1. SCOPE OF AGREEMENT
The services that MyTilapia® provides to you
automatically amend this Agreement at any time by (a) posting a revised Customer
Agreement on the MyTilapia® Websites, and/or (b) sending information regarding
the amendment to the email address you provide to MyTilapia.
YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING
THE MyTilapia® WEBSITES TO OBTAIN TIMELY NOTICE OF SUCH AMENDMENTS. YOU SHALL BE
DEEMED TO HAVE ACCEPTED SUCH AMENDMENTS BY CONTINUING TO USE THE SERVICES AFTER
SUCH AMENDMENTS HAVE BEEN POSTED OR INFORMATION REGARDING SUCH AMENDMENTS HAS
BEEN SENT TO YOU. Otherwise, this Agreement may not be amended except in writing
signed by both you and MyTilapia.
most current version of the Terms can be reviewed by clicking on the "Terms and
Conditions" hypertext link located at the bottom of our Web pages.
If you are registering on behalf of a
corporation you warrant that you have the authority to bind the corporation. You
may also have a signed "Pricing Proposal" document which is expressly
incorporated herein, and which in conjunction with the Terms and Conditions
comprises the entire Agreement between MyTilapia® and your corporation. The
"Pricing Proposal" may contain different or additional terms which supersede any
terms in this document.
MyTilapia® is a B2B
internet based e-commerce platform. Through its network of Web properties,
MyTilapia® provides you with access to a variety of Tilapia products (the
"Services). The Services, including any updates, enhancements, new features,
and/or the addition of any new Web properties, are subject to the Terms.
MyTilapia® do NOT sell any of our products to the public. You warrant that you
are, or represent, a lawful seafood business entity located within the United
States under certain federal and state laws and it is your or your customers’
responsibility to collect retail tax in effect for your state of
residence. MyTilapia, it's parent, subsidiaries or affiliates, shall not be
liable for any direct, indirect, incidental, consequential or exemplary damages,
including but not limited to, damages for loss of profits, data or other
intangible losses (even if the owners of this site have been advised of the
possibility of such damages), resulting from the use or the inability to use the
product(s) and or service(s) or any misuse of the product(s) and or service(s)
in a manner not in accordance with their intended use.
3. PRIVACY AND PROTECTION OF PERSONAL
See the Privacy Statement
for disclosures relating to the collection and use of your information.
4. DATA PROTECTION AND STORAGE OF CUSTOMER
MyTilapia® shall maintain
administrative, technical and physical safeguards to protect the security,
confidentiality and integrity of Customer information in its possession.
Customer acknowledges that MyTilapia® may change its practices and limitations
concerning storage of Customer information, at any time and that notification of
any such changes will be posted on MyTilapia' website. Customer further agrees
that MyTilapia® has no responsibility or liability whatsoever for the deletion,
loss, disclosure of, or failure to store, any messages and/or other
communications maintained or transmitted by the Services.
5. CHARGES AND PAYMENT.
You agree to pay all charges for your use of
MyTilapia® Services. MyTilapia® reserves the right to change prices or institute
new charges for access to or use of MyTilapia® Services unless you have a signed
"Pricing Proposal". All changes will be posted by MyTilapia® at the MyTilapia®
websites and you are responsible for regularly reviewing such pricing
information to obtain timely notice of such changes. Continued use of MyTilapia®
Services after changes are posted constitutes your acceptance of such prices as
modified by the posted changes. MyTilapia® reserves the right to adjust any rate
to reflect charges in international tariffs, regulatory requirements, taxes,
levies or other third party levies.
Payment of your MyTilapia® orders is to be
paid on a in the currency in which billed. All charges are payable in advance
and, unless you have a qualified business account with us, must be made by
paying online with credit card or by sending business checks. If you chose to
pay by remitting check, please allow 3-5 business days for us to clear the check
and verify your order. (Sorry, we do NOT accept any personal check.) If the
payment method for your MyTilapia® account is by credit card and payment is not
received by MyTilapia® from the card issuer or its agents, you agree to pay all
amounts due upon demand by MyTilapia. You may apply for payterm credit from Mr
Trade Group, LLC if you meet our credit application requirement. Application
form can be requested by sending email to info@MyTilapia.com. If you are a
qualified business account and is approved for corporate billing, charges will
be accumulated, identified by your Customer identification number and invoiced
with various payterm according to your company’s credit.
Each time you use MyTilapia® Services, or
allow or cause MyTilapia® Services to be used, you agree and reaffirm that
MyTilapia® is authorized to charge your designated card. Your card issuer's
agreement governs your use of your designated card in connection with MyTilapia,
and you must refer to such agreement (not this Agreement) with respect to your
rights and liabilities as a cardholder. You agree that MyTilapia® may (at its
option) accumulate charges incurred during your monthly billing cycle and submit
them as one or more aggregate charges during or at the end of each cycle, and
that MyTilapia® may delay obtaining authorization from your card issuer until
submission of the accumulated charge(s). This means that accumulated charges may
appear on the statement you receive from your card issuer.
You agree that MyTilapia® may submit charges
for your usage fees without further authorization from you, until you provide
prior notice (in accordance with MyTilapia' verification procedures, as may be
established by MyTilapia® from time to time in its sole discretion) that you
have terminated this authorization or wish to change your designated card. Such
notice will not affect charges submitted before MyTilapia® reasonably could act
on your notice. If you have any question regarding any charges that have been
applied to your account, you must contact MyTilapia' Customer Service Department
within 30 days of the charge date. Failure to use your account will not be
deemed a basis for refusing to pay any charges submitted by MyTilapia® in
accordance with this Agreement.
MyTilapia® reserves the right to suspend or
terminate your MyTilapia® account without notice upon rejection of any card
charges or if your card issuer (or its agent or affiliate) seeks return of
payments previously made to MyTilapia® when MyTilapia® believes you are liable
for the charge. Such rights are in addition to and not in lieu of any other
legal rights or remedies available to MyTilapia.
6. MEMBER ACCOUNT, PASSWORD, AND SECURITY.
If any of the Services requires you to
open an account, you must complete the registration process by providing us with
current, complete and accurate information as prompted by the applicable
registration form. You also will choose a password. You are entirely responsible
for maintaining the confidentiality of your password and account. Furthermore,
you are entirely responsible for any and all activities that occur under all fax
and phone numbers and by all users associated with your account.
You agree to notify MyTilapia® immediately of
any unauthorized use of your account or any other breach of security. MyTilapia®
will not be liable for any loss that you may incur as a result of someone else
using your password or account, either with or without your knowledge. However,
you could be held liable for losses incurred by MyTilapia® or another party due
to someone else using your account or password. You may not use anyone else's
account at any time, without the permission of the account holder.
7. USE OF SERVICES / CUSTOMER
You agree to provide
true, current, accurate and complete customer information as prompted by the
registration form, and you agree to notify MyTilapia® promptly of any changes to
this information as required to keep it current, complete and accurate.
You represent and warrant that you are at
least 18 years of age or, as applicable, the age of majority in the state or
province in which you reside, and that you possess the legal right and ability
to enter into this Agreement. You agree to be financially responsible for your
use of MyTilapia® Services (as well as for use of your account by others) and to
comply with your responsibilities and obligations as stated in this Agreement.
You must (a) obtain and pay for all
equipment and third-party services (e.g., telephone equipment) required for you
to access and use the Services; (b) maintain the security of your PIN number and
other confidential information relating to your account and; (c) be responsible
for all charges resulting from use of your account, including unauthorized use
prior to your notifying MyTilapia® of such use and taking steps to prevent its
You agree to
indemnify and hold MyTilapia® and its agents harmless from any and all claims,
losses, damages, judgments, expenses and costs (including any attorney's fees
and expenses) arising out of your use of the service, your violation of the
terms of this agreement, and the delivery of any of your documents using the
service, or the infringement of any trademark or copyright by you.
8. NO UNLAWFUL OR PROHIBITED USE.
As a condition of your use of the Services,
you will not use the Services for any purpose that is unlawful or prohibited by
these terms, conditions, and notices. You may not use the Services in any manner
that could damage, disable, overburden, or impair any MyTilapia® server, or the
network(s) connected to any MyTilapia® server, or interfere with any other
party's use and enjoyment of any Services. You may not attempt to gain
unauthorized access to any Services, other accounts, computer systems or
networks connected to any MyTilapia® server or to any of the Services, through
hacking, password mining or any other means. You may not obtain or attempt to
obtain any materials or information through any means not intentionally made
available through the Services. You will not use or register the name MyTilapia®
or any other trade name or trade mark of MyTilapia® without express, prior
permission and you will not obstruct the identification procedures used by
MyTilapia® in the services.
represent that the information submitted for transmission via the MyTilapia®
network for MyTilapia® services is for lawful purposes only and that the
transmission of messages or files is not in violation of any federal, state or
provincial laws or transmit any unlawful, harmful, threatening, abusive,
libelous, vulgar, obscene, profane, hateful or otherwise objectionable
information of any kind, including, but not limited to, encouraging conduct that
would constitute a criminal offense, infringe third party rights, give rise to
civil liability or otherwise violate any local, state, national or other law.
You may not use the Services to upload, post, reproduce or distribute, in any
way, any information, software or other material protected by copyright or any
other intellectual property right without first obtaining the permission of the
copyright holder. You agree to comply with all applicable laws, regulations, or
conventions including those related to Do-Not-Call provisions, faxing,
telemarketing, data privacy, international communications, and export of
technical or personal data.
fully responsible for the contents of your transmissions through the Services.
MyTilapia® simply acts as a passive conduit for you to send and receive
information of your own choosing. However, MyTilapia® reserves the right to take
any action with respect to the Services that MyTilapia® deems necessary or
appropriate in its sole discretion if MyTilapia® believes you or your
information may create liability for MyTilapia, compromise or disrupt the
Services for you or other Customers, or cause MyTilapia® to lose (in whole or in
part) the services of MyTilapia' ISPs or other suppliers. The Services make use
of the Internet for you to send and receive information of your own choosing. As
a result, your conduct is subject to Internet regulations, policies and
MyTilapia® reserves the
right at all times to disclose any information as MyTilapia® deems necessary to
satisfy any applicable law, regulation, legal process or governmental request.
All programs, services, processes, designs,
software, technologies, trademarks, trade names, inventions and materials
comprising the MyTilapia® Service are wholly owned by MyTilapia® , Mr Trade
Group, LLC and/or its licensors and service providers except where expressly
10. DISCLAIMER OF
WARRANTIES AND LIMITATION OF LIABILITY.
THE SERVICES ARE PROVIDED 'AS IS' AND THERE
ARE NO WARRANTIES, REPRESENTATIONS OR CONDITIONS OF ANY KIND, EXPRESS OR
IMPLIED, WRITTEN OR ORAL, ARISING BY STATUTE, OPERATION OF LAW, COURSE OF
DEALING, USAGE OF TRADE OR OTHERWISE WITH RESPECT TO THE SERVICES OR ANY OTHER
PRODUCT, DOCUMENTATION OR SERVICE PROVIDED HEREUNDER OR IN CONNECTION HEREWITH.
MyTilapia® FURTHER EXPRESSLY DISCLAIMS GUARANTEE OF CONTINUED AVAILABILITY OF
THE SERVICE OR ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY,
SATISFACTORY QUALITY, DURABILITY OR FITNESS FOR A PARTICULAR PURPOSE TITLE OR
NON-INFRINGEMENT. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING BUT
NOT LIMITED TO MARKETING LITERATURE OR COLLATERAL OR STATEMENTS REGARDING
PERFORMANCE OF THE SERVICES BY MyTilapia® WHICH IS NOT CONTAINED IN THIS SECTION
SHALL BE CONSIDERED TO BE A WARRANTY OR REPRESENTATION, AND SHOULD NOT BE RELIED
UPON AND IS NOT BINDING UPON MYTILAPIA.
NEITHER MyTilapia® NOR ANY OF ITS PARTNERS
AFFILIATES OR SERVICE PROVIDERS SHALL BE HELD RESPONSIBLE IN ANY WAY OR BY ANY
MEANS, EITHER DIRECTLY OR INDIRECTLY, FOR ANY COMMUNICATIONS OR OTHER
DIFFICULTIES OUTSIDE OF MYTILAPIA' OR ANY SUCH PARTNER'S, AFFILIATE'S OR SERVICE
PROVIDER'S CONTROL WHICH COULD LEAD TO ANY DELAY, INTERRUPTION OR MISDIRECTION
OF FAX VOICE OR DATA DELIVERY SERVICE TO THE CUSTOMER'S EMAIL ADDRESS, PAGER,
TELEPHONE OR ANY OTHER RECEIVING DEVICES OR THIRD-PARTY PHONE OR FAX MACHINES,
DATA STORAGE AND/OR DELIVERY SERVICES.
The aggregate liability of MyTilapia, it's
parent, subsidiaries or affiliates, whether for tort (including negligence),
breach of contract (including fundamental breach or failure of an essential
purpose), misrepresentation or otherwise in respect of a single occurrence or a
series of occurrences, shall in no circumstances exceed the amounts paid by
Customer to MyTilapia® with respect to the Service giving rise to the claim. IN
NO EVENT SHALL MYTILAPIA, ITS LICENSORS OR THE PARENT, SUBSIDIARIES OR
AFFILIATES OF ANY OF THEM BE LIABLE FOR ANY PUNITIVE, INDIRECT, INCIDENTAL,
SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY CUSTOMER OR ANY THIRD PARTY,
INCLUDING WITHOUT LIMITATION, FAILURE TO REALIZE EXPECTED SAVINGS, LOSS OF
REVENUES OR PROFITS, LOSS OF DATA OR ANY OTHER COMMERCIAL OR ECONOMIC LOSS
(INCLUDING WITHOUT LIMITATION, LOSS OF DATA RESULTING FROM DELAYS,
NON-DELIVERIES, WRONG DELIVERIES, SERVICE INTERRUPTIONS, PERFORMANCE OR FAILURE
OF THE INTERNET OR MYTILAPIA' INTERNET SERVICE PROVIDER, OR DELETION OR FAILURE
TO SAVE DELIVERIES), EVEN IF MyTilapia® HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES OR THEY ARE FORESEEABLE.
11. JURISDICTION AND GOVERNING LAW
You agree that these Terms shall be governed
by and construed in accordance with the laws of the State of Massachusetts, and
you hereby consent and attorn to the jurisdiction of such province and agree
that all disputes shall be tried in the State of Massachusetts, USA. You
expressly waive any right, and agree not to have any dispute under the Terms
tried or otherwise determined by a jury, except where required by law.