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Welcome to Globalshoes.Net E-Commerce
Corp.'s Terms of Service Agreement ("Agreement").
This Agreement describes the terms and conditions applicable
to your use of the Globalshoes.Net web site, which features
tools for trading and communicating in a global business
to business e-market (the "Service"). |
PLEASE
READ THIS AGREEMENT CAREFULLY! |
THE FOLLOWING DESCRIBES THE TERMS AND
CONDITIONS ON WHICH Globalshoes OFFERS YOU ACCESS TO
THE SERVICE. |
By accessing our web site past the home
page, you agree that you have entered into this Agreement
with Globalshoes.net E-Commerce Corp. ("Globalshoes")
and that you will be bound by the terms and conditions
hereof ("Terms"), which Globalshoes in its
discretion may change from time to time. We will post
a notice on our web site to inform you of any changes
to the Terms. If you do not agree to the changes, you
must discontinue using the Service. The changed Terms
shall automatically be effective immediately after they
are initially posted on the homepage of our site. Your
continued use of the Service will signify your acceptance
of the changed Terms. Unless explicitly stated otherwise,
any new features that augment or enhance the Service
shall be subject to this Agreement. This Agreement may
not be otherwise modified except in a writing signed
by an authorized officer of Globalshoes. |
2 |
Who Can Use Globalshoes. |
The Service is only available to individuals
or companies who can form legally binding contracts
under applicable law. Thus, you must be at least
18 years of age to use our services. If you do not
qualify, please do not use the Service. Globalshoes
may, in its sole discretion, refuse the Service to anyone
at any time. The Service is not available to temporarily
or indefinitely suspended Globalshoes members. |
Joining Globalshoes and the use of the
Service is free! We reserve the right to charge fees
for the Service upon notice to you pursuant to paragraph
1. You are responsible for paying all applicable taxes
and duties and for all hardware, software, service and
other costs you incur to trade, procure a listing from
us, or access our servers. We reserve the right to change
or discontinue, temporarily or permanently, some or
all of the Service at any time without notice. |
4 |
Globalshoes Is Only A Venue For Trading |
Our site acts as the venue for users to
locate people to trade with, to negotiate the exchange
of goods and services and to obtain various trade-related
services. However, we have no control over the quality,
safety or legality of the items being traded, the truth
or accuracy of the item listings, the ability of traders
to fulfill their obligations in a trade agreement. We
cannot and do not control whether or not traders will
complete their part of a trade. In addition, note that
there are risks of dealing with foreign nationals, underage
persons or people acting under false pretense. |
5 |
Your Information And Items For Trade |
"Your Information" includes any
information data, text, software, music, sound, photographs,
graphics, video, messages or other materials you provide
to us or other users during the registration, trading
or listing processes, in any public message area or
through any email feature. With respect to Your Information,
you are solely responsible for Your Information, and
we act as a passive conduit for your online distribution
and publication of Your Information. We may take any
action, however, with respect to Your Information we
deem necessary or appropriate in our sole discretion
if we believe it may create liability for us or may
cause us to lose (in whole or in part) the services
of our ISPs or other suppliers. You hereby warrant that
you have all rights, including all copyrights, necessary
to submit Your Information to Globalshoes. You acknowledge
that Globalshoes does not take any responsibility to
determine what information that is submitted to us is
protected, nor will we be responsible for the use of
Your Information by other users of the Service. |
5.1 Registration
Obligations
If you register with us, you agree to: (a)
provide true, accurate, current and complete information
about yourself or company as prompted by the member
information form, and (b) maintain and promptly update
the member information to keep it true, accurate, current
and complete. If you provide any information that is
untrue, inaccurate, not current or incomplete, or Globalshoes
has reasonable grounds to suspect that such information
is untrue, inaccurate, not current or incomplete, Globalshoes
has the right to suspend or terminate your registration
and refuse any and all current or future use of the
Service (or any portion thereof). If you have registered
with us on behalf of a company or other entity, then
you represent and warrant that you have the authority
to bind such company or other entity to the Terms.
5.2 Member ID, Password and
Security
During the registration process, you will select a
Member ID and Password. You are solely responsible for
maintaining the confidentiality of your Member ID and
Password, and for all activities that occur under your
Member ID and password. You agree to (a) immediately
notify Globalshoes of any unauthorized use of your
Member ID or Password or any other breach of security,
and (b) ensure that you properly exit the web site at
the end of each session. Globalshoes cannot and will
not be liable for any loss or damage arising from your
failure to comply with this paragraph.
5.3 Rules About Your Information
You agree that Your Information and the items you offer
for trade on Globalshoes:
a. will not be fraudulent
or involve the sale of counterfeit or stolen items;
b. will not infringe any
third party's copyright, patent, trademark, trade secret
or other proprietary rights or rights of publicity or
privacy (See our Copyright Policy for more information);
c. will not violate any law,
statute, ordinance or regulation (including without
limitation those governing export control, trade quotas,
consumer protection, unfair competition, anti-discrimination
or false advertising);
d. will not be defamatory,
trade libelous, unlawfully threatening or unlawfully
harassing;
e. will not be obscene or
contain child pornography;
f. will not contain any viruses,
Trojan horses, worms, time bombs or other computer programming
routines that are intended to damage, detrimentally
interfere with, surreptitiously intercept or expropriate
any system, data or personal information;
g. will not link directly
or indirectly to or include descriptions of goods or
services that: (i) are prohibited under this Agreement;
or (ii) you do not have a right to link to or include.
You also agree not to use the Service (h) in connection
with chain letters, junk e-mail, spamming or any duplicative
or unsolicited messages, (i) to collect e-mail addresses
and other information about others without their consent
or (j) to create false e-mail addresses or otherwise
attempt to mislead others as to the identity of the
sender or the origin of a message. |
6 |
The License You Grant To Us |
You grant to us the non-exclusive, worldwide,
perpetual, royalty-free right (with the right to sublicense
through multiple tiers) to use, reproduce, modify, adapt,
publish, translate, create derivative works from, distribute,
perform and display (in whole or in part) Your Information,
and/or to incorporate Your Information in other works
in any form, media, or technology now known or later
developed. |
Notwithstanding the license in paragraph
6, Globalshoes will only use Your Information in accordance
with our Privacy Statement. The complete terms of our
Privacy Statement are part of this Agreement so you
should read it. Please note that when you voluntarily
disclose Your Information in Globalshoes's trading
areas, that information can be collected and used by
others. |
8.1 Listing An
Item
Listings are text descriptions, graphics and/or pictures
on Globalshoes's web site supplied by you that either:
(a) describe an item you
have that you want to trade, or (b)
describe an item you are looking for. You may post either
or both of these listing types of listings on Globalshoes's
site, provided that you place such listings in an appropriate
category. Globalshoes is not responsible for the accuracy
or content of listings (including any translations thereof).
8.2 Negotiating A Trade
Traders on Globalshoes negotiate with each other through
the process of formulating offers and counteroffers.
Acceptance of an offer or counteroffer by all parties
constitutes an obligation for Globalshoes users involved
to complete the transaction. Acceptances and Offers
are not retractable except in exceptional circumstances
such as a user materially changing the description of
the item after your offer was made or clear typographical
errors, or when you can not authenticate the identity
of a user involved in the trade. Globalshoes is not
responsible for the accuracy of, or any error or omission
in, any information contained in any Request for Quote,
Purchase Order, Quote or other online document that
is part of the "My Trade Activity" feature.
8.3 Handling Trading Disputes
We do not and cannot be involved in dealings between
traders. In the event that you have a dispute with one
or more users or third-party service providers whose
services you obtain through our web site, you release
Globalshoes (and our agents and employees) from any
claims, demands and damages (actual and consequential)
of every kind and nature arising out of or in any way
connected with such disputes. If you are a California
resident, you waive California Civil Code _1542, which
says: "A general release does not extend to claims
which the creditor does not know or suspect to exist
in his favor at the time of executing the release, which
if known by him must have materially affected his settlement
with the debtor."
8.4 Use Common Sense
We cannot nor do we try to control the information
provided by other users which is made available through
the Service. By its very nature, other people's information
may be offensive, harmful or inaccurate, and in some
cases will be mislabeled or deceptively labeled. We
expect that you will use caution and common sense when
using our site |
9.1 No Trade Manipulation
You agree to not use a shill (a secondary account or
third party) to manipulate the outcome of a negotiation
with another trader.
9.2 System Integrity
You agree that you will not use any device, software
or routine to interfere or attempt to interfere with
the proper working of the Globalshoes.net site or any
trade being conducted on our site. You may not take
any action which imposes an unreasonable or disproportionately
large load on our infrastructure. You may not disclose
or share your password to any third parties or use your
password for any unauthorized purpose.
9.3 Feedback
You may not take any actions which may undermine the
integrity of the feedback system (e.g., "Member
Tag"), such as: leaving positive feedback for yourself
using secondary Member IDs or third parties; leaving
negative feedback for other users using secondary member
IDs or third parties (feedback bombing); or leaving
negative feedback if a user fails to perform some action
that is outside the scope of the trade (feedback extortion).
9.4 No Commercial Exploitation
You agree that you may not commercially exploit any
information, including but not limited to, copying (through
robot, spider, any other automatic device or manual
process) any information displayed, on the Globalshoes
web site without prior written authorization from an
authorized officer of Globalshoes. |
You agree that Globalshoes, in its sole
discretion, may terminate your password, account (or
any part thereof) or use of the Service, and remove
and discard Your Information within the Service, for
any reason, including without limitation, if Globalshoes
believes that you have violated or acted inconsistently
with the letter and spirit of the Agreement. Globalshoes
may also, in its sole discretion and at any time, discontinue
providing the Service, or any part thereof, with or
without notice. You agree that any termination of your
access to the Service under any provision of this Agreement
may be effected without prior notice, and acknowledge
and agree that Globalshoes may immediately deactivate
or delete your account and all related information and
files in your account and/or bar any further access
to such files or the Service. Further, you agree that
Globalshoes shall not be liable to you or any third
party for any termination of your access to the Service.
Paragraphs 12, 13, 14, and 22 shall survive any termination
of this Agreement. |
11 |
What Happens if You Break the Rules |
Without limiting other remedies, we may
immediately issue a warning, temporarily suspend, indefinitely
suspend or terminate your membership, any of your current
listings, and any other information you place on the
site if (i) you breach this
Agreement, (ii) we are unable
to verify or authenticate any information you provide
to us or (iii) we believe
that your actions may cause legal liability for you,
our users, third-party service providers whose services
are provided through our web site or us. Without limiting
any other remedies, Globalshoes may suspend or terminate
your account if you are found (by conviction, settlement,
insurance or escrow investigation, or otherwise) to
have engaged in fraudulent activity in connection with
our site. |
12 |
The Service is Provided "As Is" |
We will try very hard to make your experience
with Globalshoes enjoyable. Unfortunately, we cannot
always foresee or anticipate technical or other difficulties.
These difficulties may result in loss of data or other
service interruptions. For this reason, YOU EXPRESSLY
UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS
AT YOUR OWN RISK. THE SERVICE IS PROVIDED ON AN "AS
IS" AND "AS AVAILABLE" BASIS. Globalshoes
EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE AND NON-INFRINGEMENT. Globalshoes
MAKES NO WARRANTY THAT: (i)
THE SERVICE WILL MEET YOUR REQUIREMENTS;
(ii) THE SERVICE WILL BE UNINTERUPTED, TIMELY,
SECURE, OR ERROR-FREE; (iii) THE
RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE
WILL BE ACCURATE OR RELIABLE; AND (iv)
THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION,
OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH
THE SERVICE WILL MEET YOUR EXPECTATIONS. ANY MATERIAL
DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF
THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK
AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO
YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM
THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Globalshoes
OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY
NOT EXPRESSLY STATED IN THE AGREEMENT.
12.1 Any Samples Ordered through
Sample House Are "As Is." YOU EXPRESSLY UNDERSTAND
AND AGREE THAT ANY SAMPLES ORDERED AND DELIVERED ARE
PROVIDED ON AN "AS IS" AND "AS AVAILABLE"
BASIS, AND YOU AGREE THAT YOU USE THOSE SAMPLES AT YOUR
OWN RISK. Globalshoes EXPRESSLY DISCLAIMS ANY AND ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
AND NON-INFRINGEMENT WITH RESPECT TO ANY SUCH SAMPLES.
12.2 Note
Some jurisdictions do not allow the disclaimer of implied
warranties, so the foregoing disclaimers may not apply
to you. This warranty gives you specific legal rights
and you may also have other legal rights which vary
from jurisdiction to jurisdiction. |
YOU EXPRESSLY UNDERSTAND AND AGREE THAT
Globalshoes SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES,
INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS,
GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN
IF Globalshoes HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES), RESULTING FROM:
(i) THE USE OR THE INABILITY TO USE THE SERVICE;
(ii) THE COST OF PROCUREMENT
OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY
GOODS, SAMPLES, DATA, INFORMATION OR SERVICES PURCHASES
OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED
INTO THROUGH OR FROM THE SERVICE; (iii)
UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR
TRANSMISSIONS OR DATA; (iv) STATEMENTS
OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v)
ANY OTHER MATTER RELATING TO THE SERVICE HOWEVER ARISING,
INCLUDING NEGLIGENCE.
Note: Some jurisdictions
do not allow the limitation of liability, so the foregoing
limitation may not apply to you.
|
You agree to indemnify and hold Globalshoes
and our subsidiaries, affiliates, officers, directors,
agents, and employees, harmless from any claim or demand
(including reasonable legal expenses and the expenses
of other professionals) made by a third party due to
or arising out of your breach of this Agreement or the
documents it incorporates by reference, or your violation
of any law or the rights of a third party. |
You shall comply with all applicable laws,
statutes, ordinances and regulations regarding your
use of the Service and your bidding on, listing, purchase
and sale of items, including, but not limited to, complying
with all applicable laws regarding the transmission
of technical data exported from any applicable country. |
You and Globalshoes are independent contractors,
and no agency, partnership, joint venture, employee-employer
or franchisor-franchisee relationship is intended or
created by this Agreement. |
17 |
Advertising & Financial Services |
Your correspondence or business dealings
with, or participation in promotions of, advertisers
found on or through the Service, including payment and
delivery of related goods or services, and any other
terms, conditions, warranties or representations associated
with such dealings, are solely between you and such
advertiser. You agree that Globalshoes shall not be
responsible or liable for any loss or damage of any
sort incurred as the result of any such dealings or
as the result of the presence of such advertisers on
the Service. If you intend to create or join any service,
receive or request any news messages, alerts or other
information from the Service concerning companies, stock
quotes, investments or securities, please be advised
Globalshoes shall not be responsible nor liable for
the accuracy, usefulness or availability of any such
information transmitted via the Service, and shall not
be responsible nor liable for any trading or investment
decisions made based on such information. |
The Service may provide, or third parties
may provide, links to other World Wide Web sites or
resources. Because Globalshoes has no control over
such sites and resources, you acknowledge and agree
that Globalshoes is not responsible for the availability
of such external sites or resources, and does not endorse
and is not responsible or liable for any content, advertising,
products, or other materials on or available from such
sites or resources. You further acknowledge and agree
that Globalshoes shall not be responsible or liable,
directly or indirectly, for any damage or loss caused
or alleged to be caused by or in connection with use
of or reliance on any such content, goods or services
available on or through any such site or resource. |
Except as explicitly stated otherwise,
any notices shall be given by email to service@globalshoes.net(in
the case of Globalshoes) or to the email address you
provide to Globalshoes during the registration process
(in your case), or such other address as the party shall
specify. Notice shall be deemed given twenty-four (24)
hours after email is sent, unless the sending
party is notified that the email address is invalid.
Alternatively, we may give you notice by certified mail,
postage prepaid and return receipt requested, to the
address provided to Globalshoes during the registration
process. In such case, notice shall be deemed given
three (3) days after the
date of mailing. |
Globalshoes shall not be liable to you
for delays or failures in performance resulting from
causes beyond our reasonable control, including, but
not limited to, acts of God, labor disputes or disturbances,
material shortages or rationing, riots, acts of war,
governmental regulations, communication or utility failures,
or casualties. |
Globalshoes may assign this Agreement. |
The Agreement constitutes the entire Agreement
between you and Globalshoes and governs your use of
the Service, superseding any prior written or oral Agreements
between you and Globalshoes. The Agreement shall be
governed in all respects by the laws of the State of
California without regard to its conflict of law provisions.
If any provision of this Agreement is held to be invalid
or unenforceable, such provision shall be struck and
the remaining provisions shall be enforced. Headings
are for reference purposes only and in no way define,
limit, construe or describe the scope or extent of such
section. Our failure to act with respect to a breach
by you or others does not waive our right to act with
respect to subsequent or similar breaches. |
Any controversy or claim arising out of
or relating to this Agreement or our services shall
be settled by binding arbitration in accordance with
the commercial arbitration rules of the American Arbitration
Association. Any such controversy or claim shall be
arbitrated on an individual basis, and shall not be
consolidated in any arbitration with any claim or controversy
of any other party. The arbitration shall be conducted
in San Jose, California, and judgment on the arbitration
award may be entered into any court having jurisdiction
thereof. Either you or Globalshoes may seek any interim
or preliminary relief from a court of competent jurisdiction
in San Jose, California necessary to protect the rights
or property of you or Globalshoes pending the completion
of arbitration. |
More about Us.
The services hereunder are offered by Globalshoes.net.
For more information, please email us at service@globalshoes.net. |
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