Thank you for selecting the Services offered by LinkGreen or (referred to as “LinkGreen”, “we”, “our”, or “us”). Review these Terms of Service (“Agreement”) thoroughly. This Agreement is a legal agreement between you and LinkGreen. By accepting electronically (for example, clicking “I Agree”), installing, or by accessing or using the Services, you agree to these terms. If you do not agree to this Agreement, then you may not use the Services.
1. General Terms
- This Agreement describes LinkGreen and the terms governing your use of the LinkGreen services provided to you on this website and any other associated services under the linkgreen.ca domain, including content, updates and new releases, (collectively, the “Services”). It includes by reference LinkGreen’s Privacy Statement available at www.linkgreen.ca/privacystatement.
- This Agreement, including the Additional Terms below, is the entire agreement between you and LinkGreen and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having the jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. You cannot assign or transfer ownership of this Agreement to anyone without written approval of LinkGreen. However, LinkGreen may assign or transfer it without your consent to (a) an affiliate, (b) a company through a sale of assets by LinkGreen or (c) a successor by merger. Any assignment in violation of this Section shall be void. If you want to request a transfer of this Agreement, contact LinkGreen via an email to: email@example.com
b) About LinkGreen
- LinkGreen is a marketplace that allows users to offer, sell and buy wholesale products in a variety of pricing formats and locations. As a marketplace, LinkGreen does not own or sell the items listed on this site, so the actual contract for sale is directly between the sellers and buyers.
- LinkGreen has no control over and does not guarantee the existence, quality, safety or legality of items being offered for sale; the truth or accuracy of users’ content or listings; the ability of sellers to sell items; the ability of buyers to pay for items; or that a buyer or seller will actually complete a transaction or return an item.
c) Using LinkGreen
- While using or accessing the Services you will not: a) post, list or upload content or items in inappropriate categories on our sites; b) breach or circumvent any laws, third party rights or our systems, policies, or determinations of your account status; c) use our Services if you are not able to form legally binding contracts (for example if you are under 18), or are temporarily or indefinitely suspended from using our sites, services, applications or tools; d) manipulate the price of any item or interfere with other user’s listings; e) post false, inaccurate, misleading, defamatory, or libelous content; f) distribute or post spam, unsolicited or bulk electronic communications through the site, or about the site; g) distribute viruses or any other technologies that may harm LinkGreen, or the interests or property of LinkGreen users; h) use any robot, spider, scraper or other automated means to access our Services for any purpose; i) bypass our robot exclusion headers, interfere with the working of our Services, or impose an unreasonable or disproportionately large load on our infrastructure;
- copy, modify, or distribute rights or content from our Services or LinkGreen’s copyrights and trademarks;
- copy, reproduce, reverse engineer, modify, create derivative works from, distribute, or publicly display any content (except for your information) from our sites, services, applications, or tools without the prior express written permission of LinkGreen and the appropriate third party, as applicable;
- commercialize any LinkGreen application or any information or software associated with such application; or
- harvest or otherwise collect information about users, including email addresses, without their consent.
d) Abusing LinkGreen
- Without limiting other remedies, we may, limit, suspend, or terminate our services and user accounts, restrict or prohibit access to, and your activities on, our Services, delay or remove hosted content, remove any special status associated with the account, and take technical and legal steps to keep you from using our Services if: a) we think that you are creating problems or possible legal liabilities; b) we think that such restrictions will improve the security of the LinkGreen community or reduce our or another LinkGreen user’s exposure to financial liabilities c) we think that you are infringing the rights of third parties; d) we think that you are acting inconsistently with the letter or spirit of this User Agreement or our policies; e) despite our reasonable endeavors, we are unable to verify or authenticate any information you provide to us; or f) you fail to pay us all fees due for our Services by your payment due date.
e) Listing Conditions
- When listing an item, you agree that: a) You are responsible for the accuracy and content of the listing and item offered. b) Your listing may not be immediately searchable by keyword or category for several hours (or up to 24 hours in some circumstances).
- You are responsible for your content. You are responsible for all materials (“Content”) uploaded, posted or stored through your use of the Services. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. LinkGreen is not responsible for the Content or data you submit through the Services.
- When providing us with content or posting content using LinkGreen’s Services, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise any and all copyright, publicity, trademarks, database rights and intellectual property rights you have in the content, in any media known now or in the future. Further, to the fullest extent permitted under applicable law, you waive your moral rights and promise not to assert such rights against us.
- You represent and warrant that none of the following infringe any intellectual property right: your provision of content to us, your posting of content using the Services, and our use of such content (including of works derived from it) in connection with the Services.
- While we try to offer reliable data, we cannot promise that the catalogs will always be accurate and up-to-date, and you agree that you will not hold our catalog providers or us responsible for inaccuracies in the catalogues. The catalog may include copyrighted, trademarked or other proprietary materials. You agree not to remove any copyright, proprietary or identification markings included within the catalogs or create any derivative works bases on catalog content (other than by including them in your listings).
- You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to: a) Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual’s privacy; b) Any information, software or Content which is not legally yours and without permission from the copyright owner or intellectual property rights owner.
g) Community Forums
- The Services may include a community forum or other social features to exchange Content and information with other users of the Services and the public. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which LinkGreen is not responsible.
h) You will manage your passwords and accept updates.
- You are responsible for securely managing your password(s) for the Services and to contact LinkGreen if you become aware of any unauthorized access to your account.
- The Services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve the Services. You agree to receive these updates at no additional cost. Further, LinkGreen may at times reduce or remove existing functionality of the Services, and LinkGreen holds no liability for any losses you may experience due to the alteration or removal of features of the Services.
2. Subscription and Termination
- The LinkGreen Service is licensed on a per order, monthly or yearly subscription basis, as selected by User or its agent. You must arrange for Internet access and/or wireless service with a data plan from your Internet service provider in order to use the Services.
- From time to time, LinkGreen may include new and/or updated beta features (“Beta Features”) for your use and which permit you to provide feedback. These Beta Features are provided to you free of charge. You understand and agree that your use of the Beta Features is voluntary and LinkGreen is not obligated to provide you with any Beta Features. You understand that once you use the Beta Features, you may be unable to revert back to the earlier non-beta version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Feature back to the earlier non-beta version. You are warned that the Beta Features remain in development and may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or information from any connected device. The Beta Features are provided on an “as is” basis, and you acknowledge and agree that all use of the Beta Features is at your sole risk.
b) Your Rights To Use The Services
- The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services and only for the purposes described by LinkGreen. LinkGreen reserves all other rights in the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement, LinkGreen grants to you a personal, limited, nonexclusive, nontransferable right and license to use the Services.
- You agree not to use, nor permit any third party to use, the Services or content in a manner that violates any applicable law, regulation or this Agreement. You agree you will not: a) Provide access to or give any part of the Services to any third party. b) Reproduce, modify, copy, deconstruct, sell, trade or resell the Services. c) Make the Services available on any file-sharing or application hosting service.
- For Services offered on a payment or subscription basis, the following terms apply, unless LinkGreen notifies you otherwise in writing.
- You will be charged the applicable subscription fee on a recurring monthly or yearly basis for the LinkGreen Services.
- LinkGreen reserves the right to immediately terminate access to the LinkGreen Services in the event your payment method is declined, or if there are any settlement failures or charge backs in connection with the recurring billing for your account.
- Payments will be billed to you in Canadian dollars, and your account will be debited when you subscribe and provide your payment information, unless stated otherwise in the program ordering or payment terms on the website for the Services.
- You must pay with one of the following: a) A valid credit card acceptable to LinkGreen;
- If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse any use of the Services.
- If you do not notify us of updates to your payment method (e.g., credit card expiration date), to avoid interruption of your service, we may participate in programs supported by your card provider (e.g., updater services, recurring billing programs, etc.) to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.
- LinkGreen will automatically renew your monthly or annual Services at the current rates, unless the Services are cancelled or terminated under this Agreement.
- Additional cancellation or renewal terms may be provided to you on the website for the Services.
d) Termination and Cancelation
- LinkGreen may immediately, in its sole discretion and without notice terminate this Agreement or suspend the Services if you fail to comply with this Agreement or if you no longer agree to receive electronic communications, or you withdraw your consent to the collection, use, retention, and disclosure of your personal data in accordance with the Privacy Statement. Upon termination you must immediately stop using the Services and any outstanding payments will become due.
- Any termination of this Agreement shall not affect LinkGreen’s rights to any payments due to it.
- We may cancel unconfirmed accounts or accounts that have been inactive for a long time or modify or discontinue our Services.
- If either party cancels your subscription to the LinkGreen Services for any reason, LinkGreen will provide you with a prorated refund of your subscription fee for the current subscription period. Without obligation, you may be provided access to your data and other Content from the LinkGreen Services prior to such expiration date.
- Send cancelation notifications to: LinkGreen 110 Saunders Road, Unit 20 Barrie, Ontario 1-888-476-6527 firstname.lastname@example.org
e) Modifying and Terminating our Services
- We are constantly changing and improving our Services. We may add or remove functionalities or features, and we may suspend or stop a Service altogether.
- You can stop using our Services at any time, although we’ll be sorry to see you go. LinkGreen may also stop providing Services to you, or add or create new limits to our Services at any time.
- We believe that you own your data and preserving your access to such data is important. If we discontinue a Service, where reasonably possible, we will give you reasonable advance notice and a chance to get information out of that Service.
a) Use With Your Mobile Device
- Use of some Services may be available through a compatible mobile device, and may require Internet access and/or additional software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider.
- LINKGREEN MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: a) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; b) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND c) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS IN CONNECTION WITH THE SERVICES.
b) Your Personal Information
- You can view LinkGreen’s Privacy Statement provided with the Services. You agree to the applicable LinkGreen Privacy Statement, and changes published by LinkGreen. You agree that LinkGreen may use and maintain your data according to the LinkGreen Privacy Statement, as part of the Services.
c) LinkGreen May Freely Use Feedback You Provide
- You agree that LinkGreen may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant LinkGreen a perpetual, worldwide, fully transferable, sub-licensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to LinkGreen in any way.
d) We May Tell You About Other LinkGreen Services
- You may be offered other services, products, or promotions by LinkGreen (“LinkGreen Services”). Additional terms and conditions and fees may apply. You grant LinkGreen permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. You also grant LinkGreen permission to share or publish summary results relating to combine data and to distribute or license such data to third parties.
- Unless prohibited by applicable consumer protection laws, we have the right to modify any of the terms of this Agreement upon reasonable notice to you. Such modifications will be effective when posted through the Services, on our website for the Services or when we notify you by other means. We may also modify or discontinue the Services, in whole or in part. Your continued use of the Services indicates your agreement to the modifications.
- LinkGreen may be required by law to send you communications about the Services or Third Party Products. You agree that LinkGreen may send these communications to you via email or by posting them on our websites. Unless you opt-out of other optional communications, such as marketing or other commercial electronic communications, we may send you these optional communications during the term of this Agreement, any renewals of this Agreement and for up to two years following the termination of this Agreement and any renewals.
g) Permitted Discolsures and Use of Data
- You acknowledge and agree that in order to provide you with access to and use of the LinkGreen Service, LinkGreen may provide your Access Information and Account Data to (i) your employee or agent who is identified in the Registration Data as the current system administrator for the your account (the “Current Administrator”), (ii) such other employee or agent who may be designated by you as a replacement administrator for the your account by following the procedures required by LinkGreen to effectuate such replacement, and (iii) any other person identified as an authorized user of the LinkGreen Service in the user-management list or in any subsequent communication to LinkGreen (collectively, “Information Recipients”).
h) Online Service Use, Storage and Access
- LinkGreen shall have the right, in its sole discretion and with reasonable notice posted on the LinkGreen’s site and/or sent to you at the Current Administrator’s email address provided in the Registration Data, to revise, update, or otherwise modify the Services and establish or change limits concerning use of LinkGreen Services, temporarily or permanently, including but not limited to (i) the amount of storage space you has on the LinkGreen Service at any time, and (ii) the number of times (and the maximum duration for which) you may access the LinkGreen Service in a given period of time. LinkGreen reserves the right to make any such changes effective immediately to maintain the security of the system or User Access Information or to comply with any laws or regulations, and to provide you with electronic or written notice within thirty (30) days after such change. You may reject changes by discontinuing use of the LinkGreen Services to which such changes relate. Your continued use of the LinkGreen Services will constitute your acceptance of and agreement to such changes. LinkGreen may, from time to time, perform maintenance upon the LinkGreen Services resulting in interrupted service, delays or errors in the LinkGreen Services. LinkGreen will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.
i) Disclaimer of Warranties
- YOUR USE OF THE SERVICES, SOFTWARE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED “AS IS.” SUBJECT TO ANY APPLICABLE CONSUMER PROTECTION LAWS, LINKGREEN, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, “SUPPLIERS”) DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES ARE FIT FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OR CONTENT IN OR LINKED TO THE SERVICES. LINKGREEN AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION
j) Limitation of Liability and Indemnity
- TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF LINKGREEN, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, LINKGREEN, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, BREACHES OF CONFIDENCE OR PRIVACY, ADMINISTRATIVE MONETARY PENALTIES, FINANCING CHARGES, VIRUSES, SPYWARE, LOSS OF BUSINESS REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET LINKGREEN SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF LINKGREEN AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF LINKGREEN, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.
- You agree to indemnify and hold LinkGreen and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys’ fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as “Claims”). LinkGreen reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by LinkGreen in the defense of any Claims.
k) Business uses of our Services
- If you are using our Services on behalf of a business, that business accepts these terms. It will hold harmless and indemnify LinkGreen and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys’ fees.
- If you have a dispute with one or more users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
m) Governing Law
- The Services are controlled by LinkGreen and operated by it, from its offices in Barrie, Ontario. You and LinkGreen both benefit from establishing a predictable legal environment in regard to the Services. Therefore, you and LinkGreen explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Site, the Content, the Add-ons or the Services will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
- Except where prohibited by applicable law, any claim, dispute or controversy (whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether preexisting, present or future) involving LinkGreen and arising out of or relating to (a) these Terms; (b) the Site, the Content, the Add-ons or the Services; (c) oral or written statements, advertisements or promotions relating to these Terms or to the Site, the Content, the Add-ons or the Services; or (d) the relationships that result from these Terms or the Site, the Content, the Add-ons or the Services (collectively, a “Claim”), will be referred to and determined by a sole arbitrator (to the exclusion of the courts). Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against LinkGreen related to any Claim and, where applicable, you also agree to opt out of any class proceedings against LinkGreen. If you have a Claim, you should give written notice to arbitrate at the address specified below. If we have a Claim, we will give you notice to arbitrate at your address provided in your Registration Data. Arbitration will be conducted by one arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in the Province of Ontario.
- To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in Toronto, Ontario. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.
- If you choose to access the Services from locations other than Ontario, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify LinkGreen for your failure to comply with any such laws.
- If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.