Marketplace Participation Agreement
Welcome to Cannabis Business Opportunities membership only marketplace site (the "Site") and CannaBiz Direct Marketplace services (the "Services"). Any person who wants to access the Site and use the Services must accept the terms and conditions of this Participation Agreement without change. BY REGISTERING FOR AND USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS PARTICIPATION AGREEMENT, AND ALL OF THE PROCEDURES, POLICIES AND GUIDELINES OF THE SITE ARE INCORPORATED BYREFERENCE.
CannaBiz Direct ("CBO", “CannaBizOpps”, "we," "us," and "our") reserves the right to change any of the terms and conditions contained in this Participation Agreement or any procedures, guidelines and policies, agreements, etc. governing the Site or Services, at any time and in its sole discretion. Any changes will be effective upon posting of the revisions on the Site. All notice of changes to this Participation Agreement will be posted on the Site for thirty (30) days. You are responsible for reviewing the notice of changes and any applicable changes. Changes to referenced procedures, guidelines and policies, agreements, etc. may be posted without notice to you. YOUR CONTINUED USE OF THIS SITE AND THE SERVICES FOLLOWING CANNABIZ DIRECT POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS PARTICIPATION AGREEMENT, DO NOT CONTINUE TO USE THE SERVICES OR THIS SITE.
1. Eligibility. Use of the Site and Services is limited to parties that lawfully can enter into and form contracts under applicable law and who understand and are able to read and write English language. For example, minors under the age 18 are not allowed to use the Services. To register, you must provide your real name, address, phone number, e-mail address, and valid credit card information. Credit cards authorized by INET, CORO include Visa, American Express, MasterCard, crypto currency and EFT. You represent and warrant that: (a) if you are a business, you are duly organized, validly existing and in good standing under the laws of the country in which your business is registered and that you are registering for the Services within such country; and (b) you have all requisite right, power and authority to enter into this Participation Agreement and perform your obligations hereunder.
2. Sellers' Capacity, Listing Fees and Payment Terms.
- You must be a legally registered business entity, as the capacity seller in which you will hold the account of selling Products or Services.
- Please review the Fee Schedule and Payment Terms for the Services. All listing fees are in USD unless stated otherwise and are incorporated herein by reference. The Fee Schedule and Payment Terms may vary in the future. The Fee Schedule and Payment Terms in effect on the date of sale of the item shall govern the transaction. You should check the fees and terms each time you participate. If the listing fee is subject to tax of whatever kind, we reserve the right to collect the applicable tax amount. All fees, including but not limited to subscription plan fees, are settled upon demand via DC/CC, ACH, or another form of approved payment.
- Certain sellers such as cultivators, extractors, manufacturer and transporters may be required in the state which they operate to be licensed and approved to operate when dealing with cannabis and hemp. In such case, the seller should should submit a copy of the license to CBO, before listing. If you are not sure about whether or not such permission, etc. is required for you and how to obtain them, ask the regulatory agency in your State for guidance.
3. Applicable Policies and Guidelines. You agree to abide by the procedures, guidelines and policies, agreements, etc. contained in the CBO terms and conditions participating in the Services, which are incorporated by reference into, and made part of, this Participation Agreement. The procedures, guidelines and policies, agreements, etc. contained in CBO terms and conditions explain the processes and set out acceptable conduct and prohibited practices. We may change these procedures, guidelines and policies, agreements, etc. in the future, and such changes will be effective immediately upon posting on the Site without notice to you. You should refer regularly to this section to understand the current procedures, guidelines and policies, agreements, etc. for participating and to be sure that the items you offer for sale can be sold on the Site. For each item you list on the Site, you will provide to us the place of shipment (prefecture, State, Country, etc.) from which the item ships. You will provide to us (using the processes and timing that we designate) any requested information regarding shipment, tracking (to the extent available) and order status, and we may make any of this information publicly available. You will not send customers emails concerning shipping confirmation of products you sell (except that to the extent we have not yet enabled functionality for your account that allows payment to be processed on the basis of when shipment occurs, then you will send customers emails confirming shipment of products you sell in a format and manner reasonably acceptable to us). Promptly after shipment of a customer's order (or any portion of the customer's order), you will accurately inform us that the order has been shipped (and, in the case of a customer order that is shipped in more than one shipment, accurately inform us which portion of the order has been shipped), using our standard functionality for communicating such information when we make that functionality available to you (collectively, "Confirmation of Shipment"). If you fail to provide Confirmation of Shipment within the time frame specified by us, we may in our sole discretion cancel (and/or direct you to stop and/or cancel) any such transaction, and you will stop and/or cancel any such transaction upon such request by us. You will comply with any instructions from the manufacturer, distributor and/or licensor of a product regarding Street Date for Delivery (which means the date, if any, specified by the manufacturer, distributor and/or licensor of a product as the date before which such product should not be delivered or otherwise made available to customers) or the Street Date for Disclosure (which means the date, if any, specified by the manufacturer, distributor and/or licensor of a product as the date before which specified information regarding such product (e.g., title of a book) should not be disclosed publicly).
4. CannaBiz Direct Role. CannaBiz Direct provides a platform for third-party sellers ("Sellers") and buyers ("Buyers") to negotiate and complete transactions. CannaBiz Direct is not involved in the actual transaction between Sellers and Buyers and does not and is not authorized to act as agent of either party in whatever sense. Therefore, when the transaction is completed, the contract will become in force only between the Seller and the Buyer. As a Seller, you may list any item as agreed by Cannabis Business Opportunities on the Site. Without limitation, as a Seller you may not list any item or link or post any related material that (a) infringes any third-party intellectual property rights (including copyright, trademark, patent, and trade secrets) or other proprietary rights (including rights of publicity or privacy); (b) constitutes written or oral or any other form of libel or slander or is otherwise defamatory; or (c) is counterfeited, illegal, stolen, or fraudulent. It is up to the Seller to accurately describe the condition of the item for sale. As a Seller, you use the Site and the Services at your own risk.
5. Payment. By using the Site and the Services to sell or buy any product, you will authorize Cannabis Business Opportunities, CannaBiz Direct or INET, CORP to settle without making any specific manifestation of intention the amount which you are liable to pay by way of deduction from the amount due to you in the future, reversing credit to your bank account, charging to your credit card or any other legal means.
6. CBO Direct Reservation of Rights. CBO Direct retains the right to determine the content’s appearance, design, functionality and all other aspects of the Site and the Services (including the right to re-design, modify, remove and alter the content, appearance, design, functionality, and other aspects of the Site and the Service and any element, aspect, portion or feature thereof, from time to time), and to delay or suspend listing of, or to refuse to list, or to de- list, or to require Seller not to list, any or all products in our sole discretion. We may in our sole discretion withhold for investigation, refuse to process, restrict shipping destinations for, stop and/or cancel any of your transactions. As Seller, you will stop and/or cancel orders of your products if we ask you to do so (provided that if you have transferred your products to the applicable carrier or shipper, you will use commercially reasonable efforts to stop and/or cancel delivery by such carrier or shipper). As Seller, you will refund any customer that has been charged for an order that we stop, cancel or product did not arrive and tracking information was not provided.
7. CBO Direct Participation. Employees of CBO Direct and its affiliates are permitted to participate in their personal capacity (i.e., not as employees, representatives, or agents of CBO Direct or its affiliates) in the transactions conducted through this Site (unless they have confidential information about a particular item). Our employees, when participating in any transaction in their personal capacity, are subject to this Participation Agreement and the same procedures, guidelines and policies, agreements, etc. as any Buyer or Seller on this Site.
8. Your Transactions. In the Services, Seller is authorized to sell goods only at a fixed price ("fixed price sales"), and the Seller is obligated to sell the goods at the listed price to Buyers who meet the Seller's terms. By listing an item in a fixed price sale, you represent and warrant to prospective Buyers that you have the right and ability to sell, and that the listing is accurate, current, and complete and is not misleading or otherwise deceptive. For fixed price sales, Seller will determine the purchase price for each item he or she lists on the Site via and subject to our standard functionality for listing the purchase price, provided that Seller must abide by the same procedures and guidelines contained in CBOs terms and conditions with respect to pricing. Seller shall provide us with transaction terms and any other important information relating to the purchase of goods by Buyer. Any goods listed on the Site shall be posted with the price inclusive of any and all applicable taxes (including without limitation consumption tax, value added tax, customs duty, or any other trading tax which may be applied to the sale of goods on the Services). For any goods listed on the Site, the tax amount is included in “shipping and handling charges” and shall be invoiced to the Buyer together with the purchase price. The Seller is solely responsible for deciding the tax amount. The Seller may not charge the Buyer any customs duty, consumption tax or any other applicable tax in addition to the listing price and the shipping and handling charge (if any) and the tax amount posted.
For any goods listed on the Site, we will decide the shipping charge (including any charge to be borne by the Buyer) (the amount may vary by the listing category or weight) and the consideration paid by us for shipping. We may apply the shipping charge (including any charge to be borne by the Buyer) and consideration paid by us for shipping which are then customary for the Services. Shipping charges and consideration for shipping are stated in the guidelines and policies, agreements, etc. contained in the Help section on the Site. Seller shall provide us or our affiliates with accurate and complete information about all of the goods listed by the Seller on the Services for sale, in accordance with the terms and conditions prescribed by us from time to time. If Seller fails to provide weight information with respect to any goods listed by the Seller although such information is required by the guidelines, we retain the right to apply the shipping charge (including any charge to be borne by the Buyer) and consideration paid by us for shipping which are then customary for the Services. Other than the consideration paid by us for shipping, Seller may not charge us any cost of shipping regardless of the actual amount of such cost.
9. Your Obligation. By agreeing to this Participation Agreement and executing purchase and sale of goods using the Site and the Services, you agree to complete the transaction as described by this Participation Agreement. You acknowledge that by not fulfilling these obligations, your action or inaction may be legally actionable.
10. Seller Taxes. As Seller, you agree that it is the Seller's responsibility to determine whether Seller Taxes apply to the transactions of goods and services listed and offered to Buyers and to collect, report, and remit the correct Seller Taxes to the appropriate tax authority. Even if the Buyer bears any tax, such tax amount will be included in the price indicated for the listed good (or the price indicated as “shipping and handling charges” of the good) as set forth in Section 9. Further, as Seller, you agree that we are not obligated to determine whether Seller Taxes apply and are not responsible to calculate, collect, report or remit any Seller Taxes arising from any transaction of goods or service between the Seller and the Buyer. "Seller Taxes" means any and all sales, use, consumption, import, export, value added and other taxes and duties assessed, incurred or required to be collected or paid for any reason in connection with any advertisement, offer or sale of products by you on or through the Site, or otherwise in connection with any action, inaction or omission of you or any of affiliate of yours, or any of your or their respective employees, agents, contractors or representatives.
11. Returns and Refunds. For all of your products (excluding those which are fulfilled using the Fulfillment by CBO Direct service, if any), you will accept and process returns, refunds and adjustments in accordance with this Participation Agreement and the CBO Direct return policies published on the CBO Direct site at the time of the applicable order, and we may inform customers that these policies apply to your products. You will determine and calculate the amount of all refunds and adjustments (including any taxes, shipping and handling or other charges) or other amounts to be paid by you to Buyers in connection with your transactions, using functionality we enable for your account, and will route all such payments through CannaBiz Direct will provide any such payments to the Buyers (which may be in the same payment form originally used to purchase your product), and you will reimburse Cannabis Business Opportunities for all amounts so paid. CannaBiz Direct may offset such payments against any amounts to be remitted or paid by CBO Direct affiliates to Seller under this Participation Agreement or seek reimbursement from Seller via any of the means authorized.
12. Password Security. Your password may be used only to access the Site, use the Services, electronically sign your transactions, and review your completed transactions. You are solely responsible for maintaining the security of your password. You may not disclose your password to any third party (other than third parties authorized by you to use your account) and are solely responsible for any use of or action taken under your password on this Site. If your password is compromised, you must change your password.
13. Illegal Activity.
- Compliance with Laws; Fraud. The Site and Services may be used only for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes, and regulations and administrative regulations, and to obtain the license necessary for sale of goods. You may not register under a false name or use an invalid or unauthorized credit card. You may not impersonate any participant or use another participant's password(s). Such fraudulent conduct is a violation of civil and criminal laws of United State of America. CBO DIRECT will report fraudulent conduct to law enforcement and cooperate to ensure that violators are prosecuted to the fullest extent of the law.
- Investigation. CBO DIRECT has the right, but not the obligation, to monitor any activity and content associated with this Site and investigate as we deem appropriate. CBO DIRECT also may investigate any reported violation of its policies or complaints and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of the Services, denying access, and/or removal of any listing of goods on the Site. CannaBiz Direct reserves the right and has absolute discretion to remove, screen, or edit any content that violates these provisions or is otherwise objectionable.
- Disclosure of Information. CannaBiz Direct reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. In order to cooperate with governmental requests, to protect CannaBiz Direct systems and customers, or to ensure the integrity and operation of CannaBiz Direct business and systems, CBO DIRECT may access and disclose any user information it considers necessary or appropriate, including but not limited to user contact details, IP address, transaction information, usage history, and posted content.
14. Privacy; Use of CBO Direct Transaction Information.
- Read CannaBiz Direct Privacy Notice. These Privacy Notices may be changed by Cannabis Business Opportunities in the future. You should check the Privacy Notice frequently for changes. CannaBiz Direct and its affiliates may communicate with you in connection with your listings, sales, and the Services, electronically CannaBiz Direct and in other media, and you consent to such communications regardless of any "Customer Communication Preferences" (or similar preferences or requests) you may have indicated on the Site or by any other means. When you register with Cannabis Business Opportunities for sale of goods and services, some personally identifiable information about you, including your feedback and the e-mail address associated with your account, may be displayed on the Site and may be viewed by potential buyers.
- You will not, and will cause your affiliates not to, directly or indirectly disclose, convey or use any order information or other data or information acquired by you or your affiliates from CannaBiz Direct or its affiliates as a result of this Participation Agreement, the transactions contemplated hereby or the parties' performance hereunder (collectively, "CBO Direct Transaction Information"), except you may disclose this information as necessary for you to perform your obligations under this Participation Agreement, provided that you ensure that every recipient uses the information only for that purpose and complies with the restrictions applicable to you related to that information. The terms of this Section 15.b. do not prevent you from using other information that you obtain separately from the CBO Direct Transaction Information, even if such information is identical to CBO Direct Transaction Information, provided that you do not target communications on the basis of the intended recipient being a CannaBiz Direct user.
15. No Warranties. THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS. CANNABIZ DIRECT, CANNABIS BUSINESS OPPORUTNITIES AND INET, CORP MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR;
- THAT THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE WILL BE AS REPRESENTED BY SELLERS, AVAILABLE FOR SALE AT THE TIME OF FIXED PRICE SALE, LAWFUL TOSELL, OR THAT SELLERS OR BUYERS WILL PERFORM ASPROMISED;
- ANY IMPLIEDWARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND
- ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF CANNABIZ DIRECT.
TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, CBO DIRECT DISCLAIMS ANY AND ALL SUCH WARRANTIES.
16. General Release. BECAUSE CBO DIRECT IS NOT INVOLVED IN TRANSACTIONS BETWEEN BUYERS AND SELLERS OR OTHER PARTICIPANT DEALINGS, IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH OF YOU RELEASE CANNABIS BUSINESS OPPORTUNITIES, CANNABIZ DIRECT AND INET CORP. (AND ITS AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCHDISPUTES.
17. Indemnity/Limitation of Liability.
- Indemnity and Defense. You will defend, indemnify and hold harmless CBO DIRECT and each of their 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 or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in this Participation 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 rights by any products you sell or content you provide, or Seller Taxes or the collection, payment or failure to collect or pay Seller Taxes. For purposes hereof: "Claim" means any claim, action, audit, investigation, inquiry or other proceeding instituted by a person or entity.
- Limitation of Liability. CBO DIRECT 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 THE PARTICIPATION AGREEMENT, THE SITE, THE SERVICES, THE INABILITY TO USE THE SERVICES, OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES.
18. Applicable Law. The Site and the Services are arranged, sponsored, or managed by CBO DIRECT located in the state of Washington, USA. The laws of United State of America govern this Participation Agreement and all of its terms and conditions. The King County District Court shall be the agreed exclusive jurisdiction in the first instance with respect to any lawsuits and legal disputes arising out of or related to the Site or the Service (these terms and conditions) depending on the amount of claim.
19. Disputes. Because CBO DIRECT is not the agent of Seller and is not the agent of Buyer for any purpose, CBO DIRECT will not act as agent in connection with resolving any disputes between participants related to or arising out of any transaction. CBO Direct urges Sellers and Buyers to cooperate with each other to resolve such disputes.
20. Your Grant. By entering into this Participation Agreement and listing an item, you grant CBO DIRECT and its affiliates a royalty-free, non-exclusive, worldwide, irrevocable right in any existing or future media, known or unknown, now or at any later date and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all of the content you submit to CBO DIRECT and its affiliates, and to sublicense the foregoing rights to our affiliates and operators any website or other online point of presence (other than the Site) through which the Site and/or products or services available thereon are syndicated, offered, merchandised, advertised or described; provided, however, that we will not alter any of your trademarks (i.e., trademarks of yours that you provide to us in non-text form for branding purposes that are separate from and not embedded or otherwise incorporated in any product specific information or materials) from the form provided by you to CBO DIRECT (except to re-size trademarks to the extent necessary for presentation, so long as the relative proportions of such trademarks remain the same) and will comply with your removal requests as to specific uses of your trademarks (provided you are unable to do so using standard functionality made available to you via the Site or Services); provided further, however, that nothing in this Participation Agreement will prevent or impair CannaBiz Direct right to use without your consent the content and any other materials provided by you, to the extent that such use is allowable without a license from you or your affiliates under applicable law (e.g., fair use under copyright law, referential use under trademark law, or valid license from a third party). You represent and warrant that you own or otherwise control all of the rights to the content you provide, and that the use of such materials by CBO DIRECT and its affiliates will not infringe upon or violate the rights of any third party.
21. Termination. CBO DIRECT, in its sole discretion, may terminate the contractual relationship under this Participation Agreement, access to the Site or the Services, or any listing immediately without notice for any reason. Notwithstanding the foregoing, if the contractual relationship pursuant to your participation agreement with CANNABIZ DIRECT (www.cbodirect.com) or any other Cannabis Business Opportunities site that may exist now or in the future is terminated, CBO DIRECT may terminate this Participation Agreement and your access to the Site and Services.
22. General Provisions
- Entire Agreement. This Participation Agreement and the general terms and conditions of the Site, including but not limited to the Privacy Notices and Conditions of Use, constitutes the entire agreement of the parties with respect to the subject matter hereof, and supersedes and cancels all prior and contemporaneous agreements, claims, representations, and understandings of the parties in connection with the subject matter hereof.
- No Agency; Third-Party Beneficiary. CBO DIRECT is not your agent, fiduciary, trustee, or any other representative. Nothing expressed or mentioned in or implied from this Participation Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this Participation Agreement. This Participation Agreement and all of the representations, warranties, covenants, conditions, and provisions hereof are intended to be and are for the sole and exclusive benefit of CBO DIRECT, you, and relying Buyers or Sellers.
- Severability. If any provision of this Participation Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from other provisions and shall not affect the validity and enforceability of any remaining provisions.
- No Waiver. CBO DIRECT will be considered to have waived any of its rights or remedies described in this Participation Agreement unless the waiver is in writing and signed. No delay or omission by CBO DIRECT in exercising its rights or remedies will be construed as a waiver. Any single or partial exercise of a right or remedy by CBO DIRECT will not preclude further exercise of any other right or remedy. CannaBiz Direct failure to enforce the strict performance of any provision of this Participation Agreement will not constitute a waiver of CannaBiz Direct right to enforce such provision or any other provisions of this ParticipationAgreement.