Revised: December 1, 2020
Cubi Market, LLC (referred to herein as "Cubi Market" or "we") permit You to use the Platform subject to these Terms, and to any applicable rules applied by Apple Inc. ("App Store Rules") and Google Inc. ("Play Store Rules") with respect to the use of their App Store and Play Store, respectively located at https://www.apple.com/itunes ("App Store") and https://play.google.com/store ("Play Store"). As the user of the Platform, you ("You") may only utilize the Platform in accordance with these Terms.
Cubi Market reserves the right to change these Terms and any of its other terms, conditions and rules relating to the Platform, at any time. Cubi Market will notify you of such changes by posting the changes on the Platform. You are responsible for regularly reviewing the Platform and these Terms regarding such changes. Continued use of the Platform after any such changes have been posted shall constitute your agreement to them. The changes are effective upon posting. The date the Terms are updated is identified at the top of these Terms. You are responsible for periodically visiting the Terms via our application or website and checking for any changes. Your continued use of the application, website, and/or our services constitutes acceptance to these Terms and any updates of the same
The Platform provides an online marketplace that allows local producers ("Merchants") to market and sell locally produced products ("Products") to you. The Platform is merely a venue for doing that. Except where otherwise expressly indicated, Cubi Market is not a Merchant and does not sell any Products. Cubi Market may facilitate the fulfillment of the delivery of Products purchased on the Platform, but is not a party to any transactions between you and the Merchant.
ACCOUNT AND PLATFORM ACCESS
To access the application and/or website and use our services, You must have an account with the Platform. Your account will be associated with log-in information, including your username and password.
You are solely responsible for the security of online access to the Platform and your account, and you must take precautions to protect the confidentiality of your password and other login information (collectively, your "Account"). You should not share your password or login information with any other person or entity. You are solely responsible for verifying the accuracy of all transactions placed in your Account and for ensuring that you receive a confirmation for all transactions placed for your Account.
Contact Cubi Market immediately if you suspect unauthorized use of your password or login information, or any other unauthorized activity on your Account. You must exit fully out of your account at the end of each session. You are and will be responsible for all activities conducted on and with the Platform that make use of your password and/or login information, and for any charges or fees incurred by the use of that password and/or login information, including any use you may subsequently contend was not authorized by you. Cubi Market may justifiably assume that any orders or instructions received through any electronic systems and placed under your Account or password were placed or authorized by you.
The Platform is available only to individuals who are at least 18 years old. You represent and warrant that you are of legal age to form a binding contract. If You are an employee or other representative of a business or other entity and You are using the application and/or website in Your representative capacity, then You hereby represent that You are authorized to use the application and/or website as a representative of the entity and agree to these Terms on behalf of such entity. Cubi Market may, in its sole discretion, refuse to offer the Platform to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Platform is revoked in such jurisdiction
To use the Platform, You must have a compatible device. Any compatible device to which You download the application and/or access the website will be known as a "Device" for the purposes of these Terms. You confirm that You either own the applicable Device or if not owned by You, You have obtained permission to install and use the application or access and use the website on such Device. You accept responsibility for any use of the application and/or website on or in relation to such Device, whether or not such Device is owned by You or such use was made by You.
If You experience any technical issues with the application and/or website during use of our services, You may contact Cubi Market by sending an email to firstname.lastname@example.org.
If You would like to contact Cubi Market regarding these Terms, You may contact Cubi Market by sending an email to email@example.com.
When you use the Platfom, or send e-mails, text messages, and other communications from your Device to us, you may be communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, mobile push notices, or notices and messages on the Platform, and you can retain copies of these communications for your records. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
PLATFORM MATERIALS, SERVICES AND SOFTWARE
Through the Platform, Cubi Market may make available to you: (a) certain audio and visual articles, text, information, data, images, illustrations, photographs, video, documents and other materials contained or displayed in or made available through the Site (collectively, "Materials"); and (b) various services and functionality (collectively, "Services").
Cubi Market and its licensors grant to you a personal, non-exclusive, non-transferable, nonsublicensable, personal, limited, revocable license to: (a) access, view, download, print, use and display Materials; and (b) use the tools and software on the Platform solely for your own informational, financial and non-commercial use. In these Terms, all references to the "Platform" shall be deemed to include all "Materials" and "Services," unless otherwise expressly indicated. All rights not expressly granted by Cubi Market to you are retained by Cubi Market, and you may not use the Platform and/or any element of the Platform in any manner or for any purpose not expressly authorized by these Terms. The rights granted to you do not include, and are not applicable to, the design or layout of the Platform, which are protected by trade dress and other laws and may not be copied or imitated in whole or in part.
The Platform design, text and graphics, and the selection and arrangement of such elements are copyrighted and are protected by worldwide copyright laws and treaty provisions. Unless otherwise indicated, all product and service marks and logos displayed on the Platform are subject to the trademark rights of Cubi Market, its affiliates, or its business partners. You shall not: (a) remove or destroy any proprietary rights marks or legends on or in the Platform; (b) modify, enhance, adapt, translate, or create derivative works of the Platform; (c) republish, post, transmit, transfer, distribute, assign, sublicense, rent, lease or sell the Platform; (d) decompile, disassemble or reverse engineer the Platform; (e) reproduce or make copies of the Platform; (f) "frame" or "mirror" the Platform on any other server or Internet-based device; and/or (g) access, view, download, print, use and/or display the Platform for any commercial or other money-making purpose; (h) download or copy Account information for the benefit of another merchant; (i) use any data mining, robots, or similar data gathering and extraction tools; or (j) use any meta tags or any other "hidden text" utilizing Cubi Market's name or trademarks without our express written consent. You acknowledge that certain elements of the Platform are, or may in the future be, licensed to Cubi Market by third parties and that the availability of such elements may cease automatically, without notice or liability on the part of Cubi Market.
Our trademarks and trade dress may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Cubi Market. All other trademarks not owned by Cubi Market that appear on the Platform are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Cubi Market.
Cubi Market and/or its licensors own and shall retain all rights, title and interests, including all intellectual property rights, in and to the Platform, and all elements thereof. Except for the express licenses granted to you herein, you neither have nor acquire any rights, title or interests in or to the Platform, or any element thereof.
PRODUCT INFORMATION AND PRICING
All prices are listed in U.S. Dollars. The prices and availability of Products are subject to change without notice. If Cubi Market discovers an error in either pricing or availability it will seek to correct it. Cubi Market reserves the right to revoke any offer and to correct any errors, inaccuracies or omissions (including after an order has been submitted and accepted).
Although Cubi Market anticipates that material included on the Platform is correct, it has no control over the quality, safety or legality of any aspect of the Products listed for sale, the truth or accuracy of the listings.
Product images on the Platform are for illustrative purposes only. Although Merchants will strive to be as accurate as possible, all sizes, weights, capacities, dimensions and measurements indicated on the Platform are for information purposes only. Many of the Products on the Platform vary naturally in size and weight.
You agree that each order you place on the Platform is an offer to buy the Products listed in your order under these Terms. All orders must be accepted by us or the Merchant, as applicable, or we will not be obligated to sell the Products to you. We or the Merchant may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered. By ordering an item on the Platform, you are agreeing to purchase the Products selected. Your payment for the Products ordered is due at the time you submit your order. When you submit your order, Cubi Market will request an authorization hold to be placed on your credit card for the entire amount of the order. Purchases can be picked up only at the Cubi Locker. At the time your order is fulfilled, the authorization hold will be removed, and your credit card will be charged the entire amount of your purchase, subject to any changes in product pricing.
If your order is accepted, the Products will be delivered to the designated Cubi Locker. This means that the risk of loss for the items pass to you upon our delivery to the Cubi Locker.
Merchants will use reasonable efforts to deliver the ordered Products within the delivery window, but we cannot accept liability if we or the Merchant deliver the Products outside of this window or don't deliver all or any of the Products in your order.
If a Merchant is unable to deliver to the Cubi Locker, or has to deliver late, for reasons beyond Merchant’s control, for example adverse weather conditions, strike actions, vehicle breakdown, traffic congestion or supplier failure, neither Cubi Market nor the Merchant accepts liability for any inconvenience or loss that this may cause.
You are responsible for making suitable arrangements to pick up your delivery. You are responsible for inspecting the Products as soon as possible after delivery and notifying us promptly if you find any defects.
IF YOU DO NOT PICK UP THE PRODUCTS YOU PURCHASED WITHIN 12 HOURS AFTER THEY ARE DELIVERED TO THE CUBI LOCKER, THEN THE PRODUCTS WILL BE DEEMED ABANDONED BY YOU, AND WE WILL HAVE THE RIGHT TO DESTROY OR DISCARD THEM AS WE DETERMINE IN OUR SOLE DISCRETION.
THIRD PARTIES AND THIRD-PARTY CONTENT
When you are on the Platform, you could be directed to other sites that are beyond Cubi Market’s control. Cubi Market is not responsible for the content of any linked site or any link contained in a linked site owned or controlled by a third party. Cubi Market provides such links only as a convenience to you. Cubi Market has not endorsed, tested or verified any information, programs, companies, or Products on sites to which it links. If you decide to access any third party sites linked to the Platform or provide any personally identifiable information to such, you do so subject to the terms and policies applicable to those sites and entirely at your own risk. The Platform may contain links to third-party websites, applications, or services ("Third-Party Platforms"). Third-Party Platforms are not under control of Cubi Market, and You agree that Cubi Market is not responsible for and does not monitor their content or privacy policies (if any). Cubi Market is not responsible for any of the data collected by any such third-party. Cubi Market expressly disclaims any liability for loss or damage sustained by You as a result of accessing and use of Third-Party Platforms.
Cubi Market may use third-party service providers to help develop and maintain the Platform and to provide specific services offered through the Platform. You agree that the terms and conditions set forth in these Terms, inure to the benefit of any third-party service providers engaged by Cubi Market. All references to Cubi Market are deemed to include its agents and service providers.
Cubi Market operates the Platform from its offices within the United States. Cubi Market makes no representation that content and materials on the Platform are legal or appropriate for use from outside the United States. Please keep in mind that the Platform may not conform with the laws of your country. If you access the Platform from outside the United States, you do so at your own risk. You may not use the Platform in violation of United States export laws and regulations.
REVIEWS, COMMENTS, COMMUNICATIONS AND OTHER CONTENT
The Platform may enable you to post reviews, comments, photos, videos, and other content; send communications; and submit suggestions, ideas, comments, questions, or other information, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights (including publicity rights), or otherwise injurious to third parties or objectionable, and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam" or unsolicited commercial electronic messages. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a communication or other content. Cubi Market reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.
If you do post content or submit material, and unless we indicate otherwise, you grant Cubi Market a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant Cubi Market and sublicensees the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify Cubi Market for all claims resulting from content you supply. Cubi Market has the right but not the obligation to monitor and edit or remove any activity or content. Cubi Market takes no responsibility and assumes no liability for any content posted by you or any third party.
DIGITAL MILLENNIUM COPYRIGHT ACT ("DMCA")
Copyright Infringement Complaints: If You are a copyright owner or an agent thereof and believe that content of a user or other content infringes upon Your copyrights, You may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
- a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit Cubi Market to locate the material;
- information reasonably sufficient to permit Cubi Market to contact You, such as an address, telephone number, and, if available, an electronic mail address;
- a statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- a statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Our designated Copyright Agent to receive notifications of claimed infringement and other notices relating to content of users and/or violation of these Terms of (e.g., violations of criminal laws) is: Cubi Market Copyright Department (firstname.lastname@example.org).
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
YOU ACKNOWLEDGE THAT THE PLATFORM, INCLUDING THE APPLICATION AND WEBSITE AND PRODUCTS, IS PROVIDED "AS IS". YOU ARE SOLELY RESPONSIBLE FOR ALL RISKS ASSOCIATED WITH USE BY YOU OF THE PLATFORM. CUBI MARKET EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES (EXPRESS, IMPLIED, OR STATUTORY) THAT MAY ARISE BY THIS AGREEMENT OR YOUR USE OF THE PLATFORM OR PURCHASE OR PRODUCTS, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY (WHETHER ARISING FROM A STATUTE, OR OTHERWISE IN LAW, OR FROM A COURSE OF DEALING, OR USAGE OF TRADE). THESE WARRANTY DISCLAIMERS SHALL SURVIVE ANY TERMINATION OF THESE TERMS. CUBI MARKET MAKES NO WARRANTY OR OTHER GUARANTEE THAT USE OF THE PLATFORM WILL RESULT IN FINANCIAL BENEFITS. YOU ACKNOWLEDGE THAT USE OF THE PLATFORM INVOLVES CERTAIN RISKS INCLUDING THE POTENTIAL FOR DATA OR OTHER FORM OF POTENTIAL ECONOMIC LOSSES.
REGARDLESS OF THE FORM OF ACTION OR THEORY OF RECOVERY, IN NO EVENT SHALL CUBI MARKET, ITS AFFILIATES, ITS LICENSORS AND/OR ITS SERVICE PROVIDERS BE LIABLE OR RESPONSIBLE TO YOU IN ASSOCIATION WITH THE PLATFORM, OR YOUR USE THEREOF, FOR ANY: (A) INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, EVEN IF THEY ARE AWARE OF THE POSSIBILITY OF SUCH DAMAGES; OR (B) LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOST EXPECTANCY OR BUSINESS INTERRUPTIONS. ANY CLAIM RELATED TO THE SITE MUST BE INITIATED WITHIN ONE (1) YEAR OF THE DATE OF THE EVENT THAT GAVE RISE TO THE CLAIM. CUBI MARKET SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY DELAY OR FAILURE IN THE PLATFORM, OR ANY COMPONENT THEREOF, OR YOUR ABILITY TO ACCESS OR USE THE PLATFORM, RESULTING FROM CAUSES OUTSIDE OF CUBI MARKET’S CONTROL, INCLUDING, WITHOUT LIMITATION, POWER OUTAGES, ACCIDENTS, STRIKES, FIRES, WAR OR ACTS OF GOD.
Cubi Market makes no representation or warranty as to the completeness or accuracy of information or content provided in the Platform. Such information is also subject to change at any time without notice.
Cubi Market does not warrant that the functions contained in the Platform will be uninterrupted or error-free, that defects will be corrected or that the Platform is free of viruses or other harmful components. Cubi Market does not warrant or make any representations regarding the use or the results of the use of the Platform. You agree to conduct Your own due diligence to assess the accuracy, reliability and quality of all content provided by the Platform.
You (and not Cubi Market) assume the entire cost of all necessary servicing, repair or correction in respect of your Device.
Cubi Market reserves the right, temporarily or permanently, in whole or in part, to modify, suspend or discontinue the Platform or any component part without notice for any reason without liability to You, except where prohibited by applicable law.
In addition, You acknowledge that the Platform is provided over the Internet and mobile networks and so the quality and availability of the App may be affected by factors outside our reasonable control. Accordingly, Cubi Market does not accept any responsibility for any connectivity issues that You may experience when using the Platform.
You acknowledge and agree that You (and not Cubi Market) are responsible for obtaining and maintaining all telecommunications, broadband and computer hardware, equipment and services needed to access and use the Platform, and for paying any data charges that may be charged to You by Your network provider in connection with Your use of the Platform.
In the event You choose to share information from the Platform by utilizing SMS/text functionality, You acknowledge and agree that You (and not Cubi Market) are responsible for paying any related fees that may be charged to You by Your network or telecommunications provider.
To the extent permitted by applicable law, You agree to indemnify Cubi Market, and its parents, subsidiaries, affiliates, officers, agents, co-branders, partners, licensors, and employees, from and against any alleged claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Platform, your connection to Platform, your violation of these Terms or any other applicable policy, your violation of any rights of another, or breach of any representation or warranty made by you under these Terms.
Cubi Market reserves the right to assume the exclusive defense and control of any claim brought by a third-party in connection with Your use of the Platform and You agree to assist and cooperate with Cubi Market in relation to any such claim.
EVENTS OUTSIDE OUR CONTROL
Cubi Market will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by any act or event beyond our reasonable control, including any failure of public or private telecommunications networks.
THIRD-PARTY BENEFICIARIES AND APP STORE / PLAY STORE
With respect to downloading the application, You agree to comply with the App Store Rules and Play Store Rules, as applicable. You acknowledge that the availability of the application may be dependent on the App Store or Play Store from which You receive the application. You acknowledge these Terms are between You and Cubi Market and not with the App Store or Play Store. The App Store and Play Store are not responsible for the application, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance, or intellectual property infringement). You acknowledge that the App Store and Play Store (and their respective subsidiaries) are third party beneficiaries to these Terms and will have the right to enforce these Terms against You.
LAW AND JURISDICTION
To ensure consistency in the interpretation and enforcement of these Terms and Cubi Market’s rights in the Platform, these Terms will be governed exclusively by Michigan law and controlling U.S. federal law, without regard to the choice or conflicts of law provisions of any jurisdiction. You expressly agree that any litigation or dispute arising between you and Cubi Market related, in any way, to the Platform and/or these Terms, and/or any and all disputes, actions, claims, or causes of action related thereto, shall be initiated and maintained before the Circuit Court for Ottawa County, Michigan or the United States District Court for the Western District of Michigan. You expressly consent and irrevocably submit to the exclusive personal jurisdiction and venue of such courts
OTHER IMPORTANT TERMS
If Cubi Market reorganizes or sells all or a portion of our assets, undergo a merger, or are acquired by another entity, Cubi Market may transfer its rights and obligations under these Terms to another organization. If Cubi Market goes out of business or enter bankruptcy, rights and obligations of Cubi Market may be an asset transferred or acquired by a third-party. You acknowledge that such transfers may occur, and that the transferee may decline honoring commitments Cubi Market made in these Terms. You may not transfer Your rights or obligations under these Terms.
If Cubi Market fails to insist that You perform any of Your obligations under these Terms, or if Cubi Market does not enforce its rights against You, or if there is a delay in doing so, that will not mean that Cubi Market has waived its rights against You and will not mean that You do not have to comply with those obligations.
If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the rest of this Agreement shall continue in full force and effect.
No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither You nor Cubi Market has any authority of any kind to bind the other in any respect.
Cubi Market, LLC