These Terms of Use ("Terms") explain the contractual relationship between you (hereinafter “you” or a “User”) and Archive Resale, Inc. ("Archive," "us," "our," or "we"), regarding your use of, and access to, our website located at www.archiveresale.com, together with its subdomains and Content (as defined herein) (collectively the "Website(s)") and the services and offerings made available to you through the Website, including without limitation all features and functionality thereof (together with the Website, the "Service"). These Terms include our Privacy Policy, located at https://archiveresale.com/privacy and together with the Privacy Policy govern your access to and use of the Service via the Website, and constitute a binding legal agreement between you and Archive.
YOU ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE WEBSITE AND SERVICE, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, INCLUDING ANY MODIFICATIONS TO THESE TERMS, YOU ARE NOT AUTHORIZED TO USE THE SERVICE AND WE ASK THAT YOU REFRAIN FROM ACCESSING OR USING THE WEBSITE OR SERVICE.
IMPORTANT: THESE TERMS CONTAIN PROVISIONS THAT GOVERN THE RESOLUTION OF CLAIMS BETWEEN ARCHIVE AND YOU, INCLUDING THE REQUIREMENT THAT YOU RESOLVE ANY DISPUTES YOU HAVE WITH US THROUGH FINAL AND BINDING ARBITRATION. PLEASE SEE THE DISPUTES CLAUSE IN SECTION 13 BELOW FOR MORE INFORMATION.
We limit the access and use of the Website and Service to individuals of 13 years of age or older. By using and accessing the Website and Service, you represent and warrant that you are 13 years of age or older.
Please note that as part of Archive’s business, Archive builds, provides and operates online branded resale marketplaces (“Branded Resale Marketplaces”), where users of the Branded Resale Marketplaces can list and sell items for resale through such Branded Resale Marketplaces (“Items” or “Products”). Specific terms relating to such branded resale marketplaces built and operated by Archive, including any relevant terms of particular brand partners (“Brand Partners”) with whom Archive partners to provide the Branded Resale Marketplaces, are located on the websites for such Branded Resale Marketplaces. All such additional terms are incorporated into and made a part of these Terms. IF YOU VIOLATE THESE TERMS, WE MAY TERMINATE YOUR RIGHT TO USE OR ACCESS THIS WEBSITE, THE SERVICE, THE BRANDED RESALE MARKETPLACES OR ANY OTHER SERVICES PROVIDED BY ARCHIVE THROUGH THIS WEBSITE OR THE BRANDED RESALE MARKETPLACES, AS WELL AS EXERCISE ANY RIGHTS OR REMEDIES AVAILABLE TO US. There are risks that you assume when dealing with others, and these risks are borne by you alone, and not Archive, or Archive’s Brand Partners. You are solely responsible for your evaluation of, and decision to use the Website, Service, or transact any business or communications on the Website or Service, and will be liable for all of our actions on the Website or Service.
You are responsible for your use and access of the Website and Service, and any use of the Website and Service made using your account. The personal information you provide to us is governed by the Privacy Policy. You acknowledge Archive may establish policies and practices concerning use of the Website and Service, including policies that may delete or remove content or data, terminate inactive accounts, and any other policies and practices in Archive’s business interest. You further acknowledge that Archive reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
The Website and Service are not available to minors (people under the age of majority in their state or province of residence), except in the limited circumstances outlined in our Privacy Policy. If you are under the age of 13, please see our Privacy Policy. The Website and Service are not available to temporarily or permanently suspended members of the Website or Service. Archive reserves the right to refuse access to the Website or Service, or terminate the account of any person or entity that uses or accesses the Website or the Service, at its sole discretion and for any reason or no reason at all.
You are responsible for maintaining the confidentiality of any password and account that you use or create to access the Website or Service and will be fully responsible for any and all activities that occur under your account. You agree to immediately notify us of any unauthorized use of your account or any other breach of account security. Archive will not be liable for any loss or damage arising from your failure to comply with this Section.
The Website or Service may contain links to other websites and/or other third-party content. These links are provided solely for your convenience; Archive does not undertake any obligation to review or monitor any third-party websites linked from or to the Website or Service and does not make any representations or warranties with respect to such third-party websites. If you decide to access a linked third-party website, you do so at your own risk. Archive shall not be responsible for any information, materials or services obtained on or from such other websites and will not be liable in any respect for any damages arising from your access of such websites. The inclusion of these links does not imply any endorsement, representation or warranty by Archive with respect to any such website or the content or services contained through such websites. You agree not to link any websites to the Website or Service without the express prior written consent of Archive.
You agree to not (1) copy, distribute or modify any part of the Website or Service without our prior written authorization, (2) use, modify, create derivative works of, transfer (by sale, resale, sublicense, download or otherwise), reproduce, distribute, display or disclose Content, except as expressly authorized herein, (3) disrupt servers or networks connected to the Website, (4) use or launch of any automated system (including without limitation, “robots” and “spiders”) to access the Website, (5) circumvent, disable or otherwise interfere with security-related features of the Website or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Website, (6) violate any law, rule, or regulation, including any anti-spam, data privacy, or other restriction that may be applicable to Your use of the Website or Service, (7) reverse engineer any part of the Website or Service, or put unreasonable load on the Website or Service infrastructure or disrupts the networks connected to the Website or Service, (8) use the Website or Service to promote any illegal activity or enterprise; stalk, harass, bully, impersonate or solicit information from anyone, especially those that are under the age of 18; or copy, scrape, harvest or use automated systems to collect contact information from the Website or Service for use outside of those intended by these Terms, (9) use the Website or Service to pose a privacy or security risk, (10) use the Website or Service to infringe on anyone’s intellectual property, (11) use the Website or Service to spam any users with email, junk mail, fraud, schemes, or the like, (12) transmit or upload viruses, worms, or interfere with the Website or Service, or (13) take any action or inaction which Archive, in its sole judgment, believes is questionable or could cause harm or liability. Archive may investigate, take legal action, or perform any other action it deems necessary or warranted in managing the Website, Service, Content, including User Content (as defined below), Posting, or Use, without limitation, including preservation of such information for investigative purposes.
You are solely responsible for all information, descriptions, pictures, listings, data, text, music, videos, media, comments, or any other materials (“User Content”) that you upload, post, publish, transmit, or display (“Post”) via the Website or Service.
By posting User Content on or through the Website or Service, you represent and warrant that:
By posting or otherwise transmitting any User Content you hereby grant and will grant to Archive and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, transmit, perform, distribute, store, modify, make derivative works of and otherwise use in any manner your User Content in connection with the operation of the Service or any other products or services of Archive, or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed (including without limitation publishing your User Content on the Internet, including without limitation social media platforms like Facebook, sharing it with blogs, etc., and allowing other Users to share listings that include your User Content).
We may refuse to accept or display User Content, and may remove or delete all or any portion of the User Content at any time. You understand that Archive is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Content, and that such User Content is not the responsibility of Archive. We are not under any obligation to review any User Content transmitted or posted by Users on the Website or Service, although we reserve the right to do so with or without notice, to prevent or rectify any alleged violations of these Terms or any applicable law. We reserve all defenses made available to us by the Communications Decency Act and any other applicable laws, rules, or regulations.
Any and all User Content you upload is not considered confidential by Archive, will be treated as public information, and you agree and understand is intended to be shared with other users of our Website or Service as well as third parties, all in Archive’s sole discretion, and Archive has no control or liability over what other Users do with your User Content. You understand and agree that Archive will not be liable for any treatment of your User Content as confidential and waive all rights with respect to any such claims of confidentiality.
You acknowledge that any comments, feedback, suggestions, ideas, pictures, video etc. (collectively, “Feedback”) disclosed, submitted or offered to Archive, shall remain the exclusive property of Archive and may be used by Archive in any medium and for any purpose without obtaining your specific consent. Archive is not under any obligation to maintain your name or Feedback in confidence or to pay to you any compensation for any Feedback submitted, or to respond to any of your Feedback. You agree that you will be solely responsible for the content of any Feedback you make.
Subject to your compliance with these Terms, you may access and use the Website or Service on a computer, tablet device or mobile phone that you own or lawfully control. All materials contained on, in, or available through the Website or Service, including all text, designs, trademarks, logos, audio clips, photographs, images, videos, graphics, data, information, source code, software compilations, and other materials, including the selection and arrangement thereof (“Content”) are protected by copyright, trademark, trade dress, patent and other intellectual property laws and may not be copied or imitated in whole or in part by you, unless as explicitly stated under these Terms. All copyrights, trademarks, service marks, trade dress, patent and other intellectual property rights, and all derivative works thereof inherent in or appurtenant to the Content, whether registered or not, are our sole property or the property of our third-party contributors and/or Brand Partners. The Content may also be protected as a collective work or compilation under U.S. copyright and other laws and treaties. You agree to abide by all applicable copyright and other laws. The Content is provided to you for your information and personal use only and may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the Content, you must retain all copyright and other proprietary notices contained therein. Any use of the Website or Service or the Content other than as specifically authorized herein is strictly prohibited.
You may not create, develop, license, install, use, or deploy any third-party software or services to circumvent, enable, modify or provide access, permissions or rights to work around any technical limitations in the Website or Service. You may not copy (except as expressly permitted by these Terms) or publish the Website or Service in whole or in part for others to copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, or modify, or create derivative works of the Website or Service, or any updates, or part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open source components included with the Website, if any). Any attempt to do so is a violation of our rights. If you breach this restriction, you may be subject to prosecution and damages. You may not use the Website or Service in any manner not specifically authorized hereunder or in any way that is against any applicable laws or regulations.
YOUR USE OF THE WEBSITE AND SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, ARCHIVE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARCHIVE MAKES NO WARRANTY THAT (I) YOU WILL BE ABLE TO SELL OR PURCHASE ANY ITEMS THROUGH THE WEBSITE OR SERVICE OR THAT THE WEBSITE OR SERVICE WILL OTHERWISE MEET YOUR REQUIREMENTS, (II) THE WEBSITE OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE OR SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE OR SERVICE WILL MEET YOUR EXPECTATIONS.
ARCHIVE MAKES NO GUARANTEE REGARDING THE AUTHENTICITY, QUALITY, SAFETY, OR LEGALITY OF ANY ITEMS OFFERED OR SOLD ON ANY BRANDED RESALE MARKETPLACE, NOR THE TRUTH OR ACCURACY OF ANY LISTINGS THEREON, OR ABILITY OF USERS TO TRANSACT ANY BUSINESS ON ANY BRANDED RESALE MARKETPLACE.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS SET FORTH IN THESE TERMS MIGHT NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
Archive is not liable for (1) any User Content posted on the Service; (2) purchases, sales, or other obligations that may arise between Users; (3) any damages that result through your use of the Website or Service; (4) any negative or critical comments that may be posted by other Users through the Website or Service; and/or (5) any cost of substitute goods or services.
You are solely responsible for the foregoing, and Archive will have no liability or responsibility with thereto.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL ARCHIVE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICE, WHETHER OR NOT ARCHIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY
INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS TAKING PLACE VIA THE WEBSITE OR THE SERVICE, ON ANY THEORY OF LIABILITY (INCLUDING CONTRACT, TORT INCLUDING NEGLIGENCE, OR HOWSOEVER OTHERWISE) ARISING OUT OF, IN CONNECTION WITH, OR RESULTING FROM (1) THE USE OR INABILITY TO USE THE WEBSITE OR SERVICE; (2) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE OR SERVICE; OR (3) ANY OTHER MATTER RELATED TO THE WEBSITE OR SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WILL ARCHIVE BE LIABLE TO YOU, REGARDLESS OF WHETHER THE CLAIM IS BASED IN CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF YOUR USE OF, OR INABILITY TO USE, THE WEBSITE OR SERVICE, FOR MORE THAN THE GREATER AMOUNT OF (1) COMMISSIONS THAT YOU HAVE PAID TO ARCHIVE FOR USING THE SITE OR SERVICE IN THE SIX (6) MONTHS PRIOR TO THE ACCRUAL OF THE CLAIM, OR, (2) ONE THOUSAND U.S. DOLLARS (USD $1,000).
THE LIMITATIONS OF THIS SECTION WILL NOT APPLY TO ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY LAW.
Our Brand Partners, licensors, and service providers will have no liability of any kind under these Terms.
By using the Website or Service, you agree to defend, indemnify and hold us, our affiliates, Brand Partners, officers, members, directors and employees harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising in any way from your use of the Website or Service, including without limitation the creation, placement or transmission of any message, information, software or other materials through the Website or Service by you or related to any violation of these Terms by you (collectively, “Indemnified Matters”). We shall control the defense of any Indemnified Matters through counsel of our choice.
If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
Archive is always interested in resolving disputes amicably and efficiently. If you have any concerns or disputes, please email customer support at support@archiveresale.com. [1] You and Archive agree to attempt to resolve the dispute for a period of sixty (60) days, after which time any unresolved dispute shall be settled by binding and confidential arbitration as follows:
PLEASE READ THIS SECTION CAREFULLY.
By agreeing to the Terms, you agree that you are required to resolve any claim that you may have against Archive on an individual basis in arbitration as set forth in this Section 11. This will preclude you from bringing any class, collective, or representative action against Archive, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against Archive by someone else.
Any unresolved dispute shall be settled by binding and confidential arbitration, notice of which must be sent by you to Archive, per the Notice provision set forth herein, and describe the nature of the claim and relief sought. Such arbitration shall take place in the County of New York, State of New York unless otherwise agreed. If the claims involved total less than US$10,000, then will be conducted through document submission or telephonic hearing unless in person arbitration is legally required.
You acknowledge and agree that you and Archive are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and Archive otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding.
The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect. The parties agree that the arbitrator ("Arbitrator"), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of these Terms, including any claim that all or any part of this Section is void or voidable. Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. ("FAA"), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the state of New York.
The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. An Arbitrator’s decision shall be final and binding on all parties.
Notwithstanding the foregoing, Archive may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction. In such event, you consent to the exclusive jurisdiction and venue of the federal and state courts located in the State of New York, New York County for any action arising out of or relating to these Terms.
We may terminate your access to the Website or Service, without notice, for conduct we believe violates these Terms, our policies, is harmful to our business interests, or for an inactive account. We also reserve the right to suspend or cease providing access to the Website or Service, with or without notice, and we shall have no liability or responsibility to you if we do so. This includes without limitation the right to refuse access or service, terminate accounts, or remove or edit User Content and Content. If your access to the Website or Service is terminated, you will remain personally liable for any orders you placed or charges or other liabilities incurred by you prior to such termination.
You agree we will provide notices and messages to you within the Website or Service, or if required, via email or regular mail. You may provide Archive notice and will be deemed provided once received by Archive, addressed via mail to the address noted in the Questions, Comments section below.
The Website and Service are controlled and operated by Archive from the United States and are not intended to subject Archive or its affiliates to the laws or jurisdiction of any state, country or territory other than that of the United States. Archive does not represent or warrant that the Website or Service or any part thereof are appropriate or available for use in any jurisdiction other than the United States.
These Terms shall be governed and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions.
These Terms and the Privacy Policy constitute the entire agreement between you and us with respect to the use of the Website or Service, and supersede all discussions, communications, conversations and agreements concerning the subject matter hereof.
You shall not transfer, assign, sublicense nor pledge in any manner whatsoever, any of your rights or obligations under these Terms. We may transfer, assign, sublicense or pledge in any manner whatsoever, any of our rights and obligations under these Terms to a subsidiary, affiliate, or successor thereof or to any third party whatsoever, without notifying you or receiving your consent.
We may update or amend these Terms from time to time. Amendments shall be effective upon posting on the Website. You are responsible for regularly reviewing these Terms. Your continued access and use of the Website or Service following such posting constitutes your consent to be bound by any amended Terms.
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. In the event that any provision of these Terms is inoperative or unenforceable for any reason, such provision shall be enforced to the maximum extent permitted by law and the invalidity of such provision shall not affect the enforceability and validity of remaining provisions of the Terms. No independent contractor, partnership, joint venture or employer-employee relationship is intended or created.
No action, regardless of form, which arises from or is related in any way whatsoever to these Terms, may be commenced by you more than twelve (12) months after such cause of action accrues.
Please contact us with any questions, comments, or to report a violation of this Agreement: support@archiveresale.com
Notwithstanding anything to the contrary in the rest of the Agreement, the following takes precedence with respect to Users in California: Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.