Infinite Buyer Seller Agreement

 

Welcome to the InfiniteBuyer.com website (the "Site") and our selling services (the "Services").  Any person who wants to access the Site and use the Services to sell items must accept the terms and conditions of this Seller Agreement without change. BY REGISTERING FOR AND USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS SELLER AGREEMENT, AND OF ALL OTHER POLICIES AND GUIDELINES OF THE SITE, WHICH ARE INCORPORATED HEREIN BY REFERENCE, INCLUDING BUT NOT LIMITED TO THE INFINITE BUYER USER AGREEMENT AND ALL RULES, POLICIES AND AGREEMENTS REFERENCED THEREIN.

 

Infinite Buyer Inc. ("Infinite Buyer", “we”, “us” or “our”) reserves the right to change any of the terms and conditions contained in this Seller Agreement or any policies or guidelines 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 Seller Agreement will be posted on the Site for thirty (30) days. You are responsible for reviewing the notice and any applicable changes. Changes to referenced policies and guidelines may be posted without notice to you. YOUR CONTINUED USE OF THIS SITE AND THE SERVICES FOLLOWING INFINITE BUYER'S POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS SELLER AGREEMENT, DO NOT CONTINUE TO USE THE SERVICES OR THIS SITE.

 

Eligibility to Use the Site

Use of the Site and Services is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to use the Services. To register, you must provide your real name, address, phone number, e-mail address, your eBay® PayPal® account information, and (if required by the Site) valid credit card information. 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 state and country in which your business is registered and that you are registering for the Services within such state and country; and (b) you have all requisite right, power and authority to enter into this Seller Agreement and perform your obligations hereunder.

 

Eligibility to Use the Site’s Payment Service

In order to sell items on the Site, you must register with the Site and use the Site’s Payment Service.  The Payment Service facilitates the purchase of Seller items listed on the Site; the Payment Service is not the purchaser of the Seller's goods. Seller will resolve any dispute directly with Buyer and not through the Payment Service.  To use the Site’s Payment Service, each registered Seller must enter on the Site the bank routing number and bank account number for one or more bank accounts (each a "Payment Account").  When you enter Payment Account information, (1) you represent that you have authority to disclose the Payment Account information and to bind the Payment Account holder, (2) the Payment Account holder authorizes the initiation of debit or credit entries to the Payment Account in accordance with instructions input on the Site and, if necessary, the initiation of adjustments for any transactions debited in error, (3) you and the Payment Account holder acknowledge that transactions initiated to the Payment Account must comply with the provisions of U.S. law, and (4) this authorization will remain in effect until the Payment Account holder notifies Infinite Buyer in writing to cancel it in such time as to afford Infinite Buyer the opportunity to act on it. Seller authorizes us to verify his or her information (including any updated information), to obtain credit reports about Seller in order to approve Seller for use of the Payment Service and also from time to time while Seller is registered with the Payment Service (including credit reports about Seller's spouse if Seller lives in a community property state), and to obtain an initial credit authorization from Seller's credit card issuer at time of registration.
 

The Role of Infinite Buyer

Infinite Buyer provides a platform for third-party sellers ("Sellers" or “you” or “your”) and buyers ("Buyers") to negotiate and complete transactions. You acknowledge that Infinite Buyer is not involved in the actual transaction between Buyers and Sellers.  Infinite Buyer is not affiliated with, and has no agency authority for, Buyers or Sellers for any purpose. Infinite Buyer does not issue or provide the products made available through the Site or Services.  Any pricing, shipping or other guidance Infinite Buyer may provide in our Site, Services, applications, or tools is solely informational and you may choose not to follow such guidance at any time.  We have no control over and do not guarantee the existence, quality, safety, or legality of items advertised; the truth or accuracy of users' content or listings; the ability of Sellers to sell items; the ability of Buyers to pay for items; or that a Buyer or Seller will actually complete a transaction.

 

Listing Items for Sale on InfiniteBuyer.com

As a Seller, you may list any item on the Site unless (i) it is a Prohibited Listing or constitutes a Prohibited Seller Action as defined below, or (ii) it is otherwise prohibited by law. When you list an item on InfiniteBuyer.com, your listing will be posted on the Site. Your listing may not be immediately searchable by keyword or category for several hours (or up to 24 hours in some circumstances), so Infinite Buyer can't guarantee exact listing placements or durations. Infinite Buyer reserves the right to end your listing for any reason. Where and whether your listing appears in search and browse results may be based on certain factors including, but not limited to, listing creation time and date, listing format, title, keywords, shipping cost, feedback, Seller subscription level, and detailed Seller ratings.  By listing an item on the Site, you agree to pay Infinite Buyer's fees, to assume full responsibility for the content of the listing and item offered, and to accept these terms and conditions.

 

Use of Information and Content You Submit to the Site

By entering into this Seller Agreement and listing an item, you grant us a royalty-free, non-exclusive, worldwide, perpetual, irrevocable right 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 and images you submit to Infinite Buyer and its affiliates, and to sublicense the foregoing rights to our affiliates and operators of 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 (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 Seller Agreement will prevent or impair our 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).

 

Seller Listing Fees and Payment Terms

Each Seller shall pay to Infinite Buyer the fees and other applicable charges, including without limitation monthly (or annual) subscription fees and per Transaction fees ("Service Fees").  Infinite Buyer reserves the right to change the Service Fees from time to time, in its sole discretion. Infinite Buyer will post the revised Service Fees on the Site or notify Sellers by email in advance of the effective date of such changes ("Fee Increase Date").  If the change in Service Fees is not acceptable, Seller’s sole and exclusive remedy shall be to stop using the Site and to cancel Seller’s account by notifying Infinite Buyer prior to the Fee Increase Date. By continuing to use the Site or the Payment Service after the Fee Increase Date, Seller accepts all changes in Service Fees. Service Fees are not refundable. Please review the Fee Schedule and Payment Terms set forth below. All listing fees are in U.S. dollars unless stated otherwise. The Fee Schedule and Payment Terms in effect on the date of sale of the item shall govern the transaction. Per Transaction fees are payable by the Site’s withholding of the applicable percent of Buyer payment funds.  Monthly (or annual) subscription fees are payable by authorized credit card or debit card or (if enabled by Infinite Buyer) by direct debit from your Payment Account or you PayPal account. You hereby authorize Infinite Buyer to debit the designated credit or debit card account (as updated from time to time), or the designated Seller Payment Account or PayPal account (each a "Billing [A3] Account") in U.S. Dollars for all Service Fees and applicable taxes.  If Infinite Buyer is unable to debit the Billing Account for any reason, all past due Service Fees and taxes shall be paid within five (5) business days after written demand.  Interest shall accrue on past due amounts at the rate of one and one half percent (1.5%) per month, but in no event greater than the highest rate of interest allowed by law, calculated from the date such amount was due until the date that payment is received.  Infinite Buyer shall be entitled to reimbursement for the reasonable costs of collection, including reasonable fees and expenses of attorneys.

 

Completed Transactions; Commission for Completed Transactions

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). Within 2 business days of any completed, you will accurately inform us that the customer’s 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 ("Confirmation of Shipment"). If you provide us with Confirmation of Shipment within 5 business days after the date an order was placed, then on the first business day after the later of (i) the date on which you provide the Confirmation of Shipment and (ii) 10 business days after the completion of the applicable transaction, we will initiate a credit to your Seller Account for the total amount of Payment Transactions you received from Buyers’ authorized credit card transactions, less any applicable fees or commissions (as further set forth in this Seller Agreement), refunds, adjustments, or other amounts paid to Buyers in connection with purchases, or for funds you otherwise received since the last Payment Date.  Our obligation to remit funds collected by us on your behalf will be limited to funds that we have actually received and that are not subject to chargeback or reversal.  If you fail to provide Confirmation of Shipment within 14 calendar days after the date an order was placed, 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.

 

Transfers to the Seller's Account will generally be credited within five business days of the date we initiate the transfer. On occasion, we may send Seller a paper check instead of an electronic credit to Seller's bank account. We will do so, for instance, if Seller's bank will not accept an electronic credit to Seller's Account.

As a security measure, we may, but are not required to, impose transaction limits on some or all Buyers and Sellers relating to the value of any transaction, disbursement, or adjustment, the cumulative value of all transactions, disbursements, or adjustments during a period of time, or the number of transactions per day or other period of time. We will not be liable to Seller: (i) if we do not proceed with a transaction, disbursement, or adjustment that would exceed any limit established by us for a security reason, or (ii) if we permit a Buyer to withdraw from a transaction because the Payment Service is unavailable following the commencement of a transaction.

If we reasonably conclude based on information available to us that Seller's actions and/or performance in connection with the Services may result in Buyer disputes, chargebacks or other claims, then we may, in our sole discretion, delay initiating any remittances and withhold any payments to be made or that are otherwise due to you in connection with the Services or this Seller Agreement for the shorter of: (a) a period of 90 days following the initial date of suspension; or (b) completion of any investigation(s) regarding any Seller actions and/or performance in connection with this Participation Agreement. We will not be liable to Seller if we act in accordance with the provisions of this Section.

For each completed transaction where you sell an item on the Site, you agree to pay to Infinite Buyer, under the terms and conditions of this Seller Agreement, a sales commission (“Commission”) based on the your then-current Infinite Buyer subscription level, as set forth in our Seller Subscription Levels.

 

Infinite Buyer allows Sellers to easily move between subscription plans. You may notify us at any time of your desire to move to a different plan.  If you want to move to a lower-priced plan, the change will become effective at the end of your current billing cycle. Infinite Buyer will then simply adjust the subscription plan as appropriate and bill you at the new amount.  You may move to a higher-priced plan at any time, including in the middle of any active subscription. If a subscription change occurs during the middle of any subscription period, then Infinite Buyer will: (i) prorate the remaining time on the existing subscription and issue a credit to you; (II) prorate the new subscription until the current billing cycle’s end date and charge you that amount; and (iii) set the updated subscription as the active subscription.

 

Payment Processing

You agree that electronic payment transactions will be governed by the Automated Clearinghouse ("ACH") rules as in effect from time-to-time, under which the Buyer is an "Originator", the Seller is a "Receiver", Infinite Buyer is a "Third Party Service Provider," and the bank that holds Infinite Buyer’s master bank account is the "Originating Depository Financial Institution." Please see www.nacha.org. (NACHA - The Electronic Payments Association, develops operating rules and business practices for the ACH Network and for other areas of electronic payments.) Infinite Buyer reserves the right to debit a Receiver’s account if the ACH debit from an Originator’s Payment Account is returned because of insufficient funds or any other reason. The Originator shall be solely responsible for all penalties, interest charges, late payment fees and service fees resulting from such a debit to the Receiver.  You agree at all times to maintain sufficient funds in your Payment Account to satisfy all obligations including returns, reversals, and associated fees, and to add funds immediately if Infinite Buyer notifies you that your funds are insufficient.  Infinite Buyer reserves the right to suspend or cancel any payments if the Subscriber’s Infinite Buyer account is not in good standing.  The Payment Service is generally available seven (7) days per week, twenty-four (24) hours per day, except for scheduled downtime due to system maintenance. We can initiate Payment Transaction credits to Seller's Account only on a Business Day when the automated clearinghouses are open for business. For purposes of this Participation Agreement, a Business Day is a Monday through Friday, excluding federal banking holidays. We will inform you of each completed transaction using our standard procedures. In addition, you can access your Payment Service transaction information online in your Seller Account. You may access the Seller's Transactions feature only with a browser that is compatible with the Payment Service, including any security features that are a part of the Payment Service.

 

Seller Taxes

You agree that it is the Seller's responsibility to determine whether Seller Taxes apply to the transactions and to collect, report, and remit the correct Seller Taxes to the appropriate tax authority, and that Infinite Buyer is not obligated to determine whether Seller Taxes apply and is not responsible to collect, report, or remit any sales, use, or similar taxes arising from any transaction, except to the extent Infinite Buyer expressly agrees to collect taxes or other transaction-based charges in connection with a collection service made available by Infinite Buyer and used by Seller. "Seller Taxes" means any and all sales, goods and services, use, excise, import, export, value added, consumption 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.

 

Seller’s Obligation to Complete Transactions

By entering into this Seller Agreement and posting an item for sale on InfiniteBuyer.com, you agree to complete the transaction as described by this Seller Agreement. You acknowledge that by not fulfilling these obligations, your action or inaction may be legally actionable.  For transactions where a Buyer and Seller agree on a price, the Seller is obligated to fulfill the goods and/or services at the agreed price. The Buyer may authorize a Payment Transaction with any major credit card accepted by the Site.  Receipt of Payment Transaction funds by us on a Seller's behalf will be deemed receipt of funds by Seller and will satisfy the obligations owed to Seller by the Buyer in the amount of the applicable Payment Transaction.

 

Returns and Refunds

Except as otherwise expressly provided for in this Seller Agreement, you will accept and process returns, refunds and adjustments in accordance with this Seller Agreement and any Infinite Buyer return policies which may be published on the Site at the time of the applicable order.  Sellers with defined return policies should make those return policies available to Buyers via the Site, 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 purchases, using functionality we enable for your account, and will route all such payments through Infinite Buyer. We 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 us for all amounts so paid. We may offset such payments against any amounts to be remitted or paid by Infinite Buyer to Seller under this Agreement or seek reimbursement from Seller via any authorized means. You will promptly provide refunds and adjustments that you are obligated to provide under the applicable Infinite Buyer return policies and as required by law, and in no case later than thirty (30) days after the obligation arises.  We reserve the right to seek reimbursement from Seller if we, in our sole discretion, provide a refund to Buyer if Seller cannot promptly deliver the goods, discover erroneous or duplicate transactions, or receive a chargeback from Buyer's credit card issuer for the amount of Buyer's purchase from Seller. We may obtain reimbursement of any amounts owed by Seller to Infinite Buyer by deducting from future payments owed to Seller, reversing any credits to Seller's Account, charging Seller's credit card, or seeking such reimbursement from Seller by any other lawful means. You authorize us to use any or all of the foregoing methods to seek reimbursement, including the debiting of your credit card or checking account.

 

Prohibited Listings

In addition to the prohibitions identified in the Infinite Buyer User Agreement, You may not list for sale on the Site any item (or a link to such item or post any related material) (a) where you do not have the legal right to offer such item for sale, or (b) where the offer, sale or transport of such item is restricted or prohibited by law.   You warrant and represents to Infinite Buyer that your title to any item you offer for sale is marketable, insurable and free of any and all liens and encumbrances.  In addition, you may not list for sale on InfiniteBuyer.com 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 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 item for sale. As a Seller, you use the Site and the Services at your own risk.

 

Prohibited Seller Activities

The following activities are prohibited on InfiniteBuyer.com: (a) failing to deliver items purchased from you, unless the Buyer fails to meet the posted terms, or you cannot reach the Buyer; (b) any attempt to circumvent the established InfiniteBuyer.com sales process or to divert Infinite Buyer participants to another Web site or sales process (whether by advertising, email, hyperlinks or other methods); (c) any attempt to circumvent or manipulate Infinite Buyer’s fee structure or billing process, or fees owed to Infinite Buyer; (d) operating and maintaining multiple seller accounts (unless pre-approved by Infinite Buyer in its sole discretion); (e) transferring by any manner your Infinite Buyer account or user ID to another party without Infinite Buyer’s consent; (f) registering under a false name or using an invalid or unauthorized credit card, or impersonating any other user, or using another user's password(s); (g) misusing, abusing, or manipulating any ratings, feedback or product reviews (including, but not limited to, by (X) posting feedback to your own account, (Y) offering any incentive to any Buyer in exchange for providing or removing feedback, and (Z) writing reviews for products in which you have a financial interest, including reviews for products that you or your competitors sell); (h) posting false, inaccurate, misleading, defamatory, or libelous content; (i) distributing or posting spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes; (j) distributing viruses or any other technologies that may harm Infinite Buyer, or the interests or property of Infinite Buyer users; or (k) harvesting or otherwise collecting information about users, including email addresses, without their consent.

 

Consequences for Violations

Violations of Infinite Buyer's policies on Prohibited Listings and Prohibited Seller Activities may result in various actions, including cancellation of listing(s), limits on listing privileges, suspension of listing privileges, and removal of your selling privileges.  Infinite Buyer reserves the right to make judgments in its sole discretion about whether or not a listing is appropriate.

 

Protection of Infinite Buyer Trademarks and Intellectual Property

You shall not have the right to use any Infinite Buyer copyright, trademark, service mark, trade name, and/or logo(s) without the express, written authorization to do so by Infinite Buyer in each instance.  In addition, you will not (a) copy, modify, or distribute rights or content from the Sites, Services, applications, or tools, or (b) commercialize any Infinite Buyer application or any information or software.

 

General Legal Provisions

Infinite Buyer Reservation of Rights. Infinite Buyer retains the right to determine the content, 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. 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). You will refund any Buyer (in accordance with this Seller Agreement) that has been charged for an order that we stop or cancel.

Investigation. Infinite Buyer has the right, but not the obligation, to monitor any activity and content associated with this Site and investigate as we deem appropriate. Infinite Buyer 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 service, denying access, and/or removal of any materials on the Site, including listings. Infinite Buyer reserves the right and has absolute discretion to remove, screen, or edit any content that violates these provisions or is otherwise objectionable.

 

Indemnity and Defense. You will defend, indemnify and hold harmless Infinite Buyer 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 that arises out of or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in this Seller 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 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.

 

Disclosure of Information. Infinite Buyer 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 Infinite Buyer's systems and customers, or to ensure the integrity and operation of Infinite Buyer's business and systems, Infinite Buyer may access and disclose any information it considers necessary or appropriate, including but not limited to user contact details, IP addressing and traffic information, usage history, and posted content.

 

Disclaimer of Warranties; Limitation of Liability.  You acknowledge that we cannot guarantee the continuous operation of or access to our Site, services, applications, or tools. You further acknowledge that operation of and access to our Site, services, applications, or tools may be interfered with as a result of technical issues or numerous factors outside of our control. Such functionality is subject to delays including, without limitation, delays, or latency due to your physical location or your wired or wireless data service provider’s network. THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS. INFINITE BUYER MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: (i) THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT; (ii) THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR; (iii) 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 TO SELL, OR THAT SELLERS OR BUYERS WILL PERFORM AS PROMISED; (iv) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND (v) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF INFINITE BUYER. 
TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INFINITE BUYER DISCLAIMS ANY AND ALL SUCH WARRANTIES.

 

INFINITE BUYER 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 SELLER 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.

 

In particular, to the extent permitted by applicable law, we are not liable, and you agree not to hold Infinite Buyer responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from:

(a)  your use of or your inability to use our sites, services and tools;


(b)  delays or disruptions in our sites, services, applications, or tools;


(c)  viruses or other malicious software obtained by accessing our sites, services, applications, or tools or any site, services, applications, or tools linked to our sites, services, applications, or tools;

(d)  glitches, bugs, errors, or inaccuracies of any kind in our sites, services, applications, and tools or in the information and graphics obtained from them;


(e)  damage to your hardware device(s) or loss of data that results from the use of our Site, services, applications, and tools;


(f)   the content, actions, or inactions of third parties, including items listed using our sites, services, applications, or tools, feedback provided by third parties, or the destruction of allegedly fake items; or

(g)  any suspension or other action taken with respect to your account, including Infinite Buyer's decision to end or remove your listing(s).


 

General Release. BECAUSE INFINITE BUYER 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 INFINITE BUYER (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 SUCH DISPUTES.

 

No Agency; Third-Party Beneficiary. Infinite Buyer is not the agent, fiduciary, trustee, or other representative of you. Infinite Buyer is not involved in the actual transaction between Sellers and Buyers and is not the agent of Sellers except for the limited purpose of processing payments and has no agency authority for any other purpose, and Infinite Buyer is not the agent of Buyers for any purpose. Nothing expressed or mentioned in or implied from this Seller 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 Seller Agreement. This Seller 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 Infinite Buyer, you, and relying Buyers or Sellers.

 

Severability. If any provision of this Seller Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.

 

No Waiver. We will not be considered to have waived any of our rights or remedies described in this Seller Agreement unless the waiver is in writing and signed by us. No delay or omission by us in exercising our rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. Infinite Buyer's failure to enforce the strict performance of any provision of this Seller Agreement will not constitute a waiver of Infinite Buyer's right to subsequently enforce such provision or any other provisions of this Seller Agreement.

 

Applicable Law. The laws of the state of Colorado govern this Seller Agreement and all of its terms and conditions, without giving effect to any principles of conflicts of laws or the Convention on Contracts for the International Sale of Goods. Any dispute with Infinite Buyer or its affiliates relating in any way to these terms and conditions or your use of the Services shall be adjudicated in the state or federal courts of Colorado, and you consent to exclusive jurisdiction and venue in such courts.

 

Termination. Infinite Buyer, in its sole discretion, may terminate this Seller Agreement, access to the Site or the Services, or any listing immediately without notice for any reason.  Seller may terminate his or her participation in the Payment Service at any time by informing us using the standard method then-currently provided by Infinite Buyer for such termination, and we may terminate Seller's participation in the Payment Service at any time without notice to Seller. Upon termination, Seller must pay us whatever fees were incurred prior to the effective date of the termination. Also upon termination, any pending transactions will be canceled.  We reserve the right, upon termination, to set off against any payments to be made to Seller, an amount determined by us to be adequate to cover chargebacks, refunds, adjustments or other amounts paid to Buyers in connection with purchases from Seller's Account. After not more than three months after such termination, we will disburse to Seller any amount not used to offset chargebacks, refunds, adjustments, or such other amounts paid to Buyers, or seek reimbursement from Seller via any authorized means for any additional amount required to offset chargebacks, refunds, adjustments, or other amounts paid to Buyers, as applicable.

 

Entire Agreement. This Seller Agreement, including any terms and conditions incorporated herein by reference, and the general terms and conditions of the Site, including but not limited to the Privacy Notice 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.