Welcome to the Greenwala Marketplace – an e-commerce platform for green products and services (the "Marketplace"), which is owned, and operated by Greenwala, Inc. ("Greenwala," "we," "our," or "us"). The Marketplace offers a range of information and services to its users, including shopping opportunities, access to reviews, and the ability to submit reviews for other users. The terms "buyer," "you," "your," and "yours" refer to anyone visiting, using, browsing, accessing shopping at the Marketplace.
IMPORTANT – PLEASE READ CAREFULLY: THESE BUYER TERMS AND CONDITIONS ("TERMS") ALONG WITH ALL THE RULES, POLICIES AND GUIDELINES INCORPORATED IN THESE TERMS BY REFERENCE CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN GREENWALA AND YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND GOVERN YOUR USE OF THE MARKETPLACE. BY VISITING, USING, BROWSING, ACCESSING SHOPPING AT THE MARKETPLACE, YOU AGREE AND ACKNOWLEDGE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, PLEASE DO NOT USE THE MARKETPLACE.
WE RESERVE THE RIGHT TO MODIFY THESE TERMS AT ANY TIME, AND EACH SUCH MODIFICATION SHALL BE EFFECTIVE UPON POSTING. ALL MATERIAL MODIFICATIONS WILL APPLY PROSPECTIVELY ONLY. YOUR CONTINUED USE OF THE MARKETPLACE FOLLOWING ANY SUCH MODIFICATION CONSTITUTES YOUR AGREEMENT TO BE BOUND BY AND YOUR ACCEPTANCE OF THESE TERMS, AS MODIFIED. IF ANY MODIFICATION IS NOT ACCEPTABLE TO YOU, YOUR SOLE REMEDY AND RECOURSE IS TO DISCONTINUE USE OF THE MARKETPLACE. THEREFORE, IT IS IMPORTANT FOR YOU TO REVIEW THESE TERMS REGULARLY.
In order to use the Marketplace, you must be 18 years of age or over, or of the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years. If you are under the age of 18 or the applicable legal age in your jurisdiction, you can use the Marketplace only in conjunction with, and under the supervision of, your parent or guardian who has agreed to these Terms of Service on your behalf.
You are not required to register in order to access the Marketplace. However, in order to shop at the Marketplace or use certain other features or services offered through the Marketplace, you will have to register and create a unique, password-protected account ("Account"). You agree to: (a) provide true, accurate, current, and complete information as prompted by the registration form; and (b) maintain and update such information to keep it true, accurate, current, and complete at all times. We reserve the right to delete your Account without warning if you are found to have misrepresented your age or any of the registration information submitted. You are responsible for maintaining the confidentiality of your password and email address. You agree to (a) immediately notify us of any unauthorized use of your password or account, or any other breach of security, and (b) ensure that you exit from your account at the end of each session. You will be solely responsible for safeguarding your password and also for any actions under your password and Account, whether authorized by you or not.
You can place orders for sellers' products and services offered through the Marketplace by following the instructions on the Marketplace. Sellers' listing on the Marketplace constitutes an offer to you to buy their products and/or services. Placing of an order by a buyer constitutes acceptance and formation of a contract. Please carefully read the seller's terms and conditions including the Returns and Refunds Policy before placing an order. Please note that your purchases are charged at the time you place your order. We shall not be parties to any contract between the sellers and buyers and are not responsible for any act or omission by either party that may be in violation of such a contract. Without limiting the foregoing, we are not responsible for timely performance by either party of its obligations or failure of any representations or warranties made by either party under such a contract or for any defects in products or services supplied by the sellers. If a product or service is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from a seller, we have the right to refuse or cancel any orders placed for such products or services, whether or not you have placed the order or have been charged.
The Marketplace is an online platform for third-party sellers and buyers to sell and buy green products and services. We are neither a seller nor a buyer. As a buyer, you may buy any product or service from the sellers. Therefore, if you have a dispute with one or more sellers, you release us, our affiliates (and our respective officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of, or in any way connected with, such disputes. If you are a California resident, you waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
The description of products and/or services including, without limitation, the pricing published on the Marketplace is based on information provided by the sellers. Accordingly, we are not responsible in any way for actual transaction between a potential seller and buyer. Without limiting the generality of the foregoing, you acknowledge and agree as follows: (i) we do not participate in any actual transactions, including, without limitation, negotiations, discussions, or proposals, and you expressly waive any requirement that purports to impose on us an obligation to perform any services other than those expressly undertaken by us; (ii) we do not render legal, brokerage, or other professional advice or services; in the event you desire or need such services, we strongly advise you to secure the same; (iii) we are not undertaking any, and have no, duties to you including, without limitation, the obligation to screen prospective buyers; and (iv) while we comply with applicable state and federal laws, we cannot guarantee that our users so comply. Accordingly, we assume no liability for any user's failures to comply with such laws.
Provided that you fully comply with these Terms, we grant you a personal, non-exclusive, non-transferable, revocable, limited right to access and use the Marketplace for your personal and non-commercial use. Except for the foregoing limited license, no right, title or interest shall be transferred to you. Any unauthorized use of the Marketplace will terminate the limited license granted by us and will result in the immediate cancellation of your subscription.
You may post reviews, comments, photos, and other content; send communications; and submit suggestions, ideas, comments, questions, or other information ("your content") on the Marketplace. You are solely responsible for your conduct and activities on the Marketplace and your content. Subject to the licenses you are granting hereunder, you retain all right, title and interest, including without limitation all worldwide intellectual property rights, in and to your content.
By submitting, posting or displaying your content on or through the Marketplace, you automatically grant to us a worldwide, perpetual, royalty-free, irrevocable, non-exclusive, sub-licensable and transferable right and license to use, reproduce, store, host, index, cache, distribute (through multiple tiers), publicly perform, publicly display, (each of the foregoing in any form, medium or technology now known or later developed), modify and adapt including without limitation the right to adapt for streaming, downloading, broadcasting, distribution, publicly displaying, publicly performing (each of the foregoing in any form, medium or technology now known or later developed), create derivative works from, and exercise all aforesaid rights with respect to such derivative works, and otherwise exploit in any manner, your content or any part thereof. You hereby expressly waive any and all so-called moral rights you may have in your content. You hereby represent and warrant that your content, (i) and our use thereof pursuant to these Terms does not and will not, directly or indirectly, violate, infringe or breach any duty toward or rights of any person or entity, including without limitation any copyright, trademark, service mark, trade secret, other intellectual property, publicity or privacy right, (ii) does not contain any material that is sexual, pornographic, erotic, obscene, indecent or profane in its use of sexual language or description or depictions of sexual acts, (iii) are not fraudulent, misleading, hateful, tortuous, defamatory, slanderous, libelous, abusive, violent, threatening, profane, vulgar or obscene, (iv) does not harass others, promote bigotry, racism, hatred or harm against any individual or group, promote discrimination based on race, sex, religion, nationality, sexual orientation or age, or otherwise interfere with another party's use of the Website, (v) does not promote illegal or harmful activities or substances or provide instructional information about activities such as making or buying illegal weapons or substances, (vi) are not illegal, unlawful or contrary to the laws or regulations in any state or country where, as applicable, your content are created, displayed or accessed, (vii) does not contain any adware, malware, spyware, computer programming routines, software or viruses that are intended to damage, interfere with or in any way limit the functionality of any computer software or hardware or telecommunications equipment, intercept or expropriate any system data or personal information, permit unauthorized access to the Markteplace or any part thereof or disable, damage or erase any portion of the content or advertisements processed or stored therein; or (viii) does not constitute unsolicited bulk email, junk mail, spam or chain letters.
Subject to your acceptance and compliance with these Terms, we hereby grant you permission to access and use the Marketplace, provided that you shall not (and not allow third party to): (i) lead buyers off of the Marketplace to complete transactions in any manner including through links in emails, chat or phone correspondence with buyers; (ii) modify, adapt, translate, or reverse engineer any portion of the Marketplace; (iii) remove any copyright, trademark or other proprietary rights notices contained in or on the Marketplace or in or on any content or other material obtained via the Marketplace; (iv) use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Marketplace; (v) access, retrieve or index any portion of the Marketplace for purposes of constructing or populating a searchable database of business reviews; (vi) collect or harvest any information about other users or members (including usernames and/or email addresses) for any purpose; (vii) reformat or frame any portion of the web pages that are part of the Marketplace; (viii) create user accounts by automated means or under false or fraudulent pretenses; (ix) create or transmit unwanted electronic communications such as "spam" to other users or members of the Marketplace or otherwise interfere with other users' or members' enjoyment of the Marketplace; (x) transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature; (xi) use the Marketplace to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material, including any material that may be deemed threatening or obscene; (xii) copy or store any content offered on the Marketplace for other than your own personal, non-commercial use; (xiii) use any device, software or routine that interferes with the proper working of the Marketplace, or otherwise attempt to interfere with the proper working of the Website; (xiv) take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on our IT infrastructure; (xv) use the Marketplace intentionally or unintentionally, to violate any applicable local, state, national or international law; or (xv) collect or store personal data about other users in connection with the prohibited activities described in this paragraph.
THE MARKETPLACE AND ALL FEATURES AND FUNCTIONALITIES ASSOCIATED THEREWITH ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE MARKETPLACE AND THE PRODUCTS OR SERVICES DISPLAYED ON THE WEBSITE SHALL BE AT YOUR SOLE DISCRETION AND RISK. YOU ACKNOWLEDGE AND AGREE THAT YOU MUST EVALUATE, AND BEAR ALL RISKS ASSOCIATED WITH THE USE OF THE MARKETPLACE AND PURCHASE OF PRODUCTS OR SERVICES, AND ANY CONTENT DESCRIBING THE PRODUCTS OR SERVICES, INCLUDING ANY RELIANCE ON THE ACCURACY, COMPLETENESS, OR USEFULNESS OF SUCH CONTENT. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE MARKETPLACE, CONTENT CONTAINED THEREON OR ANY PRODUCTS OR SERVICES OBTAINED THROUGH THE MARKETPLACE. WE DO NOT WARRANT THE RESULTS OF USE OF THE MARKETPLACE, AND YOU ASSUME ALL RISKS AND RESPONSIBILITIES WITH RESPECT THERETO. WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE MARKETPLACE WILL BE UNINTERRUPTED OR ERROR-FREE, AND YOU AGREE THAT WE MAY ELIMINATE OR OTHERWISE MODIFY ANY OR ALL ASPECTS OF THE MARKETPLACE, INCLUDING ANY FEATURES THEREOF, WITHOUT COMPENSATION OR NOTICE TO YOU. WE MAKE NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE MARKETPLACE OR THAT YOUR USE OF THE MARKETPLACE WILL BE FREE FROM INTERRUPTION, LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION AND WE DISCLAIM ANY LIABILITY WITH RESPECT THERETO.
WITHOUT LIMITING THE FOREGOING, WE FURTHER DISCLAIM ALL LIABILITY FOR ANY REPRESENTATIONS MADE BY THE SELLERS ON THE MARKETPLACE OR PERFORMANCE BY SELLERS OF THEIR OBLIGATIONS UNDER THEIR AGREEMENTS WITH YOU. WE ARE NOT A PARTY TO ANY SUCH AGREEMENT AND SHALL NOT BE RESPONSIBLE FOR DELIVERY OF PRODUCTS OR PERFORMANCE OF SERVICES, PRICING, TIMELY PERFORMANCE OR ANY OTHER CONDITION OR OBLIGATION OF EITHER PARTY UNDER THE AGREEMENTS.
You understand and agree that your use of the Marketplace is at your own discretion and risk and that you will be solely responsible for any damages that arise from such use including, without limitation, for loss of data and or any type of malfunction to your computer. IN NO EVENT SHALL WE OR ANY OF OUR SHAREHOLDERS, DIRECTORS, OFFICERS OR EMPLOYEES BE LIABLE (JOINTLY OR SEVERALLY) TO YOU FOR PERSONAL INJURY OR ANY DAMAGES INCLUDING, DIRECT, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSS, WHETHER OR NOT ADVISED OF THE POSSIBILITY OF DAMAGE, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR PERFORMANCE OF THE MARKETPLACE OR THE PRODUCTS OR SERVICES OFFERED THROUGH THE MARKETPLACE. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE FOR LOSSES ARISING FROM THE USE OR INABILITY TO USE THE MARKETPLACE (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE GREATER OF (A) THE AMOUNT PAID TO US FOR THE PRODUCTS OR SERVICES GIVING RISE TO THE CAUSE OF ACTION, AND (B) $100. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You will defend, indemnify and hold harmless Greenwala and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorneys' fees) arising out of any claim that arises out of or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in these Terms; (ii) your content, or (iii) your purchase of any products and/or services through the Marketplace.
We may use the information we obtain relating to you, including, but not limited to, your Internet Protocol address, name, mailing address, email address and use of the Marketplace, and disclose the information to sellers to complete your purchase transactions, strictly subject to the privacy specifications set forth in our Privacy Policy incorporated herein by this reference.
We may terminate your access or suspend your right to access all or part of the Marketplace, without notice, for any conduct that we, in our sole discretion, believe is in violation of any applicable law, is in breach of these Terms or is harmful to the interests of other users or us.
These Terms shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Products is excluded and does not apply to these Terms. If any dispute relating in any way to these Terms or the policies or your use of the Marketplace shall be submitted to confidential arbitration in Orange County, California, USA, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the State of California, USA and you consent to exclusive jurisdiction and venue in such courts. Arbitration under these Terms shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms shall be joined to an arbitration involving any other party subject to these Terms, whether through class arbitration proceedings or otherwise. The failure to require performance of any provision shall not affect our right to require performance at any time thereafter, nor shall a waiver of any breach or default of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any portion of these Terms is found to be unenforceable, such portion will be modified to reflect the parties' intention and only to the extent necessary to make it enforceable, and the remaining provisions of these Terms will remain in full force and effect. These Terms constitute the entire and exclusive understanding and agreement between you and us regarding this subject matter, and supersedes any and all prior or contemporaneous agreements or understandings, written and oral.
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