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TradeUrban.com Terms of Service
TradeUrban.com Service Agreement Last Updated: May 2007
Welcome to TradeUrban.com
Defining The Agreement
1.1

This Terms of Service ("Agreement") is an electronic contract that sets out the legally binding terms of your use of TradeUrban.com Website ("Website") operated by Essential Ventures LLC.

1.2

(“TradeUrban”) means the TradeUrban.com Website.

1.3 Your use of TradeUrban’s Services and Website are referred to collectively as the (“Services”) in this Agreement. By using TradeUrban you agree to be bound by the Terms of Service, whether or not you register as a member of TradeUrban.com ("Member").
1.4 This Agreement limits our liability, and in no way do we provide warranties for the service. We ask you to completely read everything in this contract carefully.
1.5 Your agreement with TradeUrban will always incorporate, at a minimum, the terms and conditions set out in this document. These are referred to below as the (“Collective Terms”).
1.6

In addition to the Collective Terms, the Agreement with TradeUrban will also consist of the terms of any Legal notifications applicable to the Services
( “Additional Terms”).

Additional Terms will be accessible for you to read either within, or through your use of, that Service.

1.7 The Collective Terms, together with the Additional Terms, form a legally binding agreement between you and TradeUrban in relation to your use of the Services.
It is important that you take the time to read them carefully. Collectively, this legal agreement is referred to below as the “Terms”.
1.8 If there is any discrepancy between the Additional Terms and the Collective Terms, then the Additional Terms shall take priority in relation to that Service.
Acceptance of Terms of Service Agreement.
2.1

In order to use the Services, you must first be in agreement to the Terms.
You are not permitted to use the Services if you do not accept the Terms.

You acknowledge and agree that If you object to anything in this Agreement, the Term, the Conditions, or the TradeUrban Privacy Policy, your only recourse is to immediately discontinue use of TradeUrban's Website and Services.

2.2 In order to use the Services, you must be in agreement to wave all and any applicable withdrawal right, or “cooling off” periods. You agree and acknowledge that service starts right away.
2.3

You can agree to the Terms by:

(A) Clicking yes, or I agree to the Terms, whenever this option is presented to you by TradeUrban in the user interface for any Service; or

(B) By using the Services. In this instance, you recognize and agree that TradeUrban will treat your use of the Services as acceptance of the Terms from that point onwards.

2.4

You are in no way permitted to use the Services and may not accept the Terms if:

(A) you are a person banned from using the Services under the laws of the United States of America, or

(B) you are a person banned from using the Services under the laws of the country in which you are resident or from which you use the Services, or

(C) you are not of legal age to form a binding contract with TradeUrban.

2.5 Before you proceed, you should print off and save a copy of the Collective Terms for your records.
Language of the Terms
3.1 TradeUrban does not and will not provide a translation of the English language version of the Terms.
3.2 The English language versions of the Terms will administer your relationship with TradeUrban.
Stipulation of the Services by TradeUrban
4.1 TradeUrban does have subsidiaries and affiliated legal entities that shall be know as (“Subsidiaries and Affiliates”).
4.2 From time to time, these establishments will be providing the Services to you on behalf of TradeUrban itself. You acknowledge and agree that Subsidiaries and Affiliates will be allowed to provide the Services to you.
4.3 TradeUrban is continuously improving consecutively to provide the best possible experience for its users. You acknowledge and agree that the configuration and character of the Services which TradeUrban provides may periodically change without prior notice to you.
4.4 You acknowledge and agree that at TradeUrban’s sole discretion, without prior notice to you; TradeUrban may permanently or temporarily stop providing features within the Services or the entire Services to you.

You can discontinue using the Services at any time. You do not need to inform TradeUrban when you stop using the Services.

4.5

You acknowledge and agree that if TradeUrban disables access to your account and/or postings, you may be prohibited from accessing:

  • the Services
  • account information
  • your files
  • Content which is contained in your account
4.6

You acknowledge and agree that at TradeUrban’s sole discretion. TradeUrban may at any time, without prior notice or approval from you may:

(A) set a limit the number of transmissions you may send or receive through the service, and/or

(B) limit the amount of storage space used

5.0 Use of the Services by you
5.1 You agree that any information you submit to TradeUrban will always be accurate, correct and up to date.
5.2

You agree to use the Services only for purposes that are permitted by all the following bullet points:

• Anti-Spam Policy
• Codes of Conduct
• Notices provided by TradeUrban
• The Terms
• Any applicable laws, rules, regulation, practices, guidelines of The United States of America and the country in which you are resident, or from which you are using the Services.

5.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by TradeUrban.

You specifically agree not to access (or attempt to access) any of the Services through any automated means including use of: scripts, BOT(s), web crawlers, spider, periodic caching of information stored by TradeUrban, or “meta-searching”.

5.4 You agree that you will not interfere with anyone’s use and enjoyment of the service. In addition, you will not damage, disable, overburden, impair or engage in any activity that interferes with or disrupts the Services, or the servers and networks which are connected to the Services.
5.5 You agree that you will not reproduce, redistribute, duplicate, copy, sell, resell, or trade the Service or any part of the service for any purpose.
5.6 You agree that TradeUrban has no responsibility to you or to any third party (and that you are solely responsible) for any breach of your obligations under the Terms and for the penalty (including any loss or damage which TradeUrban may suffer) of any such breach.
5.7 You agree not to use the service in a way that harms TradeUrban or TradeUrban’s affiliates, distributors, resellers, subsidiaries, vendors, (collectively, the “TradeUrban Group”), or any other users or customer of TradeUrban and TradeUrban Group.
5.8 You agree not to modify, reroute, or attempt to modify or reroute, the service.
Your passwords and account security
6.1 You acknowledge and agree that you are responsible for preserving the secrecy of your password(s) related to any account you use to access the Services.
6.2 Only you may use your service account. You acknowledge, and agree that you and only you will be solely responsible for all activities that occur under your account. You may not authorize any third party to access and/or use the service on your behalf.
6.3 If you become aware of any unauthorized use of your account, account information, or password to your account, you agree to notify TradeUrban immediately.
Content in the Services
7.1 All information including but not limited to (data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) is referred to below as the (“Content”).
7.2 You agree and acknowledge that TradeUrban does not provide all the Content on the Website.
7.3 You acknowledge that some Content may be protected by intellectual property rights, and agree not to distribute, lease, loan, modify, rent, sell, or create derivative works based on this Content (either in whole or in part).
7.4 TradeUrban reserves the right (but shall have no obligation) to flag, filter, modify, pre-screen, refuse, remove, or review any or all Content from any Service.
7.5 YOU UNDERSTAND THAT YOU USE THE SERVICE AT YOUR OWN RISK; and that by using the Services and Website you may be exposed to Content that you may find offensive, indecent, and/or objectionable.
7.6

You agree that TradeUrban has no responsibility to you or to any third party (and that you are solely responsible) for any Content that you create, display or transmit while using the Services.

You agree that TradeUrban has no responsibility to you or to any third party (and that you are solely responsible) for the consequences of your actions (including any loss or damage which TradeUrban may suffer) while using the Services.

You are entirely responsible for the content of, and any harm resulting from, that Content.

Supplementary Content
8.1 The Services may incorporate hyperlinks to external web sites, advertising, products, services, resources, content, or other materials referred to below as the “Supplementary Content”.
8.2 TradeUrban certainly has no control over any Supplementary Content which are supplied by companies or persons other than TradeUrban.
8.3 You acknowledge and agree that TradeUrban is not responsible for the accessibility of any Supplementary Content, and does not endorse any Supplementary Content.
8.4 You acknowledge and agree that TradeUrban is not liable for any loss or damage which may be incurred by you as a result of the accessibility of Supplementary Content, or as a result of any dependence placed by you on the accuracy, completeness, or existence of any Supplementary Content from, such web sites, companies, or persons.
8.5 You agree that you are solely responsible for (and that TradeUrban has no responsibility or liability to you or to any third party for) any loss or damage which may be incurred by an external company, or other persons.
Content license from you
9.1 You retain copyright and other rights you previously hold in Content which you display, post, or submit on or through the Services.

By making Content available (including but not limited to displaying, posting, or submitting the content) you give TradeUrban and TradeUrban Group a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive right and license ("Right and License") to:

(A) use, adapt, create derivative works of, distribute, modify, publish, publicly perform, reproduce, translate, and publicly display and distribute any Content which you display, post, or submit on or through the Services on or through, the Services; and

(B) broadcast or distribute your Content over assorted public networks and in various media; and

(C) make such changes to your Content as are required to correspond to the technical requirements of connecting networks, devices, services or media.

9.2 If you delete Content, TradeUrban will use reasonable efforts to remove it from the Website, but you acknowledge that caching or references to the Content may not be made immediately unavailable.
9.3 You authorize and warrant to TradeUrban that you have ALL the authority, power and rights required to grant the above license.
Proprietary rights
10.1 You acknowledge and agree that TradeUrban (or TradeUrban’s licensors) own all legal rights, intellectual property right (registered or not), title and interest in and to the Services.
10.2 You acknowledge that the Services may contain data, or information which is elected confidential by TradeUrban.
10.3 You are not permitted to use any of TradeUrban’s, domain names, logos, service marks, trademarks, trade names and other distinctive brand features.
10.4 You agree that you shall not alter, obscure, or remove any copyright, trademark, or any other proprietary rights notices which may be attach to or enclosed within the Services.
10.5 You agree that in using the Services, you will not use any logo, service mark, trademark, trade name, of any company or organization in a way that is likely or deliberate to cause confusion about the authorized user of such logos, marks, or names.
10.6 Other than the limited license set forth in Section 9,
TradeUrban acknowledges and agrees that it obtains no interest from you (or your licensors), right, or title under these Terms in or to any Content that you Display, post, submit, or transmit on or through, the Services, including any intellectual property rights (registered or not) which subsist in that Content. You agree that you are responsible for enforcing and protecting those rights and that TradeUrban has no commitment to do so on your behalf.
NO WARRANTY
11.0

Nothing in these terms shall exclude or limit TradeUrban's warranty or liability for losses.

11.1

You expressly understand and agree that your use of the service is at your sole risk and that the Services are provided “as-is,” “with all faults” and “as available.”

11.2

TradeUrban and TradeUrban Group makes no warranty as to the Services, that the Services will be accurate, available, free from error, secure, timely, or uninterrupted.

11.3 No advice or information (whether oral or written) obtained from TradeUrban (and TradeUrban Group) or from or through the use of Services shall create any warranty.

11.4 Any Content downloaded or obtained through the use of the Services is downloaded at your own discretion and AT YOUR OWN RISK and that you will be solely responsible (and TradeUrban has no responsibility to you or to any third party) for any damages (including any loss or damage which TradeUrban may suffer) to your (or to any third party) computer system or other devices or loss of data that results from the download of any such material.
11.5 TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, TRADEURBAN AND TRADEURBAN GROUP GIVES NO EXPRESS, WARRANTIES, GUARANTEES, OR CONDITIONS.
11.6 TRADEURBAN EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT AND NON-INFRINGEMENT.
LIMITATION OF LIABILITY
12.1

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TRADEURBAN AND TRADEURBAN GROUP IN NO EVENT SHALL BE LIABLE TO YOU OR ANY THRIDY PARTY FOR:

(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES. HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY.. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, DAMAGES INCLUDING ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), LOST SAVINGS, COSTS, FEES, ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER INTANGIBLE LOSS OR EXPENSES OF ANY KIND ARISING OUT OF ANY PROVISION OF THIS AGREEMENT; WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGEAS A RESULT OF:

(I) ANY DEPENDENCE PLACED BY YOU ON THE ACCURACY, COMPLETENESS, OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RAPPORT OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;

(II) ANY MODIFICATIONS WHICH TRADEURBAN MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);

(III) THE REMOVAL OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;

(III) YOUR FAILURE TO PROVIDE TRADEURBAN WITH ACCURATE ACCOUNT INFORMATION;

(IV) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;


General legal terms
13.1 From time to time when you use the Services, you might (as a consequence of, or by means of your use of the Services) purchase goods, use a service, or download software, which are supplied by another person or company. Your use of these other goods, services, or software may be subject to separate or additional terms between you and the person or company concerned. If hence, the Terms do not influence your legal relationship with these other companies or individuals.
13.2 You agree that TradeUrban may send you notification, including but not limited to those regarding changes to the Terms, via email, regular mail, or postings on the Services.
13.3 The Terms, and your relationship with TradeUrban under the Terms, shall be governed by the laws of the State of Arizona without regard to its conflict of laws provisions. You and TradeUrban agree to submit to the exclusive jurisdiction of the courts located within the county of Maricopa, Arizona to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that TradeUrban shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
Changes to the Terms
14.1 TradeUrban may make changes to the Collective Terms or Additional Terms from time to time. When these changes are made, TradeUrban will provide a new copy of the Collective Terms available at
http://www.tradeurban.com/?action=TOS
and any new Additional Terms will be made available to you from within, or through, the affected Services.
14.2 You acknowledge and agree that if you use the Services after the date on which the Collective Terms or Additional Terms have changed, TradeUrban will treat your use as acceptance of the updated Collective Terms or Additional Terms.
Termnination of Services
15.1 The Terms will continue to apply until terminated by either you or TradeUrban as set out below.
15.2 You agree that TradeUrban, at its sole discretion may for any circumstances and without prior notice to you, has the right (but no obligation) to:

(A) terminate or deactivate your account, and/or

(B) terminate access to part or all of the Services, and/or

(C) delete or deactivate your account, and/or

(D) block your email or IP address, and/or

(E) delete your password and related information, and/or

(F) delete Content with or inside your account (or any part thereof), and/or

(G) ban further use of the Service, and/or

15.3 You acknowledge and agree that all terminations for cause shall be made in TradeUrban's sole discretion and that TradeUrban shall not be liable to you or any third party for any termination of Services.