General Requirements

Welcome to LitterPicks online marketplace (“Site”).  Any person who wants to access our Site to buy or sell goods must accept the terms and conditions of these Terms of Service without change.

The Site is operated by Millflame, LLC (“LitterPicks”), which reserves the right to make changes to these Terms of Service at any time. Changes to these Terms of Service are effective when the changes are posted to the Site. Continuing to buy or sell items in our marketplace will constitute your agreement to the new marketplace Participation Agreement. It is your responsibility to review the changes and decide if you want to continue to use our marketplace. Changes to the marketplace Terms of Service may occur without notice to you.

In order to use our Site, you acknowledge that you have read and understood the clauses in these Terms of Service relating to: (a) LitterPicks’ disclaimer of warranties and limitations of liability; (b) protection and use of your personal data as stated in our Privacy Policy; (c) your consent to the publication of feedback and ratings about your performance on our Site; (d) the manner in which LitterPicks may make changes to these Terms of Service; and (e) Deposit Terms and Conditions on the Site, (f) other matters.

THE MARKETPLACE

LitterPicks is not an auctioneer, nor an intermediary between the buyer and the seller. LitterPicks provides a web-based platform for sellers to list their products for sale and buyers to pay an initial deposit for those products. Sellers have the right to accept or reject that deposit based on information provided about the buyer during the process of paying the initial deposit.  Acceptance or rejection of the deposit is left to the sole discretion of the seller. LitterPicks is not involved in the actual transaction between sellers and buyers and is not the agent of the sale and has no authority for either, for any purpose.

Accordingly, the contract formed at the completion of a sale or purchase is solely between buyer and seller. The enforcement of any contractual obligations arising out of the completion of a transaction is the responsibility of the buyer and seller that are the parties to that transaction. LitterPicks is not obligated to mediate between parties or enforce or fulfill any contracts. LitterPicks wants its customers to have satisfying buying experiences. It has adopted policies and procedures designed to satisfy both buyers and sellers. LitterPicks may attempt to resolve buy/sell issues, even though it may not have the duty to do so, but it does not guarantee the integrity of any transaction between any buyer and any seller.

ELIGIBILITY REQUIREMENTS

In order to buy or sell pick deposits on The LitterPicks Marketplace (“Site”), you must agree to these Terms of Service, which includes our Privacy Policy, and any other terms and conditions on the Site. By listing an item for sale or purchasing an item on the Site, you agree to be bound by all terms and conditions of this marketplace agreement.

Minors are not allowed to buy or sell on our marketplace.

If at any time LitterPicks feels that a user is not in compliance with the terms of these Terms of Service, they may remove the user from Site access without notice and delete any account information or submissions associated with the user.

PRIVACY AND DATA PROTECTION

In order to create an account on our Site, you must provide information such as, but not limited to, your name, address, email address, and a password.  LitterPicks uses your personal data in the manner set out in our Privacy Policy and as further described in these Terms of Service, which is incorporated into this Participation Agreement. By using the Site, you consent to the collection and use of your personal data by LitterPicks in the manner set out in the Privacy Policy.

Unless otherwise authorized or consented, you agree not to use any information regarding other Participants that is accessible from our Web Site, except to enter into and complete transactions conducted via our Web Site. You agree not to use any such information for purposes of solicitation, advertising, unsolicited e-mail or spamming, harassment, invasion of privacy or otherwise objectionable conduct.

LICENSES AND INTELLECTUAL PROPERTY

LitterPicks grants you a limited non-transferrable license to each Participant to make personal use only of our Site and the Services it provides in accordance with these Terms of Service. This license expressly excludes, without limitation: any resale or commercial use of our Site and the Services; modifying, distributing, copying, republishing or making any derivative of our Site or the Services; the collection and use of Participant e-mail addresses or other Participant information, Ratings, Feedback or listings, or any data extraction or data mining whatsoever.

Subject to the license granted to you in these Terms of Service, LitterPicks reserves all right, title and interest in its and its affiliates' intellectual property rights (including, without limitation, any patents, trademarks, service marks, registered designs, applications for any of the foregoing, copyright, database rights, design rights, know-how, confidential information, trade and business names and any other similar protected rights in any country) in our Site and the Services. Any goodwill accruing out of the use of LitterPicks’ and its affiliates' trademarks, trade and business names and service marks under this Participation Agreement will vest in LitterPicks and its affiliates, as the case may be.

WEBSITE LINKING AND FRAMING

Despite anything else contained in this Agreement, you must ensure that each link (graphical, text or otherwise) to our Site posted or maintained on any location by you or on your behalf, conveys users directly to our Site, without displaying or performing any other advertisement, promotion or content (whether audio, visual, audio-visual or otherwise). In addition, you must not take any action, or assist, authorize or encourage any third party to take any action, that would cause the appearance or presentation of our Web Site as seen by users linking to our Site to be different from that seen by users who access our Site by hand-entering the applicable URL into a generally commercially available browser which has not been customized for a particular person or entity. Without limiting the generality of the foregoing, you must not, at any time, make use of any framing techniques or technologies, interstitial advertisements, pop-up windows or consoles or other similar Items or techniques in connection with any link to or on our Site.

Sellers must not include any links (graphical, text or otherwise) on our Site, to convey users directly to another location except as approved in advance in writing by LitterPicks.  You will not, and you will cause your affiliates not to, directly or indirectly (e.g., through a Third Party (as defined below):

  1. Sell, barter, disclose or transfer to any Third Party, any data acquired by you as a result of any marketplace transaction (whether this is information that pertains to the identity of a seller, buyer or any other person, the order or referral information (here meaning any information disclosing that a buyer purchased a product through our Site or any other personally identifiable information regarding any user and/or buyer), or permit any Third Party to have access to the same;
  2. Send to any buyer of the Services any non-electronic direct-mail marketing that promotes or advertises anyone (including you and your affiliates);
  3. Send to any buyer of the Services any electronic communication except as necessary to complete any buyer's transaction or to respond to a customer service enquiry made by such buyer concerning such transaction;
  4. Include in any communication made or authorized by you with any buyer of the Services, including, without limitation, in any order (including the packaging of the order and any promotional pieces, invoices and the like sent with it), order confirmation and/or other communication made in connection with the fulfillment of a transaction any offer from or reference to any Third Party.

RATINGS AND FEEDBACK

Participants may leave feedback ("Feedback") about other Participants relating to the other Participants' performance in selling Items on our Site and using the Services. Further, buyers may rate a seller by using a "positive," "negative" and "neutral" rating system ("Rating").  Sellers acknowledge and accept that your Feedback and Rating will be publicly available for viewing on our Site. LitterPicks is not responsible for checking or editing the Feedback or Ratings on our Site.

YOU CONSENT TO THE PUBLICATION OF, AND AUTHORIZE LitterPicks TO PUBLISH, FEEDBACK AND RATINGS EVEN THOUGH SUCH FEEDBACK OR RATINGS MAY BE CRITICAL OR DEFAMATORY OF YOU AND EVEN THOUGH LitterPicks MAY BE AWARE OR OUGHT REASONABLY BE AWARE THAT SUCH FEEDBACK OR RATINGS CAUSED OR CONTRIBUTED TO THE PUBLICATION OF A STATEMENT THAT IS DEFAMATORY OF YOU. YOU RELEASE LitterPicks FROM AND WAIVE ALL RIGHTS AGAINST LitterPicks IN RESPECT OF ANY LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE PUBLICATION OF ANY DEFAMATORY COMMENTS ABOUT YOU IN SUCH FEEDBACK AND RATINGS.

Seller Requirements

In addition to other rules and guidelines set forth below, Sellers agree to be honest about the items listed on the Site and not divert transactions or buyers to any other source.

ACCOUNT SET-UP

You must complete the Breeder Registration process to create an account with a user name and password (the “Account”) in order to make full use of selling on the marketplace. You may not share your password with anyone. Once granted access to the Site, Seller must complete the Breeder Page with accurate information about your company, your location, contact and payment information before getting access to create Listings.  You must always provide accurate, current and complete information, and you must update such information in a timely manner to maintain its accuracy and completeness. Any use of the Site through your Account will be deemed as being used by you. LitterPicks is entitled to rely on the contact and other information that is supplied to us through your Account. Your Account is non-transferable and non-assignable.

SELLER RESTRICTIONS

Sellers cannot list or sell items that are illegal, fake, counterfeit, or stolen. Items listed for sale must be listed on the correct item page and an accurate description of the products description must be given. The accounts of sellers may be limited in a matter that allows them to make a certain amount of transactions within a given time at the sole discretion of Litter Picks. Marketplace transactions must take place between two different individuals, organizations or entities. LitterPicks reserves the right to refuse service to anyone at any time for any reason.

LitterPicks determines which products to offer for sale in the marketplace. Products may be added or removed at any time without notice. Changes to the item detail pages of a product can also take place without notice. The way listings appear in the marketplace may change without notice to users of the marketplace.

Sellers are required to sell Pick Deposits at the price they listed to customers that meet the seller’s terms. By listing a Pick in our marketplace you agree that you have the right to sell the item, the item is in your possession and that your description provided in your listing is complete and accurate. Sellers are not allowed to sell items they do not physically possess. Sellers are required to communicate directly with the purchasers after the Pick Deposit is paid and arrange final sale, requirements, payment due and pick up date.

REQUIRED COMMUNICATION

LitterPicks requires you to provide timely support to the customers of our marketplace and please make sure that all communications are kept within our online messaging center. All messages should ideally be replied to within 24hrs. Please resolve all customer issues related to the LitterPicks marketplace within 48hrs if possible. You are also required to notify LitterPicks when you change the status of an order. Changes in status could include but are not limited to: canceling an order, refunding an order or applying an order to a future pick.

PAYMENTS

All transactions take place between the Buyer and Seller.  Payments are collected via PayPal and Sellers are required to have an active PayPal account in order to collect fees from Buyers.  Upon a Buyer paying for a Pick Deposit, Seller agrees to review to attached Pet Application and either accept or reject that payment within 24 hours of the initial transaction.  Seller must inform the Buyer of their decision either by phone or by email.  Seller may not use information gathered from the initial transaction to conduct any payment or purchase agreement outside of the framework of the Site.

Once the Pick Deposit is accepted by the Seller, Seller agrees to communicate with the Buyer regarding additional requirements or conditions of the Sale and arrange final payment amount, terms, pickup or delivery of the sale.

TAXES

It is the seller’s responsibility to collect and remit any taxes associated with a transaction. LitterPicks will not be held responsible for the collection or lack of collection of any taxes due to the use of these tools. LitterPicks is not responsible for determining when tax should be charged.

MARKETPLACE FEES

For all items sold through its marketplace, LitterPicks has the right to charge a fee for its marketplace service.  This fee can be based on a percentage of the Pick Deposit price or a set amount of each Pick Deposit.  Additionally, LitterPicks has the right to charge an upfront fee to Sellers in order to gain access to using the marketplace. These fees are set forth under the document entitled Fees. Fees may change at any time without notice. The fee in effect on the date of sale of the item shall govern the transaction. Please view the Fees page to view the latest fee structure.

SPECIFIC TERMS AND CONDITIONS   

Seller agrees to clearly post any terms, conditions, or requirements they have that are not included the general Terms and Conditions outlined on the Site.  These must be listed in the “Terms and Conditions” section of the Vendor’s page located on the Site. 

TERMINATION

The seller can terminate participation in our marketplace at any time by written notice to LitterPicks. LitterPicks reserves the right to terminate a user’s participation in the marketplace at any time for any reason at its sole discretion, with or without notice to user. LitterPicks reserves the right to monitor user accounts to determine if policies or laws are being broken. LitterPicks reserves the right to remove or edit any content supplied by users. Any illegal or fraudulent activity may be reported to law enforcement or other third parties. Upon termination, seller must pay LitterPicks any fees that were incurred prior to the effective date of termination, and any pending transactions will be canceled.

WARRANTY

The LitterPicks marketplace is provided as is and without warranty. LitterPicks makes no warranties of any kind, expressed or implied. We strive to provide our marketplace 24 hours a day 365 days a year, but we do not guaranty our marketplace will always be available. LitterPicks will not be liable for any loss due to our marketplace not being available. LitterPicks will not be liable for any loss due to errors in our software or the software of others that we use.

RISK OF LOSS

LitterPicks may refuse service to any Seller or Buyer for any reason.  The Seller will bear all risk of fraud or loss that are associated with any orders placed or information gathered from Buyers on the Marketplace.

INDEMNITY/LIMITATION OF LIABILITY

You will defend, indemnify and hold harmless LitterPicks 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, action, audit, investigation, inquiry or other proceeding instituted by a person or entity that arises out of or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in this marketplace agreement; or (ii) your own website or other sales channels, the products you sell, any content you provide, the advertisement, offer, sale or return of any products you sell, any actual or alleged infringement of any intellectual property or proprietary rights by any products you sell or content you provide, or the collection, payment or failure to collect or pay any taxes.

LITTERPICKS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS MARKETPLACE AGREEMENT, THE SITE, THE INABILITY TO USE THE SITE OR THE MARKETPLACE, OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO VIA THE SITE.

DISPUTES

Because LitterPicks is not directly involved with transactions between buyers and sellers, you agree to release LitterPicks from claims, demands, and damages related to transaction disputes. If a dispute arises, buyers and sellers are expected to deal with each other to come to a resolution.  

JURISDICTION

Any claim against LitterPicks in relation to our marketplace shall be adjudicated in a court in Pierce County, Washington and you agree to exclusive jurisdiction of these courts. This agreement shall be governed by Washington law, without regard to conflict of laws principles thereof.

CONTENT AGREEMENT

By agreeing to these Terms of Service, you grant the royalty-free use of any content you submit to us. You represent that you own any content you submit to us or you have the right to distribute submitted content. You will be responsible for any violation of rights for unauthorized content.

SEVERABILITY

If any section of this agreement is deemed unlawful, void or unenforceable, then that section shall be deemed severable and the remainder of the agreement will remain in force. Failure to enforce any section of this agreement by LitterPicks does not constitute a waiver of LitterPicks’ right to enforce such section or any other section in the future.

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