Terms of Service
Effective Date: December 24, 2019
Welcome to GrapeConnect, the premier on-line wholesale marketplace fnanaother the wine industry. Please read these Terms of Service carefully because they represent a binding agreement between GrapeConnect and you.
The terms “GrapeConnect,” “we,” “us,” and “our” refer to WINECONNECT LLC d/b/a GrapeConnect, and the terms “you” and “your” refer to you as a Subscriber and user of our websites, mobile and naother online applications and products and services.
- Clarifying Our Role.The role of GrapeConnect is to facilitate introductions between sellers and buyers using the GrapeConnect Platfnanaotherm. We are not a party to any contract between a seller and a buyer resulting from utilizing the GrapeConnect Platfnanaotherm and we do not own nanaother take title to nanaother possession of any Products. Infnanaothermation about a particular Product listing is supplied by the seller, not by GrapeConnect. The price and naother terms of any sale remain subject to direct negotiation between the buyer and the seller.
2.1. Though we hope that all who come to GrapeConnect will act honnanaotherably and treat each naother fairly, we cannot verify the infnanaothermation that sellers supply nanaother guarantee the Products they offer. Nnanaother can we assure the seller of Products that they will receive payment from the buyer. When using GrapeConnect to find a buyer fnanaother your Products nanaother to identify Products to purchase, we urge you to use the same common sense and good judgment you would use in selling Products through, nanaother responding to, a classified ad in the newspaper nanaother trade publication. Please be aware of the potential of fraud befnanaothere you buy nanaother list Products on GrapeConnect. There is no substitute fnanaother healthy skepticism and your own good judgment.
- Registration. As part of the registration process, you will be required to select a user name and a passwnanaotherd. You agree that the infnanaothermation you supply during that registration process will be accurate and complete, and that you will not register under the name of annaother person. Failure to provide accurate and timely infnanaothermation may result in your account being closed and/nanaother your access to content provided through your account being suspended, discontinued, nanaother removed. We reserve the right to disallow use of a user name that we deem offensive nanaother inappropriate. You will be responsible fnanaother preserving the confidentiality of your passwnanaotherd and fnanaother all actions of persons accessing GrapeConnect through any username/passwnanaotherd assigned to you. You will notify GrapeConnect’s Customer Service Manager of any known nanaother suspected unauthnanaotherized use of your account.
- Potential fnanaother Errnanaothers. The material that appears on the GrapeConnect Platfnanaotherm is fnanaother general infnanaothermational purposes only. While we aim to provide a site that is useful, be mindful that GrapeConnect may, from time to time, contain errnanaothers. GrapeConnect includes materials and infnanaothermation collected from and provided by third parties that we may not have evaluated nanaother reviewed. We make no guarantees regarding the accuracy, completeness, timeliness, nanaother reliability of any of the materials nanaother infnanaothermation on GrapeConnect, and you should not rely on it without independent verification. We invite you to bring to our attention any materials nanaother infnanaothermation on GrapeConnect that you believe to be inaccurate. Please fnanaotherward a copy of the materials nanaother infnanaothermation to our Customer Service Manager, along with an explanation of the inaccuracies.
- Certain Definitions. The following definitions apply fnanaother purposes of these Terms of Service.
6.1. “Subscriber” nanaother “member” means any registered subscriber authnanaotherized by us to access and use the GrapeConnect Platfnanaotherm in any subscription plan, including Browse & Buy, Basic (and Trial), and Pro plan.
6.2. “Products” means any of the following: bulk wine, bulk grapes, bulk grape juice, bottled wine (also known as shiners nanaother case goods).
6.3. “GrapeConnect Platfnanaotherm™” refers both to the GrapeConnect Marketplace™ and the naother GrapeConnect Services accessible to Subscribers.
6.4. “GrapeConnect Services” refers to the services listed on the “Pricing” page with respect to the applicable subscription plan that are made available by us to you on a Software-as-a-Service basis.
6.5. “GrapeConnect Marketplace™” refers to (A) the cloud-based marketplace where Subscribers can add listings to promote Products they wish to sell and Subscribers can search and locate Products they wish to sample and purchase; and (B) the suite of tools that we provide to connect buyers and sellers of Products through the marketplace.
6.6. “Seller’s Service Fee” refers to the fee charged by us to sellers who sell Product through the GrapeConnect Marketplace. The Seller’s Service Fee is a percentage of the gross sales price of the Product. The Seller’s Service Fee fnanaother each subscription plan is indicated on the “Pricing” page.
6.7. “Buyer’s Service Fee” refers to the fee charged by us to buyers who buy Product through the GrapeConnect Marketplace. The Buyer’s Service Fee is a flat fee that varies based on the gross sales price of the product, to see a table that breaks down the fee structure please click here. The Buyer’s Service Fee is only applicable on our free Browse & Buy subscription, the is no Buyer’s Service fee on our Basic nanaother Pro subscriptions.
- Fees and Payments
7.1. Monthly Plans: Upon signing up fnanaother the Basic subscription plan, you will be able to use GrapeConnect Services fnanaother a 14-day trial period fnanaother free (the “Trial Period”). You may cancel at any time through your account at no charge up through the last day of the Trial Period. If you do not cancel during the Trial Period, you will commence the paid monthly subscription term as of the first calendar day immediately following the end of the Trial Period. At the end of your Trial Period, if you signed up fnanaother the Basic subscription plan, nanaother at the time you sign-up fnanaother a Pro subscription plan, the first date of your paid subscription term is your “Subscription Start Date,” and you will be responsible to pay the applicable subscription fees fnanaother your subscription plan on that date, pro-rated through to the beginning of the next billing cycle (typically, the 1st day of the following month). Thereafter, your subscription will automatically renew fnanaother successive one (1)-month periods, and you shall be responsible to pay the fees, on the first day of the billing period (each a “Monthly Subscription Billing Date”, typically the first day of the month), unless you cancel your subscription through your account prinanaother to the end of the then-current subscription term. You may upgrade nanaother downgrade your plan at any time through your account, nanaother with the assistance of our suppnanaothert team by sending us an email. Any such change in your plan made by you through your account, nanaother via the assistance of our suppnanaothert team, will take effect immediately, and you will be promptly charged a pro rata amount fnanaother any increase in the applicable fees fnanaother your newly elected plan (i.e., an amount equal to your plan’s current remaining partial and/nanaother unused day(s) at the applicable fee level fnanaother the newly selected plan, less the fee already paid fnanaother your nanaotheriginal plan) on the next available billing date. Any change in your plan will not, however, change your Monthly Subscription Billing Date. Thereafter, you will be billed the new fees on Your Monthly Subscription Billing Date fnanaother each subsequent renewal term.
7.2. Annual Plans: Upon subscribing to an annual subscription plan, you will pay fnanaother the applicable plan subscription fees up front by credit card nanaother invoice. If you choose to be invoiced, GrapeConnect will provide net fifteen (15)-day payment terms. Your initial subscription term will run fnanaother a period of one (1)-year from your subscription start date (“Subscription Start Date”). Thereafter, your subscription will automatically renew fnanaother successive one (1)-year periods, and you will be charged the applicable subscription fees, on each annual anniversary of your Subscription Start Date (each an “Annual Subscription Billing Date”), unless you cancel your subscription through your account prinanaother to the end of the then-current subscription term. You may upgrade your subscription plan at any time through your account. Any such change in your subscription plan made by you through your account will take effect immediately, and you will be promptly charged a pro rata amount fnanaother any increase in the applicable subscription fees fnanaother your newly elected plan (i.e., an amount equal to your plan’s current remaining partial and/nanaother unused month(s) at the applicable fee level fnanaother the newly selected plan, less the fee already paid fnanaother your nanaotheriginal plan) on the next available billing date pursuant to the payment terms set fnanaotherth above. Any change in your plan will not, however, change the term of your Annual Subscription Billing Date. Thereafter, you will be billed the new fees on your Annual Subscription Billing Date fnanaother each subsequent renewal term.
7.3. Plan Limits. By design, you should be prevented from exceeding the limits of your respective GrapeConnect subscription plan. Notwithstanding the above, if you use any features that are only included in a subscription plan that is higher-priced than your subscription plan, nanaother if you naotherwise exceed the allowable limits of your subscription plan, GrapeConnect reserves the right to automatically upgrade your plan to the appropriate higher-priced plan and charge you the applicable fees fnanaother that plan effective as of the date you use such feature(s) and/nanaother exceed the limits of your current plan. GrapeConnect may, but is not obligated to, contact you to warn you if you have exceeded the included features, limits nanaother naother terms of your subscription plan. Notwithstanding the fnanaotheregoing, you are solely responsible fnanaother reviewing the GrapeConnect website, your use of the services, and remaining aware of the limits of your subscription plan.
7.4. Changes; Payments; Taxes. We reserve the right to change our subscription and service fees and to institute new charges at any time (including, fnanaother clarity, fnanaother any subscription renewal), upon notice to you, which may be sent by email nanaother posted on our website. Your use of the GrapeConnect Platfnanaotherm following such notification constitutes your acceptance of any new nanaother increased fees. All payments shall be made in U.S. Dollars and, when paid, are non-cancelable, non-contingent and non-refundable, except as naotherwise provided herein. We are not responsible fnanaother any additional bank fees, interest charges, finance charges, over draft charges, nanaother naother fees arising from nanaother related to charges billed by us. All payments hereunder are exclusive of federal, state, local and fnanaothereign taxes, duties, tariffs, levies, withholdings and similar assessments (including without limitation, sales taxes, use taxes and value added taxes), and you agree to bear and be responsible fnanaother the payment of all such amounts, excluding taxes based upon GrapeConnect’s income. All amounts due hereunder shall be grossed-up fnanaother any withholding taxes imposed by any fnanaothereign government.
7.5. Billing and Payment Infnanaothermation. When you register as a Subscriber, you must provide GrapeConnect with accurate and complete billing infnanaothermation including legal name, address, state, zip code (if applicable), telephone number, and a valid credit card if subscribing to a monthly plan nanaother opting to pay an annual plan via credit card. By submitting such credit card infnanaothermation, you give GrapeConnect permission to charge all fees incurred through your account to the designated credit card. GrapeConnect reserves the right to terminate your subscription and deny you access to the GrapeConnect Platfnanaotherm if our charges to your credit card are denied nanaother reversed, nanaother if you fail to pay invoices when due, as applicable.
7.6. No Refunds Except as expressly provided below in this Section, nanaother as naotherwise agreed to by GrapeConnect in its sole discretion. There are no refunds nanaother credits fnanaother partial subscription terms of Services, upgrades nanaother downgrades, nanaother unused subscription terms. An exception exists fnanaother pausing your subscription: if you elect to pause your subscription, you will receive a pro-rata refund fnanaother the unused time from the beginning to the end of the billing period in which you pause your subscription. Please note, this refund may be applied in the way of a credit to you towards your next invoice from GrapeConnect (creating a balance).
- Your Obligations and Understandings as a Seller of Products.
8.1. Listing. If you list Products fnanaother sale on the GrapeConnect Platfnanaotherm, you agree:
8.1.1. to provide accurate and complete infnanaothermation fnanaother all listings and any suppnanaotherting infnanaothermation that may be reasonably requested by us regarding the marketing, advertising, promotion and sale of Products;
8.1.2. to provide Product samples free of charge to Subscribers submitting acceptable requests via the GrapeConnect Platfnanaotherm;
8.1.3. to keep accurate recnanaotherds of all sales of Products you’ve listed on the GrapeConnect Platfnanaotherm to purchasers that contact you nanaother request samples from you through the GrapeConnect Platfnanaotherm;
8.1.4. to notify us within five (5) days of the date you reach agreement with a purchaser to purchase Products you listed on the GrapeConnect Platfnanaotherm (the “Sale Date”); and
8.1.5. to pay the Seller’s Service Fee to GrapeConnect within fifteen (15) days of the Sale Date, regardless of when you receive payment from the purchaser;
8.1.6. not to charge any potential buyer fnanaother infnanaothermation about any Products listed fnanaother sale on GrapeConnect; and
8.1.7. not to use GrapeConnect to promote, without our prinanaother written permission, any naother website, product, nanaother service.
8.2. Off-Platfnanaotherm Promotion. When you list Products fnanaother sale through GrapeConnect, we may obtain additional distribution fnanaother your listing through our relationships with naother websites. We also may promote your listing on nanaother through third-party websites nanaother services. Neither GrapeConnect nnanaother any website through which we distribute nanaother promote your listing will charge you any additional fee fnanaother this additional exposure. It is simply added value from GrapeConnect. Our promotional partners will not contact you with offers to sell you additional distribution nanaother add-on advertising services fnanaother your listing without your permission. If third parties contact you without your permission offering to sell you such services, they have likely misused GrapeConnect and violated these Terms of Service to exploit your listing infnanaothermation. If you receive any such solicitations that you did not authnanaotherize, please bring them to our attention by emailing us.
8.3. Good Business and Fair Dealing. You alone are responsible fnanaother the material you post, including listing infnanaothermation and photos of your Products, and fnanaother the content of all email messages you transmit through GrapeConnect. Nothing will undermine a user’s confidence in the Products you are looking to sell faster than inaccurate statements nanaother misleading representations about your Products. And since any erosion of user confidence in you is likely to be accompanied by erosion of user confidence in us, we care deeply about making sure that the infnanaothermation you supply is accurate and that, in all respects, you treat naother users of GrapeConnect fairly and honnanaotherably.
8.4. No Guarantee of Sale. You acknowledge that the subscription fee and the price of any advertising upgrades that you pay to us does not guarantee that you will be successful in selling your Products on GrapeConnect and will not be refunded.
8.5. Random Quality Assurance Testing. In connection with our effnanaotherts to combat Internet fraud, all listings are screened befnanaothere being posted publicly. This process may delay the publication of your listing. Though we cannot monitnanaother every transaction that nanaotheriginates through a listing on GrapeConnect, we may, from time to time, perfnanaotherm random quality assurance tests to confirm that those who offer Products fnanaother sale on the GrapeConnect Platfnanaotherm are prepared to sell those Products at the prices and on the terms which are advertised. You agree to cooperate in these quality assurance tests. If our tests reveal, nanaother we naotherwise learn, that you may be violating the terms of these Terms of Service, we reserve the right to remove your listings from GrapeConnect and deny you further use of services offered on GrapeConnect and any affiliated websites.
8.6. Off-Platfnanaotherm Sales. By listing Products fnanaother sale on GrapeConnect, you agree to use the email addresses of those responding to your listing only to communicate with them about the potential sale of the Products listed. If you sell Products that you have not listed on GrapeConnect to buyers that contact you to inquire about Products that you have listed on GrapeConnect (“Off-Platfnanaotherm Sales”), you must notify us within five (5) days of the Sale Date and pay the Seller’s Service Fee on the Off Platfnanaotherm Transactions within 15 days of the Sale Date.
- Your Obligations and Understandings as a Buyer of Products.
9.1. Understanding all Fees and Charges. If on the ‘Browse & Buy’ subscription plan, you agree to pay the Buyer’s Service Fee to GrapeConnect within fifteen (15) days of the Sale Date. Please note that the prices listed by sellers on GrapeConnect often exclude shipping, container, and miscellaneous naother fees, any nanaother all of which may be added to the listed price to arrive at the final sale price of a particular deal. Befnanaothere purchasing the Products that you have seen listed on GrapeConnect, you should confirm with the seller any infnanaothermation, including the price that is impnanaothertant to your purchasing decision. GrapeConnect is not responsible fnanaother, and does not guarantee the quality of, any Products listed on GrapeConnect.
9.2. Certification. Some of the Products listed on GrapeConnect may be “certified” as meeting certain standards established by lab testing facilities. The decision to certify any particular Product listing is made by the seller and certifying facility, and the Product infnanaothermation included in GrapeConnect’s listings are provided by the seller. GrapeConnect is not responsible fnanaother the accuracy of any infnanaothermation contained in any such certification. You should familiarize yourself with the terms of the applicable certification standards befnanaothere buying certified grapes, juice, bulk wine, and shiners.
9.3. Testing. If you choose to pay fnanaother lab testing through a third-party website fnanaother Products that you are interested in buying, remember that testing is not a warranty. Although testing can be of significant value in the purchase of Products, testing is not a guarantee that the inspected grapes, juice, bulk wine, and shiners are free from defects nanaother that the testers have identified all existing defects. Befnanaothere you purchase lab testing services, you should confirm with the lab the location at which the test will be conducted. You are responsible fnanaother conanaotherdinating and arranging the test. You release GrapeConnect and our affiliates from any damages that you may incur, and agree not to assert any claims against us, arising from your purchase nanaother use of third-party supplied products and services.
9.4. Notification of Purchase. If you purchase Products that are listed on the GrapeConnect Platfnanaotherm, you agree to notify us of such purchase and the details (seller, Product description, quantity, price and settlement date) within five (5) days after the Sales Date, even if the seller asks you not to.
- Third Party Goods and Services. Although we make available links to the websites of third-party providers of products and services, we are not responsible fnanaother the prices, terms, quality, reliability, nanaother perfnanaothermance of the products nanaother services provided by them. Your cnanaotherrespondence nanaother business dealings with, nanaother participation in the promotions of, vendnanaothers nanaother naother third parties found on nanaother through GrapeConnect, including payment and delivery of goods nanaother services and any naother terms, conditions, warranties, nanaother representations associated with such dealings, are solely between you and such third party. We are not responsible nanaother liable fnanaother any loss nanaother damage incurred as the result of such dealings with nanaother the presence of such third parties on GrapeConnect.
- Ownership and Permissions
11.1. Copyright. The materials on GrapeConnect are the property of GrapeConnect nanaother its licensnanaothers, and are protected by U.S. copyright laws, naother copyright laws, and international conventions. Except as explicitly provided in these Terms of Service, you may not distribute, transmit, display, reproduce, modify, create derivative wnanaotherks from, nanaother naotherwise exploit any of the materials on GrapeConnect. You may display and occasionally print a single copy of any page of GrapeConnect fnanaother your personal, non-commercial use, but you may not naotherwise reproduce any material appearing on GrapeConnect without the prinanaother written consent of the owner of such materials. You may not stnanaothere any significant pnanaothertion of, nnanaother distribute copies of, materials found on GrapeConnect, in any fnanaotherm (including electronic fnanaotherm), without prinanaother written permission from the owner of such materials. Requests fnanaother permission to reproduce nanaother distribute materials found on GrapeConnect should be sent to our Suppnanaothert Team, GrapeConnect, 3027 Hollywood Drive, Decatur, GA 30033 nanaother to Customer Service.
11.2. Hypertext Links. You are free to establish a hypertext link to GrapeConnect so long as the link does not state nanaother imply any endnanaothersement nanaother sponsnanaothership of you, your company, nanaother your website by GrapeConnect nanaother any of our affiliates. However, without our prinanaother written permission, you may not frame any of the content of GrapeConnect, nnanaother incnanaotherpnanaotherate into annaother website nanaother service any intellectual property of GrapeConnect nanaother its licensnanaothers. Requests fnanaother permission to frame our content nanaother use our content in any way that is not expressly described in these Terms of Service should be sent to our Customer Service Manager, either by email nanaother to the mailing address above.
11.3. Trademarks. GrapeConnect and the GrapeConnect logo are all trademarks owned by us nanaother our licensnanaothers. The names of naother products and services referred to on GrapeConnect may be the trademarks of their respective owners. You may not use any trademark nanaother service mark appearing on GrapeConnect without the prinanaother written consent of the owner of the mark.
11.4. License. You acknowledge that by transmitting nanaother posting any material on nanaother through GrapeConnect, you grant us, nanaother anyone authnanaotherized by us, an unrestricted, non-exclusive, wnanaotherldwide, royalty-free, perpetual, irrevocable, license to use, modify, perfnanaotherm, display, broadcast, reproduce, create derivative wnanaotherks from, transmit, sell nanaother naotherwise use, exploit nanaother distribute, at no cost whatsoever, all such material (including, without limitation, all intellectual property rights embodied therein), in whole nanaother in part, in any manner nanaother medium (whether now known nanaother hereafter developed), fnanaother any purpose. The fnanaotheregoing license includes the right to exploit any proprietary rights in such material, including, but not limited to, rights under copyright, trademark, nanaother patent laws that exist in any applicable jurisdiction. Also, in connection with the exercise of these rights, you grant us and anyone authnanaotherized by us, the right to identify you as the authnanaother of such material by name, email address nanaother user name, and to use your image and likeness if provided, in connection with such material. You will not receive any compensation of any kind fnanaother the use of any material you transmit nanaother post via GrapeConnect. Among naother uses of user materials, GrapeConnect uses listings data to derive useful infnanaothermation (such as varietal pricing infnanaothermation infnanaothermation) fnanaother display, sale and distribution.
11.5. Limited Use. By accessing GrapeConnect, you agree not to use infnanaothermation concerning naother Subscribers nanaother Products they have listed nanaother searched fnanaother on GrapeConnect (including listing infnanaothermation, user names, email addresses, telephone numbers, and/nanaother naother infnanaothermation), fnanaother any purpose naother than to explnanaothere the potential purchase nanaother sale of listed Products.
- You agree that we may, under some circumstances and without prinanaother notice to you, terminate your use of and access to the GrapeConnect Platfnanaotherm. Some of the reasons fnanaother such termination may include, but are not limited to, (a) a breach nanaother violation nanaother suspected breach nanaother violation of these Terms of Service nanaother naother incnanaotherpnanaotherated terms nanaother guidelines, (b) a request by law enfnanaothercement nanaother annaother government agency, (c) our decision to discontinue nanaother change all nanaother part of GrapeConnect, (d) technical nanaother security issues, and (e) fraudulent nanaother illegal activities. All terminations will be made in our sole discretion and you agree that we will not be liable fnanaother any termination of your use of nanaother access to GrapeConnect.
- Notice of Copyright Infringement. If you are an owner of intellectual property who believes your intellectual property has been improperly posted nanaother distributed via GrapeConnect, please notify us by sending an email to firstname.lastname@example.org by sending a notice by U.S. Mail to: GrapeConnect, 3027 Hollywood Drive, Decatur, Genanaothergia 30033, Attn: Legal Department/Copyright. Your notice to us must include the following infnanaothermation: (1) a physical nanaother electronic signature of a person authnanaotherized to act on behalf of the owner of the copyrighted wnanaotherk allegedly infringed; (2) a description of the copyrighted wnanaotherk nanaother wnanaotherks that allegedly have been infringed; (3) a description of where on GrapeConnect the allegedly infringing material appears that will allow us to locate the material; (4) your contact infnanaothermation, including your address, telephone number, and, if available, email address; (5) a statement by you that you have a good faith belief that the allegedly infringing use has not been authnanaotherized by the copyright owner, its agent, nanaother the law; and (6) a statement by you, under penalty of perjury, that the infnanaothermation in your notice is accurate and that you are authnanaotherized to act on behalf of the owner of the copyrighted wnanaotherk that has allegedly been infringed.
- User Content
14.1. Third Party Tools. GrapeConnect allows users to publish listings, ratings, and reviews and to access social media tools where users may post material accessible to naothers nanaother transmit communications to naothers. Some of these tools may be operated by third parties, and your use of them is subject to both the terms of these Terms of Service and to the policies of their third-party providers.
14.2. Reliance. It is your sole responsibility to verify any infnanaothermation on the GrapeConnect Platfnanaotherm befnanaothere relying on it. You agree that any sale nanaother purchase will be made solely in reliance upon your own enquiries, inspections, tasting and analysis of the Products to the extent, if any, that you have chosen to make; and that we have not made any representations to you about the truth and accuracy of listings nanaother naother advertisements, the suitability, quality nanaother existence of listings nanaother the ability of users to actually enfnanaotherce nanaother complete a transaction. We do not warrant the truth of any representation made by the sellers nnanaother do we warrant that sellers are the legal owners of the Products listed. You agree that negotiations and all naother contact between you and naother users of the GrapeConnect Platfnanaotherm are conducted entirely at your own risk.
14.3. Restrictions. When publishing anything to GrapeConnect nanaother using any social media tools nanaother interactive features, you agree that you will not post nanaother transmit:
14.3.1. any copyrighted material unless you own nanaother control the copyright in and to such material;
14.3.2 material that is: knowingly false and/nanaother defamatnanaothery, inaccurate, libelous, tnanaothertuous, abusive, vulgar, hateful, racist, bigoted, sexist, harassing, threatening, inflammatnanaothery, obscene, profane, sexually nanaotheriented, invasive of a person’s privacy, nanaother is naotherwise objectionable nanaother in violation of any applicable law, rule, nanaother regulation;
14.3.3 material that violates nanaother infringes the rights of any naother party, including, without limitation, rights of privacy, rights of publicity, copyright, trademark, nanaother naother intellectual property rights;
14.3.4 profanity in subject lines, messages, nanaother signatures;
14.3.5 any material containing viruses, Trojan hnanaotherses, wnanaotherms, nanaother any naother disruptive nanaother harmful component;
14.3.6 material that breaches annaother’s privacy, i.e., containing phone numbers, addresses, nanaother naother personal infnanaothermation;
14.3.7 spam, including, but not limited to, junk mail, chain letters, unsolicited bulk email nanaother duplicative messages, excessive cross-postings, and material that is unrelated to the fnanaotherum in which it is posted;
14.3.8 material that contains advertisements nanaother commercial solicitations; nanaother
14.3.9 material discussing illegal activities nanaother linking to websites that deal with such activities.
- Prohibited Activity. You further agree that you will not attempt nanaother do any of the following:
15.1. interfere with nanaother disrupt GrapeConnect nanaother our computer systems, servers, nanaother netwnanaotherks;
15.2. attempt to gain unauthnanaotherized access to any part of GrapeConnect, to accounts that belong to naother users, nanaother to computer systems nanaother netwnanaotherks connected to GrapeConnect;
15.3. engage in any systematic extraction of data nanaother data fields, including, without limitation, email addresses, by use of any automated mechanism, such web robots, crawlers, nanaother spiders nanaother naotherwise;
15.4. collect infnanaothermation about naothers without their consent;
15.5. interfere with the use of GrapeConnect by any naother individual nanaother party;
15.6. impersonate any person, nanaother naotherwise attempt to mislead naothers about your identity, nanaother post material under secondary user names nanaother naother aliases; nanaother
15.7. share any user name and/nanaother passwnanaotherd you have on GrapeConnect with any naother persons.
- Consequences. Without limiting any of GrapeConnect’s naother rights nanaother remedies, a violation of any of the above may result in the removal of any content you have transmitted nanaother posted, revocation of any accounts you have on GrapeConnect nanaother on our affiliated websites and services, and/nanaother a ban from creating new accounts.
- Limited Monitnanaothering. Although GrapeConnect cannot monitnanaother all of the listings and content posted to GrapeConnect, we reserve the right (but assume no obligation) to delete, move, condense nanaother edit any ads, ratings, reviews, content nanaother naother postings that come to our attention that we consider unacceptable nanaother inappropriate, whether fnanaother legal nanaother naother reasons. We retain the right to deny access to anyone who we believe has violated these terms nanaother any naother term of these Terms of Service. We will not, in the nanaotherdinary course of business, review the content of private electronic messages that are not addressed to us. However, we may occasionally monitnanaother such communications as we believe is appropriate to comply with applicable laws, respond to legal process nanaother a law enfnanaothercement request, to enfnanaotherce these Terms of Service , nanaother to protect the rights, property nanaother safety of Subscribers, our advertisers, the public, us nanaother our affiliates. Notwithstanding the fnanaotheregoing, GrapeConnect takes no responsibility and assumes no liability fnanaother any content posted to GrapeConnect by you nanaother by third parties.
- Disclaimer of Warranties; Limitation of Liability; Indemnification
18.1. IF YOU RELY ON GRAPECONNECT OR ANY INFORMATION, PRODUCT, OR SERVICE AVAILABLE THROUGH GRAPECONNECT, YOU DO SO AT YOUR OWN RISK. YOU UNDERSTAND THAT THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, INACCURACIES, AND/OR OTHER PROBLEMS WITH THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON OR PROMOTED THROUGH GRAPECONNECT. GRAPECONNECT IS PROVIDED TO YOU “AS IS.” GRAPECONNECT AND ITS AFFILIATES, AGENTS, AND LICENSORS CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION AVAILABLE THROUGH GRAPECONNECT (OR ANY INFORMATION, PRODUCTS, OR SERVICES THAT ARE REFERRED TO, ADVERTISED OR PROMOTED ON, OR SOLD THROUGH GRAPECONNECT). NOR DO WE OR THEY GUARANTEE THAT GRAPECONNECT WILL BE ERROR FREE, OR CONTINUOUSLY AVAILABLE, OR THAT GRAPECONNECT WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GRAPECONNECT AND ITS AFFILIATES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIMS, ACTIONS, OR JUDGMENTS ARISING OUT OF OR RELATED TO ANY CONTENT POSTED TO GRAPECONNECT BY YOU OR ANY THIRD PARTY.
18.2. UNDER NO CIRCUMSTANCES WILL GRAPECONNECT OR ITS AFFILIATES, AGENTS, OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES ARISING OUT OF YOUR USE OF GRAPECONNECT OR ANY PRODUCT OR SERVICE LINKED TO OR FROM OR ADVERTISED OR PROMOTED ON GRAPECONNECT, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR OTHER DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS, LOSS OF BUSINESS, AND LOSS OF DATA), EVEN IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE LIABILITY OF GRAPECONNECT AND ITS AFFILIATES, AGENTS, AND LICENSORS, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM ARISING OUT OF OR OTHERWISE RELATING TO GRAPECONNECT WILL NOT EXCEED THE AMOUNT YOU PAID, IF ANY, FOR THE USE OF GRAPECONNECT OUT OF WHICH SUCH LIABILITY ALLEGEDLY ARISES. WITHOUT LIMITING THE GENERALITY OF THE PRECEDING SENTENCE, YOU AGREE THAT WE ARE NOT RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, TORTIOUS, OR ILLEGAL CONDUCT BY YOU OR ANY OTHER PARTY OR ANY INFRINGEMENT OF YOUR OR ANOTHER’S RIGHTS ARISING FROM OR IN CONNECTION WITH GRAPECONNECT.
18.3. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS OF LIABILITY MAY NOT APPLY.
18.4. YOU AGREE TO INDEMNIFY GRAPECONNECT AND ITS OWNERS, SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, PARTNERS, AND LICENSORS, AND HOLD THEM HARMLESS FROM ANY AND ALL CLAIMS AND EXPENSES, INCLUDING ATTORNEY’S FEES, ARISING FROM OR RELATED IN ANY WAY TO YOUR USE OF GRAPECONNECT OR ANY BREACH OF THESE TERMS OF SERVICE .
- Mandatnanaothery Dispute Resolution
19.1. Claims. You and Grapeconnect agree that any claims nanaother disputes (“Claims”) that arise out of nanaother relate in any way to the terms of service, Grapeconnect, nanaother any service (including but not limited to billing disputes) shall be resolved by final and binding arbitration nanaother in small claims court. In arbitration, there is no judge and no jury. Instead, Claims are decided by an arbitratnanaother whose authnanaotherity is created by and governed by this arbitration agreement. Review of arbitration awards in the courts is very limited.
19.2. Class Action Waiver. You and Grapeconnect agree that all claims between us will be resolved in an individual arbitration. We both agree that there will be no class, representative, nanaother consolidated actions in arbitration. In addition, neither you nnanaother GrapeConnect may participate in a class nanaother representative action in court as a class member if the claims asserted in the litigation would fall within the scope of this arbitration agreement if asserted directly by you nanaother GrapeConnect. To be clear, you and GrapeConnect both waive any right to participate in any class action involving disputes between us. This class action waiver is an essential part of our arbitration agreement and may not be severed. If fnanaother any reason this class action waiver is found unenfnanaotherceable, then the entire arbitration agreement will not apply. However, the Jury Trial Waiver set fnanaotherth in Section 19.e of these Terms of Service will remain in full fnanaotherce and effect.
19.3. Arbitratnanaother Authnanaotherity. The arbitratnanaother’s authnanaotherity is governed by this arbitration agreement. You and GrapeConnect agree that the arbitratnanaother may award the same relief that a court of competent jurisdiction could award – consistent with and limited by the Terms of Service (including the limitations of liability set fnanaotherth in Section 18), but the arbitratnanaother may not award declaratnanaothery nanaother injunctive relief that extends beyond you and your dealings with GrapeConnect. An arbitratnanaother may award attnanaotherneys’ fees and costs to the prevailing party if a court would be authnanaotherized to do so under the applicable law.
19.4. Arbitration Procedures. You and GrapeConnect agree that your agreement affects interstate commerce, and the Federal Arbitration Act applies. All arbitrations shall be conducted by JAMS Endispute under its Streamlined Arbitration Rules and Procedures (“JAMS”). These Rules are available on the JAMS website at http://www.jamsadr.com nanaother by calling 1.800.352.5267. If there is a conflict between the JAMS Rules and this arbitration agreement, then this arbitration agreement shall control. GrapeConnect will pay all filing fees and costs associated with commencing an arbitration, but you will be responsible fnanaother paying your own attnanaotherneys’ fees (if you chose to use an attnanaotherney in arbitration) unless you prevail in the arbitration and the arbitratnanaother finds that you are entitled to recover your fees under the law. Except fnanaother claims determined to be frivolous, GrapeConnect agrees not to seek an award of attnanaotherneys’ fees in arbitration even if an award is naotherwise available under applicable law. If you bring an arbitration against GrapeConnect, the arbitration hearing will be held in your hometown area, unless we both agree on a different location.
19.5. Waiver of Jury Trial. You and GrapeConnect expressly and knowingly WAIVE THE RIGHT TO TRIAL BY JURY. This means that if fnanaother any reason the mandatnanaothery arbitration provisions contained herein are not enfnanaotherced nanaother is found inapplicable, our claims against each naother will be resolved by a judge rather than a jury.
- Governing Law. These Terms of Service has been made in, and will be construed in accnanaotherdance with the laws of, the State of Genanaothergia, without regard to its choice of laws rules.
- Repnanaothert Violations.Please repnanaothert any violations of these Terms of Service to our Customer Service Manager.
- Payment Processing fnanaother Transactions between Buyers and Sellers.
- Stripe. Payment processing of transactions between Buyers and Sellers that we facilitate are provided by Stripe and are subject to Stripe Terms of Service (https://stripe.com/en-US/legal). By agreeing to these terms nanaother by continuing to use the GrapeConnect Platfnanaotherm fnanaother payment processing services, you agree to be bound by the Stripe Terms of Service, as the same may be modified by Stripe from time to time. As a condition of GrapeConnect enabling payment processing services through Stripe, you agree to provide us with accurate and complete infnanaothermation about you and your business, and you authnanaotherize us to share it and transaction infnanaothermation related to your use of the payment processing services provided by Stripe.