MarketPlaceSDA Terms of Use

1. Acceptance of Terms

1.1 MarketPlaceSDA, an Arizona Limited Liability Company and ministry (referred to as “MPSDA,” the “Company,” “us,” or “we”), makes available http://www.MarketPlaceSDA.com (the “Site”), a website setting where Seventh-Day Adventist brothers and sisters make connections with other SDA individuals, businesses, services, and ministries for the purpose of buying and/or selling products and real estate, offering and/or seeking services, employment, volunteers, donations, or other, subject to your compliance with the following Terms of Use (“Terms”), as well as any other written agreements

between you and us.

1.2 We reserve the right to change these Terms from time to time with or without notice

to you. You acknowledge and agree that it is your responsibility to periodically

review this Site and these Terms. Your continued use of this Site after such

modifications will constitute acknowledgement and acceptance of the modified

Terms.

1.3 As used in these Terms, references to our “Affiliates” include our owners, licensees,

assigns, subsidiaries, affiliated companies, officers, directors, suppliers, partners,

sponsors, advertisers, and includes (without limitation) all parties involved in

creating, producing, and/or delivering this Site and/or contents available on this Site.

1.4 BY USING THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS. IF

YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE EXIT THE

SITE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS SITE, OR

THESE TERMS, IS TO CEASE USING THE SITE.

2. Information

2.1 This Site and the information contained in the Site is made available

with the express understanding that neither MarketPlace SDA, its

Affiliates, and the Site itself endorse or verify any particular ad post. The content of this website is provided as a venue to enable connections to be made between brothers and sisters of the Seventh Day Adventist church. We advise members of the marketplace to read the bio and pray about each member they are considering to communicate with, prior to making contact.

2.2 All information provided on this website is for informational purposes only. We do

invite you to bring to our attention any material on our website that you believe to be

inaccurate; please forward a copy of such material and the reasons for your belief to

MarketPlaceSDA@protonmail.com

2.3 You understand and acknowledge that we cannot promise or guarantee specific

results from using the Site. Further, as ads are posted by other users of the

Site, we are not responsible for their content.

2.4 You understand and agree that temporary interruptions of the Site may occur as

normal events that are out of our control. You agree that the information available

through this Site is provided “AS IS” and that we assume no responsibility for the

timeliness, deletion, or mis-delivery of, or failure to store, any user communications

or material uploaded by you.

3. Subscription

3.1 Donation to Subscribe: Annual subscriptions require an annual donation to MarketPlaceSDA, a Limited Liability Company and ministry. Annual subscriptions are billed annually. All subscriptions are renewed automatically until canceled. You authorize

the Company to charge the credit card you have provided on an annual basis if you

have an annual subscription.

Subscription donations must be in USD currency. Depending upon your credit card’s

currency and the country in which your card was issued, your credit card provider

may impose foreign exchange fees and other fees which are in accordance with your

arrangements with that credit card provider. The Company is not responsible for such

fees and will not reimburse you for any such fees incurred.

3.2 Refund Policy: MarketPlaceSDA is a Limited Liability Company and ministry. All donations made to our organization, including for annual subscriptions, are nonrefundable.

4. Site Conduct, Posting Policies & Third Party Websites

4.1 User-Created Submissions Guidelines: Your use of the Site is subject to all

applicable laws and regulations, and you are solely responsible for any comments,

information, advertisement, pictures, communications, ideas, or other material that

you share with us or that you upload or submit to the Site (“Ad Submissions”). By

transmitting Ad Submissions to the Company or to the Site, you agree that you will not

transmit or upload any Submissions that:

i. are unlawful, threatening, abusive, harassing, defamatory, deceptive, inaccurate,

fraudulent, tortious, invasive of another’s privacy, or include graphic descriptions

of sexual or violent content;

ii. victimize, harass, degrade, discriminate against, or intimidate an individual or

group of individuals on the basis of religion, gender, sexual orientation, race,

ethnicity, age, or disability;

iii. infringe on any patent, trademark, trade secret, copyright, right of publicity, or

other proprietary right of any party;

iv. contain any form of malicious code, files, or programs that are designed or

intended to disrupt, damage, or limit the functionality of any software, hardware,

or telecommunications equipment or otherwise causes damage, or allow you to

obtain unauthorized access to any data or other information of any third party;

v. breach the security of, compromise, or otherwise allow access to secured,

protected, or inaccessible areas of this Site, or attempt to gain access to other

network or server;

vi. impersonate any person or entity, including any of our employees or

representatives;

vii. you know or reasonably should know cannot be distributed legally, or are for

any illegal or unauthorized purpose.

4.2 No Endorsement. We neither endorse nor assume any liability for any Submissions

submitted by you or other users through or on any part of the Site. We and our agents

reserve the right to remove or refuse to display any and all Submissions in our sole

discretion and without prior notice to you. We are not responsible for any failure or

delay in removing or refusing to post any Submissions.

4.3 Third-Party Sites and Information. This Site include references to information,

products, or services made available by unaffiliated third parties. While we make

every effort to work with trusted, reputable providers, from time to time such sites

may contain information, material, or policies that some may find inappropriate or

personally objectionable. You understand that we are not responsible for the

accuracy, completeness, decency, or legality of material hosted by third party

websites, nor are we responsible for errors or omissions in any references made on

those websites. The inclusion of such reference is provided merely as a convenience

and does not imply endorsement of, or association with the Site or party by us, or any

warranty of any kind, either express or implied.

5. The Company’s Intellectual Property

5.1 Content. For purposes of these Terms, “content” is defined as any information,

communications, published works, photos, videos, graphics, music, sounds, or other

materials that can be viewed by users on our Site and is owned by us, our Affiliates or

our licensors.

5.2 Ownership of Content. All content on the Site is subject to intellectual property

rights, contractual, or other protection. The intellectual property rights are owned by

us or our licensors. No content may be copied, distributed, republished, uploaded,

downloaded, posted or transmitted in any way except as provided expressly in these

Terms or with our prior express written consent. Any use of the content other than as

permitted by these Terms or any other unauthorized use of the content may make you

liable to us or our licensors for violation of intellectual property rights.

5.3 Site Use. We grant you a limited, revocable, nonexclusive license to use the content

on the Site solely for your own personal use and not for republication, distribution,

assignment, sublicense, sale, preparation of derivative works, or other use. You may not use any content from the Site to copy the Site or content located on the Site; to reverse engineer or break into the Site; or to use content, products, or services in violation of any law. Any use of the Site or the content contained therein other than as specifically

authorized in the Agreement, without our prior written permission is strictly

prohibited and will terminate the license granted herein. Unless explicitly stated

herein, nothing in the Agreement shall be construed as conferring to you, whether by

implication, estoppel, or otherwise, any title or ownership of, or exclusive use-rights

to, any intellectual property or other right and any goodwill associated therewith. We

reserve the right, without notice and in our sole discretion, to terminate your license

to use the Site at any time and to block or prevent your future access to, and use of,

the Site.

5.4 No Warranty for Third-Party Infringement. Neither we nor our Affiliates warrant

or represent that your use of materials displayed on, or obtained through, this Site will

not infringe the rights of other users of the Site or of third parties.

6. Your Intellectual Property

6.1 Your Intellectual Property Rights. Subject to our Privacy Policy (located at

http://www.MarketPlaceSDA.com, any Ad Submissions

will be treated as non-confidential. While you retain all rights to the Submissions, you

grant us (including our employees and Affiliates) a non-exclusive, paid-up, perpetual,

non-exclusive, and worldwide license to copy, distribute, display, publish, translate,

adapt, modify, and otherwise use the Submissions on the Site and to effectuate our

business (including without limitation, for advertising) without incurring any liability

for royalties or any other consideration of any kind, and that we will not incur any

liability as a result of any similar content that may appear on the Site or in our future

operations or business. Notwithstanding the foregoing, all personal health information

provided by you will be kept strictly confidential within our company, and will not be

shared without your written consent.

6.2 Copyright Notice. We respect the intellectual property rights of others and we ask

you to do the same. In instances where we are notified of alleged infringing content or

Submissions, a decision may be made to remove or disable access to such content or

Submissions, in compliance with the safe harbor provisions of the Digital Millennium

Copyright Act, 17 U.S.C. § 512(c).

If you believe that you or someone else’s copyright has been infringed by content or

Submissions provided on this Site, you (or the owner or rights holder, collectively,

“Rights Holder”) should notify us immediately. Prior to sending us notice, the Rights

Holder may wish to consult a lawyer to determine their rights and legal obligations

under the DMCA and any other applicable laws. Nothing here or anywhere on this

Site is intended as a substitute for qualified legal advice. To file a Notice of Infringing

Material, we ask that the Rights Holder provide the following information:

i. Reasonably sufficient details about the nature of the copyrighted work in

question, or, in the case of multiple alleged infringements, a representative list of

such works. This should include, title(s), author(s), any U.S. Copyright

Registration number(s), URL(s) etc.;

ii. Reasonably sufficient details to enable us to identify and locate the material

that is allegedly infringing the Rights Holder’s work(s) (for example, file name or

URL of the page(s) that contain(s) the material);

iii. The Rights Holder’s contact information so that we can contact them

(including for example, the Rights Holder’s address, telephone number, and email

address);

iv. A statement that the Rights Holder has a good faith belief that the use of the

material identified above in Part 6.2ii is not authorized by the copyright owner, its

agent, or the law;

v. A statement, under penalty of perjury, that the information in the notification is

accurate and that the Rights Holder is authorized to act on behalf of the copyright

owner; and

vi. The Rights Holder’s signature or electronic signature.

Notice may be sent to our Designated Agent at:

Agent

MarketPlaceSDA

P.O. Box 285

Young, AZ 85554

You also acknowledge and agree that upon receipt of a notice of a claim of copyright

infringement, we may temporarily or permanently remove the identified materials from

our Site without liability to you or any other party.

6.3 Confidential Information. As stated above, all communications sent by you to us

will be treated as non-confidential (subject to our Privacy Policy). Please do not

submit confidential or proprietary information to us (including patentable ideas, new

content suggestions or business proposals) which you do not wish to be displayed on

the Site unless we have mutually agreed in writing otherwise.

7. Privacy & Security

7.1 Login Required. In order to the access the services of this Site, or to transmit

Submissions, you will be asked to set up an account and password. Our account

registration page requests certain personal information from you (“Registration

Info”). You will have the ability to maintain and periodically update your

Registration Info as you see fit. By registering, you agree that all information

provided by you as Registration Info is true and accurate and that you will maintain

and update this information as required in order to keep it current, complete, and

accurate.

7.2 Passwords & Security. If you register for an account on the Site, you agree that you

are responsible for maintaining the security and confidentiality of your password and

that you are fully responsible for all activities that occur under your account.

Therefore, you must take reasonable steps to ensure that others do not gain access to

your password and account. Our employees will never ask you for your password.

7.3 Personally Identifiable Information. We caution you against giving out any

personally identifying information about yourself or your children in your

Submissions. In an effort to preserve your privacy, we agree to treat any personally

identifying information that you submit through the Site in accordance with the terms

outlined in our Privacy Policy at http://www.MarketPlaceSDA.com

8. Disclaimer

8.1 ALL CONTENT ON THIS SITE IS PROVIDED ON AN “AS IS” AND “AS

AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER

EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED

WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR

PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT

LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE

CONTENT WILL MEET YOUR REQUIREMENTS, OR (B) THE CONTENT OR

SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. NO

ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED

FROM THE COMPANY OR THROUGH OTHER COMPANIES REFERENCED

ON THE SITE SHALL CREATE ANY WARRANTY EXPRESS OR IMPLIED.

8.2 THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES,

INACCURACIES, OR TYPOGRAPHICAL ERRORS. WE MAY MAKE

CHANGES TO THE CONTENT OF THIS SITE AT ANY TIME WITHOUT

NOTICE. THE CONTENT OR INFORMATION AVAILABLE AT THIS SITE

MAY BE OUT OF DATE AND WE MAKE NO COMMITMENT TO UPDATE

SUCH CONTENT OR INFORMATION.

8.3 WE RESERVE THE SOLE RIGHT TO EITHER MODIFY OR DISCONTINUE

THE SITE, INCLUDING ANY FEATURES THEREIN, AT ANY TIME WITH OR

WITHOUT NOTICE TO YOU. WE SHALL NOT BE LIABLE TO YOU OR ANY

THIRD PARTY SHOULD WE EXERCISE SUCH RIGHT. MODIFICATIONS

MAY INCLUDE, BUT ARE NOT LIMITED TO, THE ADDITION OF FREE OR

FEE-BASED SERVICES OR CHANGES TO LIMITATIONS ON ALLOWABLE

CONTENT, FILE SIZES, OR FILE TYPES. ANY NEW FEATURES THAT

AUGMENT OR ENHANCE THE THEN-CURRENT SERVICES ON THIS SITE

SHALL ALSO BE SUBJECT TO THESE TERMS OF USE.

8.4 SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF

CERTAIN WARRANTIES SO SOME OF THE ABOVE LIMITATIONS MAY

NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR

JURISDICTION.

9. Limitation of Liability & Indemnification

9.1 IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR

ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL,

INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY

DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE

RESULTING FROM LOSS OF USE, DATA, OR PROFIT LOSS; YOUR

PARTICIPATION IN ACTIVITIES, PURCHASE OR SALES, PLANS BASED

ON THE PRODUCTS FEATURED ON THE SITE, CONNECTIONS MADE WITH OTHER SITE MEMBERS; YOUR USE OF THE INFORMATION OR CONTENT CONTAINED ON THE SITE; OR YOUR RELIANCE UPON THE ACCURACY OF INFORMATION CONTAINED ON THE SITE, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SITE OR OF ANY WEBSITE REFERENCED OR LINKED TO FROM THIS SITE. SHOULD

YOU INCUR DAMAGES AS A RESULT OF THE USE OF PRODUCTS FEATURED ON THE SITE. BY USING THIS SITE, YOU WARRANT THAT YOU ARE SOLELY RESPONSIBLE FOR OBTAINING YOUR OWN OUTSIDE ADVICE. YOU AGREE THAT THE COMPANY (AND ITS AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS, MANAGERS, DIRECTORS, MEMBERS, AND ALL OTHER RELATED PARTIES) IS NOT RESPONSIBLE FOR ANY DAMAGES WHATSOEVER RESULTING FROM YOUR COMMUNICATION WITH OTHER AD POSTING MEMBERS AND PARTICIPATION IN THE ADS, PRODUCTS, SERVICES OR PROGRAMS REFERENCED ON THE SITE. YOU HEREBY AGREE TO INDEMNIFY AND HOLD HARMLESS THE COMPANY (AND ITS AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS, MANAGERS, DIRECTORS, MEMBERS, AND ALL OTHER RELATED PARTIES) FROM ANY AND ALL CLAIMS AND/OR LIABILITIES RESULTING FROM YOUR PARTICIPATION THEREIN. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF

LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT THE LAWS IN YOUR JURISDICTION.

9.2 You agree to defend, indemnify, and hold the Company and our Affiliates harmless

from all liabilities, claims, and expenses, including attorneys’ fees, that may arise

from your use or misuse of this Site or any of the content contained therein, including

your agreement to and representations made by you within these Terms. We reserve

the right, at our own expense, to assume the exclusive defense and control of any

matter otherwise subject to indemnification by you, in which event you will cooperate

with us in asserting any available defenses.

10. Termination of Use

10.1 Grounds for Termination. You agree that we may, at our sole discretion, terminate

or suspend your access to all or part of the Site with or without notice and for any

reason, including, without limitation, breach of these Terms. Any suspected

fraudulent, abusive, or illegal activity may be grounds for barring your access to this

Site, and reporting you to the proper authorities, if necessary.

10.2 No Right to Services Upon Termination. Upon termination and regardless of the

reasons motivating such termination, your right to services and/or the Site will

immediately cease. We shall not be liable to you or any third party for any claims for

damages arising out of any termination or suspension or any other actions taken by us

in connection therewith.

11. Miscellaneous Provisions

11.1 International Use. Although this Site may be accessible worldwide, those who

choose to access this Site from other locations do so on their own initiative and at

their own risk. If you choose to access this Site from outside the United States, you

are responsible for compliance with local laws in your jurisdiction, including but not

limited to, the taxation of products purchased over the Internet. Any offer for any

product, service, and/or information made in connection with this Site is void where

prohibited.

11.2 Governing Law. This Site (excluding any Third Party websites) is controlled by us

from our offices in Arizona, and the statutes and laws of the State of Arizona shall

be controlling, without regard to the conflicts of laws principles thereof. You

specifically consent to exclusive personal jurisdiction in Arizona in connection with

any dispute between you and the Company arising out of these Terms. The parties

agree to attend mediation in the event that there is any dispute arising out of or

relating to these Terms prior to pursuing any further legal action. Any dispute, claim,

or controversy arising out of or relating to these Terms or the breach, termination,

enforcement, interpretation, or validity thereof shall be determined by the state or

federal courts in Gila County, Arizona. In any dispute under these Terms, the

prevailing party shall be reimbursed by the other party for its attorney’s fees. Any

party who unsuccessfully challenges the enforceability of this forum selection clause

shall reimburse the prevailing party for its attorney’s fees, and the party prevailing in

any such dispute shall be awarded its attorneys’ fees.

11.3 Notices. All notices to the Company shall be in writing and shall be sent to

MarketPlaceSDA@protonmail.com. You agree to allow us to submit notices to you using the email address provided by you in the Registration Info. Any notices or communication under these Terms will be deemed delivered to the party receiving such

communication on the delivery date when transmitted by email.

11.4 No Resale Right. You agree not to sell, resell, reproduce, duplicate, distribute,

copy, or use for any commercial purposes any portion of this Site, or use of or access

to this Site or services provided through this Site, beyond the limited rights granted

to you under Section 4 of these Terms.

11.5 Force Majeure. In addition to any excuse provided by applicable law, we shall be

excused from liability for non-delivery or delay in delivery of any services or digital

content available through our Site arising from any event beyond our reasonable

control, whether or not foreseeable by either party, including but not limited to: labor

disturbance, war, fire, accident, adverse weather, inability to secure transportation,

governmental act or regulation, and other causes or events beyond our reasonable

control, whether or not similar to those which are enumerated above.

11.6 Savings Clause. If any part of these Terms is held invalid or unenforceable, that

portion shall be construed in a manner consistent with applicable law to reflect, as

nearly as possible, the original intentions of the parties and the remaining portions

shall remain in full force and effect.

11.7 No Waiver. Any failure by us to enforce or exercise any provision of these Terms or

related rights shall not constitute a waiver of that right or provision.

11.8 Entire Agreement. These terms of use and our privacy policy constitute the entire

agreement and understanding between the parties concerning the subject matter

hereof and supersedes all prior agreements and understandings of the parties with

respect thereto. These Terms may NOT be altered, supplemented, or amended by the

use of any other document unless in writing signed by you and the Company’s

authorized representative. To the extent that anything in or associated with this Site

is in conflict or inconsistent with these Terms, these Terms shall take precedence