Terms of Service – Washington Old Time Fiddlers Association

LEGAL DECLARATION

THESE TERMS OF SERVICE ARE A LEGAL AGREEMENT (“AGREEMENT”) BETWEEN YOU (“USER” OR “YOU”), AND WASHINGTON OLD TIME FIDDLERS ASSOCIATION (“WOTFA”), A WASHINGTON STATE 501(c3)(3) NON-PROFIT ORGANIZATION.

BEFORE YOU MAY USE THE LMS.WOTFA.ORG WEBSITE AND ALL ASSOCIATED SERVICES (COLLECTIVELY, THE “SITE”) TO CREATE AN ACCOUNT, SEARCH AND PURCHASE PRODUCTS AND SERVICES, AND/OR CREATE A SELLER PROFILE AND POST ANY PRODUCTS AND SERVICES AND IN ORDER TO USE THE SITE AND ANY FEATURES, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY SELECTING THE “ACCEPT” BUTTON, YOU ARE AGREEING TO BE BOUND BY, AND ARE BECOMING A PARTY TO, THIS AGREEMENT AND ALL OF THE TERMS INCORPORATED HEREIN BY REFERENCE, INCLUDING OUR PRIVACY POLICY. IF YOU DO NOT AGREE TO THIS AGREEMENT, PLEASE DO NOT COMPLETE THE REGISTRATION FORM. SELECTING “ACCEPT” WILL BE THE LEGAL EQUIVALENT OF YOUR SIGNATURE ON A WRITTEN CONTRACT, AND EQUALLY BINDING. YOU MUST AGREE TO THESE TERMS AND CONDITIONS IN ORDER TO BE ABLE TO CREATE AN ACCOUNT, BUY PRODUCTS AND SERVICES FROM SELLERS AND/OR POST AND SELL ANY PRODUCTS AND SERVICES TO PURCHASERS USING THE SITE.

WOTFA reserves the right to change or modify this Agreement at any time and in our sole discretion. If we make changes to this Agreement, we will provide you with notice of such changes through the Site or by updating the “Last Updated” date at the beginning of this Agreement. By continuing to access or use the Site or order, receive, post or sell any Products or Services, you confirm your acceptance of the revised Agreement and all of the terms incorporated therein by reference. We encourage you to review this Agreement frequently to ensure that you understand the terms and conditions that apply when your access or use of the Site and when you order, receive, post or sell any Products or Services. If you do not agree to the revised Terms, you may not access or use the Site or order, receive, post or sell any Products or Services on the Site.

DEFINITIONS

Balance Due: For each Verified Sale, the Net Revenue less the Sales Commission.
Content: Content and other materials contained on the Site, including, without limitation, the WOTFA logo and all designs, text, graphics, pictures, information, data, software, sound files, User Information, other files and the selection and arrangement thereof.
Credential: A password, user identification code or methodology which allows access to the Site.
Intellectual Property Rights: All United States and worldwide trademarks, service marks, trade names, trade dress, logos, copyrights, rights of authorship, inventions, moral rights, patents, rights of inventorship, all applications, registrations and renewals in connection with any of the above, database rights, know-how, trade secrets, rights of publicity, privacy and/or defamation, rights under unfair competition and unfair trade practices laws, and all other intellectual and industrial property rights related thereto.
Net Revenue: The gross amount paid by a Purchaser and received by WOTFA for the purchase of a Product or Service from a Seller via the Site less (a) amounts collected from the Purchaser by WOTFA or paid by WOTFA for sales or use taxes or duties on such Sale, (b) the Payment Processing Fees, if any, and (c) credits and chargebacks of any kind charged to WOTFA with respect to such Sale.
Seller Fee: The fee due for being a Seller on the Site and being able to create a profile, list Products and Services for sale on the Site and fulfill purchases of Products and Services through the Site. The then-current Seller Fee is posted on the Site at https://lms.wotfa.org/pricing and is incorporated into this Agreement by reference. WOTFA may change the Seller Fee from time to time. WOTFA’S changes to the Seller Fee is effective fifteen (15) days following WOTFA’S notice to you of the changes, which will be provided by posting the changes on the Site at https://lms.wofa.org/fees. Unless otherwise stated, all fees are quoted in U.S. Dollars
Payment Processing Fees: The processing and service charges and fees that are assessed by the credit card issuer, automated clearinghouse network, electronic check provider or other banking institution to process a payment pursuant to a Sale hereunder.
Sales Commission: The amount due from Sales revenue of each Product or Service sold through the Site. The then-current Sales Commission is posted on the Site at https://lms.wotfa.org/fees and is incorporated into this Agreement by reference. WOTFA may change the Sales Commission from time to time. WOTFA changes to the Sales Commission is effective fifteen (15) days following WOTFA notice to you of the changes, which will be provided by posting the changes on the Site at https://lms.wotfa.org/pricing. Unless otherwise stated, all fees are quoted in U.S. Dollars.
Product: A product or service advertised and sold by a Seller using the Site.
Purchaser: An individual who buys Products and Services through the Site.
Registration: All permits, licenses and registrations required under applicable law in order to sell the applicable Products or to provide the applicable Service being advertised by Seller.
Sale: An agreement between Seller and a Purchaser that Seller will sell and the Purchaser will purchase Products or Services through the Site. A Sale takes place when a Purchaser agrees, through the Site, to purchase Products or Services from Seller according to the terms set forth by Seller on the Site.
Sales Amount: The total dollar amount of a Sale, and is comprised of the aggregate amount of all individual items to be sold in such Sale.
Seller: A provider who sells and delivers Products and Services through the Site.
Service: A service advertised and sold by a Seller using the Site.
WOTFA’s Confidential Information: Confidential information regarding WOTFA’s business, including without limitation the Site, other documentation, know-how, inventions, formulae, designs, research and development activities and other proprietary information which constitutes trade secrets of WOTFA.
User: A Purchaser or Seller using the Site, or both, as the context requires.
User Information: With respect to each User, (i) such User’s name, address, phone, fax and other contact information, (ii) such User’s image or likeness and biographical information, (iii) if User is a Seller, Product images, Product and Service descriptive text as provided by the User to WOTFA, and (iv) any other data or Content entered or modified on the Site by such User.
Verified Sale: The sale of a Product or Service via the Site that has been fulfilled by a Seller in accordance with the terms of this Agreement and for which the Purchaser has provided to WOTFA confirmation of delivery in accordance with WOTFA’s delivery confirmation policies/requirements as the same may exist and be communicated to Users from time to time.

ABOUT THE SITE

WOTFA Learning Academy is not a seller of Products or provider of Services and does not directly perform or deliver your Services and Products. With the exception of WOTFA Publications, all Products and Services available on our Site are sold and performed, respectively, directly by Sellers who operate independently of WOTFA. Sellers are required to comply with federal, state, and local laws, rules, regulations, and standards pertaining to the preparation, sale, marketing, and delivery of the particular Product or Service you purchase. WOTFA is not liable or responsible for the Sellers’ performance of Services or Products and does not verify their compliance with all applicable laws. In addition, WOTFA does not guarantee the quality of what the Sellers sell or perform, nor does it guarantee the Products or Services provided by them, including, without limitation, any delivery services. WOTFA does not independently verify, and is not liable for, representations made by any Sellers regarding their Products and Services, including, without limitation, any descriptions or disclosures.

SITE ACCESS AND USE

LICENSE TO ACCESS AND USE OUR SITE

When you use the Site as a Purchaser, WOTFA grants you subject to your compliance with the terms of this Agreement, a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Site and/or Content for your personal and noncommercial use, solely as expressly permitted by the terms of this Agreement and subject to all the terms and conditions of this Agreement and all applicable intellectual property laws. When you use the Site as a Seller, WOTFA grants you subject to your compliance with the terms of this Agreement, including, but not limited to, your payment to WOTFA of the then current Seller Fee, a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Site and/or Content to advertise and sell your Goods and Services and manage your transactions with Purchasers, solely as expressly permitted by the terms of this Agreement and subject to all the terms and conditions of this Agreement and all applicable intellectual property laws. The Site and Content may not be copied, republished, uploaded, posted, transmitted, distributed in any way, and/or modified without our express written permission. Nothing contained on the Site and/or Content should be interpreted as granting to you any license or right to use any of the Content (other than as provided herein) and/or third party proprietary content on the Site without the express written permission of WOTFA or the appropriate third party owner, as applicable. Any rights not expressly granted herein are reserved by WOTFA and WOTFA’s licensors. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of WOTFA without our prior express written consent. You may not rent, lease, redistribute, sell, sublicense, decompile, reverse engineer, disassemble, or otherwise reduce the Site, in whole or in part, to a human-perceivable form for any purpose, including, without limitation, to build a product and/or service competitive with the Site. You are not authorized to download any content from the Site other than products that you have purchased, and if you do, WOTFA will not be responsible in any way for any damage to your computer system or loss of data that results from such download. Notwithstanding anything to the contrary herein, all rights not specifically granted in the licenses set forth above shall be reserved and remain always with WOTFA.

USER INFORMATION

LICENSE TO USE YOUR USER INFORMATION

You hereby grant to WOTFA an irrevocable, non-exclusive, non-transferable license to copy, use, publicly display and transmit your User Information only from and via the Site in connection with the operation of the Site and WOTFA’s business and in all forms of media now known or hereafter invented without notification to and/or approval by you. You further grant WOTFA a license to use your username and/or other user profile information, including, without limitation, your ratings history and how long you have been a Site user, to attribute User Information to you, if we choose to do so, again without notification to and/or approval by you. Further, if you provide any suggestions, input, or other feedback relating to the Site, WOTFA shall have the right to freely and fully exercise and exploit such suggestions, input, or other feedback relating to the Site in connection with our business without notice to, approval by, or compensation to you. Accordingly, you hereby grant WOTFA a royalty-free, perpetual, irrevocable, transferable, sublicensable, worldwide, nonexclusive license to all rights necessary to incorporate and use your suggestions, input, or other feedback relating to the Site for any purpose. Notwithstanding anything else to the contract, WOTFA shall be permitted to use your User Information, both during and following the term of this Agreement, to compile, offer and sell statistical summary data derived from the activity on the Site, including, but not limited to, availability and price trends for Products and Services, as well as frequency of search requests made by Purchasers looking to purchase such Products and Services. You represent and warrant that you are the owner of and/or otherwise have the right to provide all your User Information made available to us through the Site, including, but not limited to, comments, reviews, ratings, photographs and/or other materials and/or content that you submit, upload, post, publish, and/or otherwise disseminate in connection with your use of Products or Services. When you are using the Site as a Seller, you hereby further authorize us to disclose to third parties, agents, and other representatives, including without limitation, consultants, auditors or attorneys, User Information you provide or that we have obtained about your accounts and the transactions associated therewith in the following instances: (i) when it is necessary or helpful in completing a Sale; (ii) to comply with a law, regulation or court order which applies to us; (iii) when authorized by you; (iv) to local, state and federal authorities, if we believes you violated any applicable law, or that a crime may have been committed involving your use of the Site; and/or (v) in response to requests by our agents, such as independent auditors, attorneys or consultants. You agree that we WOTFA may act in reliance upon any User Information you provide. We will not be required to inquire into the truth or evaluate the merits of any User Information or any statement or representation contained in any notice or document you provide. You will take all reasonable precautions to prevent unauthorized use of your Credentials. Any Person using a Credential is conclusively deemed to have actual authority to engage in transactions in the Site, and, accordingly, all Sales made by a person your Credential are hereby authorized by you. TRADEMARKS “WOTFA,” the WOTFA logo, and any other WOTFA trademarks or service names, logos or slogans that may appear on the Site are trademarks of WOTFA and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any metatags or other “hidden text” utilizing “WOTFA” or any other name, trademark or service name of WOTFA without our prior written permission. In addition, the look and feel of the Site, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service mark, trademark or trade dress of WOTFA and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, Product names and Service names and associated Seller names or logos mentioned on the Site are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder. Reference to any Products, Services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by WOTFA.

INTELLECTUAL PROPERTY

INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY

Unless otherwise indicated in writing by us, the Site and all Content, and all modifications and derivative works thereof, and all Intellectual Property Rights related thereto are the property of WOTFA or our licensors (including Users with respect to their specific User Information), as the case may be. The copying, redistribution, use or publication by you of any of the Content (other than your specific User Information) or any part of the Site, is strictly prohibited. You shall not challenge, contest or otherwise impair WOTFA’s ownership of the Site or the validity or enforceability of WOTFA’s Intellectual Property Rights related thereto.
When you are acting as a Seller, you agree that any Purchaser’s User Information provided to you incident to a Sale shall be WOTFA’s Confidential Information and the sole property of WOTFA. You will respect and protect this confidentiality as required herein. You will not sell, rent or otherwise transfer such information or the right to use such information. You will use the information only for fulfilling Sales. You will not mail to or otherwise solicit or initiate contact of any kind using any User names or addresses supplied by WOTFA without WOTFA’s specific permission.
When you are acting as a Seller, WOTFA may disclose to you WOTFA’s Confidential Information. You shall not in any way disclose, copy, modify, distribute or otherwise transfer WOTFA’s Confidential Information, or any part thereof, to any other person or entity at any time. You have the right to disclose WOTFA’s Confidential Information only to your employees who have a specific need to know in order to perform your obligations as a Seller hereunder, but you shall be responsible for all of your employees’ actions. You shall use WOTFA’s Confidential Information only to properly fulfill your obligations as a Seller hereunder, and not for any other purpose. WOTFA does not represent that WOTFA’s Confidential Information we may disclose hereunder will meet your requirements or that WOTFA’s Confidential Information when combined with other information or when used in a particular way by you will be sufficient or suitable for your purpose. Upon our request, you shall immediately return to us the originals and all copies of any of WOTFA’s Confidential Information, whether on magnetic media, written materials or otherwise. Notwithstanding anything else herein, you may disclose WOTFA’s Confidential Information to the extent required by applicable law, provided you give us reasonable advance notice of such disclosure. For the avoidance of doubt, WOTFA’s Confidential Information shall include the User Information.
You acknowledge that your breach of confidentiality may result in irreparable and continuing damage to WOTFA for which there will be no adequate remedy by law, and you agree that in the event of such breach we will be entitled to injunctive relief and other equitable remedies in addition to all other remedies available.

USER CONDUCT

You agree that you will not violate any law, contract, intellectual property or other third party right or commit a tort, and that you are solely responsible for your conduct, while accessing or using the Site. You agree that you will abide by this Agreement and will not:

Engage in any harassing, threatening, intimidating, predatory or stalking conduct
Use or attempt to use another User’s account without authorization from such User and WOTFA
Use the Site in any manner that could interfere with, disrupt, negatively affect or inhibit other Users from fully enjoying the Site or that could damage, disable, overburden or impair the functioning of the Site in any manner
Reverse engineer any aspect of the Site or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any Content, area or code of the Site
Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of the Site that you are not authorized to access;
Develop any third party applications that interact with User Information or the Site without our prior written consent
Use any robot, spider, crawler, scraper, script, browser extension, offline reader or other automated means or interface not authorized by us to access the Site, extract data or otherwise interfere with or modify the rendering of Site pages or functionality; or
Use the Site for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates this Agreement.

By transmitting User Information, you agree to follow the standards of conduct below, and any additional standards that may be stated on the Site. TrovaPage expect your cooperation in upholding our standards. You are responsible for all of your User Information. You agree not to provide any User Information that:

Is unlawful, harmful to adults or minors, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, profane, offensive, invasive of another’s privacy, hateful, and/or racially, ethnically, and/or otherwise objectionable; has a commercial, political, or religious purpose
Is false, misleading, and/or not written in good faith;
Creates a false identity or otherwise attempt to mislead any person as to the identity or origin of any communication
Infringes any patent, trademark, trade secret, copyright, right of privacy and/or publicity, and/or other proprietary rights of any person and/or entity
Is illegal and/or promotes illegal activity
Contains unauthorized advertising and/or solicits users to a business other than those on the Site; and/or
Is intended to interrupt, destroy, or limit the functionality or integrity of any computer software, hardware, or Content on the Site or other websites.

WOTFA may monitor any and all use of the Site, including, without limitation, interactions between our Users, but we are not obligated to do so. We may manage the Site in a manner intended to protect our property and rights and to facilitate the proper functioning of the Site. If any User Information or conduct on our Site violates our standards, or any other terms and conditions of this Agreement, or interferes with other User’s enjoyment of the Content or our Site, or is inappropriate in our judgment, we reserve the right, in our sole discretion, to change, delete or remove, in part or in full, any such User Information or Content, and we further reserve the right to terminate or suspend access to the affected portion of the Site. WOTFA will cooperate with local, state, and/or federal authorities to the extent required by applicable law in connection with User Information.

You agree to comply with the above user conduct, and agree not assist or permit any person in engaging in any conduct that does not comply with the above user conduct. Further, you agree that the consequences of commercial use or re-publication of Content from the Site or other violations of the foregoing proscriptions may be so serious and incalculable that monetary compensation may not be a sufficient or appropriate remedy, and that WOTFA will be entitled to temporary and permanent injunctive relief to prohibit such use or activity without the need to prove damages.

You agree that your correspondence to or transactions with other Users of the Site, whether as a Seller or Purchaser, or any other transaction or activity arising from or related to the Site, including, but not limited to, Sales, delivery of Products and Services, and any other terms, conditions, actions, warranties or representations associated with such transactions, are solely between you and the other User notwithstanding processing of payment by WOTFA on the Site. WOTFA shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such transaction or activity. WOTFA EXPRESSLY DISCLAIMS AND MAKES NO REPRESENTATIONS, GUARANTEES OR WARRANTIES AS TO ANY SALE, OR ANY OTHER TRANSACTION CONDUCTED THROUGH THE SITE, OR ANY OTHER ACTIVITY ARISING FROM OR RELATED TO THE SITE. WOTFA is not involved in any Sale or any other transaction between Users.

PROVISIONS APPLICABLE TO SELLERS

When you are acting as a Seller, you agree:

to use the Site only in accordance with applicable law, including, but not limited to, all applicable Registrations and related requirements
to obtain, and maintain in good standing throughout the term of this Agreement, all Registrations prior to and as a condition to use of the Site and offer and sale of any Products and Services.
not to modify, sublicense, distribute, market, transfer, reverse engineer, reverse compile or make any copies of any element of the Site.
That you are solely responsible for any and all acts and omissions that occur under your account, and that you shall not to engage in unacceptable use of the Site.

We may, without notice, terminate your access to the Site or take other actions as are reasonably necessary to comply with legal requirements.

You shall be exclusively responsible for (i) all operations of your business in full compliance with applicable laws, including, but not limited to, all applicable Registrations and related requirements; (ii) the supervision, management, and control of your use of the Site, including, but not limited to, implementing procedures sufficient to satisfy your obligations for security under this Agreement to prevent misuse, unauthorized copying, modification, or disclosure of Credentials. WOTFA DOES NOT PROTECT YOU FROM UNAUTHORIZED USE OF YOUR CREDENTIALS.

You shall immediately notify us if you become aware of any other person using your Credentials or of any breach of a security measure established by you or us. If we are so informed or if we otherwise reasonably believe that you, or any other person has breached a security measure established by us or you, we have the right, in our sole discretion, to restrict your access to the Site until you can establish to our satisfaction that you have addressed the cause(s) of the security breach. We may terminate or restrict the use of any individual Credential for the same reasons. Notwithstanding anything else to the contrary, we have no duty to take any action upon your notice under this Section or our becoming aware of a breach of a security measure, and you shall solely be responsible for any such breaches regardless of any act or failure to act by us.

You shall observe and comply with all requirements of your Registration(s) and all other applicable laws. Your failure to comply with all requirements of your Registration(s) and all other applicable laws shall be deemed to be a material breach of this Agreement and WOTFA shall have the right to immediately terminate this Agreement and your access to and use of the Site upon confirmation of such failure.

You shall deliver the Products or Services sold in a the Sale directly to the Purchaser, at the address specified by such Purchaser as shown on the Site, within the time period you specified on the Site. You shall promptly deliver a replacement order at your cost in the event that the original order was misaddressed through no fault of Purchaser. You will immediately notify WOTFA by email if you becomes aware of a problem with a delivery, whether a misaddressed shipment, damage/loss or otherwise.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, YOU SHALL BEAR ALL RISK OF LOSS FROM CASUALTY TO YOUR PRODUCTS SOLD THROUGH THE SITE UNTIL THE PRODUCTS HAVE BEEN DELIVERED TO THE PURCHASER’S ADDRESS.

FINANCIAL PROVISIONS

FINANCIAL PROVISIONS APPLICABLE TO SELLERS

When you are acting as a Seller, you agree to pay to WOTFA a non-refundable, set-up and administration fee in the then current amount as posted on the Site at https://lms.wotfa.org/fees prior to your access to the Site. Any services WOTFA may provide or other actions undertaken by WOTFA prior to receipt of the foregoing fee shall not be deemed to be a waiver WOTFA right to receive such fee. You are responsible for paying all fees associated with using the Site as a Seller and all applicable Taxes, including, but not limited to all Seller Fees. The fees are due as set forth at https://lms.wotfa.org/fees.

This Agreement and your Sales are conditioned on your payment when due of the above fees and, when applicable, the Sales Commission. For each Verified Sale via the Site, WOTFA shall retain a percentage of the Net Revenue received by WOTFA for such Verified Sale in accordance with the then current Sales Commission and shall pay to Seller the Balance Due. WOTFA shall provide to Seller a monthly statement within fifteen (15) calendar days of the end of each calendar month, in each case setting forth the total amount of Verified Sales completed on the Site in the preceding calendar month, a calculation of the Sales Commission due to WOTFA and the Balance Due payable to Seller. WOTFA shall make payment of Balance to Seller from each Verified Sale on the later of the date of the monthly statement issued by WOTFA covering such Verified Sales or the date that the corresponding User funds from the Sale have cleared WOTFA’S bank.

When you are acting as a Seller, should any fees remain unpaid as the date of WOTFA’s payment of Sales Commission to you, WOTFA may elect to set off and deduct from the Balance Due any such fees due hereunder. You hereby acknowledge that receipt of the Balance Due, as adjusted, constitutes payment in full for the corresponding Sale.

SALES AND PAYMENT

When you are acting as a Seller, you agree to sell Products and Services to any User that accepts to purchase such Products and Services according to the terms you set forth on the Site. You hereby acknowledge that your listing of Products and Services with terms on the Site constitutes an offer to sell such Products and Services according to such terms. Purchaser’s offer shall be deemed accepted and an agreement shall be created between you and the Purchaser for the sale of such Products and Services by you to such Purchaser upon Purchaser’s agreement, within the Site, to purchase such Products and Services according to the terms you set forth on the Site.

As an accommodation to Users, WOTFA makes available on the Site a mechanism for Purchasers to directly pay for Sales using their credit cards and for Sellers to obtain payment from Sales through the Site. Each Sale shall be consummated on the Site using the WOTFA’s third party payment processor on behalf of the Seller. Seller and the Purchaser are contractually bound and solely responsible for completion of the Sale. THE COLLECTION BY WOTFA OF PAYMENT ON THE SITE DOES NOT MAKE WOTFA A SELLER OR OTHERWISE A PARTY TO ANY SALE. WOTFA acts as a facilitator by accepting payments arising from Sales and paying the funds to the Seller, less applicable Sales Commission and Payment Processing Fees. You hereby acknowledge that (i) WOTFA is not a bank and that the processing of Sales is a payment service rather than a banking service; and (ii) with respect to a Sale, WOTFA is not acting as a trustee, fiduciary or escrow with respect to Seller’s funds arising from such Sale, but is acting only as an agent, based upon Seller’s direction and Seller’s requests.

Certain features of the Site, including, without limitation, the placing of orders, may require you to make certain payments as a Purchaser. When paid by you, these payments are final and non-refundable, unless otherwise determined by WOTFA. WOTFA, in its sole discretion, may offer credits or refunds on a case-by-case basis, including in the event of an error with your order or in the amounts you were charged.

TAXES

When you are acting as a Seller, you shall be responsible for all sales, use and other taxes and all applicable duties, levies and export fees and similar charges imposed by any federal, state or local government entity with respect to any Sale (collectively, “Tax”). As an accommodation to Sellers, we will collect applicable Tax on Products and/or Services for which Seller determines it has a duty to collect Tax applicable to your purchase. If an item is subject to Tax, you agree that the amount of Tax shown at checkout may be adjusted (e.g., because of variances between processor programs or changes in applicable Tax rates).

PRIVACY POLICY

Please review the WOTFA Privacy Policy located at https://lms.wotfa.org/privacy and incorporated into this Agreement by reference. By using the Site, you are consenting to the terms of the WOTFA Privacy Policy.

WARRANTIES

You hereby represent and warrants to WOTFA that: (i) you have the right and authority to enter into and perform your obligations under this Agreement; and (ii) you have the right to grant the licenses set forth above; and (iii) you own all of your User Information.

If you are acting as a Seller, you additionally represent and warrant to WOTFA and to the applicable Purchaser, that (i) you have all necessary rights to advertise and sell the Products and Services on the Site, including any required Registration(s) in full compliance with applicable laws; (ii) you have in place policies of insurance providing coverage for any liabilities associated with your Products and Services to the extent required by applicable laws; (iii) you have all necessary releases to use with the posting of any photographs, drawings and images of Products, and any name, likeness and statement used on the Site; and (iv) all Product and Service details contained within your User Information shall accurately and correctly represent your Products and Services.

WARRANTY DISCLAIMER

THE SITE AND ALL PARTS THEREOF ARE PROVIDED BY WOTFA ON AN “AS IS, AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. USE OF THE SITE IS AT YOUR SOLE RISK AND NEITHER WOTFA NOR ANY OF ITS LICENSORS, SUPPLIERS, EMPLOYEES OR AGENTS WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE OR THAT ERRORS WILL BE CORRECTED. NEITHER WOTFA NOR ANY OF ITS LICENSORS, SUPPLIERS, EMPLOYEES OR AGENTS MAKE ANY WARRANTY AND WOTFA HEREBY DISCLAIMS, ON ITS BEHALF AND ON BEHALF OF ITS LICENSORS, SUPPLIERS, EMPLOYEES AND AGENTS, ANY AND ALL WARRANTIES REGARDING THE SITE, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WOTFA MAKES NO WARRANTY REGARDING ANY SALES CONDUCTED THROUGH THE SITE. WOTFA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE, CONTENT, AND/OR ANY OTHER CONTENT ON THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, CURRENTNESS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE SAFETY, QUALITY, AND/OR TIMING OF A DELIVERY OF PRODUCTS OR SERVICES ORDERED ON THE SITE, AND/OR THE PRODUCTS AND SERVICES DELIVERED. YOU (AND NOT WOTFA) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION RELATING TO YOUR USE OF THE SITE, CONTENT, AND/OR OTHER CONTENT ON THE SITE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT FULLY APPLY TO YOU.
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.”
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, IN NO EVENT SHALL WOTFA BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OR DAMAGES WHATSOEVER (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, REPUTATION, USE, OR OTHER ECONOMIC ADVANTAGE), EVEN IF WOTFA HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF A WARRANTY, CONTRACT, OR NEGLIGENCE ACTION THAT IN ANY MANNER ARISES OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, PERFORMANCE OF, PRODUCTS OR SERVICES PROVIDED ON OR THROUGH THE SITE. WOTFA ASSUMES NO RESPONSIBILITY AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, BROWSING OF, OR DOWNLOADING OF ANY MATERIAL FROM THE SITE. WOTFA ASSUMES NO RESPONSIBILITY OR LIABILITY IN ANY MANNER ARISING OUT OF OR IN CONNECTION WITH ANY INFORMATION, CONTENT, PRODUCTS, SERVICES, OR MATERIAL AVAILABLE ON OR THROUGH THE SITE, AS WELL AS ANY THIRD PARTY WEBSITE PAGES OR ADDITIONAL WEBSITES LINKED TO THIS SITE, FOR ANY ERROR, DEFAMATION, LIBEL, SLANDER, OMISSION, FALSEHOOD, OBSCENITY, PORNOGRAPHY, PROFANITY, DANGER, INACCURACY CONTAINED THEREIN, OR HARM TO PERSON OR PROPERTY CAUSED THEREBY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. IN NO EVENT SHALL WOTFA’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN WARRANTY, CONTRACT, OR TORT EXCEED (A) THE AMOUNT PAID BY YOU TO WOTFA, IF ANY, OR (B) $1,000 (WHICHEVER IS LESS). BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

TERMINATION AND VIOLATIONS

TERMINATION AND VIOLATIONS OF THE AGREEMENT

Your rights under this Agreement will terminate automatically without notice if you fail to comply with any provision of this Agreement. Further, WOTFA reserves the right, in its sole and absolute discretion, to modify, suspend, or discontinue at any time, with or without notice, the Site and/or Products or Services offered on or through the Site (or any part thereof). WOTFA will have no liability whatsoever on account of any change to the Site or any suspension or termination of your access to or use of the Site or, if your ability to purchase or sell any Products or Services using the Site. You may terminate this Agreement at any time by closing your account and ceasing use of the Site.
Upon termination of this Agreement for any reason or no reason: (a) your access rights will terminate and you must immediately cease all use of the Site; and (b) any provision of this Agreement that contemplates or governs performance or observance subsequent to termination of this Agreement will survive the termination of this Agreement.
WOTFA reserves the right to seek all remedies available at law and in equity for violations of this Agreement, including, without limitation, the right to block access to the Site from a particular account, device and/or IP address.
You may not assign or transfer this Agreement or your rights under this Agreement, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign this Agreement in whole or in part at any time to any entity without your notice or consent. Any purported assignment by you in violation of this section shall be null and void.

MISCELLANEOUS PROVISIONS

The relationship between you and WOTFA is only that of independent contractors. Neither of us is the agent or legal representative of the other, and neither of us has the right or authority to bind the other party in any way. This Agreement creates no relationship as partners or a joint venture, and creates no pooling arrangement.
You have no right to assign, delegate, transfer or otherwise encumber this Agreement or any portion thereof without WOTFA’s prior written consent.
WOTFA shall have the right, at any time and without notice, to add to or modify the terms of this Agreement, simply by delivering such amended terms to you by email at the address provided to WOTFA by you or by posting the changes on the Site. Your access to or use of the Site after the date such amended terms are delivered to you shall be deemed to constitute acceptance of such amended terms.
If any provision, or part thereof, of this Agreement is judicially declared invalid, void or unenforceable, each and every other provision, or part thereof, nevertheless shall continue in full force and effect, and the unenforceable provision shall be changed or interpreted so as best to accomplish the objectives and intent of such provision within the limits of applicable law.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreements between the parties regarding the subject matter hereof, and supersede all prior or contemporaneous understandings or agreements, whether oral or written regarding the subject matter hereof.

GOVERNING LAW

This Agreement shall be interpreted and enforced according to the laws of the State of Washington, without application of its conflicts or choice of law rules. This Agreement shall be deemed to be performed in Thurston County, Washington. Both parties irrevocably submit to the jurisdiction of the state or federal courts located in Thurston County, Washington, for any action or proceeding regarding this Agreement, and both parties waive any right to object to the jurisdiction or venue of the courts in Thurston County, Washington. The failure of either party to enforce any of its rights hereunder or at law shall not be deemed a waiver or a continuing waiver of any of its rights or remedies against the other party, unless such failure or waiver is in writing. In the event a dispute arises regarding this Agreement, the prevailing party shall be entitled to its reasonable attorneys’ fees and expenses incurred in addition to any other relief to which it is entitled.

CONTACT

If you have any questions regarding this Agreement, please visit our “Contact Us” page for answers and our contact information.

RIGHTS AND REMEDIES NOT EXCLUSIVE

No right or remedy available to WOTFA under this Agreement shall be exclusive of any other right or remedy available to WOTFA pursuant to applicable law, and all rights or remedies available to WOTFA under this Agreement or applicable law shall be cumulative and in addition to every other right or remedy available to WOTFA.

CORRECTIONS
Occasionally there may be information on the Site that contains typographical errors, inaccuracies or omissions that may relate to service descriptions, pricing, availability, and various other information. WOTFA reserves the right to correct any errors, inaccuracies or omissions and to change or update the information at any time, without prior notice.
INFORMATION CONTROL
WOTFA does not control the information provided by other users and made available through the Site. You may find other user’s information to be inaccurate or deceptive. Please use caution, common sense, and practice safe trading when using the Site.
HEADINGS
The headings used in this Agreement are for convenience only and shall not affect the interpretation or construction of this Agreement.
ACKNOWLEDGEMENT
BY CLICKING ON THE “ACCEPT” BUTTON, YOU ARE AGREEING TO BE BOUND BY, AND ARE BECOMING A PARTY TO, THIS AGREEMENT AND ALL OF THE TERMS INCORPORATED HEREIN BY REFERENCE, INCLUDING OUR PRIVACY POLICY.

TERMS OF SERVICE AGREEMENT