These Seller Terms were last updated on May 14, 2021.
THESE TERMS CONTAIN VARIOUS LIMITATIONS AND EXCLUSIONS OF LIABILITY IN SECTION 6 AND AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER IN USA STRONG’S ADDITIONAL TERMS AND CONDITIONS.
By agreeing to the agreement, you agree to resolve all disputes through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and that you waive your right to participate in class actions, class arbitrations, or representative actions. The Additional Terms also contain a release of certain claims against USA Strong and certain third parties.
B. Verification. Before you can offer Your Products for sale on the Site, you must complete our verification process to confirm that Your Products are made in the United States. This includes providing USA Strong with certain samples through USPS mail in order to permit USA Strong to verify that the physical items bear the USA-made label, information about how Your Products are made and permitting our representatives to inspect your production facilities via either a video or in person tour of the facilities.
A. "Required Product Information" means, with respect to each of Your Products offered for sale on the Site, the following: (a) brand and model of the product; (b) product materials, dimensions, measurements, weight, and other technical specifications; (c) product description, including as applicable, location-specific availability and options; (d) SKU and UPC/EAN/JAN numbers, and other identifying information as we may reasonably request; (e) information regarding in-stock status and availability, shipping limitations or requirements, and estimated shipment and delivery date; (f) categorization within each product category and browse structure as prescribed by USA Strong from time to time; (g) digitized image that accurately depicts only Your Product and does not include any additional logos, text or other markings; (h) purchase price; (i) 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; (j) any other terms and conditions applicable to such product that a customer should be aware of prior to purchasing the product; (k) the state Your Product ships from; and (l) any other information reasonably requested by us.
B. Products and Product Information. You will provide accurate and complete Required Product Information for each of Your Products offered through the Site and will promptly update that information as necessary to ensure it at all times remains accurate and complete. You will also ensure that Your Products (including packaging), your offer and sale of Your Products on the Site, and any other materials that you provide through the Site comply with all applicable laws and do not contain any sexually explicit, defamatory or obscene materials. [You may not provide any information for, or otherwise offer on the Site any prohibited products listed on Schedule A attached to these Seller Terms.] If you offer a product for sale that requires a warning under California Health & Safety Code Section 25249.6 (a “Proposition 65 Warning”) you will (a) provide us with such warning, (b) display the Proposition 65 Warning on a product detail page, and (c) only revise or remove a Proposition 65 Warning for a product when the prior warning is no longer legally required.
C. Product Listing; Order Processing. We will enable you to list Your Products on the Site and promote Your Products in accordance with the Agreement. We may use mechanisms that rate, or allow shoppers to review Your Products and your performance as a seller and we may make these ratings and feedback publicly available. Order information will be provided to you for each order of Your Products through the Services.
D. Shipping. Shipping needs to be included in product price. For special situations, USA Strong Inc (usastrong.IO) may offer You the ability to use USA Strong Inc (usastrong.IO) USPS account. You agree to ship Your Products no later than the date You have indicated to be the expected ship date and to provide a tracking number to the customer through our Services.
A. Sale and Fulfillment. You will: (a) source, offer, and sell Your Products in accordance with the terms of the applicable order information, this Agreement, and all terms provided by you or us and displayed on the 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) provide us with information regarding fulfillment and order status and tracking (to the extent available), in each case as requested by us using the processes we designate, and we may make any of this information publicly available; (d) include an order-specific packing slip, and, if applicable, any tax invoices, within each shipment of Your Products; and (e) 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.
B. Exports. You will not directly or indirectly export, re-export, transmit, or cause to be exported, re-exported or transmitted, any commodities, software or technology, or any products that include or use any of the foregoing, to any country, individual, corporation, organization, or entity to which such export, re-export, or transmission is restricted or prohibited, including any country, individual, corporation, organization, or entity under sanctions or embargoes administered by the United Nations, U.S. Departments of State, Treasury or Commerce, the European Union, or any other applicable government authority.
C. Delivery Errors and Nonconformities; Recalls. You are responsible for any non-performance, non-delivery, mis-delivery, theft, or other mistake or act in connection with the fulfillment of Your Products, except to the extent caused by our failure to make available to you order information as it was received by us. 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.
A. Standard Services. We work hard to build the USA Strong community. Some of the Services we may provide include: (i) collaborating with you to build an individual storefront for your account; (ii) showcasing your story and mission across the Site and USA Strong social media channels; (iii) curating a highly tailored data driven assortment of products; (iv) creating advertising materials, including banners, copy, content and search engine optimization.
B. Strong+ Services. In addition to the Standard Services described in Section 4(A) above, vendors who participate in our Strong+ program may include additional Services including (i) wine and spirits; and (ii) blockbusterbackroom.com.
A. Fees. You will pay USA Strong all transaction fees set forth in the separate letter agreement between you and USA Strong in accordance with the payment terms in that letter. You are responsible for all of your expenses in connection with this Agreement.
B. Your PayPal Account. To list items for sale through the Site, you must provide us with details of a valid PayPal account, including your PayPal email ("Your PayPal Account"). You will use only a PayPal account you are authorized to use in connection with a Service and will update all of the information you provide to us in connection with Your PayPal Account as necessary to ensure that it at all times remains accurate, complete, and valid. All payments to you will be remitted to Your PayPal Account on the terms set forth in the letter agreement between you and USA Strong or as otherwise communicated by USA Strong.
C. Transaction Limits. As a security measure, we may, but are not required to, impose transaction limits on some or all customers and sellers relating to the value of any transaction or disbursement, the cumulative value of all transactions or disbursements during a period of time, or the number of transactions per day or other period of time. We will not be liable to you: (i) if we do not proceed with a transaction or disbursement that would exceed any limit established by us for a security reason, or (ii) if we permit a customer to withdraw from a transaction because the Site or the Service is unavailable following the commencement of a transaction.
D. Taxes. As between the parties, you will be responsible for the collection, reporting, and payment of any and all of your taxes, except to the extent that we automatically calculate, collect, or remit taxes on your behalf according to applicable law. All fees and payments payable by you to USA Strong under this Agreement are exclusive of any applicable taxes, deductions or withholding (including but not limited to cross-border withholding taxes), and you will be responsible for paying USA Strong any of your taxes imposed on such fees and any deduction or withholding required on any payment.
You represent, warrant and covenant that: (i) if you are a business, you are duly organized, validly existing and in good standing under the laws of the jurisdiction in which the business is registered; (ii) you have all requisite right, power, and authority to enter into this Agreement, perform its obligations, and grant the rights, licenses, and authorizations in this Agreement; (iii) any information provided or made available by you to USA Strong is at all times accurate and complete; (iv) you are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties or owned or controlled by you, including but not limited to the lists maintained by the United Nations Security Council, the U.S. Government (e.g., the US Department of Treasury’s Specially Designated Nationals list and Foreign Sanctions Evaders list and the US Department of Commerce’s Entity List), the European Union or its member states, or other applicable government authority; (v) you will comply with all applicable laws, rules and regulations in performance of your obligations and exercise of your rights under this Agreement, and ensure that all of Your Products comply fully with all applicable laws, rules and regulations; (vi) you will provide to USA Strong all testing and compliance certificates applicable to Your Products; (vii) you will perform all obligations under this Agreement in a timely, professional, and workmanlike manner in accordance with the level of professional care customarily observed by highly skilled professionals in the applicable industry; (viii) all claims, statements, descriptions, and representations regarding Your Products provided by you shall be accurate, fair, and truthful and in compliance with all applicable laws, and not false, deceptive, unfair, or misleading; (ix) Your Products and the use, sale, and offer for sale of Your Products does not infringe, misappropriate or otherwise violate the intellectual property rights or other proprietary rights of USA Strong or any third party; (x) you can meet the demands of, and are able to supply, the Site and our customers for Your Products; (xi) your Products will be free from defects in design, workmanship or materials, including, without limitation, such defects as could create a hazard to life or property; and (xii) Your Products will be suitable for end use.
You will, at your own expense, carry and maintain (a) such professional liability and other insurance as necessary for the operation of your business and to support the indemnification obligations assumed herein; and (b) worker’s compensation coverage in accordance with statutory requirements. Any insurance companies providing these policies shall have a current A.M. Best rating of A-, VII or better, and shall be licensed to do business in the applicable jurisdiction. You will provide evidence of such coverage to USA Strong upon request.
When you sell Your Products using our Services, you may access, receive, and/or process certain personally identifiable information (“PII”), such as the customer’s name, email address, and shipping address, and other confidential information from us or third parties (together with PII, “Confidential Information”). You are solely responsible for maintaining appropriate security, protection, and backup of all Confidential Information, and complying with the requirements of applicable data protection laws, such as the EU General Data Protection Regulations (GDPR) and the California Consumer Protection Act. Generally, you may not use PII in any way inconsistent with applicable law, and you must keep PII confidential at all times. We are not responsible for any unauthorized access to, alteration of, or deletion, destruction, damage, loss, or failure to store any of the Confidential Information. If you reasonably believe that a breach has occurred in relation to any PII in your possession or otherwise under your control, you will immediately notify us of such breach (in sufficient detail), investigate such breach, promptly take any actions required to remediate the effects of such breach, and implement a plan to prevent such breach from reoccurring.
We will not be liable for any delay or failure to perform any of our obligations under this Agreement by any reason, event or other matter beyond our reasonable control.
For additional terms and conditions that apply to these Seller Terms, including an arbitration clause and class action waiver, as well as how You can contact USA Strong, please refer to USA Strong’s Additional Terms and Conditions.