Last updated: April 7, 2017
UPCYCLE THAT TERMS AND CONDITIONS OF USE
By accessing or using www.upcyclethat.com (“the Website”), owned by Upcycle That Design Inc. (“Upcycle That”), you agree that you have read, understood and consent to the terms and conditions contained herein (“the Terms”). All rights in and to the content of the Website remain at all times expressly reserved by Upcycle That.
Please read these terms carefully before accessing or using the Website.
The terms “user”, “you” and “your” are used interchangeably in these Terms and refer to all persons accessing the Website for any reason whatsoever.
- INTRODUCTION AND THE SERVICES
- Upcycle That provides an online platform (“Marketplace”) which connects users who wish to purchase high quality upcycled products (“Buyers”) with other users who own and design the upcycled products which are showcased on the Website (“Upcyclers”).
- In order to use the Website to buy or sell an upcycled product (“the Product”), users must register on the Website. In addition, Upcyclers must sign the Upcycler Agreement and complete the submission process prior to any Product being placed on the Website.
- The Website and these Terms are subject to change without notice. These Terms are updated or amended from time to time and will be effective upon Upcycle That uploading the amended Terms to the Website. Your continued access or use of the Website constitutes your acceptance to be bound by the Terms, as amended. It is your responsibility to read these Terms periodically to ensure you are aware of any changes.
- Unauthorised use of the Website may give rise to a claim for damages and/or be a criminal offence.
- RELATIONSHIP BETWEEN THE PARTIES
- Subject to adherence to the Terms, Upcycle That grants to users a personal, non-exclusive, non-assignable and non-transferable license to use and display all content and information contained in the Website on any machine which the user is the primary user. However, nothing contained on the Website should be construed as granting any licence or right to use any intellectual property without the prior written permission of Upcycle That.
- The Website acts solely as an intermediary between users and Upcycle That does not have an employment relationship with any Upcycler or user. You purchase or sell any Product on the Website entirely at your own risk.
- When a Buyer purchases a Product from a Upcycler using the Website, the users enter into a direct and binding agreement with each other. Although Upcycle That carefully curates each Product for its high quality and originality prior to being placed on the Website, Upcycle That is not responsible for the quality or standard of the Product sold by the Upcycler.
- USER REGISTRATION PROCESS
- In order to use the Website, you must complete the registration process detailed on the Website. Each user shall have only one (1) account and agrees to provide accurate, current and complete information during the registration process and to update such information as and when it changes.
- To protect your privacy and security, the Website takes reasonable steps to verify your identity by requiring a password and user ID before granting access to your profile and data. To view or change your personal information provided, you can use the “[my account]” function on the Website.
- By entering your personal information on the Website, Upcycle That is entitled to assume that the person using the Website is you. You are responsible for your account and you should not share your log-in details or password with anyone.
- Upcycle That requires you to submit your full name and e-mail address upon registration for the Website. The Website uses PayPal Holdings Incorporated with account number 3EPA7KPMVECJ8 (“PayPal”) as a payment gateway to keep your banking details secure.
- Users must set up a PayPal account and will be bound to any Paypal terms and conditions.
- By submitting your personal information to the Website, you consent to Upcycle That using this information to facilitate a connection between you and another user.
- PAYMENT METHOD AND COMMISSION
- Please refer to the Upcycler Agreement for a full explanation of the payment terms relating to the Upcycler.
- The Buyer must pay the full price of the Product in order to reserve and purchase the Product. All Products sold are final, subject to clause 5 Shipping and Returns.
- Upcycle That will retain a commission of the purchase price of a Product from the Buyer.
- Upcycle That will collect and effect any payments to users using PayPal.
- All amounts shall be exclusive of any applicable taxes.
- SHIPPING AND RETURNS
- Once a Product is purchased by a Buyer, Upcycle That will send an automated e-mail to the Upcycler and Buyer confirming the sale and address to which the Product must be sent.
- The Product will be shipped with a tracking number within 2 (two) business days by the Upcycler to the Buyer to the address provided by the Buyer in the registration process. Shipping time will vary depending on the location of the Buyer.
- The shipping costs, excluded any import taxes or release fees, are included in the purchase price.
- In the event that a Product is returned to the Upcycler, the Buyer must contact Upcycle That to initiate the return.
- A Buyer can return the Product to the Upcycler for any reason within 7 (seven) days from their receipt of the Product. The Buyer will be responsible for all return shipping costs and the Upcycler will not receive their sales commission of the retail price.
- In the unlikely event the Product is received in a condition other than shown on the Website and is materially different from what the Upcycler has described on the Website, such as when the Product completely differs from its description, the Product’s condition was misrepresented, the Product is missing major parts or features and/or the Product was damaged during shipment –
- the Buyer must affect the return of the Product to the Upcycler within 7 (seven) days;
- the Upcycler will become responsible to pay the return shipping costs as well as refund the retail price; and
- Upcycle That reserves the right to disqualify and remove the Upcycler from the Website.
- USER RESPONSIBILITIES AND WARRANTIES
- By using the Website, you warrant that:
- you have read and agreed to these Terms and will use the Website in accordance with them;
- you have not made any misrepresentations and the information provided in the registration process is true, accurate and complete;
- you are the age of majority in your country of residence and/or you have permission from your guardian to use the Website, if such permission is required;
- you will not post, upload, replicate or transmit any abusive content on the Website that is or could reasonably be considered threatening, harassing, defamatory, abusive, racist, sexist, discriminatory, in breach of confidence, in breach of privacy or restrict any user in any way from properly using the Website;
- you will not send any unsolicited electronic messages or use any software, routine or device to interfere or attempt to interfere electronically or manually with the operation or functionality of the Website including but not limited to uploading or making available files containing corrupt data or viruses via whatever means or deface, alter or interfere with the front end ‘look and feel’ of the Website or the underlying software code;
- you will not infringe any third party or the Website’s intellectual property or other rights or transmit content that the user does not own or does not have the right to publish or distribute;
- you will not use the Website platform for any commercial purpose other than as expressly provided for by Upcycle That;
- you will not use the Website to breach any applicable law or regulation or perform or encourage any illegal activity including (without limitation) promoting or facilitating access to, use of or sale of illegal substances or devices; and/or
- facilitate or assist any third party to do any of the above.
- The Website is only available on compatible devices connected to the internet. It is your responsibility to obtain these devices and any data network access necessary to utilise the Website. The network’s data and messaging rates and fees may apply if you use the Website and you shall be responsible for such rates and fees.
- Without prejudice to any of Upcycle That’s other rights (whether at law or otherwise), Upcycle That reserves the right to deny you access to the Website where Upcycle That believes (in its reasonable discretion) that you are in breach of any of these Terms.
- Upcycle That does not guarantee that the Website, or any portion thereof, will function on any particular hardware or device.
- By using the Website, you warrant that:
- MESSAGING SERVICES
- A user is able to post comments on the Website blog, or on a Product. These comments are moderated by Upcycle That prior to being made public on the Website.
- Users have the ability to privately message any Upcycler about its Product. These messages are not moderated by Upcycle That.
- The views expressed via the messaging service are not necessarily condoned, approved, endorsed or supported by Upcycle That.
- Upcycle That has deemed as unacceptable, content that:
- is sexually explicit or suggestive or derogatory to any ethnic, racial, gender, or religious group;
- promotes any illegal activity; or
- may harass, defame, misrepresent or contain disparaging remarks about other people or users.
- Upcycle That reserves the right to monitor or moderate any messages it deems to violate these Terms at its sole discretion, at any time, and without notice:
- remove a message that is deemed inappropriate or unsuitable for Upcycle That platforms without notification to the offending user;
- give an offending user a warning; and
- stop or suspend a user’s use of any or all services.
- Users acknowledge that any content provided on the Website, including via the messaging system, enters an open, public forum, and is not confidential.
- Users understand that there are risks involved in sharing personal information. By disclosing personal information such as the user’s name and email address, users acknowledge and understand that this information may be collected and used by a third party to communicate with you.
- INTELLECTUAL PROPERTY PROTECTION
- All trademarks, copyright, database rights and other intellectual property rights in the content and materials on the Website (as well as the organisation and layout of the Website) together with the underlying software code (“the intellectual property”) are owned (or co-owned, as the case may be) by Upcycle That, its members, associates and/or partners, whether directly or indirectly, and as such, are protected from infringement by domestic and international legislation and treaties. Subject to the rights afforded to you in these Terms, all other rights to all intellectual property on the Website are expressly reserved. You may not copy, download, print, modify, alter, publish, broadcast, distribute, sell or transfer any intellectual property, editorial content, graphics or other material on the Website or the underlying software code whether in whole or in part, without the written consent of Upcycle That first being granted, which consent may be refused at the discretion of Upcycle That. No modification of any intellectual property or editorial content or graphics is permitted. Any enquiries in this regard must be directed to Upcycle That at [email protected].
- Upcycle That reserves the right to make improvements or changes to the intellectual property, information, artwork, graphics and other materials on the Website, or to suspend or terminate the Website, at any time without notice; provided that any transactions already concluded through the Website will not be affected by such suspension or termination (as the case may be).
- RECEIPT AND TRANSMISSION OF DATA MESSAGES
- Data messages, including e-mail messages, sent by you to Upcycle That will be considered to be received only when acknowledged or responded to.
- Data messages sent by Upcycle That to you will be regarded as received when the complete data message enters an information system designated or used for that purpose by the recipient and is capable of being retrieved and processed by the recipient.
- Upcycle That reserves the right not to respond to any e-mail or other data message which contains obscene, threatening, defamatory or otherwise illegal, unlawful or inappropriate content, and to take appropriate action against the sender of such e-mail or data message where necessary.
- Messages sent over the internet cannot be guaranteed to be completely secure as they can be intercepted, lost or corrupted. Upcycle That is therefore not responsible for the accuracy of any message sent by email over the internet, whether from Upcycle That to a user or from a user to Upcycle That.
- USE OF PERSONAL INFORMATION
- By registering on the Website, you agree that Upcycle That may process your personal information as explained below, and otherwise in compliance with the international best practice of websites.
- Your personal information is not required in order to access parts of the Website. However, personal information is required for the purpose of registering an account and carrying out transactions via the Website.
- Upcycle That collects, collates, processes, and uses the following types of information about you when you use the Website:
- information provided by the user. Upcycle That collects personal information (that is information about the user that is personally identifiable like the user’s name, address, age, gender, e-mail address, phone number(s) and other unique information such as user IDs and passwords, PayPal account information, product and service preferences and contact preferences that are not otherwise publicly available). Upcycle That verifies the user’s name and email address when the user completes the registration process; and
- information that is collected automatically. Upcycle That receives and stores information which is transmitted automatically from the user’s computer when the user browse the internet. This information includes information from cookies (which are described in clause 5 below), the user’s Internet Protocol (“IP”) address, browser type, web beacons, embedded web links, and other commonly used information-gathering tools. These tools collect certain standard information that your browser sends to the Website such as your browser type and language, access times, and the address from which you arrived at the Website. Your IP address is the unique address of your computer or device which is automatically provided to other computers when your web browser or email application requests a web page or email from those computers on the internet.
- Upcycle That keeps track of the number of users of the Website and duration of use to help maintain accurate, timely, complete and relevant information for Upcycle That’s business purposes.
- Upcycle That may link information stored in cookies such as your age, gender and country with your personally identifiable information and it may use such information to gather statistics about the number of people who visit the Website and to customize the Website’s content, layout and services for delivery to the user. [confirm]
- USE AND DISCLOSURE OF INFORMATION
- Upcycle That may display the personal information contained in your profile and on any blog post on the Website such as your name, professional contact information and website address.
- If you have opted to receive e-mails from Upcycle That, your email address will be used to contact you from time to time and may also use it for security reasons to confirm your identity.
- Upcycle That agrees not to use the users’ provided electronic mail address in any manner that users do not consent to nor alert any other parties of the users’ address without the user’s consent.
- You have the right to opt out of receiving electronic mail communication by following the directions posted on every electronic mail communication.
- Upcycle That may use the information collected automatically, such as the user’s IP address and information stored via cookies, to gather statistics about the number of people who visit the Website and to customise the Website’s content, layout and services.
- Upcycle That will disclose the user’s personally identifiable information if it reasonably believes that it is required to do so by law, regulation or other government authority or to protect the rights and property of Upcycle That, its affiliates or the public. Upcycle That may also co-operate with law enforcement in any official investigation and may disclose the user’s personally identifiable information to the relevant agency or authority in doing so.
- Upcycle That reserves the right to transfer your personal information in the event of a transfer of ownership, such as acquisition by, or merger with, another entity. If any acquiring entity should plan to materially change the Terms, Upcycle That will notify you beforehand.
- Circumstances may arise where, whether for strategic or other business reasons, Upcycle That decides to sell, buy, merge or otherwise reorganize its business. Such a transaction may involve the disclosure of personal information to prospective or actual purchasers, or the receipt of it from sellers. It is Upcycle That’s practice to seek reasonable protection for information in these types of transactions and notify you prior to any disclosure of personal information.
- ACCESS TO AND ACCURACY OF YOUR INFORMATION
- Upcycle That strives to keep the user’s personal information accurately recorded. Upcycle That provides a user with the reasonable ability to review and correct it or ask for anonymization, blockage, or deletion, as applicable.
- The user is entitled to request access to any relevant personal data held by Upcycle That and where such access is necessary for you to exercise and/or protect any of the user’s rights.
- Users may request Upcycle That to review the personal information which it holds and may request for Upcycle That to delete such information. The deletion of any information may result in certain Website services being unavailable.
- HYPERLINKS, DEEP LINKS, FRAMING
- The Website may include links to other internet sites (“the other sites“). Upcycle That does not own or endorse the other sites and is not responsible for the information, material, products or services contained on or accessible through the other sites. Any such hyperlinks do not imply any endorsement, agreement on or support of the content or products of such target sites.
- Upcycle That does not purport to own the content on other sites which may be shown on the Website. Should the owner of any content showcased on the Website want the content to be removed, please write to [email protected] and Upcycle That will remove the content.
- The user’s access and use of the other sites remain solely at the user’s own risk.
- ADVERTISING AND SPONSORSHIP
- The Website may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion in the Website complies with all applicable laws and regulations.
- Upcycle That, its members, employees, suppliers, partners, affiliates and agents accordingly exclude, to the maximum extent permitted in law, any responsibility or liability for any error or inaccuracy appearing in advertising or sponsorship material.
- The Website, including any intellectual property appearing therein, is provided “as is” and “as available”. Upcycle That makes no representations or warranties, express or implied, including but not limited to warranties as to the accuracy, correctness or suitability of either the Website or the information contained in it.
- All information or opinions of users in relation to any of the services are those of the authors and not Upcycle That. While Upcycle That makes every reasonable effort to present such information accurately and reliably on the Website, Upcycle That does not endorse, approve or certify such information, nor guarantee the accuracy or completeness of such information on the Website.
- Upcycle That makes no representation or warranty in respect of any Product on the Website. While Upcycle That curates the Products and Upcyclers carefully, Upcycle That does not make any representations in respect of the actions, background, or the identity of users who may sell or purchase a Product. As such and to the maximum extent permitted in law, Upcycle That, its members, employees, suppliers, partners, affiliates and agents shall not be liable whatsoever for any direct or indirect loss, damage, injury or death resulting from any event or action or omission by the user or any other person, arising from or in any way connected with such meetings.
- Upcycle That, its members, employees and partners, accept no liability whatsoever for any loss, whether direct or indirect, consequential or arising from information made available on (or by means of) the Website and/or transactions or actions resulting therefrom.
- Upcycle That, its members, employees, partners and affiliates, accept no liability whatsoever for any costs, expenses, fines or damages, including but not limited to direct or indirect loss or damages, including any economic loss, consequential loss, loss of profits or any form of punitive damages, resulting from the facilitation of sales, the Product, access to, or use of, the Website in any manner.
- Upcycle That takes reasonable security measures to ensure the safety and integrity of the Website and to exclude viruses, unlawful monitoring and/or access from the Website. However, Upcycle That does not warrant or represent that your access to the Website will be uninterrupted or error free or that any information, data, content, software or other material accessible through the Website will be free of bugs, viruses, worms, trojan horses or other harmful components. The user’s access to and use of the Website remains solely at the user’s own risk.
- The user indemnifies and holds harmless Upcycle That, members, employees, and partners from any demand, action or application or other proceedings, including for attorneys’ fees and related costs such as tracing fees, made by any third party and arising out of or in connection with the user’s use of the Website or services offered or ordered through the Website in any way.
- The user agrees to indemnify, defend and hold Upcycle That harmless from any direct or indirect liability, loss, claim and expense (including reasonable legal fees) related to the user’s breach of these Terms.
- This clause will survive termination of this agreement.
- COMPANY INFORMATION
- Site owner: Upcycle That / Judy Rom
- Legal Status: Upcycle That is incorporated under the British Columbia Business Corporations Act
- Company Number: BC1103848
- Business Number: 733484729BC0001
- Director: Judy Rom
- Description of main business: online marketplace for users to purchase upcycled goods from Upcyclers.
- DISPUTE RESOLUTION
- Should any dispute, disagreement or claim arise between the parties concerning use of the Website, the parties shall endeavour to resolve the dispute amicably, by negotiation, and with the best interests of both parties in mind.
- Should the parties fail to resolve such dispute in the aforesaid manner or within such further period as the parties may agree to in their negotiation, the parties will approach an independent industry expert who shall mediate the discussion on their behalf.
- The parties both agree that in no circumstance will either party publicize the dispute on any social media or other public platform. The parties understand that any publicity of this nature can cause serious damage to the other party, which damage may result in a financial claim.
- Upcycle That reserves the right to terminate and cancel your account if you breach any of the Terms, or for any other reason provided that Upcycle That gives reasonable notice to you with written reasons for the cancellation.
- If you wish to terminate the agreement with Upcycle That, you may do so by deregistering your account with the Website and discontinuing the use of the Website.
- In the event of cancellation, Upcycle That will remove the user from the Website and pay any outstanding monies to the Upcycler, as the holder of a Website account.
- This document contains the entire agreement between the parties in relation to the subject matter hereof. Save as contemplated in clause 3 above, no alteration, cancellation, variation of, or addition hereto will be of any force or effect unless reduced to writing and signed by all the parties to these Terms or their duly authorised representatives.
- No indulgence, leniency or extension of time granted by Upcycle That shall constitute a waiver of any of Upcycle That’s rights under these Terms and, accordingly, Upcycle That shall not be precluded as a consequence of having granted such indulgence, from exercising any rights against the user which may have arisen in the past or which might arise in the future.
- Words importing the singular will include the plural and vice versa. Words importing one gender will include the other genders, and words importing persons will include partnerships, trusts and bodies corporate, and vice versa.
- The headings to the paragraphs to the Terms are inserted for reference purposes only and will not affect the interpretation of any of the provisions to which they relate.
- The user’s access and/or use of the Website, any downloaded material from it and the operation of these Terms (including any transaction concluded pursuant thereto) shall be governed by and construed in accordance with the laws of Canada.
- Should you have any complaints or queries, kindly address an e-mail to [email protected] advising Upcycle That of same.
- In the event of the user failing to pay any amount timeously or breaching these Terms, the user shall be liable for all legal costs (on the scale as between attorney and client) (including collection commission) which may be incurred by Upcycle That in relation to the payment failure or breach.
- Each sentence, paragraph, term, clause and provision of these Terms and any portion thereof shall be considered severable and if, for any reason, any such sentence, paragraph, term, clause or provision is held to be invalid, contrary to, or in conflict with any applicable present or future law or regulation or in terms of a final, binding judgment issued by any court, it shall to that extent be deemed not to form part hereof and shall not impair the operation of, or have any effect upon such other sentence, paragraph, term, clause or provision hereof as may otherwise remain valid or intelligible, which shall continue to be given full force and effect and bind the parties hereto.
- No term or condition of these Terms is intended to breach any peremptory provisions of any consumer protection legislation and any regulations thereto (“Prohibited Provision“). Any breach of any such Prohibited Provision shall be governed by the provisions of the previous clause mutatis mutandis.