LAST REVISION: June 25, 2012
Welcome to OfferUp. OfferUp is an interactive online service offered by iDeal Technologies, Inc. ("IDeal Technologies", "we" or "us") that distributes content supplied by third party merchants and provides consumers with transactional capabilities to connect with buyers. All offers on goods and services, are offered by the seller. IDeal Technologies is not responsible for and does not guarantee the performance of any such goods or services.
You must be thirteen (13) years or older to use the OfferUp Service. If you are between the ages of thirteen (13) and eighteen (18), you must have parental consent to use the OfferUp Service.
Unless otherwise indicated, the OfferUp Service and all content, and other materials on or available through the OfferUp Service, including, without limitation, the IDeal Technologies logo, and all designs, text, graphics, pictures, information, data, sound files, software and files, and the selection and arrangement thereof (collectively, the "Materials") are proprietary to IDeal Technologies or its affiliates or licensors, and are protected by U.S. and international copyright laws. Except as otherwise provided, subject to your compliance with all of the terms and conditions of this Agreement, and in consideration of your promises reflected herein (and with respect to any services requiring payment of fees, your payment of such fees), we grant to you a revocable, personal, non-exclusive, non-assignable and non-transferable license for personal, non-commercial purposes, except where explicitly provided otherwise, to (i) access and use the OfferUp Service, (ii) cause the Materials to be displayed from a single computer or mobile device and (iii) use the Materials, solely as permitted under this Agreement (the "License"). IDeal Technologies and its affiliates and licensors reserve all rights not expressly granted to you in this Agreement.
You will comply with all applicable laws. Additionally, you will not:
Termination of License
- engage in any unauthorized use of the OfferUp Service or Materials (including, without limitation, political campaigning, advertising, marketing, solicitations, promotions, resale or other commercial uses);
- transmit or otherwise make available any content that: (i) you do not have the right to provide or transmit using the OfferUp Service, (ii) may expose IDeal Technologies or its affiliates, licensors, or users to any harm or liability, or (iii) is unlawful, untrue, or otherwise objectionable;
- transmit or otherwise make available any content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- copy any portion of the OfferUp Service or Materials or any underlying content or source code;
- reverse engineer, disassemble or decompile any portion of the OfferUp Service or Materials, or otherwise attempt to discover or re-create the source code to any software;
- distribute the software or source code behind the OfferUp Service or Materials to any third party;
- make any modification, adaptation, improvement, enhancement, translation or derivative work of or to any portion of the OfferUp Service or Materials;
- remove, alter, or obscure any copyright or other proprietary notices of IDeal Technologies or its affiliates or licensors in any portion of the OfferUp Service or Materials;
- obscure or disable any advertisements that appear on or through the OfferUp Service;
- use any type of automated means to utilize the OfferUp Service or Materials;
- access without authorization any networks, systems, or databases used in providing the OfferUp Service or any accounts associated with OfferUp Service, or to access or use any information therein for any purpose;
- attempt to probe, test, hack, or otherwise circumvent any security measures;
- violate any requirements, policies, procedures or regulations of any network connected to the OfferUp Service;
- use any of the OfferUp Service in any manner that could damage, disable, overburden, or otherwise impair the OfferUp Service (or the networks connected to the OfferUp Service);
- interfere with or disrupt the use and enjoyment by others of the OfferUp Service or the Materials;
- falsely state, impersonate, or otherwise misrepresent your identity;
- use the OfferUp Service or Materials in any manner to stalk, harass, invade the privacy of, or otherwise cause harm to, any person;
- use the OfferUp Service or Materials in any manner that exposes the Company to any harm or liability of any nature;
- use the OfferUp Service or Materials in violation of any federal, state, or local law, rule, or regulation, whether now existing or enacted in the future.
IDeal Technologies may revoke or terminate the License granted above in its sole discretion at any time. Without limiting the generality of the foregoing, we may revoke or terminate the License if you: (i) breach any obligation in this Agreement or in any other agreement between you and us, (ii) violate any policy or guideline applicable to the OfferUp Service or Materials, or any other IDeal Technologies service, or (iii) use the OfferUp Service or the Materials other than as specifically authorized in this Agreement, without our prior written permission.
Termination of Services
IDeal Technologies may discontinue, terminate, suspend or shut down the OfferUp Service at any time and for any or no reason. We may give notice of such discontinuation, termination, suspension or shut-down through any means, including, but not limited to, making such notice available on or through the OfferUp Service or otherwise publicly proclaiming such discontinuation, termination, suspension or shut-down. Upon any such action by IDeal Technologies, your License shall automatically terminate with respect to the affected OfferUp Service and you must immediately stop using all affected OfferUp Service.
In order to access certain parts of the OfferUp Service, you may be asked if you want to create a OfferUp account (an "Account"). In connection with creating a Account, you must provide certain information ("Registration Data") and answer all inquiries marked "required." You agree: (i) that the Registration Data you provide will be true, accurate, current and complete at the time you provide it; (ii) to maintain and update such Registration Data to keep it true, accurate, current and complete; and (iii) that IDeal Technologies may contact you and require you to confirm some or all of your Registration Data before using certain parts of the OfferUp Service. We reserve the right to terminate the License and to refuse to provide you with any and all current or future use of the OfferUp Service if in our sole discretion, we determine or are of the opinion that any of your Registration Data is, or appears to be, untrue, inaccurate, not current or incomplete.
3. You are responsible for maintaining the confidentiality of your account credentials and for all activities, charges and/or liabilities that occur from your account, whether or not authorized by you. You must immediately notify IDeal Technologies of any unauthorized use of your account credentials or any other breach of security of which you become aware. We will not be liable for any loss or damage arising from your failure to comply with this section.
We may at times offer features enabling you to apply for or request certain badges (each, a “Badge”) to be associated with your OfferUp Service account, including through your account profile. We may make available the TruYou feature (“TruYou”), which is a voluntary feature through which we may associate a TruYou Badge with certain users that have provided personal identification documents (e.g., a driver’s license) to us. Where you see the TruYou Badge associated with a user’s account, that is a designation that that user has chosen to use the voluntary TruYou feature. THE TRUYOU BADGE DOES NOT DESIGNATE, AND WE DO NOT REPRESENT OR WARRANT THAT, (A) WE HAVE VERIFIED THAT A USER WITH A TRUYOU BADGE IS THE PERSON THAT THEY CLAIM TO BE, (B) THAT A USER IS IN FACT THE PERSON IDENTIFIED IN ANY PERSONAL IDENTIFICATION DOCUMENT THAT USER HAS PROVIDED TO US, OR (C) THAT WE HAVE TAKEN ANY STEPS TO RUN A CRIMINAL OR OTHER BACKGROUND CHECK OR OTHERWISE MAKE AN ASSESSMENT OF A USER’S INTEGRITY OR CHARACTER.
If you choose to use the TruYou feature, you represent and warrant to us that (a) any personal identification document that you provide to us is an unaltered and accurate image of your government-issued personal identification document that is without error, and (b) that you have all necessary permissions to provide such personal identification documents to us and your provision of such personal identification documents to us will not violate any law or regulation or cause us to be subject to any investigation, prosecution or legal action. DO NOT USE THIS FEATURE IF THE FOREGOING IS NOT TRUE. We may disclose your photo identification document or certain personal information you provide to our third-party service providers that may help us to detect inaccurate or fraudulent personal identification documents and related information. The TruYou feature and similar programs involving Badges may be discontinued at any time without notice, and we reserve the right to grant and revoke Badges for you or any other user at any time and without any liability to us.
Content You Provide or Transmit
Any comments or materials sent to us, including, but not limited to, ideas, questions, comments, suggestions, feedback or the like regarding the OfferUp Service or any other products or services of IDeal Technologies (collectively, "Feedback"), is non-confidential and shall become our sole property. We shall have no obligation to you of any kind, monetary or non-monetary, with respect to such Feedback and shall be free to reproduce, use, disclose, exhibit, display, transform, create derivative works from and distribute the Feedback to others without limitation or obligation.
4. DISCLAIMER; LIMITATION ON LIABILITY; INDEMNIFICATION
DISCLAIMER OF WARRANTY
THE OfferUp SERVICE AND THE MATERIALS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT USE OF THE SAME IS AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE OfferUp SERVICE OR MATERIALS AND FOR ANY DISCLOSURE OF INFORMATION THAT YOU UNDERTAKE WHILE USING THE OfferUp SERVICE OR MATERIALS.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IDEAL TECHNOLOGIES AND ITS AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT AND IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE OfferUp SERVICE OR MATERIALS.
WITHOUT LIMITING THE FOREGOING, NEITHER IDEAL TECHNOLOGIES NOR ANY OF ITS AFFILIATES OR LICENSORS, NOR THE RESPECTIVE OFFICERS, DIRECTORS, LICENSORS, EMPLOYEES OR REPRESENTATIVES OF SUCH PARTIES (COLLECTIVELY, THE "IDEAL TECHNOLOGIES PROVIDERS") REPRESENT OR WARRANT (I) THAT THE OfferUp SERVICE OR MATERIALS WILL MEET YOUR REQUIREMENTS OR BE ACCURATE, COMPLETE, APPROPRIATE, RELIABLE OR ERROR FREE; (II) THAT THE OfferUp SERVICE OR MATERIALS WILL ALWAYS BE AVAILABLE OR WILL BE UNINTERRUPTED, ACCESSIBLE, TIMELY, RESPONSIVE OR SECURE; (III) THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE OfferUp SERVICE OR MATERIALS WILL BE FREE FROM VIRUSES, "WORMS," "TROJAN HORSES" OR OTHER HARMFUL PROPERTIES; (IV) THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF ANY MATERIALS AVAILABLE ON OR THROUGH ANY OfferUp SERVICE; (V) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; (VI) THAT THE OfferUp SERVICE OR MATERIALS ARE NON-INFRINGING.
SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES.; OR (VII) THAT ANY BADGE IS A REPRESENTATION AS TO THE IDENTITY, CHARACTER OR INTEGRITY OF ANY PERSON, BUSINESS, OR ENTITY THAT IS ASSOCIATED WITH A BADGE. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
IN NO EVENT SHALL ANY OF THE IDEAL TECHNOLOGIES PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE ARISING OUT OF OR IN ANY WAY CONNECTED WITH: (I) USE OF THE OfferUp SERVICE OR MATERIALS, INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES, ERRORS OR OMISSIONS IN, ANY OF THE OfferUp SERVICE OR MATERIALS, (II) ANY INABILITY TO USE THE OfferUp SERVICE OR MATERIALS FOR WHATEVER REASON, OR (III) ANY GOODS OR SERVICES DISCUSSED, PURCHASED OR OBTAINED, DIRECTLY OR INDIRECTLY, THROUGH ANY OfferUp SERVICE, IN EACH CASE EVEN IF THE IDEAL TECHNOLOGIES PROVIDERS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE IDEAL TECHNOLOGIES PROVIDERS ARISING OUT OF OR RELATING TO THE USE OF THE OfferUp SERVICE OR MATERIALS EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO IDEAL TECHNOLOGIES FOR ACCESS TO OR USE OF THE OfferUp SERVICE OR MATERIALS.
SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to hold harmless, defend and indemnify the IDeal Technologies Providers from all liabilities,losses, damages, deficiencies, claims, causes of action, demands and expenses, (including, but not limited to, reasonable attorneys' fees), that are due to, arise from or otherwise relate to your conduct or your use or misuse of any of the OfferUp Service or Materials, including, without limitation, any actual or threatened suit, demand or claim made against any IDeal Technologies Provider that arises out of or relates to: (i) any intellectual property rights or other proprietary rights of any third party, (ii) your breach of this Agreement including without limitation your breach of any of your representations and warranties; (iii) your use of any of the OfferUp Service or Materials; or (iv) any content that you store on or transmit through the OfferUp Service. IDeal Technologies may assume exclusive control of any defense of any matter subject to indemnification by you, and you agree to cooperate with IDeal Technologies in such event.
Spam and Communications Guidelines
You may not use the OfferUp Service, Materials, or any name, trademarks or other intellectual property of IDeal Technologies in conjunction with the sending of unsolicited commercial email, nor may you cause any IDeal Technologies Web site, service, product, or equipment, network connectivity or other resources to originate, deliver, relay or otherwise transmit unsolicited commercial email messages. Further, you may not engage in any of the foregoing prohibited activities by using any other provider, third-party agent, re-mailing service, or address forwarding service in such a way that our intellectual property, network addresses or services are in any way associated or likely to be associated with the sending of unsolicited commercial email. Other prohibited methods of advertising or promoting your involvement with IDeal Technologies include, but are not limited to: (i) postings or transmissions of messages in violation of any published guidelines or specifications for the use of any service that allows you to post or transmit messages; or (ii) multiple or otherwise abusive postings or transmissions of messages to Usenet newsgroups, mailing lists, chat rooms, instant messaging programs, social networking sites or networks or other online forums. Please report any incidents of "spamming" or similar inappropriate behavior to IDeal Technologies immediately.
Third Party Links
IDeal Technologies may, as a convenience to its users, make links to third-party Web sites or resources available on or through the OfferUp Service. IDeal Technologies is not responsible in any way for, and does not make any representation, warranty or guarantee regarding any third party Web sites and resources which may be accessed through the OfferUp Service. In addition, IDeal Technologies does not endorse or adopt, and is not responsible or liable for: (i) any content, advertising, goods or services, or other materials available on or from such Web sites or resources; or (ii) any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, advertising, goods, services or other materials on or available from such Web sites or resources.
Contents © 2010, IDeal Technologies, Inc. All Rights Reserved.
All content included in the OfferUp Service, including, but not limited to, any text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of IDeal Technologies or its content suppliers and protected by United States and international copyright laws. The compilation of all content on this Web site is the exclusive property of IDeal Technologies and protected by U.S. and international copyright laws.
Any rights not expressly granted herein are reserved by IDeal Technologies.
OfferUp, OfferUp.COM, IDEAL TECHNOLOGIES, IDEAL TECHNOLOGIES.COM and other IDeal Technologies graphics, logos, page headers, buttons, icons, scripts, and service names are trademarks, registered trademarks, or trade dress of IDeal Technologies or its affiliates in the U.S. and/or other countries. IDeal Technologies' trademarks and trade dress may not be used in connection with any product or service that is not IDeal Technologies' in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits IDeal Technologies. All other registered trademarks and service marks are used for reference purposes only, and remain the property of their respective owners.
Notification of Claimed Infringement
IDeal Technologies strives to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act and other applicable intellectual property laws, which may include removing or disabling access to material claimed to be the subject of infringing activity. If you believe that any of the Materials available on or through the OfferUp Service infringes upon any copyright you own or control, or that any link made available on or through the OfferUp Service directs users to another Web site that contains material that you own or control, please send us a notice of infringement (an "Infringement Notice"). An Infringement Notice must be in writing (sent by fax or regular mail - not by email) and should set forth the items specified below. Please note that you may be liable for damages (including costs and attorneys' fees) if you materially misrepresent that a product or activity is infringing your copyrights.
To expedite our ability to process an Infringement Notice, please provide the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you believe is being infringed;
- A description of the location of the material that you believe is infringing the copyrighted work (including a URL if possible);
- Your contact information (please include your address, telephone number, and email address);
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the information contained in your Infringement Notice is accurate and that you are the owner of the copyright interest or authorized to act on his or her behalf.
Sign the Infringement Notice and mail or fax the written communication to:
IDeal Technologies, Inc.
Attn: Nick Huzar
1425 Broadway #422
Seattle, WA 98122
IDeal Technologies may provide you notice of changes or any other matter by displaying notices to you generally through the OfferUp Service or, at its option, by using any contact information you have provided to IDeal Technologies. You agree that notice by the foregoing means shall be deemed complete when transmitted by IDeal Technologies. All notices to IDeal Technologies (other than notices of claimed infringement, which shall be transmitted as specified above) shall be delivered in writing and must be sent by either overnight courier or certified mail, return receipt requested to:
IDeal Technologies, Inc.
Attn: Legal Department
1425 Broadway #422
Seattle, WA 98122
Time Limitation on Claims and Causes of Action
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement or your use of the OfferUp Service or Materials must be filed within one (1) year after such claim or cause of action arose. Any claim not filed within the foregoing one (1) year period shall be forever barred.
If any provision of this Agreement is held to be unenforceable for any reason, such provision will be reformed only to the extent necessary to make it enforceable, and such decision will not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances.
Governing Law; Venue
YOUR USE OF THE OfferUp SERVICE AND MATERIALS SHALL BE GOVERNED BY, AND THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF WASHINGTON, USA, AS THEY APPLY TO AGREEMENTS MADE AND SOLELY PERFORMED THEREIN. YOU IRREVOCABLY CONSENT AND WAIVE ALL OBJECTIONS TO PERSONAL JURISDICTION AND VENUE IN THE STATE AND FEDERAL COURTS LOCATED IN KING COUNTY, WASHINGTON, USA FOR ANY ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE OfferUp SERVICE OR MATERIALS. YOU SHALL NOT COMMENCE OR PROSECUTE ANY SUIT OR ACTION EXCEPT IN THE FOREGOING COURTS.
Changes to the Agreement
IDeal Technologies reserves the right to revise this Agreement at any time by posting a revised Agreement on this Web site or making such revised Agreement available through the OfferUp Service. If we make material revisions to this Agreement, we will use the date at the top of this Agreement to indicate the date it was last revised. The revised Agreement will be effective immediately upon its being posted on this Web site or being made available through the OfferUp Service. Your use of the OfferUp Service following the posting of any such revisions will constitute your acceptance of any such revisions. We encourage you to review this Agreement each time you use the OfferUp Service to make sure that you understand the applicable terms. If you do not agree to all the terms and conditions in this Agreement, you must immediately terminate your use of the OfferUp Service or Materials.