Welcome to Yurpal! We at Yurpal are excited that You want to join Yurpal.com, a new paradigm for buying and selling building and construction materials. Please fully read this Yurpal Vendor Agreement (“Agreement”) as it contains the terms and conditions that will bind You and/or Your company for using and selling Your products on Yurpal.com.
As used in this Agreement, "Yurpal" means Yurpal, Inc., a Delaware corporation and any related affiliates, and "You" means you and/or the business for whom You are authorized to represent and any of Your affiliates.
“Your Materials” means all trademarks, content, product information, data, materials, and other items or information provided or made available by You to Yurpal.
For each product that You offer through Yurpal.com, You agree to provide accurate and complete product information including SKU (stock keeping unit) numbers, will provide Your product information in the format Yurpal requires, and promptly update Your product information as necessary to ensure at all times that Your product information remains accurate and complete. Yurpal will take adequate and reasonable protections to safeguard the confidentiality of Your product information and shall only use Your product information for buyers interested in purchasing Your products. Yurpal will use Your product information in response to buyers’ queries.
You agree that Your Materials, Your product information, Your products (including packaging) and Your offer and subsequent sale of any of the same on Yurpal.com will comply with all applicable laws (including all minimum age, marking and labeling requirements) and will not contain any sexually explicit, defamatory, obscene materials or anything else objectionable to Yurpal in its sole discretion. You agree to not provide any product information for, or otherwise seek to offer any excluded products on Yurpal.com, where such excluded products are described in Yurpal’s Policies.
Yurpal may use mechanisms that rate or allow buyers to rate You, Your products and Your performance as a seller. You agree that Yurpal may make Your ratings and feedback from buyers who purchased Your products publicly available on Yurpal.com.
Yurpal.com provides a platform for buyers to buy Your products. Buyers may place an order for one or more of Your products. For each order of a buyer wanting to purchase one or more of Your products, Yurpal will provide You with information about each order for Your products, including for example, what products, quantity and price of each product a buyer wants to purchase from You, and the expected shipping date, and the expected day and time of the delivery of Your products to a location designated by the buyer, or if buyer wants to pick-up the order, the day and time that buyer can pick up the order. You AGREE TO take any and all steps to confirm AND NOTIFY YURPAL within the time designated under Yurpal’s policies or as shown on the order that You ACCEPT THE ORDER INCLUDING ANY TERMS AND CONDITIONS AS SPECIFIED IN THE ORDER, AND ARE ABLE TO SUPPLY the products in each order by the time AND PLACE requested by the buyer. Yurpal shall not be obligated or responsible in any way to accept Your confirmation of Your order from You if the period of time for responding to an order has expired.
Upon confirmation of the order by You, You agree that a third party financial entity (chosen solely by Yurpal) shall have the sole and exclusive right to process the payment of the order on Yurpal’s and Your behalf. Upon confirmation of the payment of the order from the third party financial entity, You will receive a notice of the payment for the order. Yurpal or Yurpal’s third party financial entity shall send the payment for the order to the account designated by You in Your account information. You agree that Yurpal and the third party financial entity can deduct Yurpal’s transaction fee and any applicable payment processing fees from the payment total before the payment balance is sent or transferred to Your account.
You agree to pay Yurpal a transaction fee in the amount of 7.5% (seven and a half percent) which is based on a total gross price of each order for Your products sold through Yurpal.com. The Yurpal transaction fee is as stated in this Agreement, or as agreed to in a separate writing signed by both You and Yurpal. You agree that the third party financial entity can charge payment processing fees for processing payments for Your orders.
Yurpal at its sole discretion may establish a reserve on Your account based on our assessment of risks to Yurpal or third parties posed by Your actions or performance, and Yurpal at its sole discretion may modify the amount of the reserve from time to time.
You agree to:
You agree that Yurpal Refund Policies will apply to Your products. Without limiting Your obligations, Yurpal may in our sole discretion accept, calculate, and process cancellations, returns, refunds, and adjustments for the benefit of buyers. You will route any payments to buyers in connection with Your orders as determined by Yurpal. If Yurpal makes any payments to buyers for Your orders, and You agree to reimburse Yurpal for all amounts Yurpal paid to the buyer for Your order.
You agree to be solely responsible for any non-performance, non-delivery, misdelivery, theft, or other mistake or act in connection with the shipping and fulfillment of Your products. You agree also to be responsible for any non-conformity or defect in, or any public or private recall of any of Your products or other products provided in connection with Your products. You agree to notify Yurpal promptly as soon as You have knowledge of any public or private recalls of Your products or other products provided in connection with Your products.
You are free to determine which of Your products You wish to offer on Yurpal.com. You agree to maintain parity between the products You offer through Your sales channels and the products You list on any Yurpal.com by ensuring that the purchase price and every other term of offer or sale of Your product (including associated shipping and handling charges, shipment information, any "low price" guarantee, rebate or discount, any free or discounted products or other benefit available as a result of purchasing one or more other products, and terms of applicable cancellation, return and refund policies) is at least as favorable to buyers on Yurpal.com as the most favorable terms upon which a product is offered or sold via Your sales channels.
You agree that Yurpal shall have the sole and exclusive right and discretion to determine the content, appearance, design, functionality, and all other aspects of Yurpal.com, including the look and feel of Yurpal, and how Your product information is displayed on Yurpal.com to potential buyers.
Yurpal or its third party financial entity for payment processing will bear the risk of credit card fraud (i.e., a fraudulent purchase arising from the theft and unauthorized use of a third party's credit card information) occurring in connection with Your orders. You agree to bear all other risk of fraud or loss. Yurpal may in our sole discretion withhold for investigation, refuse to process, restrict shipping destinations for, stop, and/or cancel any of Your orders. You agree to stop or cancel any order for Your products if Yurpal ask You to do so. If You have already transferred Your products to a carrier or shipper when Yurpal asks You to stop or cancel an order, You agree to use commercially reasonable efforts to stop or cancel delivery of that order. If a buyer has been charged or paid for an order, You agree to refund the order that Yurpal stops or cancels.
You agree to review and follow all applicable Yurpal Policies. You agree that Yurpal may amend any of the terms and conditions contained in this Agreement and any of Yurpal Policies at any time and at Yurpal’s sole discretion. Any changes will be effective upon the posting of such changes on Yurpal.com, and You agree to be responsible for keeping abreast of all applicable changes or notices. All notice of changes to This Agreement and to Yurpal policies will be posted for at least 30 days. YOU AGREE THAT YOUR USE OF YURPAL.COM AFTER YURPAL'S POSTING OF ANY SUCH CHANGES TO THIS AGREEMENT OR TO YURPAL POLICIES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS.
The term of this Agreement will start on the date of Your completed registration for or use of Yurpal.com, whichever occurs first, and continue until terminated by Yurpal or You as provided in this Agreement (the "Term"). Yurpal may terminate or suspend this Agreement for any reason at any time by notice to You. You may terminate this Agreement for any reason at any time by the means then specified by Yurpal. Upon termination, all rights and obligations of the parties under this Agreement will terminate, except that Sections 2, 3, 4, 6, 7, 8, 9, 10, 12, 13, 14, 15, 16, 17, 18 and 19 will survive termination.
You grant to Yurpal 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 Your Materials in association with Yurpal.com; provided, however, that Yurpal will not alter any of Your trademarks 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 further, however, that nothing in this Agreement will prevent or impair our right to use Your Materials without Your consent to the extent that such use is allowable without a license from You under applicable law (e.g., fair use under United States copyright law, referential use under trademark law, or valid license from a third party).
You represent and warrant to Yurpal that: (a) Your company or business is duly organized, validly existing and in good standing under the laws of the country in which Your business is registered; (b) You have all requisite right, power, and authority to enter into this Agreement, perform Your obligations, and grant the rights, licenses, and authorizations in this Agreement; (c) any information provided or made available by You to Yurpal is at all times accurate and complete; and (d) You and all of Your subcontractors, agents, and suppliers will comply with all applicable laws in Your performance of Your obligations and exercise of Your rights under this Agreement.
You release Yurpal and agree to indemnify, defend, and hold harmless Yurpal, and its respective officers, directors, employees, representatives, and agents against any claim, loss, damage, settlement, cost, expense, or other liability (including, without limitation, attorneys' fees) (each, a "Claim") arising from or related to: (a) Your actual or alleged breach of any obligations in this Agreement; (b) any of Your sales channels other than Yurpal.com, Your products (including their offer, sale, performance, and fulfillment), Your Materials, any actual or alleged infringement of any intellectual property rights by any of the foregoing, and any personal injury, death, or property damage related thereto; (c) Your personnel (including any act or omission of Your personnel or any claim brought or directed by Your personnel); or (d) Your taxes. If at any time Yurpal reasonably determine that any indemnified claim might adversely affect us, Yurpal may take control of the defense at our expense. You may not consent to the entry of any judgment or enter into any settlement of a Claim without the prior written consent of Yurpal, which may not be unreasonably withheld.
YURPAL.COM, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS, AND INFORMATION MADE AVAILABLE ON OR PROVIDED IN CONNECTION WITH YURPAL.COM, ARE PROVIDED "AS-IS." YOU AGREE TO USE YURPAL.COM AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, YURPAL DISCLAIMS: (i) ANY REPRESENTATIONS OR WARRANTIES REGARDING THIS AGREEMENT, YURPAL.COM OR THE ORDERS AND TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT; (ii) IMPLIED WARRANTIES ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; AND (iii) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM YURPAL’S NEGLIGENCE. YURPAL DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN AND/OR IMPLEMENTED IN YURPAL.COM WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE, TIMELY, SECURE, UNINTERRUPTED, OR ERROR FREE, AND YURPAL WILL NOT BE LIABLE FOR ANY SERVICE INTERRUPTIONS, INCLUDING BUT NOT LIMITED TO SYSTEM FAILURES OR OTHER INTERRUPTIONS THAT MAY AFFECT THE RECEIPT, PROCESSING, ACCEPTANCE, COMPLETION, OR SETTLEMENT OF ANY ORDERS AND TRANSACTIONS.
IF A DISPUTE ARISES INVOLVING YOU AND YURPAL, YOU RELEASE YURPAL (AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, 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.
YURPAL WILL NOT BE LIABLE (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHER THEORY), OR OTHERWISE) TO YOU OR ANY OTHER PERSON FOR COST OF COVER, RECOVERY, OR RECOUPMENT OF ANY INVESTMENT MADE BY YOU IN CONNECTION WITH THIS AGREEMENT, OR FOR ANY LOSS OF PROFIT, REVENUE, BUSINESS, OR DATA OR PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF YURPAL HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE COSTS OR DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED WILL NOT EXCEED AT ANY TIME THE TOTAL AMOUNTS DURING THE PRIOR THREE MONTH PERIOD PAID BY YOU TO YURPAL IN CONNECTION WITH THE PARTICULAR SERVICE GIVING RISE TO THE CLAIM.
"Your Taxes" means any and all sales, goods and services, use, excise, premium, import, export, value added, consumption, and other taxes, regulatory fees, levies (specifically including environmental levies), or charges and duties assessed, incurred, or required to be collected or paid for any reason (a) in connection with any advertisement, offer or sale of products or services by You on or through or in connection with Yurpal.com; (b) in connection with any products or services provided for which Your products are, directly or indirectly, involved as a form of payment or exchange; or (c) otherwise in connection with any action, inaction, or omission of You.
You agree to be responsible for tracking, collecting, reporting, and payment of any and all of Your Taxes. All fees payable by You to Yurpal under this Agreement are exclusive of any applicable taxes, and You will be responsible for paying Yurpal any of Your Taxes imposed on such fees.
"Yurpal Transaction Information" means, collectively, orders, data or information acquired by You from Yurpal, or otherwise as a result of this Agreement, the transactions contemplated by this Agreement, or the parties' performance under this Agreement.
You agree to not, directly or indirectly:
In addition, You agree to only use tools and methods that Yurpal designate to communicate with user of Yurpal.com regarding Your transactions, including for the purpose of scheduling, communicating, or cancelling the fulfillment of Your products. The terms of this Section 16 do not prevent You from using other information that You acquire without reference to Yurpal Transaction Information for any purpose, even if that information is identical to Yurpal Transaction Information, provided that You do not target communications on the basis of the intended recipient being a Yurpal user.
If You provide or make suggestions, comments, ideas, improvements, or other feedback or materials to Yurpal in connection with or related to Yurpal.com (including any related technology), You agree that Yurpal will, without compensation to You, be free to use, disclose, reproduce, modify, license, transfer and otherwise distribute, and exploit any of the foregoing information or materials in any manner. In order to cooperate with governmental requests, to protect our systems and buyers, or to ensure the integrity and operation of Yurpal’s business and systems, You agree that Yurpal may access and disclose any information Yurpal consider necessary or appropriate, including but not limited to user contact details, IP addresses and traffic information, usage history, and posted content.
During the course of Your use of Yurpal.com, You will receive information that is not known to the general public ("Confidential Information"). You agree that: (a) all Confidential Information will remain Yurpal's exclusive property; (b) You will use Confidential Information only as is reasonably necessary for Your participation and use of Yurpal.com; (c) You will not otherwise disclose Confidential Information to any other person or entity; and (d) You will take all reasonable measures to protect the Confidential Information against any use or disclosure that is not expressly permitted in this Agreement. You agree that You will not issue any press release or make any public statement related to the Yurpal.com, or use our name, trademarks, or logo, in any way (including in promotional material) without our advance written permission, or misrepresent or embellish the relationship between Yurpal in any way.
Yurpal will not be liable for any delay or failure to perform any of our obligations under this Agreement by reasons, events or other matters beyond our reasonable control.
Yurpal and You both AGREE AND consent that any dispute with Yurpal or a claim relating in any way to this Agreement or Your use of Yurpal.com will be resolved by binding arbitration as described IN THIS AGREEMENT, rather than in court. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Agreement as a court would.
To begin an arbitration proceeding, You must send a letter requesting arbitration and describing Your claim to Yurpal’s registered agent. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA's Supplementary Procedures for Consumer-Related Disputes. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. Yurpal will not seek attorneys' fees and costs from You in arbitration unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person at a mutually agreed location. Yurpal and You each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration Yurpal and You each AGREE TO waive any right to a jury trial.
You agree to You may not assign this Agreement, by operation of law or otherwise, without Yurpal’s prior written consent. Subject to that restriction, this Agreement will be binding on, inure to, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce Your strict performance of any provision of this Agreement will not constitute a waiver of our right to enforce such provision or any other provision of this Agreement subsequently.
Yurpal will not act as either party's agent in connection with resolving any disputes between sellers and buyers related to or arising out of any order and transaction.
Yurpal will send all notices and other communications regarding this Agreement to You at the email addresses designated in Your Yurpal account information. Yurpal may also communicate with You electronically and in other media, and You consent to such communications regardless of any "E-mail Preferences" (or similar preferences or requests) You may have indicated on Yurpal.com. You agree to ensure that all of Your account information is up-to-date and accurate at all times. You agree to send all notices and other communications relating to Yurpal by using the appropriate form on Yurpal.com.
You accept Yurpal Policies, which Yurpal may solely and exclusively modify from time to time. If any provision of this Agreement or a Yurpal Policy is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these terms and conditions and will not affect the validity and enforceability of any remaining provisions.
This Agreement represents the entire agreement between the parties with respect to Yurpal.com and related subject matter and supersedes any previous or contemporaneous oral or written agreements and understandings.
This Yurpal Buyer Agreement and all policies posted on Yurpal’s sites set out the terms on which Yurpal offers you access to and use of our sites, services, applications and tools (collectively "Services"). The entity you are contracting with is: Yurpal Inc., a Delaware corporation, 1195 Temple Hills Road, Laguna Beach, California 92651, USA. You agree to following terms and conditions contained in this Buyer Agreement.
In this Buyer Agreement, these entities are individually and collectively referred to as "Yurpal," "we," or "us."
Please be advised that this Buyer Agreement contains provisions that govern how claims between you and Yurpal are resolved (for example, see Disclaimer of Warranties; Limitation of Liability and Legal Disputes provisions below). It also contains an Agreement to Arbitrate, which will, with limited exception, require you to submit claims you have against us or our agents to binding and final arbitration.
Yurpal is a marketplace that allows buyers the opportunity to find, place an order for, and purchase construction products and materials at the lowest price. The actual contract for sale is directly between the buyer and seller. While Yurpal may help facilitate the resolution of disputes through various programs, Yurpal has no control over and does not guarantee the existence, quality, safety or legality of items advertised by sellers; the truth or accuracy of content or listings of the sellers; 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 or return an item.
In connection with using or accessing the Services you will not:
If we believe you are abusing Yurpal in any way, we may, in our sole discretion and without limiting other remedies, limit, suspend, or terminate your account(s) and access to our Services, remove any special status associated with your account(s), reduce or eliminate any discounts, and take technical and/or legal steps to prevent you from using our Services.
If we believe you are violating the policy on offers to buy or sell outside of Yurpal, you may be subject to a range of actions, including limits on your buying privileges, suspension of your account, application of fees, and recovery of expenses for policy monitoring and enforcement.
We may cancel unconfirmed accounts or accounts that have been inactive for a long time or modify or discontinue our Services. Additionally, we reserve the right to refuse or terminate all or part of our Services to anyone for any reason at our sole discretion.
When a buyer or seller issue arises, we may consider the user's performance history and the specific circumstances in applying our policies. We may choose to be more lenient with policy enforcement in an effort to do the right thing for both buyers and sellers.
When buying an item, you agree to the rules for buyers and that:
The name "Yurpal" and other Yurpal marks, logos, designs, and phrases that we use in connection with our Services are trademarks, service marks, or trade dress of Yurpal in the U.S. and other countries. They may not be used without the express written prior permission of Yurpal.
We respond to notices of alleged copyright infringement under the United States Digital Millennium Copyright Act. We work to ensure that listed items and content on our site or in our apps do not infringe upon the copyright, trademark, or certain other intellectual property rights of third parties. If you believe that your intellectual property rights have been infringed, please notify Yurpal so we can investigate.
Yurpal may contact you using autodialed or prerecorded calls and text messages, at any telephone number that you have provided us, to: (i) notify you regarding your account; (ii) troubleshoot problems with your account; (iii) resolve a dispute; (iv) collect a debt; (v) poll your opinions through surveys or questionnaires; or (vi) as otherwise necessary to service your account or enforce this Buyer Agreement, our policies, applicable law, or any other agreement we may have with you. Yurpal may also contact you using autodialed or prerecorded calls and text messages for marketing purposes (e.g., offers and promotions), if you consent to such communications. As described in our User Privacy Notice, Yurpal may collect other telephone numbers for you and may place manual non-marketing calls to any of those numbers and autodialed non-marketing calls to any landline. Standard telephone minute and text charges may apply and may include overage fees if you have exceeded your plan limits. If you do not wish to receive such communications, you may change your communications preference at any time, including through the communication preferences section of your Yurpal account.
Yurpal may, without further notice or warning and in its discretion, monitor or record telephone conversations you or anyone acting on your behalf has with Yurpal or its agents for quality control and training purposes, or for its own protection.
Privacy of Others; Marketing
If Yurpal provides you with information about another Yurpal user, you agree you will use the information only for the purposes that it is provided to you. You may not disclose, sell, rent, or distribute a user's information to a third party for purposes unrelated to the Services. Additionally, you may not use information for marketing purposes, via electronic or other means, unless you obtain the consent of the specific user to do so.
We try to keep our Services safe, secure, and functioning properly, but we cannot guarantee the continuous operation of or access to our Services. Acceptance of your offer may not occur in real time. Such functionality is subject to delays beyond Yurpal's control.
You agree that you are making use of our Services at your own risk, and that they are being provided to you on an "AS IS" and "AS AVAILABLE" basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
In addition, to the extent permitted by applicable law, we (including our subsidiaries, and affiliates, and our and their officers, directors, agents and employees) are not liable, and you agree not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, other intangible losses, or any special, indirect, or consequential damages) resulting directly or indirectly from:
Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.
Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to the greater of (1) any amounts due up to the price of the item(s) bought on Yurpal (including any applicable sales tax) and its original shipping costs, (2) the amount of fees in dispute not to exceed the total fees, which you paid to us in the 12 months prior to the action giving rise to the liability, or (3) $100.
If you have a dispute with one or more sellers, you release Yurpal (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
You will indemnify and hold Yurpal (including our affiliates and subsidiaries, as well as our and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this Agreement, your improper use of Yurpal's Services or your breach of any law or the rights of a third party.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS BETWEEN YOU AND YURPAL ARE RESOLVED.
You and Yurpal agree that any claim or dispute at law or equity that has arisen, or may arise, between you and Yurpal (including any claim or dispute between you and a third-party agent of Yurpal) that relates in any way to or arises out of this or previous versions of the Yurpal Buyer Agreement, your use of or access to the Services, the actions of Yurpal or its agents, or any products or services sold or purchased through the Services, will be resolved in accordance with the provisions set forth in this Legal Disputes Section.
You agree that, except to the extent inconsistent with or preempted by federal law, the laws of the State of Delaware, without regard to principles of conflict of laws, will govern the Buyer Agreement and any claim or dispute that has arisen or may arise between you and Yurpal, except as otherwise stated in the Buyer Agreement.
You and Yurpal each agree that any and all disputes or claims that have arisen, or may arise, between you and Yurpal (including any disputes or claims between you and a third-party agent of Yurpal) that relate in any way to or arise out of this or previous versions of the Buyer Agreement, your use of or access to Yurpal's Services, the actions of Yurpal or its agents, or any products or services sold, offered, or purchased through Yurpal's Services shall be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
YOU AND YURPAL AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. UNLESS BOTH YOU AND YURPAL AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS. If a court decides that applicable law precludes enforcement of any of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court, subject to your and Yurpal's right to appeal the court's decision. All other claims will be arbitrated.
Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator should apply the terms of the Buyer Agreement as a court would. All issues are for the arbitrator to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of Section 1 of this Agreement to Arbitrate ("Prohibition of Class and Representative Actions and Non-Individualized Relief"), shall be for a court of competent jurisdiction to decide.
The arbitration will be conducted by the American Arbitration Association ("AAA") under its rules and procedures, including the AAA's Consumer Arbitration Rules (as applicable), as modified by this Agreement to Arbitrate. The AAA's rules are available at www.adr.org. The use of the word "arbitrator" in this provision shall not be construed to prohibit more than one arbitrator from presiding over an arbitration; rather, the AAA's rules will govern the number of arbitrators that may preside over an arbitration conducted under this Agreement to Arbitrate.
A party who intends to seek arbitration must first send to the other, by certified mail, a completed form Notice of Dispute ("Notice"). The Notice to Yurpal should be sent to Yurpal Inc., Attn: Litigation Department, Re: Notice of Dispute, PO Box 1488 Orange, California 92856. Yurpal will send any Notice to you to the physical address we have on file associated with your Yurpal account; it is your responsibility to keep your physical address up to date. All information called for in the Notice must be provided, including a description of the nature and basis of the claims the party is asserting and the relief sought.
If you and Yurpal are unable to resolve the claims described in the Notice within 30 days after the Notice is sent, you or Yurpal may initiate arbitration proceedings. A form for initiating arbitration proceedings is available on the AAA's site at www.adr.org. In addition to filing this form with the AAA in accordance with its rules and procedures, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to Yurpal at the following address: Yurpal, Inc., PO Box 1488, Orange, California, 92856. In the event Yurpal initiates an arbitration against you, it will send a copy of the completed form to the physical address we have on file associated with your Yurpal account. Any settlement offer made by you or Yurpal shall not be disclosed to the arbitrator.
The arbitration hearing shall be held (1) in the county in which you reside, or (2) in Orange County, California, or (3) at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Yurpal may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Yurpal subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or Yurpal may attend by telephone, unless the arbitrator requires otherwise.
The arbitrator will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users, but is bound by rulings in prior arbitrations involving the same Yurpal user to the extent required by applicable law. The arbitrator's award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules, unless otherwise stated in this Agreement to Arbitrate. If the value of the relief sought is $10,000 or less, at your request, Yurpal will pay all filing, administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by Yurpal should be submitted by mail to the AAA along with your Demand for Arbitration and Yurpal will make arrangements to pay all necessary fees directly to the AAA. If (a) you willfully fail to comply with the Notice of Dispute requirement discussed above, or (b) in the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Yurpal for all fees associated with the arbitration paid by Yurpal on your behalf that you otherwise would be obligated to pay under the AAA's rules.
With the exception of any of the provisions in Section 1 of this Agreement to Arbitrate ("Prohibition of Class and Representative Actions and Non-Individualized Relief"), if an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply.
IF YOU ARE A NEW YURPAL USER, YOU CAN CHOOSE TO REJECT THIS AGREEMENT TO ARBITRATE ("OPT-OUT") BY MAILING US A WRITTEN OPT-OUT NOTICE ("OPT-OUT NOTICE"). THE OPT-OUT NOTICE MUST BE POSTMARKED NO LATER THAN 30 DAYS AFTER THE DATE YOU ACCEPT THE BUYER AGREEMENT FOR THE FIRST TIME. YOU MUST MAIL THE OPT-OUT NOTICE TO: YURPAL INC., ATTN: LITIGATION DEPARTMENT, RE: OPT-OUT NOTICE, PO BOX 1488, ORANGE, CALIFORNIA 92856.
In your Opt-Out Notice please provide your name, address (including street address, city, state and zip code), and the user ID(s) and email address(es) associated with the Yurpal account(s) to which the opt-out applies. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt out of the Agreement to Arbitrate. If you opt out of the Agreement to Arbitrate, all other parts of the Agreement and its Legal Disputes Section will continue to apply to you. Opting out of this Agreement to Arbitrate has no effect on any previous, other, or future arbitration agreements that you may have with us.
Notwithstanding any provision in the Buyer Agreement to the contrary, you and we agree that if we make any amendment to this Agreement to Arbitrate (other than an amendment to any notice address or site link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against Yurpal prior to the effective date of the amendment. The amendment shall apply to all other disputes or claims governed by the Agreement to Arbitrate that have arisen or may arise between you and Yurpal. We will notify you of amendments to this Agreement to Arbitrate by posting the amended terms on www.Yurpal.com at least 30 days before the effective date of the amendments and by providing notice through the Yurpal Message Center and/or by email. If you do not agree to these amended terms, you may close your account within the 30-day period and you will not be bound by the amended terms.
Unless you and we agree otherwise, in the event that the Agreement to Arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt out of the Agreement to Arbitrate or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and Yurpal must be resolved exclusively by a state or federal court located in New Castle County, Delaware. You and Yurpal agree to submit to the personal jurisdiction of the courts located within New Castle County, Delaware for the purpose of litigating all such claims or disputes.
Except as otherwise provided in this Agreement, if any provision of this Buyer Agreement is held to be invalid, void or for any reason unenforceable, such provision shall be struck out and shall not affect the validity and enforceability of the remaining provisions. In our sole discretion, we may assign this Buyer Agreement, and in such event, we will post notice on www.Yurpal.com.
Headings are for reference purposes only and do not limit the scope or extent of such Section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this Buyer Agreement.
We may amend this Buyer Agreement at any time by posting the amended terms on www.Yurpal.com. Our right to amend the Buyer Agreement includes the right to modify, add to, or remove terms in the Buyer Agreement. We will provide you 30 days' notice by posting the amended terms. Additionally, we will notify you via email. Your continued access or use of our Services constitutes your acceptance of the amended terms. We may also ask you to acknowledge your acceptance of the Buyer Agreement through an electronic click-through. This Buyer Agreement may not otherwise be amended except through mutual agreement by you and a Yurpal representative who intends to amend this Buyer Agreement and is duly authorized by Yurpal to agree to such an amendment.
The policies posted on our sites may be changed from time to time. Changes take effect when we post them on the Yurpal site.
If you create or use an account on behalf of a business entity, you represent that you are authorized to act on behalf of such business and bind the business to this Buyer Agreement. Such account is owned and controlled by the business entity. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Buyer Agreement.
The Buyer Agreement, the User Privacy Notice, and all polices posted through our Services set forth the entire understanding and agreement between you and Yurpal, and supersede all prior understandings and agreements of the parties.
The following Sections survive any termination of this Buyer Agreement: Content, Disclaimer of Warranties; Limitation of Liability; Release, Indemnity, Legal Disputes, and General.
If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Last updated: October 20, 2017
Yurpal, Inc. is giving away one DeWalt 20V Max Combo Tool Kit with a retail value of $429.00 USD . No purchase is necessary. This is a free giveaway. There is nothing to purchase. This giveaway is only available to and offered to registered attendees of the Austin Build Expo held in Austin, Texas during January 24-25, 2018 (“Austin Build Expo”), who MUST register online on Yurpal.com during the Austin Build Expo to be eligible to win. Registration for the giveaway closes at 11:59 PM on Thursday, January 25, 2018. The odds of winning the giveaway are dependent on the number of registered attendees of the Austin Build Expo who register on Yurpal.com during Austin Trade Expo. One winner of the giveaway will be randomly selected, and the giveaway will be shipped to the winner within two weeks. The winner’s name will be posted on Yurpal.com after the drawing. The sponsor of the Sweepstakes is Yurpal, Inc., located at 1195 Temple Hills Drive, Laguna Beach, California 92651.-------Winner: Claire D. from Austin, TX-------------
Yurpal, Inc. is giving away one DeWalt 20V Max Combo Tool Kit with a retail value of $429.00 USD . No purchase is necessary. This is a free giveaway. There is nothing to purchase. This giveaway is only available to and offered to registered attendees of the Dallas Build Expo held in Dallas, Texas during February 7-8, 2018 (“Dallas Build Expo”), who MUST register online on Yurpal.com during the Dallas Build Expo to be eligible to win. Registration for the giveaway closes at 11:59 PM on Thursday, February 8, 2018. The odds of winning the giveaway are dependent on the number of registered attendees of the Dallas Trade Build who register on Yurpal.com during Dallas Trade Expo. One winner of the giveaway will be randomly selected, and the giveaway will be shipped to the winner within two weeks. The winner’s name will be posted on Yurpal.com after the drawing. The sponsor of the Sweepstakes is Yurpal, Inc., located at 1195 Temple Hills Drive, Laguna Beach, California 92651. Rules Subject to Change. -------Winner: Imran Q. from Katy, TX-------------
Yurpal, Inc. is giving away one DeWalt 20V Max Combo Tool Kit with a retail value of $429.00 USD . No purchase is necessary. This is a free giveaway. There is nothing to purchase. This giveaway is only available to and offered to registered attendees of the Los Angeles Build Expo held in Los Angeles, California during March 14-15, 2018 (“Los Angeles Build Expo”), who MUST register online on Yurpal.com during the Los Angeles Build Expo to be eligible to win. Registration for the giveaway closes at 11:59 PM PST on Sunday, March 18, 2018. The odds of winning the giveaway are dependent on the number of registered attendees of the Los Angeles Build Expo who register on Yurpal.com during Los Angeles Trade Expo. One winner of the giveaway will be randomly selected, and the giveaway will be shipped to the winner within two weeks. The winner’s name will be posted on Yurpal.com after the drawing. The sponsor of the Sweepstakes is Yurpal, Inc., located at 1195 Temple Hills Drive, Laguna Beach, California 92651. Rules Subject to Change.