Terms & Conditions

TERMS OF SERVICE

Acceptance of Terms

By using the Service described by Community Warehouse Estate Store (the “Service”) in any manner you agree to be bound by this Agreement, including those additional terms and conditions and policies referenced herein.

You represent and warrant that: (i) you have the right to enter into a binding agreement and, if you are entering into an agreement with us on behalf of an entity, that you are authorized to bind such entity in legal obligations; (ii) if you make a payment to us – that you have the legal right to use any credit card(s) or other payment method(s) we accept that you use to pay us; and that (iii) the information you supply to us is true, correct and complete.

If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity, its affiliates, and all users who access the Community Warehouse Estate Store Service through your account to these Terms of Service.

PRIVACY POLICY

Collection of Information

Through your use of the website or services, we collect personal information, which is information that identifies you as an individual or relates to you as an identifiable individual. To use our website you do not have to provide personal information. However, if you choose to engage in certain activities on our website or use our services we will need to collect personal information. Below are the types of personal information that we collect:

Information You Provide to Us

When you create an account, you will be required to provide us identifying information such as your business name, your e-mail addresses, your country of location, and your currency preference. We use a third party service provider to process your payments and do not see your full card information. All of this information is required for us to provide the service to you. If you do not provide it we would not be able to provide the service.

How We Use Your Information

We use the information we collect about you and information you provide to us about your customers to provide the services, to communicate with you, to provide technical support, and to improve our services and customer relations. We do not sell your information to third parties.

We process your information for the following purposes as necessary to provide the services to you and perform our contract with you:

Provide Services: We use your personal information to provide you with the services.

Communicate and provide technical support: We use personal information to communicate with you about the website or services, to send you account updates or other communications regarding your account or to inform you of any changes to our website or services, and to provide you support or other services you request. For example, we may need your information to provide technical support or answer questions about our website.

Modification of Terms of Service

We may change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) or amend these Terms from time to time. If we believe an amendment is material, we will notify you by a notification through the Services and/or by e-mailing the e-mail address you provided to us, if you have provided one. By continuing to access or use the Services after an amendment becomes effective, you agree to be bound by the amended terms.

Termination

You may terminate this Agreement by closing your Account. We may terminate this Agreement and close your Account at any time for any reason stipulated in these Terms.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability

Indemnification

The Parties (“Indemnifying Party”) shall indemnify, defend, and hold each other and its affiliates and their respective officers, directors, employees, agents, affiliates, successors, and permitted assigns (collectively, “Indemnified Party”) harmless from and against any and all losses, claims, actions, suits, complaints, damages, liabilities, penalties, interest, judgments, settlements, deficiencies, disbursements, awards, fines, costs, fees, or expenses of whatever kind, including reasonable attorneys’ fees, fees and costs of enforcing any right to indemnification under this Agreement, and the cost of pursuing any insurance providers, incurred by an Indemnified Party in a final judgment, relating to any claim of a third party or an Indemnified Party arising out of or relating to this Agreement. The Indemnifying Party shall not enter into any settlement without the Indemnified Party’s prior written consent.

Client shall indemnify, defend, and hold Community Warehouse Estate Store and its officers, employees, partners, agents, principals, and sub-contractors, harmless from any and all losses, liabilities, and claims, including costs, expenses, and attorneys’ fees arising out of or resulting from Client’s subsequent use of Community Warehouse Estate Store’s ideas, recommendations, deliverables, or other work provided to Client by Community Warehouse Estate Store under this Agreement. Community Warehouse Estate Store does not guarantee any type of outcome from its Services. Client hereby agrees that it is solely responsible for hiring professional advisors necessary for the successful operation of its business (e.g., attorneys, human resource professionals, accountants, payroll providers, etc.) and that the Services provided by Community Warehouse Estate Store are not intended to be or replace said professional advisory services.

Limitation of Liability. Community Warehouse Estate Store SHALL NOT HAVE ANY LIABILITY TO CLIENT OR ANY AFFILIATE OF CLIENT IN CONNECTION WITH, OR AS A RESULT OF, ANY ACTIONS, OMISSIONS, OR BREACHES OF SCRAP OR ITS AFFILIATES (OR THIRD PARTY SERVICE PROVIDERS) WITH RESPECT TO THIS AGREEMENT, INCLUDING THE PROVISION OF SERVICES, WHETHER ARISING IN CONTRACT, TORT, OR OTHERWISE, EXCEPT AS OTHERWISE CONTAINED IN THIS AGREEMENT OR TO THE EXTENT CLIENT INCURS ANY LOSSES RESULTING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF SCRAP, AND CLIENT ACKNOWLEDGES AND AGREES THAT IN SUCH CASE THE INDEMNIFICATION OBLIGATION SET FORTH HEREIN SHALL BE CLIENT’S SOLE AND EXCLUSIVE REMEDY. SUBJECT TO APPLICABLE LAW AND WITHOUT LIMITING THE FOREGOING, SCRAP’S SOLE LIABILITY, AND CLIENT’S SOLE AND EXCLUSIVE REMEDY, IN CONNECTION WITH ANY CLAIM (EXCEPT TO THE EXTENT ANY CLAIM ARISES FROM OR RELATES TO THE GROSS NEGLIGENCE OR WILLFUL BREACH OR MISCONDUCT OF [CONTRACTOR NICKNAME]) UNDER THIS AGREEEMNT SHALL BE RECOVERY OF ANY FEES PAID BY CLIENT FOR THE SERVICES PROVIDED TO CLIENT UNDER THIS AGREEMTN TO THE CLAIM(S) HEREUNDER. WITHOUT LIMITING THE FOREGOING, EXCEPT IN THE CASE OF GROSS NEGLIGENCE OR WILLFUL BREACH OR MISCONDUCT OF SCRAP, IN NO EVENT WILL THE TOTAL, CUMULATIVE, AGGREGATE LIABILITY OF SCRAP, WHETHER BASED UPON AN ACTION OR CLAIM IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, MISREPRESENTATION, EQUITY OR OTHERWISE, EXCEED THE AMOUNTS PAID BY CLIENT TO SCRAP FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT.

Disputes

Governing Law.

This Agreement and all related documents, and all matters arising out of or relating to this Agreement, whether in contract, tort, or statute are governed by, and construed in accordance with, the laws of the State of Oregon, without giving effect to any conflict of law principles.

Dispute Resolution.

Any action or proceeding by either of the Parties to enforce this Agreement shall be brought only in a state or federal court located in the State of Oregon, Multnomah County. The Parties hereby irrevocably submit to the exclusive jurisdiction of these courts and waive the defense of inconvenient forum to the maintenance of any action or proceeding in such venue. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees, court costs, and necessary disbursements, in addition to any other relief to which the Party may be entitled.

Term

The Agreement is effective upon the date you agree to it (by electronically indicating acceptance) and continues so long as you use the Service or until terminated as provided in these Terms.

Contact

Questions? Please contact us at: esonline@communitywarehouse.org