infringer, in accordance with 17 U.S.C.§512(h).