MaterialPlus User Agreement
THE FOLLOWING DESCRIBES THE TERMS AND CONDITIONS ON WHICH GOODWILL’S GREEN WORKS, INC. OFFERS YOUR ACCESS TO OUR SERVICES.
Welcome to the user agreement (the "Agreement" or "User Agreement") for www.materialplus.com (Materialplus).
This Agreement describes the terms and conditions applicable to your use of our services available under the domain and sub-domains of www.materialplus.com (the "Site") and the general principles for the website. If you do not agree to be bound by the terms and conditions of this Agreement, do not use or access our services.
If you have any questions, please refer to our Frequently Asked Questions (FAQ).
You must read, agree with and accept all of the terms and conditions contained in this User Agreement, which includes those terms and conditions expressly set out below and those incorporated by reference, before you may become a member of Materialplus. We strongly recommend that you read this User Agreement completely.
We may amend this Agreement at any time by posting the amended terms on the Site. Except as stated below, all amended terms shall be automatically effective 30 days after they are initially posted on the Site. It is the user’s responsibility to review any changes or updates to the User Agreement.
This Agreement is effective upon acceptance in registration for new registering or existing users, and is otherwise effective on March 1st, 2004 for all users.
- 1. Membership Eligibility. Our services are available only to, and may only be used by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to children (persons under the age of 18) or to temporarily or indefinitely suspended Materialplus members. If you are under the age of 18, you can use this service only in conjunction with, and under the supervision of your parents or guardians. If you do not qualify, please do not use our Site. Further, your Materialplus account (including feedback) and User ID may not be transferred or sold to another party. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement.
- 2. Fees and Services. Joining and bidding on items at Materialplus is free. At this time, Materialplus is for users to bid and buy only. No selling (brokering) is allowed. We may in our sole discretion change some or all of our services at any time. In the event we introduce a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees associated with using our service and the Site and all applicable taxes.
- 3. Identity Verification. We use many techniques to verify the accuracy of the information our users provide us when they register on the Site. However, because user verification on the Internet is difficult, Materialplus cannot and does not confirm each user's purported identity. Goodwill’s Green Works, Inc. does reserve the right to perform a background check on any user before any sale is consummated.
4. Bidding and Buying. As a buyer, you are obligated to complete the transaction with Goodwill’s Green Works, Inc.:
- if you purchase an item through one of our fixed price formats; or
- if you are the highest bidder at the end of an auction (meeting the applicable minimum bid or reserve requirements) and your bid is accepted.
- 5. By bidding on an item you agree to be bound by the conditions of sale included in the items description so long as those conditions of sale are not in violation of this Agreement or unlawful. Unless you and the seller agree otherwise, you will become the item's lawful owner upon physical receipt of the item from the seller. Bids are not retractable except in exceptional circumstances, such as: when the seller materially changes the item's description after you bid; the item is misrepresented by Goodwill’s Green Works, Inc. as agreed to by both parties; or a clear typographical error is made. The bidder also is responsible for setting up a pick-up appointment to remove the item from Goodwill’s Green Works, Inc. property within 10 days of each bid ending. This includes Goodwill’s Green Works, Inc. receiving full payment prior to removal of any item. If an item is not claimed within a 10 day period, Goodwill’s Green Works, Inc. reserves the right to award the bid to the next highest bidder(s) or to re-list the item on the website. Goodwill’s Green Works, Inc. also reserves the right to suspend or ban you as a user if you renege on 2 or more bids. Materialplus is intended toward business or commercial customers. A commercial or business check is required upon receipt of any merchandise. You (the buyer) are responsible for providing sufficient funds to cover the check you present. A State of Michigan sales tax of 6% will be charged unless a copy of your license or certificate of sales tax exemption is provided upon receipt of purchase. Goodwill’s Green Works, Inc. does reserve the right to charge you a returned check fee of up to $50. This fee pertains to NSF and Stop Payment action on checks. Goodwill’s Green Works, Inc. may allow the user to present alternative methods of payment to cover the failed check within 14 days at the discretion of Goodwill’s Green Works, Inc.. Goodwill’s Green Works, Inc. also reserves the right to file a lawsuit suing the customer for cost and damages that may result from improper payment and associated activities. Goodwill’s Green Works, Inc. may also suspend or deny you user privileges after providing stopping payment or non-sufficient funds checks.
- 6. Your Information Definition. "Your Information" is defined as any information you provide to us or other users in the registration, bidding process, any email feature. You are solely responsible for Your Information, and we act as a passive conduit for your online purchases.
- 7. License. Solely to enable Goodwill’s Green Works, Inc. to use the information you supply us with, so that we are not violating any rights you might have in that information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in Your Information, in any media now known or not currently known, with respect to Your Information. Goodwill’s Green Works, Inc. will only use Your Information when necessary.
- 8. Access and Interference. Much of the information on the Site is updated on a real time basis and is proprietary or is licensed to Goodwill’s Green Works, Inc.. You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Additionally, you agree that you will not: (i) take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure; (ii) copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except for Your Information) from the Site without the prior expressed written permission of Goodwill’s Green Works, Inc.; (iii) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (iv) bypass any measures we may use to prevent or restrict access to the Site.
- 9. Feedback Integrity. You may not take any actions that may undermine the integrity of the feedback system.
- 10. Breach. Without limiting other remedies, we may limit your activity, immediately remove your bids or, warn our community/other users of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if: (a) you breach this Agreement; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause financial loss or legal liability for you, our users or us.
- 11. Privacy. We do not sell or rent your personal information to third parties for their marketing purposes without your explicit consent and we only use your information. We view protection of users' privacy as a very important community principle. We understand clearly that you and your information is one of our most important assets. We store and process your information on computers located in the United States. If you object to your Information being transferred or used in this way please do not use our services.
- 12. No Warranty. WE, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. GOODWILL’S GREEN WORKS, INC. ALSO DOES NOT ACCEPT ANY LIABILITY FOR INJURIES OR DAMAGES WHICH MAY RESULT FROM THE USE OF ANY ITEMS SOLD ON WWW.MATERIALPLUS.COM.
- 13. Liability Limit. IN NO EVENT SHALL WE, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). OUR LIABILITY, AND THE LIABILITY OF OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO ZERO.
- 14. Indemnity. You agree to indemnify and hold us and (as applicable) our parent company, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including any attorneys' fees, made by any 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.
- 15.Legal Compliance. You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our service and your bidding on, purchase, solicitation of offers to purchase, and sale of items.
- 16. No Agency. You and Goodwill’s Green Works, Inc. are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
- 17. Notices. Except as explicitly stated otherwise, any notices shall be given by postal mail to Goodwill’s Green Works, Inc. Attn: Legal Department 6421 Lynch Rd., Detroit, MI 48234 (in the case of GOODWILL’S GREEN WORKS, INC.) or to the email address you provide to Materialplus during the registration process (in your case). Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Goodwill’s Green Works, Inc. during the registration process.
- 18. Resolution of Disputes. In the event a dispute arises between you and Goodwill’s Green Works, Inc., our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Goodwill’s Green Works, Inc. agree that any claim or controversy at law or equity that arises out of this Agreement or our services ("Claims") shall be mutually agreed terms upon in writing by the parties. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution and we will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation, as an alternative to litigation.
- 19. General. This Agreement shall be governed in all respects by the laws of the State of Michigan. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of the Site may be interfered with by numerous factors outside of our control. 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. You agree that this Agreement and all incorporated agreements may be automatically assigned by Goodwill’s Green Works, Inc., in our sole discretion, 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. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. Sections (Fees and Services) with respect to fees owed for our services, (Release), (License), (Access and Interference), (Liability Limit), (Indemnity) and (Resolution of Disputes) shall survive any termination or expiration of this Agreement.
- 20. Disclosures. The services hereunder are offered by Goodwill’s Green Works, Inc., located at 6421 Lynch Rd, Detroit, MI, 48234.
- 21. Internal Service Providers for Our Operations. We may use third parties that we refer to as service providers to facilitate or outsource one or more aspects of the business (listing items, research, correspondence, collections) and therefore we may provide some of your personal information to these agents. These internal service providers are subject to confidentiality agreements and other legal restrictions and are not to use any specific information for any outside task.
- 22. Personal Information. We do collect and analyze your personal/business information to better our marketing strategies, review site usage, better our website, research different user interests, and to add the users to certain distribution lists for sales Goodwill’s Green Works, Inc. may not conduct on Materialplus, if necessary. Also, your user ID will be displayed on bids and on winning bids. Other users may track your bids and tendencies. Goodwill’s Green Works, Inc. does not accept any liability for other users illegally tamper, track, or find any of your bid or personal/business information. The user is also responsible for all activity that your account performs. It is important to keep your password and other information secret because your account will be held accountable for all bids placed with that particular account or User ID. Any discrepancies or to cancel an account should be reported immediately to the website through comments or by emailing email@example.com
- 23. Standard Buying Procedure. After the user bids/purchases an item, either party can initiate email contact. Shipping time and date will be arranged within 10 days from the ending date of the bid or purchase date. Full payment is due at the time of pick up and must include taxes, if applicable. All payment must be payable to Goodwill’s Green Works, Inc.. Ownership is the responsibility of the buyer once material is removed from Goodwill’s Green Works, Inc. property. The buyer will then sign a receipt. The buyer and Goodwill’s Green Works, Inc. will each receive a copy of the receipt. Shipment from the location of the item(s) is the responsibility of the buyer, not Goodwill’s Green Works, Inc..
- 24. Items on Materialplus. Items can be added or removed from Materialplus at any time for any reason at the discretion of Goodwill’s Green Works, Inc.. We reserve the right not to disclose any reason why an item was pulled. Goodwill’s Green Works, Inc. may also at any time change the price and/or terms pertaining to the sale at any time for any item. Shipment is responsibility of the buyer from the location of the material. Exceptions must be worked out before any item is purchased and are at the discretion of Goodwill’s Green Works, Inc., not the buyer.
- 25. Each of these policies may be changed from time to time and are effective immediately after 30 days from posting changes on the Site. In addition, when using particular services on the Site, you agree that you are subject to any posted policies or rules applicable to services you use through the Site, which may be posted from time to time. All such posted policies or rules are hereby incorporated by reference into this Agreement.
A Special Note About Children
Children (persons under the age of 18) are not eligible to use the Site unsupervised and we ask that children do not submit any personal information to us. If you are under the age of 18, you may only use this Site in conjunction with and under the supervision of your parents or guardians. Any person under the age of 18 is not allowed on Goodwill’s Green Works, Inc. property during any viewing or pick-ups.