Selling on CannAvenue Ltd. Terms
The Selling on CannAvenue Ltd. (“Selling on CannExchange”) is a Service that allows you to offer certain products and services directly on the CannExchange Site.
These Selling on CannAvenue Ltd. Terms are part of the Agreement, but, unless specifically provided otherwise, concern and apply only to your participation in Selling on CannExchange. BY REGISTERING FOR OR USING THE SELLING ON CANNAVENUE LTD., YOU (ON BEHALF OF YOURSELF OR THE BUSINESS YOU REPRESENT) AGREE TO BE BOUND BY THE AGREEMENT, INCLUDING THESE SELLING ON CANNAVENUE LTD. TERMS.
S-1 Your Product Listings and Orders.
S-1.1 Products and Product Information. You will provide in the format we require accurate and complete Required Product Information for each product or service that you offer through any CannExchange Site and promptly update that information as necessary to ensure it at all times remains accurate and complete. You will also ensure that Your Materials, Your Products (including packaging) and your offer and subsequent sale of any of the same on the CannExchange Site comply with all applicable Laws (including all minimum age, marking and labeling requirements) and do not contain any sexually explicit defamatory or obscene materials. You may not provide any information for, or otherwise seek to offer any Excluded Products on any CannExchange Sites; or provide any URL Marks for use, or request that any URL Marks be used, on any CannExchange Site.
S-1.2 Product Listing; Merchandising; Order Processing. We will enable you to list Your Products on the CannExchange Site, and conduct merchandising and promote Your Products as permitted by us. We may use mechanisms that rate, or allow shoppers to rate, Your Products and your performance as a seller and CannExchange may make these ratings and feedback publicly available. We will provide Order Information to you for each order of Your Products through the CannExchange Site. We will also receive all Sales Proceeds on your behalf for each of these transactions and will have exclusive rights to do so and will remit them to you in accordance with these Selling on CannAvenue Ltd. Terms. We may permit certain customers to place invoiced orders for Your Products, in which case remittance of Sales Proceeds may be delayed according to each customer’s invoicing terms. You will accept and fulfill invoiced orders in the same manner as you accept and fulfill non-invoiced orders, except as otherwise provided in this Agreement.
S-1.3 Shipping and Handling Charges. For Your Products ordered by customers on or through the CannExchange Site that are not fulfilled by CannExchange’s network of shipping carriers, you will determine the shipping and handling charges subject to standard functionality (including any category-based shipping and handling charges we determine, such as for products offered by sellers). When we determine the shipping and handling charges, you will accept them as payment in full for your shipping and handling.
S-1.4 Credit Card Fraud and Unpaid Invoices. We will bear no risk of (a) 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 Transactions, and (b) late payments or defaults by customers in connection with invoiced orders for Your Products, except, in each case, in connection with products that are not fulfilled strictly in accordance with the Order Information and Shipment Information. You will bear all other risk of fraud or loss. We may in our sole discretion withhold for investigation, refuse to process, restrict shipping destinations for, stop, and/or cancel any of Your Transactions. You will stop or cancel orders of Your Products if we ask you to do so. If you have already transferred Your Products to a carrier or shipper when we ask you to stop or cancel an order, you will use commercially reasonable efforts to stop or cancel delivery of that order. You will refund any customer (in accordance with Section S-2.2) that has been charged for an order that we stop or cancel.
S-1.5 Prohibited products. It is your responsibility to know whether the products you are shipping are regulated as hazardous materials. Sellers participating in Fulfillment by CannExchange must comply with CannExchange’s restricted products policy (S-1.7). The following products are prohibited from CannExchange:
- Alcoholic beverages
- Illegal narcotics
- THC or THC based products (CBD oil and oil-based products can be sold in the marketplace with the approved certifications from the respective governing body where your business currently operates in)
- Gift cards, gift certificates, and other stored-value instruments
- Products that require preparation
- Loose packaged batteries
- Damaged or defective units
- Automotive and Powersports
- Currency, Coins and Cash Equivalents
- Explosives, Weapons and Related Items
- Food & Beverages
- Chilled and Frozen Foods
- Gambling and Lottery
- Hazardous and Dangerous Items
- Human Parts & Burial Artifacts
- Jewelry & Precious Gems
- Lock Picking & Theft Devices
- Medical devices
- Offensive and Controversial Materials
- Plants and Seeds
- Recalled Products
- Recycling Electronics
- Sex & Sexuality
- Subscriptions and Periodicals
- Products that do not comply with any agreement between CannExchange and the seller
- Products that have been illegally replicated, reproduced, or manufactured
- Dangerous goods
- Products that CannExchange otherwise determines are unsuitable
S-1.6 Dangerous Goods. Dangerous goods (also called hazardous materials or hazmat) are substances or materials that may pose a risk to health, safety, property, or the environment while storing, handling or transporting because they contain flammable, pressurized, corrosive, or otherwise harmful substances. While the term “dangerous good” is often thought of as highly corrosive or toxic products, it actually also refers to consumer products used on a daily basis by millions of people (such as laptops, phones, household cleaners, or even cosmetics). It is extremely important for CannExchange to gather information about products regulated as dangerous goods or that contain possibly harmful chemicals to prevent any safety incidents that could occur while handling, storing, or transporting these items.
S-1.7 Restricted Products. Customers trust that they can always buy with confidence on CannExchange. Products offered for sale on CannExchange must comply with all laws and regulations and with CannExchange’s policies. The sale of illegal, unsafe, or other restricted products is strictly prohibited. We encourage you to consult with your legal counsel if you have questions about the laws and regulations concerning your products. All products and listings must also comply with applicable laws. In addition, any restricted items below are for informational purposes only, and CannExchange does not warrant the accuracy of any information provided. If you supply a product in violation of the law or any of CannExchange’s policies, including those listed in the Prohibited Products section, we will take corrective actions, as appropriate, including but not limited to immediately suspending or terminating selling privileges, terminating the business relationship, and permanent withholding of payments. The sale of illegal or unsafe products can also lead to legal action, including civil and criminal penalties. We are constantly innovating on behalf of our customers and working with regulators, third party experts, vendors, and sellers to improve the ways we detect and prevent illegal and unsafe products from reaching our marketplace. CannExchange encourages you to report listings that violate CannExchange’s policies or applicable law by contacting us. We will investigate each report thoroughly and take appropriate action.
S-1.8 Tax Policy Overview. As a condition of using CannExchange, you agree to comply with all applicable laws, statutes, ordinances and regulations regarding:
- The use of CannExchange’s website and services
- Your listings
- Your solicitation of offers to purchase
- The sale of your items
Sellers are responsible for paying all fees and taxes associated with using CannExchange.
- CannExchange will share your CannExchange information with government authorities if we are required to do so by law
- Make sure you follow these guidelines. If you don’t, you may be subject to a range of actions, including limits of your buying and selling privileges and suspension of your account
You’re required by law to declare and pay taxes on income you’ve earned from your CannExchange sales. For tax advice about your CannExchange earnings, we recommend consulting a tax professional and reviewing tax regulations.
Value Added Tax, Sales Tax, or Goods and Services Tax
Taxes on CannExchange fees
If a Goods and Services Tax (GST), Value Added Tax (VAT) or similar consumption tax applies in your country of residence, CannExchange will add the tax as a separate charge on your seller invoice.
Please ensure that your registration details are accurate, so that your address is up to date.
If you reside or have your primary place of business in Canada, the Harmonized Sales Tax (HST) is payable on your CannExchange referral fees for your items.
Taxes on items sold on CannExchange
Taxes may be payable for the sales you make on CannExchange either in Canada or in other countries where you may be doing business. If you are not sure if this applies to you, please contact the Canadian Revenue Agency, Revenue Quebec, the Internal Revenue Service or the taxing authority where you are doing business. We also suggest that you seek professional advice about your tax obligations.
If you are required to charge GST/HST/QST or any USA state sales tax on your items.
You are responsible for paying any applicable taxes in accordance with the appropriate laws and regulations.
For information about your tax obligations when selling to buyers in other countries, please contact the appropriate tax authority.
Information for buyers on Cann-Exchange.com
All listing prices on Cann-Exchange.com are exclusive of GST/HST/QST and other sales tax, where applicable. Applicable taxes may be added at checkout.
If you’ve bought an item and you need a tax invoice showing the GST/HST/QST or other sales tax component, please contact the seller.
S-2 Sale and Fulfillment; Refunds and Returns.
S-2.1 Sale and Fulfillment. Other than as described in the Fulfillment by CannAvenue Ltd. Terms for each CannExchange Site for which you register or use the Selling on CannAvenue Ltd., you will: (a) source, offer, sell and fulfill your Seller-Fulfilled Products, and source and, offer and sell your CannExchange-Fulfilled Products, in each case in accordance with the terms of the applicable Order Information, this Agreement, and all terms provided by you or us and displayed on the applicable CannExchange Site at the time of the order and be solely responsible for and bear all risk for those activities; (b) package each of Your Products in a commercially reasonable manner complying with all applicable packaging and labeling requirements and ship each of Your Products on or before its Expected Ship Date; (c) once a sales order is received, the product must be shipped out by 5pm local time the next business day; (d) only cancel Your Transactions as authorized by a CannAvenue team member. The penalty to do so is the Referral Fee as per S-9 Fee Schedule; (e) fulfill Your Products throughout the Elected Country (except to the extent prohibited by Law or this Agreement); (f) provide to CannExchange information regarding fulfillment and order status and tracking (to the extent available), in each case as requested by us using the processes designated by us, and we may make any of this information publicly available; (g) comply with all Street Date instructions; (h) ensure that you are the seller of each of Your Products; (i) include an order-specific packing slip, and, if applicable, any tax invoices, within each shipment of Your Products; (j) identify yourself as the seller of each of Your Products on all packing slips or other information included or provided in connection with Your Products and as the Person to which a customer may return the applicable product; and (k) except as expressly permitted by this Agreement, not send customers emails confirming orders or fulfillment of Your Products.
S-2.2 Cancellations, Returns, Chargeback and Refunds. All cancellations, returns, chargebacks and refund policies are the responsibility of the seller. These policies must be included with every product sold on the CannExchange Site. As the Seller, you will promptly accept, calculate, and process cancellations, returns, refunds, and all cancellations within 48 business hours of being received (provided that it is permitted as per the return/exchange policy in CannExchange for Your Product in question). Without limiting your obligations, we may in our sole discretion accept, calculate, and process cancellations, returns, refunds, and adjustments for the benefit of customers. You will route any payments to customers in connection with Your Transactions through CannExchange. We will make any payments to customers in the manner we determine, and you will reimburse us for all amounts we pay.
S-3 Problems with Your Products.
S-3.1 Delivery Errors and Nonconformities; Recalls. You are solely responsible for any non-performance, non-delivery, misdelivery, theft, or other mistake or act in connection with the fulfillment of Your Products, except to the extent caused by: (a) credit card fraud for which we are responsible under Section S-1.4; or (b) our failure to make available to you Order Information as it was received by us or resulting from address verification. Notwithstanding the previous sentence, for those of Your Products that are fulfilled using CannExchange, terms for the CannExchange Site will apply to non-delivery, misdelivery, theft, or other mistake or act in connection with the fulfillment of those of Your Products. You are also responsible for any non-conformity or defect in, any public or private recall of, or safety alert of any of Your Products or other products provided in connection with Your Products. You will notify us promptly as soon as you have knowledge of any public or private recalls, or safety alerts of Your Products or other products provided in connection with Your Products.
S-3.2 CannExchange Chargebacks. If we inform you that we have received or initiated a claim, or any chargeback or other dispute, concerning one of Your Transactions, you will deliver to us in a format and manner we specify: (a) proof of fulfillment of Your Product(s) (as applicable); (b) the applicable CannExchange order identification number; (c) a description of Your Product(s) (as applicable); and (d) any terms provided by you or us and displayed on the CannExchange Site at the time of the transaction in question. If you fail to comply with the prior sentence, or if the claim, chargeback, or dispute is not caused by: (i) credit card fraud under Section S-1.4; or (ii) our failure to make your Order Information available as the same was received by us or resulting from address verification, then you will promptly reimburse the amount of the customer purchase (including the Purchase Price, all associated shipping and handling charges and all taxes, but excluding any associated Referral Fees retained and not subject to refund by CannExchange) and all associated credit card association, bank, or other payment processing, re-presentment and/or penalty fees associated with the original purchase and any chargeback or refund, in each case to the extent paid or payable by us or our Affiliates. If we receive or initiate a claim concerning one of Your Transactions and we determine that we are responsible for that claim, then we will purchase the returned products from the customer.
You will pay us: (a) the applicable Referral Fees; (b) any applicable Variable Closing Fee; and (c) any other applicable fees described in this Agreement.
“Referral Fee” means the applicable fee based on the Sales Proceeds from Your Transaction through the CannExchange Site based on the subtotal of the sales transaction (see Fee Schedule). Sales Proceeds will not include any shipping charges.
S-5 Remittance of Sales Proceeds & Refunds.
Except as otherwise stated in this Agreement, we will remit to you your available balance on a bi-weekly (14 day) (or at our option, more frequent) basis, which may vary for each Elected Country. For each remittance, your available balance is equal to any Sales Proceeds not previously remitted to you as of the applicable Remittance Calculation Date (which you will accept as payment in full for Your Transactions), less: (a) the Referral Fees; (b) the applicable Variable Closing Fee; (c) any other applicable fees described in this Agreement; and (d) any taxes that CannExchange automatically calculates and collects as per applicable law, as specified in the Tax Policies. We may establish a reserve on your account based on our assessment of risks to CannExchange or third parties posed by your actions or performance, and we may modify the amount of the reserve from time to time at our sole discretion.
When you either initially provide or later change Your Bank Account information, the Remittance Calculation Date may be deferred by up to 14 days.
Net Sales Proceeds from non-invoiced orders will be credited to your available balance when they are received by us or our Affiliates. Sales Proceeds from invoiced orders will be credited to your available balance: (a) if you have elected in advance to pay a fee to accelerate remittance of Sales Proceeds from invoiced orders, on the day all of Your Products included in an invoiced orders are shipped; or (b) otherwise, no later than the seventh day following the date that an invoiced order becomes due.
S-7 Control of the CannExchange Site.
We have the right in our sole discretion to determine the content, appearance, design, functionality, and all other aspects of the CannExchange Site, including by redesigning, modifying, removing, or restricting access to any of them, and by suspending, prohibiting, or removing any listing.
S-8 Effect of Termination.
Upon termination of these Selling on CannAvenue Ltd. Terms in connection with the CannExchange Site, all rights and obligations of the Parties under these Selling on CannAvenue Ltd. Terms with regard to the CannExchange Site will be extinguished, except that the rights and obligations of the Parties with respect to Your Transactions occurring during the Term will survive the termination or expiration of the Term.
S-9 Fee Schedule.
CannAvenue allows products to be purchased and sold by verified parties. For items not permitted, please refer to our Prohibited Products section. For all products sold successfully on the CannExchange platform, merchants must remit a referral fee and any other applicable variable closing fees to CannAvenue within 24 hours of the sale. The referral fee is a percentage of the subtotal for the purchase. The referral fees are as follows;
Tier 1: Purchases that are between $0.01 – $999.99 USD = 3% referral fee payable to CannAvenue
Tier 2: Purchases that are over $1,000 USD = 1% referral fee payable to CannAvenue
Note: Subtotal excludes taxes, duties, shipping and any other unforeseen miscellaneous fees. All compensation paid to CannAvenue is non-refundable.
Selling on CannExchange Definitions
“CannExchange-Fulfilled Products” means any of Your Products that are fulfilled using Fulfillment by CannAvenue Ltd.
“CannExchange Refund Policies” means the return and refund policies published on the CannExchange Site and applicable to products and services offered via that CannExchange Site.
“BMVD Product” means any book, magazine or other publication, sound recording, video recording, and/or other media product in any format, including any subscription, in each case excluding any software product, computer game, and/or video game.
“Excluded Offer” means any discount, rebate, promotional offer, or other term of offer and/or sale that you: (a) have attempted to make available through the CannExchange Site but that we do not honor or support; or (b) make available solely to third parties that either (i) purchase products solely for resale and who are not end users of such products (i.e., wholesale purchasers), or (ii) if the Elected Country is Canada, Mexico, or the United States, have affirmatively elected and opted-in to participate in your or one of your Affiliates’ membership-based customer loyalty or customer incentive programs.
“Expected Ship Date” means, with respect to any of Your Products, either: (a) the end of the shipping availability period (which begins as of the date on which the relevant order is placed by the customer), or the shipping availability date, as applicable, specified by you in the relevant inventory/product data feed for Your Product; or (b) if you do not specify shipping availability information in such inventory/product data feed or that Your Product requires shipment within two (2) business days, two (2) business days after the date on which the relevant order is placed by the customer.
“Media Product” means any book, magazine or other publication, sound recording, video recording, software product, computer game, videogame, or other media product in any format, including any related subscription, offered through the CannExchange Site.
“Purchase Price” means the total amount payable or paid for Your Product (including taxes and shipping and handling charges only to the extent specified in the applicable tax policies).
“Remittance Calculation Date” is the date that is two (2) business days prior to the date of remittance.
“Required Product Information” means, with respect to each of Your Products in connection with the CannExchange Site, the following: (a) description, including as applicable, location-specific availability and options, scheduling guidelines and service cancellation policies; (b) SKU and UPC/EAN/JAN numbers, and other identifying information as CannExchange may reasonably request; (c) information regarding in-stock status and availability, shipping limitations or requirements, and shipment information; (d) categorization within each CannExchange product category and browse structure as prescribed by CannExchange from time to time; (e) digitized image that accurately depicts only Your Product, complies with all CannExchange image guidelines and does not include any additional logos, text or other markings; (f) Purchase Price; (g) shipping and handling charge (in accordance with our standard functionality); (h) any text, disclaimers, warnings, notices, labels, warranties, or other content required by applicable Law to be displayed in connection with the offer, merchandising, advertising, or sale of Your Product; (i) any vendor requirements, restocking fees or other terms and conditions applicable to such product that a customer should be aware of prior to purchasing the product; (j) brand; (k) model; (l) product dimensions; (m) weight; (n) a delimited list of technical specifications; (o) SKU and UPC/EAN/JAN numbers (and other identifying information as we may reasonably request) for accessories related to Your Product that is available in our catalog; (p) the state or country Your Product ships from; (q) government regulatory lab certifications; and (r) any other information reasonably requested by us (e.g., the condition of used or refurbished products; and invoices and other documentation demonstrating the safety and authenticity of Your Products).
Product images submitted to CannExchange must meet the following technical specifications.
- JPEG (.jpeg/.jpg) and PNG (.png) format
- Image pixel dimensions of at least 1000 or larger in either height or width preferred
- sRGB or CMYK color mode
- File names must consist of the product identifier (13-digit ISBN, EAN, JAN, or UPC) followed by a period and the appropriate file extension (Example: B000123456.jpg or 0237425673485.tif)
Note: Spaces, dashes or additional characters in the filename will prevent your image from going online.
CannExchange Site Standards for Product Images
For images named by product identifier without a variant code or named with the MAIN variant, and display as the main image on the product detail page, CannAvenue maintains the following site product image standards:
- The image must be the cover art or a professional photograph of the product being sold. Drawings or illustrations of the product are not allowed.
- The image must not contain gratuitous or confusing additional objects.
- The image must be in focus, professionally lit and photographed or scanned, with realistic color, and smooth edges.
- Books, Music, and Video/DVD images should be the front cover art and fill 100% of the image frame. Jewel cases, promotional stickers, and cellophane are not allowed.
- All other products should fill 85% or more of the image frame.
- The full product must be in frame.
- Backgrounds must be pure white or strictly black. The pure white background is preferred unless the white background obscures the image of the product.
- The image must not contain additional text, graphics, or inset images.
- Pornographic and offensive materials are not allowed.
For additional other view images:
- The image must be of, or pertain to, the product being sold.
- The image must be in focus, professionally lit and photographed or scanned, with realistic color, and smooth edges.
- Other products or objects are allowed to help demonstrate the use or scale of product.
- The product and props should fill 85% or more of the image frame.
- Cropped or close-up images are allowed.
- Backgrounds and environments are allowed.
- Text and demonstrative graphics are allowed.
- Pornographic and offensive materials are not allowed.
“Shipment Information” means, with respect to any of Your Products, the estimated or promised shipment and delivery date.
“Street Date” means the date(s), if any, specified by the manufacturer, distributor, and/or licensor of a product as the date before which specified information regarding such product (e.g., title of a book) should not be disclosed publicly, or such product should not be delivered or otherwise made available to customers.
“URL Marks” means any Trademark, or any other logo, name, phrase, identifier, or character string, that contains or incorporates any top level domain (e.g., .com, .edu, .ca, .fr, .jp) or any variation of a top level domain (e.g., dot com, dotcom, net, or com).
“Your Transaction” is defined in the General Terms of this Agreement; however, as used in these Selling on CannAvenue Ltd. Terms, it means any and all such transactions through Selling on CannExchange only.
CannExchange Sponsored Service Terms
CannExchange Sponsored, including CannExchange Sponsored Products (“CannExchange Sponsored”), is a Service that allows you to advertise Your Products on the CannAvenue ecosystem.
These CannExchange Sponsored Service Terms are part of the Agreement, and, unless specifically provided otherwise, concern and apply only to your participation in CannExchange Sponsored. BY REGISTERING FOR OR USING CANNEXCHANGE SPONSORED, YOU (ON BEHALF OF YOURSELF OR THE BUSINESS YOU REPRESENT) AGREE TO BE BOUND BY THE AGREEMENT, INCLUDING THESE CANNEXCHANGE SPONSORED SERVICE TERMS.
C-1 CannExchange Sponsored
Your Ads may be displayed or made available on the CannAvenue ecosystem as we determine. We do not guarantee that Your Ads will be displayed or made available in our CannAvenue ecosystem, or that Your Ads will appear in any particular position or rank. Notwithstanding any other provision of the Agreement, we may in our sole discretion restrict, modify or otherwise determine the content, appearance, design, functionality and all other aspects of Your Ads, and we may remove any of Your Ads without notice. Except to the extent expressly stated in the Agreement, you are solely responsible for all obligations, risks and other aspects pertaining to the sale of any of Your Products referred to in Your Ads, including without limitation order processing, order fulfillment, returns, refunds, recalls, misdelivery, theft, customer service, and collection of taxes. In addition, you are solely responsible for all ad content, URLs and any other information you submit to us in connection with Your Ads, and the websites and/or other properties to which Your Ads direct users (other than the CannExchange Site).
We may use mechanisms that rate, or allow users to rate, Your Products and/or your performance, and we may make these ratings and feedback publicly available. We may use any means we determine necessary to review and monitor Your Ads to improve our service and ad quality.
C-2 Product Information
You will provide, in the format we require, accurate and complete information for each of Your Ads. You will update this information as necessary to ensure that it is at all times accurate and complete. You will not provide any information for, or otherwise seek to advertise for sale on the CannExchange Site, any products that are unlawful or are otherwise prohibited by these terms and conditions.
C-3 CannExchange Sponsored Requirements
Using the highest industry standards, you will treat users and customers who link to Your Products via any of Your Ads with courtesy and respect during all stages of the buying process and resolve to our and their satisfaction in a timely and professional manner any related customer service matters we or they bring to your attention. You will ensure that Your Materials and your advertisement, offer, sale and fulfillment of Your Products comply with all applicable Laws. You will not, directly or indirectly, engage in any fraudulent, impermissible, inappropriate or unlawful activities in connection with your participation in CannExchange Sponsored, including: (a) sending multiple listings of identical products in the same feed or sending multiple feeds under different accounts; (b) generating fraudulent, repetitive or otherwise invalid clicks, impressions, queries or other interactions, whether through the use of automated applications or otherwise; (c) collecting any user information from the CannAvenue ecosystem or retrieving, extracting, indexing or caching any portion of the CannExchange website or services or the websites or services of our Affiliates, whether through the use of automated applications or otherwise; (d) targeting communications of any kind on the basis of the intended recipient being a user of the CannAvenue ecosystem; (e) interfering with the proper working of the any CannAvenue ecosystem, CannExchange Sponsored or our systems; or (f) attempting to bypass any mechanism we use to detect or prevent any of the activities described in this paragraph.
C-4 Payment and Tax Matters
You will pay us the applicable fees we calculate for your use of the CannExchange Sponsored Service. You agree to pay us the applicable fees we calculate for your use of the CannExchange Sponsored Service in USD currency only. In addition to any other means permitted by the Agreement, we may collect all applicable fees. You waive all claims related to the fees we charge (including without limitation fees based on suspected invalid Clicks on or invalid impressions of Your Ads), unless claimed within 60 days after the date charged. You understand third parties may generate impressions or Clicks on Your Ads for improper purposes, and you accept this risk. Your sole and exclusive remedy for any suspected invalid impressions or Clicks is to request advertising credits within the timeframe set out above.
C-5 Effect of Termination
Upon any termination of the Term of the Agreement or these CannExchange Sponsored Service Terms, all rights and obligations of the parties under these CannExchange Sponsored Service Terms will terminate, except that Sections C-1, C-2, C-4, C-5, C-6 and C-7 will survive termination.
If you are an Agent: (a) you represent and warrant that you have been appointed as an agent of the participating merchant (“CannExchange Sponsored Participant”), that you are duly authorized to enter into this Agreement on behalf of the CannExchange Sponsored Participant and have full power and authority to bind the CannExchange Sponsored Participant to this Agreement, that all of your actions related to this Agreement and the CannExchange Sponsored Service will be within the scope of this agency, and that the Agreement including these CannExchange Sponsored Service Terms will be enforceable against the CannExchange Sponsored Participant in accordance with its terms; (b) you will, upon our request, provide us written confirmation of the agency relationship between you and the CannExchange Sponsored Participant, including, for example, the CannExchange Sponsored Participant’s express acknowledgment that you are its Agent and are authorized to act on its behalf in connection with CannExchange Sponsored; (c) except as set forth in the Agreement, you will not make any representation, warranty, promise or guarantee about CannExchange Sponsored, us or your relationship with us; (d) you will perform your duties pursuant to the Agreement including these CannExchange Sponsored Service Terms in a professional manner consistent with any requirements we may establish; (e) you will not at any time use information received in connection with CannExchange Sponsored to conduct any marketing efforts targeted at our existing advertisers or CannExchange Sponsored Participants; (f) you and the CannExchange Sponsored Participant are each responsible for all payment obligations under these CannExchange Sponsored Service Terms, and you and the CannExchange Sponsored Participant each waive any rights that might require us to proceed against one or more of you prior to proceeding against the other; and (g) you will abide by all restrictions applicable to the CannExchange Sponsored Participant under this Agreement, including without limitation confidentiality and non-use obligations (e.g., you will not disclose any Confidential Information generated or collected in connection with CannExchange Sponsored to any person or entity other than to the CannExchange Sponsored Participant to which such data or information relates, and you will not use any Confidential Information generated or collected in connection with CannExchange Sponsored for any purpose other than creating, managing, and reporting advertising campaigns in the CannAvenue ecosystem on behalf of the particular CannExchange Sponsored Participant that has expressly authorized you to do so).
You agree to indemnify, defend and hold harmless us, our Affiliates, and our and their respective officers, directors, employees, representatives and agents against any Claim arising from or related to: (a) your participation in CannExchange, including without limitation the display of any of Your Ads, any Content, data, products, services, materials or other items, or any actual or alleged infringement of any Intellectual Property Rights by any of the foregoing; (b) your actual or alleged breach of any representation, warranty, or obligation set forth in these CannExchange Terms; or (c) if you are an Agent, any breach or alleged breach of Section C-6 or your other representations, warranties, or obligations set forth in these CannExchange Terms.
IN ADDITION TO THE DISCLAIMERS IN SECTION 7 OF THE AGREEMENT, WE AND OUR AFFILIATES DISCLAIM, AND YOU WAIVE ALL CLAIMS REGARDING ANY GUARANTEES ABOUT TIMING, POSITIONING, ADJACENCY, PRODUCTS, SERVICES, PERFORMANCE, QUANTITY OR QUALITY OF (AS APPLICABLE): PLACEMENTS, TARGETING, IMPRESSIONS, CLICKS, CLICK RATES, CONVERSION RATES, AUDIENCE SIZE, DEMOGRAPHICS OR ADVERTISING COSTS.
CannExchange Sponsored Definitions
“Agent” means an advertising agency or other person or entity who represents a CannExchange Sponsored Participant as its agent.
“CannExchange Sponsored Participant” means any person or entity enrolled in CannExchange Sponsored by you if you are the Agent of that person or entity.
“CannExchange Network Properties” means: (a) the CannExchange Site; (b) any website, device, service, feature or other online point of presence operated by CannExchange or any of our Affiliates; and (c) any CannExchange Associated Properties.
“Click” means each time a user clicks on any of Your Ads as determined solely by CannExchange.
“Your Ads” means any advertisement for Your Product based upon Your Materials that is displayed through CannExchange Sponsored.
Transaction Processing Service Terms
P-1 Payments Processing Agency Appointment
For non-invoiced orders, you authorize CannExchange Payments, Inc. to act as your agent for purposes of processing payments, refunds and adjustments for Your Transactions, receiving and holding Sales Proceeds on your behalf, remitting Sales Proceeds to Your Bank Account, charging your Credit Card, and paying CannExchange and its Affiliates amounts you owe in accordance with this Agreement or other agreements you may have with CannExchange Affiliates. For invoiced orders, you authorize: (a) CannExchange to act as your agent for purposes of processing payments, refunds and adjustments for Your Transactions, and receiving and holding Sales Proceeds on your behalf; and (b) CannAvenue Ltd to act as your agent for purposes of remitting Sales Proceeds to Your Bank Account, charging your Credit Card, and paying CannExchange and its Affiliates amounts you owe in accordance with this Agreement or other agreements you may have with CannExchange Affiliates. CannAvenue Ltd and CannAvenue Group US LLC are “CannExchange Payments Agent”. The applicable CannExchange Payments Agents provide the services described in these Transaction Processing Service Terms and the related services described in Sections S-1.4, S-2.2, S-5, and F-8.3 of the Agreement (collectively, the “Transaction Processing Services”).
When a buyer instructs us to pay you, you agree that the buyer authorizes and orders us to commit the buyer’s payment (less any applicable fees or other amounts we may collect under this Agreement) to you. You agree that buyers satisfy their obligations to you for Your Transactions when we receive the Sales Proceeds. We will remit funds to you in accordance with this Agreement.
Subject to Section 2 of the General Terms of this Agreement, the applicable CannExchange Payments Agents will remit funds to you in accordance with Section S-5 of the Agreement and these Transaction Processing Service Terms. Each applicable CannExchange Payments Agent’s obligation to remit funds collected or received by it or otherwise credited to your available balance in connection with Your Transactions is limited to funds in your available balance that have become available in accordance with this Agreement less amounts owed to CannExchange and any taxes that CannExchange automatically calculates, collects and remits to a tax authority according to applicable law, as specified in the Tax Policies, subject to chargeback or reversal or withheld for anticipated claims in accordance with this Agreement. Without limiting CannExchange’s rights to collect any amounts you owe, the applicable CannExchange Payments Agent’s receipt of Sales Proceeds or crediting of Sales Proceeds to your available balance discharges your obligation to pay applicable fees and other amounts under this Agreement to the extent the Sales Proceeds received or credited equal or exceed the fees and other amounts you owe and the Sales Proceeds are applied to the payment of those fees and amounts.
P-3 Your Funds
Your Sales Proceeds will be held in an account with the applicable CannExchange Payments Agent (a “Seller Account”) and will represent an unsecured claim against that CannExchange Trade Payments Agent. Your Sales Proceeds are not insured by the Federal Deposit Insurance Corporation, nor do you have any right or entitlement to collect Sales Proceeds directly from any customer. Prior to disbursing funds to you, a CannExchange Payments Agent may combine Sales Proceeds held with the funds of other users of the Services, invest them, or use them for other purposes permitted by applicable Laws. You will not receive interest or any other earnings on any Sale Proceeds. To the extent required by applicable Laws, a CannExchange Payments Agent will not use any funds held on your behalf for its corporate purposes, will not voluntarily make such funds available to its creditors in the event of bankruptcy or for any other purpose, and will not knowingly permit its creditors to attach such funds.
We may at any time require you to provide any financial, business or personal information we request to verify your identity. You authorize us to obtain from time to time consumer credit reports to establish or update your Seller Account or in the event of a dispute relating to this Agreement or the activity under your Seller Account. You agree to update all Seller Account information promptly upon any change. The CannExchange Payments Privacy Notice applies to transactions processed by CannExchange Payments, Inc.
What Personal Information About Customers Does Cann-Exchange.com gather?
The information we learn from customers helps us personalize and continually improve your CannAvenue experience. Here are the types of information we gather.
- Information You Give Us: We receive and store any information you enter on our website or give us in any other way. You can choose not to provide certain information, but then you might not be able to take advantage of many of our features. We use the information that you provide for such purposes as responding to your requests, customizing future shopping for you, improving our stores, and communicating with you.
- Automatic Information: We receive and store certain types of information whenever you interact with us. For example, like many websites, we use “cookies,” and we obtain certain types of information when your web browser accesses Cann-Exchange.com or advertisements and other content served by or on behalf of Cann-Exchange.com on other websites.
- Mobile: When you download or use apps created by CannAvenue or our subsidiaries, we may receive information about your location and your mobile device, including a unique identifier for your device. We may use this information to provide you with location-based services, such as advertising, search results, and other personalized content. Most mobile devices allow you to turn off location services.
- E-mail Communications: To help us make emails more useful and interesting, we often receive a confirmation when you open email from Cann-Exchange.com if your computer supports such capabilities. We also compare our customer list to lists received from other companies, in an effort to avoid sending unnecessary messages to our customers. If you do not want to receive e-mail or other mail from us, please adjust your customer communication preferences.
- Information from Other Sources: We might receive information about you from other sources and add it to our account information.
Does Cann-Exchange.com Share the Information It Receives?
- Affiliated Businesses We Do Not Control: We work closely with affiliated businesses. In some cases, such as Marketplace sellers, these businesses operate stores at Cann-Exchange.com or sell offerings to you at Cann-Exchange.com. In other cases, we operate stores, provide services, or sell product lines jointly with these businesses. You can tell when a third party is involved in your transactions, and we share customer information related to those transactions with that third party.
- Third-Party Service Providers: We employ other companies and individuals to perform functions on our behalf. Examples include fulfilling orders, delivering packages, sending postal mail and email, removing repetitive information from customer lists, analyzing data, providing marketing assistance, providing search results and links (including paid listings and links), processing credit card payments, and providing customer service. They have access to personal information needed to perform their functions, but may not use it for other purposes.
- Promotional Offers: Sometimes we send offers to selected groups of Cann-Exchange.com customers on behalf of other businesses. When we do this, we do not give that business your name and address. If you do not want to receive such offers, please adjust your customer communication preferences.
- Business Transfers: As we continue to develop our business, we might sell or buy stores, subsidiaries, or business units. In such transactions, customer information generally is one of the transferred business assets but remains subject to the promises made in any pre-existing Privacy Notice (unless, of course, the customer consents otherwise). Also, in the unlikely event that Cann-Exchange.com, Inc., or substantially all of its assets are acquired, customer information will of course be one of the transferred assets.
- Protection of Cann-Exchange.com and Others: We release account and other personal information when we believe release is appropriate to comply with the law; enforce or apply our Terms and Conditions and other agreements; or protect the rights, property, or safety of Cann-Exchange.com, our users, or others. This includes exchanging information with other companies and organizations for fraud protection and credit risk reduction. Obviously, however, this does not include selling, renting, sharing, or otherwise disclosing personally identifiable information from customers for commercial purposes in violation of the commitments set forth in this Privacy Notice.
- With Your Consent: Other than as set out above, you will receive notice when information about you might go to third parties, and you will have an opportunity to choose not to share the information.
What About Cookies?
- Cookies are unique identifiers that we transfer to your device to enable our systems to recognize your device and to provide features such as 1 click purchasing, recommended for you, personalized advertisements on other websites (e.g., Cann-Exchange.com Associates with content served by Cann-Exchange.com and websites using Cann-Exchange.com’s payment service), and storage of items in your Shopping Cart between visits.
How Secure Is Information About Me?
- We work to protect the security of your information during transmission by using Secure Sockets Layer (SSL) software, which encrypts information you input.
- We reveal only the last four digits of your credit card numbers when confirming an order. Of course, we transmit the entire credit card number to the appropriate credit card company during order processing.
- It is important for you to protect against unauthorized access to your password and to your computer. Be sure to sign off when finished using a shared computer.
What About Third-Party Advertisers and Links to Other websites?
Our site includes third-party advertising and links to other websites. For more information about third-party advertising at Cann-Exchange.com, including personalized or interest-based ads, please read our Interest-Based Ads policy below.
Which Information Can I Access?
Cann-Exchange.com gives you access to a broad range of information about your account and your interactions with Cann-Exchange.com for the limited purpose of viewing and, in certain cases, updating that information from time to time.
What Choices Do I Have?
- As discussed above, you can always choose not to provide information, even though it might be needed to make a purchase or to take advantage of such Cann-Exchange.com features as your profile, wish lists and customer reviews.
Are Children Allowed to Use Cann-Exchange.com?
Cann-Exchange.com does not sell products for purchase by children. If you are under 18 years old in Canada or under 21 years old in the USA, you may not use Cann-Exchange.com. We do not knowingly collect personal information from people under the age specified here.
Terms and Conditions, Notices, and Revisions
Examples of Information Collected
Information You Give Us
You provide most such information when you search, buy, post, participate in a contest or questionnaire, or communicate with customer service. For example, you provide information when you search for a product; place an order through Cann-Exchange.com or one of our third-party sellers; provide information in Your Account (and you might have more than one if you have used more than one email address when shopping with us) or Your Profile; communicate with us by phone, email, or otherwise; complete a questionnaire or a contest entry form; compile Wish Lists or other gift registries; participate in Forum Boards or other community features; provide and rate review; and employ product availability alerts, such as Available to Order Notifications. As a result of those actions, you might supply us with such information as your name, address, and phone numbers; credit card information; people to whom purchases have been shipped, including addresses and phone number; email addresses of your friends and other people; content of reviews and emails to us; personal description and photograph in Your Profile; and financial information, including Social Security, Social Insurance and driver’s license numbers.
Most mobile devices provide users with the ability to disable location services. Most likely, these controls are located in the device’s settings menu. If you have questions about how to disable your device’s location services, we recommend you contact your mobile service carrier or your device manufacturer.
Information from Other Sources
Examples of information we receive from other sources include updated delivery and address information from our carriers or other third parties, which we use to correct our records and deliver your next purchase or communication more easily; account information, purchase or redemption information, and page-view information from some merchants with which we operate co-branded businesses or for which we provide technical, fulfillment, advertising, or other services; search results and links, including paid listings (such as Sponsored Links); and credit history information from credit bureaus, which we use to help prevent and detect fraud and to offer certain credit or financial services to some customers.
Information You Can Access
Examples of information you can access easily at Cann-Exchange.com include up-to-date information regarding recent orders; personally identifiable information (including name, email, password, communications and personalized advertising preferences, and address books); payment settings (including credit card information and promotional certificate and gift card balances); email notification settings (including Product Availability Alerts, Delivers, and newsletters); Recommendations (including Recommended for You and Improve Your Recommendations); shopping lists and gift registries (including Wish Lists); Seller accounts; and Your Profile (including your product Reviews, Recommendations, Reminders, personal profile, and Wish List).
On both CannAvenue-owned and operated sites and unaffiliated sites, CannAvenue displays interest-based advertising using information you make available to us when you interact with our sites, content, or services. Interest-based ads, also sometimes referred to as personalized or targeted ads, are displayed to you based on information from activities such as purchasing on our sites, visiting sites that contain CannAvenue content or ads, interacting with CannAvenue tools, or using our payment services.
We do not provide any personal information to advertisers or to third party sites that display our interest-based ads. However, advertisers and other third-parties (including the ad networks, ad-serving companies, and other service providers they may use) may assume that users who interact with or click on a personalized ad or content are part of the group that the ad or content is directed towards. Also, some third-parties may provide us information about you (such as the sites where you have been shown ads or demographic information) from offline and online sources that we may use to provide you more relevant and useful advertising.