TRUSTCLARITY TERMS OF SERVICE

TRUSTCLARITY TERMS OF SERVICE

Last Updated: [4/5/24]

TrustClarity Inc. ("TrustClarity" or “we”) operates a website- and web application-based marketplace (the "Services"), which allows vendors ("Vendors") to build white-labeled pages ("Pages") from which such Vendors can sell their products ("Products") to third-party purchasers ("Purchasers"). These Terms of Service ("Terms") apply to your access to and use of the Services. You may be using the Services in the capacity of a Vendor or Purchaser, and the terms applicable to Vendors or Purchasers will apply to you in your capacity as a Vendor or Purchaser. Unless otherwise set forth herein, "you" refers to both Vendors and Purchasers.

BY ACCESSING OR USING OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, DO NOT USE OUR SERVICES.

We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

If you have any questions about these Terms or our Services, please contact us at info@trustclarity.com.

  • 1. The Services

    The Services are a neutral marketplace that enables communication and transactions between Purchasers seeking to purchase, and Vendors seeking to offer, Products. As a provider of a neutral marketplace, TrustClarity does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Products. Vendors alone are responsible for their Products. When a Purchaser purchases Products, that Purchaser is entering into a contract directly with the Vendor, not TrustClarity, and TrustClarity is not and does not become a party to, or other participant in, any contractual relationship between Purchasers and Vendors. TrustClarity is not acting as an agent in any capacity for any Purchaser or Vendor. Without limiting the foregoing, TrustClarity assumes no liability or responsibility for damages associated with the Products or resulting from any other transactions between Purchasers and Vendors.

    We have no control over and do not guarantee (a) the existence, quality, safety, suitability, or legality of any Products, (b) the truth or accuracy of any Product descriptions, ratings, reviews, or Content (as defined below), or (c) the performance or conduct of any Vendor, Purchaser, or third party. TrustClarity does not endorse any Vendor, Purchaser, or Product. Any description of any Purchaser, Vendor, or Product is not an endorsement, certification or guarantee by TrustClarity about any such Purchaser, Vendor, or Product. Any Content posted by a Vendor or about a Product is not an endorsement by TrustClarity of any Vendor or Product, and any warranty provided with respect to the Product is provided solely by Vendor and not by TrustClarity.

  • 2. Accounts and Account Security

    You may need to register for an account to access some or all of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. You are responsible for all activities that occur in connection with your account. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal claim, including trademark rights, in those usernames. If we terminate or suspend your account in accordance with Section 18 of these Terms, you may not create additional accounts.

  • 3. Purchaser-Specific Terms

    • Ordering. Subject to meeting any requirements set by TrustClarity and/or the Vendor, you can order Products by following the process set forth on the Services. All applicable fees for Products will be presented to you prior to completing the purchase and exclude shipping and handling fees. Upon receipt of a confirmation from the Vendor (whether in response to your order for Products at Vendor's original list price, your offer or counter-offer(s) to purchase Products at a different price than Vendor's original list price, or your acceptance of Vendor's counter-offer(s) to your offer or counter-offer(s) to purchase Products at a different price than Vendor's original list price), a legally binding agreement is formed between you and the Vendor, subject to any additional terms and conditions of the Vendor that may apply, including any rules or restrictions specified by the Vendor, except to the extent those terms or conditions conflict with these Terms, in which case these Terms will control. If you fail to respond to a Vendor counter-offer within seven (7) days of your receipt of it, we may, in our sole discretion, cancel the counter-offer. You authorize us to cancel your offers and/or counter-offers to which Vendor has not responded within seven (7) days as set forth below. You agree to pay the total fees charged for each Product. Except for taxes on TrustClarity’s income and gross receipts or where TrustClarity is otherwise required to collect taxes, you are solely responsible for paying any applicable taxes that arise as a result of your use of the Services.
    • Shipping and Handling. Where a Product listing indicates that free shipping is available, TrustClarity will endeavor to arrange for the Vendor to ship such product within the “Expected to Ship” window indicated in the Product listing. Where free shipping is not indicated in the Product listing, you must arrange for pickup or shipment within 24 hours after we send confirmation that we have successfully collected your fees for such Products (or have invoiced you where you have qualified for Financing Terms, as set forth below). Where free shipping is not available, TrustClarity will provide, as a convenience, shipping quotes at order checkout, leveraging AI technology to estimate product weight and dimensions to determine the likely shipping cost. However, it is important to note that while we strive for accuracy, the estimated product weight and dimensions may not always be 100% accurate or the shipping estimates may otherwise be inaccurate. Therefore, you understand that all shipping estimates are just estimates, and your actual cost for shipping fees may vary. Where TrustClarity is charging you for shipping, we reserve the right to adjust shipping fees accordingly to reflect actual shipping costs, provided we notify you of any increase in shipping costs.
    • Payment and Pickup. TrustClarity will collect fees from you after the Vendor accepts your order for the applicable Products.
    • (i) Cash Terms. Unless you have applied for and been approved for financing terms or eligible Products, as set forth below, when you pay for the Products on the Services, you will be required to provide us with valid, up-to-date bank account / ACH, credit card, debit card, or other payment information that we designate and to maintain that payment information. You authorize us to debit the purchase price from your bank account or charge your credit card or other payment method, as applicable. You are responsible for maintaining up-to-date payment information. If we cannot charge you for any fees when due because your payment information is no longer valid, or if we do not receive your payment when due, then you understand that neither TrustClarity nor Vendor will be responsible for any failure to provide products or services, including, without limitation, Products, associated with those fees. All fees collected by TrustClarity are non-cancelable once confirmed and TrustClarity does not provide any returns of any fees paid. All obligations to pick up the Product(s) are yours and yours alone.
    • (ii) Financing Terms. If payment terms (such as Net 30 or Net 60) are available for the purchase of eligible Products as indicated on the Product description page (the “Financing Terms”), Purchasers who are businesses and are domiciled in the United States may apply for such Financing Terms by completing and submitting the Vendor financing application linked to from the product description page. Financing Terms are not available to consumers, or for businesses outside the U.S., and by applying for Financing Terms you are representing and warranting that you are a U.S. business entity. You represent and warrant that all information submitted in connection with your application for Financing Terms will be true and accurate and not misleading in any manner. All decisions about issuing Financing Terms will be made solely by Vendor in its sole discretion, and you understand and agree that your financing application will be shared directly with the applicable Vendor in addition to TrustClarity. If you are approved for Financing Terms, then the following terms will apply to your purchases after the approval date: (A) you will be sent an invoice for each order of Products (each an “Invoice”) and will be notified when the Products have been shipped or picked up; (B) the applicable net payment term (e.g., Net 30) will commence on such shipment or pickup date; (C) the Invoice is due and payable in full, without offset, deduction, or discount for early payment, on the applicable due date (e.g., for Net 30 terms, within 30 days from shipping/pickup date) (the “Due Date”); and (D) you agree to pay TrustClarity the total Invoice amount due for the purchase on such Due Date. Payment will be made to Trust Clarity by check, wire transfer, ACH payment, or credit card, in accordance with the instructions from time to time provided by TrustClarity, unless you are directed otherwise by Trust Clarity in writing. Upon written notice from TrustClarity, you may be directed to pay all amounts due (payments, late fees and interest) directly to the Vendor, and you will comply with all such instructions. Financing Terms (except as approved in writing in accordance with this Section 3(c)(ii)) and the extension of Financing Terms are not a permanent commitment and may be eliminated, denied, or conditioned from time to time upon written notice. Any required payment not actually received by TrustClarity during regular business hours on the Due Date shall be deemed delinquent, and Purchaser agrees to pay a late fee on due, but unpaid, account balances, at the lesser of 1.5% per month (18% per annum) or the maximum rate permitted by law. TrustClarity or Vendor may seek joint or several payment from any guarantor of payment upon Purchaser’s failure timely to make payment. If there are any financing or other fees associated with the Financing Terms, such fees will be disclosed at the point the Products are purchased.
    • (iii) Limited Agency for Payment. You understand and agree that in collecting the purchase price, TrustClarity is acting as the agent of the Vendor for the sole and limited purpose of collecting payments from you on their behalf in connection with the purchase of Vendor’s Products through the Services. Our Vendor terms (see Section 4(g)(iii) below) require Vendors to agree that when payment for Products is made by a Purchaser to TrustClarity, it will be treated as if such payment were made to the Vendor directly and will satisfy the Purchaser’s obligation to pay the Vendor for such Products (to the extent of the payment received by TrustClarity). In other words, our Terms provide that Purchaser’s obligation to pay the purchase price is fulfilled upon TrustClarity’s receipt of payment in full for such purchase price.
    • Failure to Pay. If we are unable to collect any amounts you owe under these Terms, we may engage in collection efforts to recover such amounts from you. We will deem any owed amounts overdue when five calendar days have elapsed after we first attempt to debit your bank account or charge your payment method.
    • Return Policy. ubject to the terms and conditions set forth herein, we offer a 30-day return policy for certain Products you purchase through the Services (as indicated in the applicable Product listing), if for any reason you are not satisfied with such Product. You must request the refund within 30 days from the date of purchase by following the instructions on our Returns Page, and you must return the Product as directed there. The returned Product must be unused, undamaged, in good physical condition, and in its original packaging (with all accessories, manuals, and documentation originally included with the Product). The refund will be processed back to its original payment method. We reserve the right to change, modify, or supplement this return policy at any time and in our sole discretion, however, the return policy in effect at the time you purchase the returned Product will govern
    • Product Warranty. Products will be subject to the original manufacturer’s warranty as indicated on the Product listing, if applicable. Such warranty is provided solely by the manufacturer and not TrustClarity, and TrustClarity is not responsible in any manner for such warranty or for the performance or quality of any Products.
    • Further Information. You agree to provide us with any further information that we request, whether during account setup or otherwise (including, as applied to Vendors, applicable tax collection information and requirements). We may prevent you from accessing the Services until we receive this information.

  • 4. Vendor-Specific Terms

    • Product Listing Requirements. When creating a listing of your Product on your Page via the Services (the “Product Listing”), , you must (a) provide complete and accurate information about your Products, (b) disclose any deficiencies, restrictions, and requirements that apply, and (c) provide any other pertinent information required by TrustClarity. You are responsible for keeping information about your Products up-to-date at all times. If you fail to respond to a Purchaser offer or counter-offer within seven (7) days of your receipt of it, we may, in our sole discretion, cancel the offer or counter-offer. You authorize us to cancel your counter-offers to which Purchaser has not responded within seven (7) days as set forth above. When you accept an offer, counter-offer, or other order from a Purchaser, you enter into a legally binding agreement with that Purchaser and are required to provide the applicable Products to that Purchaser as described to the Purchaser (including, without limitation, with respect to the quality, timeliness, and other characteristics of the Products promised to the User) and in accordance with any additional terms or conditions you choose to apply to the Products (including, without limitation, any warranties you choose to make with respect to the Products); provided, however, that to the extent such additional terms or conditions conflict with these Terms, these Terms will control. You agree to honor all terms and descriptions you provide in your Product Listing.
    • Responsibility for Products. You are solely responsible for your Products, including, without limitation: setting a price for Products; maintaining sufficient inventory to fulfill all orders from Purchasers to purchase Products; providing adequate and timely shipping or arranging for Purchaser pickup of Products, as the case may be, returns, and customer service to Purchasers in connection with all purchases of Products; selling and labeling all Products in accordance with applicable laws, rules, and regulations; and ensuring that your Products do not violate the terms of Section 6 of these Terms (or any other provision of these Terms). Without limiting the foregoing, we are not responsible or liable for any Products and do not accept returns of any Products. Where you agree to provide free shipping, you will promptly ship Products via a trackable method of shipment that provides proof of delivery, and you will use your reasonable best efforts to ship the Products within the Expect to Ship” window set forth in the Product Listing. If you agree to extend a 30-day return policy to Purchasers (as indicated in the Product Listing), you will accept the return of such Product and promptly issue a refund if the Product is returned in compliance with the requirements set forth in Section 3(e) above.
    • Fees. Except where otherwise specified in the Services, we charge various fees to Vendors for using the Services, which may include, without limitation, a service fee to Vendors for each sale of Products, which is calculated as a percentage of the fees that a Purchaser agrees to pay you for such Products ( (the “TC Service Fee”), account setup fees, monthly recurring fees, ACH fees, credit card fees, and other fees (“Fees”). You will be charged the Fees in accordance with the plan and features you select when you create your Online Storefront, or as you may update from time to time, and payments will be charged to the payment method you have on file with us (the “Payment Method”). All Fees are non-refundable and subject to change at any time. If you are not current on your payment of the Fees, including if TrustClarity is unable to charge any applicable Fees to the designated Payment Method, TrustClarity may, in addition to other remedies, restrict your access to our Services and may restrict access to your Online Storefront, until your account becomes current and paid in full. In the event legal action is necessary to collect on balances due, you agree to reimburse us and our vendors or agents for all expenses incurred to recover sums due, including attorneys’ fees and other legal expenses.
    • Recurring Payments. You acknowledge that the Services may require you to agree that we may charge your Payment Method for certain Fees on a recurring basis. YOU UNDERSTAND AND AGREE TO SUCH RECURRING PAYMENTS AND THAT WE MAY SUBMIT PERIODIC CHARGES TO YOUR PAYMENT METHOD WITHOUT FURTHER AUTHORIZATION FROM YOU AND WITHOUT FURTHER NOTICE (EXCEPT AS REQUIRED BY LAW), UNTIL YOU PROVIDE PRIOR WRITTEN NOTICE, AS SET FORTH BELOW, THAT YOU HAVE TERMINATED THE SERVICES, YOU HAVE TERMINATED THIS AUTHORIZATION, OR YOU WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE THE SERVICES OR YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, EMAIL TRUST CLARITY AT info@trustclarity.com. Please note that if you terminate your authorization, we may suspend the Services and restrict access to your Online Storefront until you provide a new authorization for recurring payments to an updated Payment Method for payment of the applicable Fees.
    • Taxes. When TrustClarity is required to collect taxes on your behalf, we will remit those taxes back to you separately from our service fee and payment to the applicable governmental authority of such taxes is your sole responsibility.
    • We will (either directly or indirectly through an authorized third party) collect the Product purchase fee from the Purchaser when the purchase is confirmed and initiate payment to your account within three to five business days after we receive (i) a Purchaser’s fees for the applicable Products and (ii) written proof from you of successful “hand-over” of the applicable Products, i.e., that the Products have either been successfully shipped from you to Purchaser or Purchaser has successfully picked up the Products from you. We will deduct our service fee before remitting payment to you. You understand that our obligation to pay you is subject to, and conditional upon, our successful receipt of the associated payment from the Purchaser. You are solely responsible for all cancellations, replacement Products, substitute Products, returns, refunds, chargebacks, non-payment, bad debt, payment fraud and customer service price adjustments relating to any orders for your Products.
    • Payment Processing.
    • (i) Cash Terms. Payment processing services for Vendors are provided by Stripe via a Wire or ACH and are subject to the Stripe Services Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms or continuing to operate as a Vendor, you agree to be bound by the Stripe Services Agreement, as the same may be amended from time to time. Checks are available upon request at initial sign up.
    • (ii) Financing Terms. With Vendor’s approval, Purchasers who are businesses and are domiciled in the United States may apply for Financing Terms for the purchase of Vendor’s Products by completing and submitting the Vendor financing application, which will be linked to from the Product description page. The decision of whether to approve a particular Purchaser for Financing Terms (or whether to continue extending Financing Terms) will be made by Vendor, although TrustClarity may at any time decide to no longer make Financing Terms available through the Services. If the Purchaser is approved for Financing Terms, then they will be sent an Invoice for each order of Products when they have shipped, and the applicable net payment term (e.g., Net 30) will commence on such shipment date (as indicted in the Invoice). If payment of the purchase price for the Products is made to TrustClarity by the Due Date or within 15 days thereafter, TrustClarity will remit payment to Vendor, after deducting our applicable Fees. If the Purchase does not pay within 15 days after the Due Date, then Vendor will take over responsibility for collecting the purchase price for the Products and Trust Clarity will have no responsibilities or liability of any kind in connection with such payment. If Vendor does collect payment from Purchasers in excess of the net amount due to Vendor (i.e., the purchase price less the TC Service Fee), then Vendor will remit payment of the TC Service Fee applicable to such Purchase (and any other applicable Fees) to TrustClarity within 7 days of receiving the applicable payment from the Purchaser. Vendor will ensure that all aspects of its application, review, and approval process with respect to granting Financing Terms, including its decisions as to whether to grant Financing Terms to specific Purchasers, is in full compliance with all applicable laws, rules and regulations and does not violate the rights of any third party.
    • (iii) Limited Agency for Payment. You hereby appoint TrustClarity, and TrustClarity hereby accepts appointment, as your agent for the sole and limited purpose of collecting payments on your behalf in connection with the purchase of your Products through the Services. You acknowledge and agree that when payment for Products is made by a Purchaser to TrustClarity, it will be treated as if such payment were made to you directly and will satisfy the Purchaser’s obligation to pay you for such Products (to the extent of the payment received by TrustClarity). In other words, you agree that a Purchaser’s obligation to pay the purchase price is fulfilled upon TrustClarity’s receipt of payment in full.
    • Separate Agreements. We may have entered into one or more other written agreements with you with respect to your use of the Services (a "Separate Agreement"). To the extent we have entered into a Separate Agreement with you, and a term or condition of that Separate Agreement conflicts with a term or condition of these Terms, the term or condition of the Separate Agreement will control.

  • 5. Content

    You may, or may authorize us to, create, post, store and share content on the Services, including, without limitation, messages, text, photos, videos, audio, graphics, tags, links, software and other materials, as well as names, logos, trademarks, trade names, service marks, logos, and other distinctive brand features in connection with the Products you sell via the Services (collectively, "Content"). Except for the license you grant below, you retain all rights in and to the Content, as between you and TrustClarity.

    You grant TrustClarity a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and display the Content and any name, username or likeness provided in connection with the Content in all media formats and channels now known or later developed without compensation to you. When you post or otherwise share, or authorize us to post or otherwise share, Content on or through our Services, you understand that the Content and any associated information (such as your username or profile photo) may be visible to others. If your name, voice, image, persona, likeness, or performance is included in any Content, you hereby waive and release TrustClarity and its Users and Vendors from any claim or cause of action, whether known or unknown, for defamation, copyright infringement, invasion of the rights of privacy, publicity, or personality, or any similar claim arising out of the use of Content in accordance with the license in these Terms.

    You may not create, post, store or share, or authorize us to create, post, store, or share, any Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. You represent and warrant that the Content, and our use of such Content as permitted by these Terms, does not and will not violate any rights of or cause injury to any person or entity. Although we have no obligation to screen, edit or monitor Content, we may delete or remove Content at any time and for any reason with or without notice.

  • 6. Prohibited Conduct and Content

    You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. You will not:

    • Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
    • Use or attempt to use another User or Vendor’s account without authorization from that User or Vendor and TrustClarity;
    • Engage in tactics to bypass the Services or other TrustClarity systems to avoid complying with any of our applicable policies, including these Terms, paying any applicable fees, or complying with other contractual obligations;
    • Impersonate or post on behalf or any person or entity or otherwise misrepresent your affiliation with a person or entity;
    • Sell, resell or commercially use our Services;
    • Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;
    • Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;
    • Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other Users or Vendors from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;
    • Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;
    • Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Services that you are not authorized to access;
    • Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services;
    • Develop or use any applications that interact with our Services without our prior written consent;
    • Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
    • Bypass or ignore instructions contained in our robots.txt file; or
    • Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.

      • You may also post or otherwise share only Content that is nonconfidential and that you have all necessary rights to disclose. You may not create, post, store or share any Content, or offer to sell or sell any Products, that:

    • Are unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or fraudulent;
    • Would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;
    • May infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
    • Contain or depict any statements, remarks or claims that do not reflect your honest views and experiences;
    • Impersonate, or misrepresent your affiliation with, any person or entity;
    • Contain any unsolicited promotions, political campaigning, advertising or solicitations;
    • Contain any private or personal information of a third party without such third party’s consent;
    • Contain any viruses, corrupted data or other harmful, disruptive or destructive files or content; or
    • In our sole judgment, are objectionable, restrict or inhibit any other person from using or enjoying our Services, or may expose TrustClarity or others to any harm or liability of any type.

    Enforcement of this Section 6 is solely at TrustClarity’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 6 does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

  • 7. Ownership; Limited License

    The Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by TrustClarity or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services solely to offer to sell and sell Products from your Page. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.

  • 8. Trademarks

    The TrustClarity name and our logos, our product or service names, our slogans and the look and feel of the Services are trademarks of TrustClarity and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.

  • 9. Feedback

    You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about TrustClarity or our Services (collectively, "Feedback"). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in TrustClarity’s sole discretion. You understand that TrustClarity may treat Feedback as nonconfidential.

  • 10. Repeat Infringer Policy; Copyright Complaints

    In accordance with the Digital Millennium Copyright Act and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of Users or Vendors who repeatedly infringe the intellectual property rights of others. If you believe that anything on our Services infringes any copyright that you own or control, you may notify TrustClarity’s designated agent as follows:

    Designated Agent: Daniel Kirk Pustejovsky

    Address: 6177 N. Lincoln Ave. 357 Chicago, IL 60659, USA

    Telephone Number: (773) 900-8077

    E-Mail Address: info@trustclarity.com

    Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable to TrustClarity for certain costs and damages.

  • 11. Third-Party Content

    We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Services (collectively, "Third-Party Content"). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. TrustClarity does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk. For clarity, neither Products nor Content constitute Third-Party Content.

  • 12. Indemnification

    To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless TrustClarity and our officers, directors, agents, partners and employees (individually and collectively, the "TrustClarity Parties") from and against any losses, liabilities, claims, demands, damages, expenses or costs ("Claims") arising out of or related to (a) your access to or use of the Services; (b) the Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); (e) your conduct in connection with the Services; or (f) as applied to Vendors, your Products. You agree to cooperate with the TrustClarity Parties in defending such Claims.

  • 13. Disclaimers

    Your use of our Services is at your sole risk. Except as otherwise provided in a writing by us, our Services and any content therein are provided "as is" and "as available" without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, TrustClarity does not represent or warrant that our Services are accurate, complete, reliable, current or error-free. While TrustClarity attempts to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services. In addition, Trust Clarity is merely a marketplace and makes no representations or warranties of any kind regarding, and disclaims all liability of any kind for, any of the Products purchased through the Services, all of which are purchased from the applicable Vendors. Any warranties are provided solely by the applicable manufacturer.

  • 14. Limitation of Liability

    To the fullest extent permitted by applicable law, TrustClarity and the other TrustClarity Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if TrustClarity or the other TrustClarity Parties have been advised of the possibility of such damages.

    The total liability of TrustClarity and the other TrustClarity Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the amount paid by you to use our Services.

    The limitations set forth in this Section 14 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of TrustClarity or the other TrustClarity Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

  • 15. Release

    To the fullest extent permitted by applicable law, you release TrustClarity and the other TrustClarity Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to (a) disputes between you and a Purchaser or Vendor, as applicable, (b) the acts or omissions of Vendors and/or third parties, and/or (c) the provision of the Products.

    If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

  • 16. Transfer and Processing Data

    In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

  • 17. Governing Law and Venue

    Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of the State of Illinois, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of Illinois or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that cannot be heard in small claims court will be resolved in the state or federal courts of the State of Illinois and the United States, respectively, sitting in Chicago, Illinois.

  • 18. Modifying and Terminating our Services

    We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services to you (including, without limitation, by suspending or terminating your account) at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.

  • 19. Severability

    If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

  • 20. Additional Terms Applicable to Mobile Devices

    The following terms apply if you install, access or use the Services on any device that contains the iOS mobile operating system (the "iOS App") developed by Apple Inc. ("Apple").

    • Acknowledgement. You acknowledge that these Terms are concluded solely between us, and not with Apple, and TrustClarity, not Apple, is solely responsible for the iOS App and the content thereof. You further acknowledge that the usage rules for the iOS App are subject to any additional restrictions set forth in the Usage Rules for the Apple iOS App Store Terms of Service as of the date you download the App, and in the event of any conflict, the Usage Rules in the App Store will govern if they are more restrictive. You acknowledge and agree that you have had the opportunity to review the Usage Rules.
    • Scope of License. The license granted to you is limited to a non-transferable license to use the iOS App on any iPhone, iPod touch or iPad that you own or control as permitted by the Usage Rules set forth in the Apple App Store Terms of Service.
    • Maintenance and Support. You and TrustClarity acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
    • Warranty. You acknowledge that Apple is not responsible for any product warranties, whether express or implied by law, with respect to the App. In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, paid to Apple for the iOS App by you; and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. The parties acknowledge that to the extent that there are any applicable warranties, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any such applicable warranty would be the sole responsibility of TrustClarity. However, you understand and agree that in accordance with these Terms, TrustClarity has disclaimed all warranties of any kind with respect to the App, and therefore, there are no warranties applicable to the App.
    • Product Claims. You and TrustClarity acknowledge that as between Apple and TrustClarity, TrustClarity, not Apple, is responsible for addressing any claims relating to the iOS App or your possession and/or use of the iOS App, including, but not limited to (a) product liability claims, (b) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection or similar legislation.
    • Intellectual Property Rights. The parties acknowledge that, in the event of any third-party claim that the iOS App or your possession and use of the iOS App infringe that third party’s intellectual property rights, TrustClarity, and not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required under these Terms.
    • Legal Compliance. You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
    • Developer Name and Address. Any questions, complaints or claims with respect to the iOS App should be directed to: info@trustclarity.com
    • Third-Party Terms of Agreement. You agree to comply with any applicable third-party terms when using the Services.
    • Third-Party Beneficiary. The parties acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof). The following terms apply if you install, access or use the Services on any device that contains the Android mobile operating system (the "Android App") developed by Google, Inc. ("Google"):
    • You acknowledge that these Terms are between You and us only, and not with Google.
    • Your use of our Android App must comply with Google’s then-current Android Market Terms of Service.
    • Google is only a provider of the Android Market where You obtained the Android App. We, and not Google, are solely responsible for our Android App and the Services and Content available thereon. Google has no obligation or liability to You with respect to Our Android App or these Terms.
    • You acknowledge and agree that Google is a third-party beneficiary to the Terms as they relate to our Android App.

  • 21. Miscellaneous

    These Terms constitute the entire agreement between you and TrustClarity relating to your access to and use of our Services. Notwithstanding any other provisions of these Terms, Sections 9, 12, 13, 14, 15, 17, 19, 20 and 21 survive any expiration or termination of these terms. The failure of TrustClarity to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically. These Terms may not be transferred, assigned or delegated by you, by operation of law or otherwise, without our prior written consent, and any attempted transfer, assignment or delegation without such consent will be void and without effect. We may freely transfer, assign or delegate these Terms or the Services, in whole or in part, without your prior written consent. Under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.