Terms of Use (these "Terms" or “Terms of Use”) create a legal agreement between Sustain Local, LLC d/b/a Myti, a Vermont limited liability company (“Myti” or “Company” or “we” or “us” or “our”) and the individual accessing or using the Service (as defined below), or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable (whether you are a Shopkeeper (as defined below) or otherwise, “Customer" or “you” or “your”). In the event that the individual accessing the Service (as defined below) is accessing the Service on behalf of a legal entity, such legal entity shall be the Customer hereunder, and, where Customer is not a natural person, the natural person accessing the Service on behalf of Customer hereby represents and warrants in his or her individual capacity that he or she has the authority to bind such legal entity in contract to these Terms as Customer. These Terms are in addition to and supplement any other agreement between you and Myti. In the event of a conflict between these Terms and such agreement, the provisions most protective of Myti’s rights will apply.
These Terms of Use were last updated on and effective as of June 28, 2023.
Please read these terms and conditions carefully before using our Service.
Interpretation and Definitions
Interpretation
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural. In these Terms, unless a clear contrary intention appears: (i) where not inconsistent with the context, words used in the present tense include the future tense and vice versa and words in the plural number include the singular number and vice versa; (ii) reference to any person includes such person’s successors and assigns but, if applicable, only if such successors and assigns are not prohibited by these Terms; (iii) reference to any gender includes each other gender; (iv) reference to any agreement, document or instrument means such agreement, document or instrument as amended or modified and in effect from time to time in accordance with the terms thereof and includes all addenda, exhibits and schedules thereto; (v) the titles and subtitles used in these Terms are used for convenience only and are not to be considered in construing or interpreting these Terms; (vi) “hereunder,” “hereof,” “hereto,” and words of similar import shall be deemed references to these Terms as a whole and not to any particular Section or Subsection of these Terms; (vii) “including” (and with correlative meaning, “include”) means including without limiting the generality of any description preceding such term; (viii) any reference to “dollars” means United States Dollars; (ix) all references to “days” refer to calendar days; and (x) where not inconsistent with the context, the word "or" is not exclusive. This Section will survive any termination of your account(s), the Service, or these Terms.
Definitions
For the purposes of these Terms of Use:
- “Affiliate” means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
- “Account” means a unique account created for you to access our Service or parts of our Service.
- “Content” means any content, text, images, articles, photographs, illustrations, audio, graphics, graphs, video clips, and other materials available through the Service.
- “Device” means any device that can access the Service, such as a computer, a cell phone, or a digital tablet.
- “Feedback” means feedback, innovations or suggestions sent by you regarding the attributes, performance or features of our Service.
- “Product” means the goods available for purchase from any Shopkeeper through our Service.
- “Service” means the Website and the services, features, and information available on the Website and/or any mobile applications we may offer, including without limitation our community-driven online shopping platform that enables users to search for items by proximity and purchase products from independent retail businesses, with a thoughtful fulfillment system that delivers to the user’s doorstep.
- “Shopkeeper” means a business in local communities posting Products for sale on our Service.
- “Submissions” means content such as text, images, or other information that can be posted, uploaded, linked to or otherwise made available by you, regardless of the form of that content.
- “Website” means https://myti.com and/or the Myti shopping platform, accessible from https://shop.myti.com, together with any subdomains of any of the foregoing, along with associated and successor websites, applications, features, information, and services, or any part thereof.
This Section will survive any termination of your account(s), the Service, or these Terms.
Acknowledgment
These are the Terms of Use governing the use of this Service and the agreement that operates between you and the Company. These Terms of Use set out your obligations and the obligations of all users regarding the use of the Service.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms of Use. These Terms of Use apply to you and to all visitors, users and others who access or use the Service.
By accessing or using the Service, you agree to be bound by these Terms of Use. If you are unwilling to be bound by any part of these Terms of Use then you may not access the Service.
You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.
Your access to and use of the Service is also conditioned on your acceptance of and compliance with the Privacy Policy of the Company (to the extent applicable, the “Privacy Policy”). Our Privacy Policy describes our policies and procedures on the collection, use and disclosure of your personally identifiable information when you use the Application or the Website and tells you about your privacy rights and how the law protects you. Please read our Privacy Policy carefully before using our Service.
All Content is provided for informational and transactional purposes only. In displaying any Content, Company relies on third-party sources that Company has not vetted. Your reliance on the Service or the Content is at your own risk. Company does not endorse or warranty any Product, product, service, opinion, or other information that may be referenced on or obtained through the Service.
User Accounts
When you create an account with us, you must provide us with information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.
You are responsible for safeguarding the password you use to access the Service and for any activities or actions under your account and/or password, whether authorized by you or not.
You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.
Use Restrictions
Customer shall, and will cause Customer’s users to: (i) comply with these Terms; (ii) take all necessary steps to prevent unauthorized access to or use of the Service, (iii) notify Company immediately of any such unauthorized access or use; (iv) comply with all applicable federal, state, local, municipal, domestic, foreign, and international laws, rules, and regulations (including with respect to any personally identifiable information made available to you in connection with the Service); (v) use the Service in compliance with all applicable industry standards; (vi) use the Service only for Customer’s own internal business purposes and solely in accordance with the terms of these Terms; and (vii) use the Service solely in accordance with Company’s instructions.
Customer shall not, and Customer will cause Customer’s users to not: (i) alter, change, modify, adapt, translate, or make derivative works of the Service; (ii) use the Service in a manner that, or provide any direction to Company that, violates any applicable laws, rules, and/or regulations; (iii) transmit any virus or programming routine intended to damage, surreptitiously intercept, or expropriate any system, data, or personal data; (iv) transfer, resell, license, sublicense or otherwise make the Service (or any data or information accessible through the Service) available to any third party, except as expressly described in these Terms; (v) use the Service for timesharing, rental, outsourcing, or a service bureau operation; (vi) attempt to gain, or assist others with attempting to gain unauthorized access to Company’s network, systems or the Service; (vii) decipher, decompile, disassemble, or reverse engineer the Service or assist or encourage any third party to do so; (viii) engage in any activity that violates the rights of others or that interferes with or disrupts the Service; (ix) engage in conduct that is obscene, offensive, pornographic, fraudulent, deceptive, defamatory, threatening, harassing, abusive, slanderous, hateful, or causes embarrassment to any other person; (x) upload any file containing any back door, time bomb, Trojan horse, worm, virus or similar malicious code; (xi) cover or obscure any notice, legend, warning, banner or advertisement contained on the Service; or (xii) deliberately mislead anyone as to your identity, impersonate another, or allow another person or entity to use your identity in order to access the Service.
This Section will survive any termination of your account(s), the Service, or these Terms.
Intellectual Property
The Service and its Content (excluding your Submissions), features, and functionality are and will remain the exclusive property of the Company and its licensors.
The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries.
Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company.
You hereby grant to Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers), and transferable right and license to use all Submissions or information you provide through the Service or otherwise make available to us or any other user of the Service. You represent, warrant, and covenant that your Submissions do not and will not infringe, violate, or misappropriate the intellectual property, privacy, or other legal rights of any person or legal entity.
This Section will survive any termination of your account(s), the Service, or these Terms.
Your Feedback to Us
You assign all rights, title and interest in any Feedback you provide the Company. If for any reason such assignment is ineffective, you agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.
Links to Other Websites
Our Service may contain links to third-party websites or services that are not owned or controlled by the Company.
The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.
Termination
We may terminate or suspend your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms of Use. Verbal or written abuse of any kind (including threats of abuse or retribution) of any Myti employee, member, or representative will result in immediate termination of your Account.
Upon termination, your right to use the Service will cease immediately. If you wish to terminate your Account, you may simply discontinue using the Service.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, DIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, LOSS OF PRIVACY ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SERVICE, THIRD-PARTY SOFTWARE AND/OR THIRD-PARTY HARDWARE USED WITH THE SERVICE, OR OTHERWISE IN CONNECTION WITH ANY PROVISION OF THIS TERMS), EVEN IF THE COMPANY OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF THE REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IN THE EVENT THAT THE FOREGOING EXCLUSION OF LIABILITY IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, AND A DETERMINATION IS MADE THAT COMPANY IS LIABLE, UNDER NO CIRCUMSTANCES WILL COMPANY BE LIABLE TO YOU FOR MORE THAN $100.00.
Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party's liability will be limited to the greatest extent permitted by law.
You forever release and discharge Company from any and all liability, claims, actions, and expenses that may arise, whether caused by the negligence of Company or otherwise, in connection with your use of the Service or your interaction with any party through or as a result of the Service, and you hereby covenant not to sue Company for any of the foregoing. In other words, you cannot sue Company if anything happens to you or your property from using the Service or interacting with any party through the Service.
This Section will survive any termination of your account(s), the Service, or these Terms.
"AS IS" and "AS AVAILABLE" Disclaimer
THE SERVICE IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, THE COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANY OF THE COMPANY'S PROVIDERS MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED: (I) AS TO THE OPERATION OR AVAILABILITY OF THE SERVICE, OR THE INFORMATION, CONTENT, AND MATERIALS OR PRODUCTS INCLUDED THEREON; (II) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; (III) AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICE; OR (IV) THAT THE SERVICE, ITS SERVERS, THE CONTENT, OR E-MAILS SENT FROM OR ON BEHALF OF THE COMPANY ARE FREE OF VIRUSES, SCRIPTS, TROJAN HORSES, WORMS, MALWARE, TIMEBOMBS OR OTHER HARMFUL COMPONENTS.
COMPANY SHALL HAVE NO RESPONSIBILITY FOR OR INVOLVEMENT WITH ANY RELATIONSHIP THAT EXISTS OR COMES TO EXIST BETWEEN A USER OF THE SERVICE AND ANY OTHER PERSON THROUGH THE SERVICE, INCLUDING BETWEEN ANY SHOPKEEPER AND PURCHASER OR PROSPECTIVE PURCHASER OF ANY PRODUCT.
The foregoing disclaimers do not apply to Products purchased through our Website, provided that COMPANY SHALL HAVE NO, AND HEREBY DISCLAIMS ANY, RESPONSIBILITY OR LIABILITY FOR ANY PRODUCTS. All Products are subject to the return policies of the Shopkeepers. Please contact us at wecare@myti.com if you would like to initiate a return.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.
You and Company both agree that, to the fullest extent permitted by applicable law, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement (including the Privacy Policy) must be filed within ONE (1) YEAR after such claim or cause of action arose (or, if longer, within the shortest statute of limitations for such claim which the parties may establish by agreement) or the claim will be forever barred.
This Section will survive any termination of your account(s), the Service, or these Terms.
Governing Law
The laws of the State of Vermont, excluding its conflicts of law rules, shall govern these Terms and your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws. This Section will survive any termination of your account(s), the Service, or these Terms.
Dispute Resolution
If you have any concern or dispute about the Service, you agree to first try to resolve the dispute informally by contacting the Company. If you and Company are unable to resolve a dispute through informal negotiations within 30 days, either you or Company may elect to have the dispute (except those disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party will be final and binding on the other. YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration will be commenced and conducted under the Streamlined Arbitration Rules and Procedures (the “Rules”) of JAMS, which is available at the JAMS website www.jamsadr.com. The determination of whether a dispute is subject to arbitration will be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Your arbitration fees and your share of arbitrator compensation will be governed by the Rules. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so.
Notwithstanding the above, you and the Company agree that arbitration will be limited to the dispute between the Company and you individually. To the full extent permitted by law, (a) no arbitration will be joined with any other; (b) there is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
You and Company agree that the following disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any disputes seeking to enforce or protect, or concerning the validity of, any of your or Company’s intellectual property rights; (b) any dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (c) any claim for injunctive relief or to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.
This Section will survive any termination of your account(s), the Service, or these Terms.
Severability and Waiver
Severability
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Waiver
Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.
This Section will survive any termination of your account(s), the Service, or these Terms.
Changes to These Terms of Use
Except for the first paragraph of the Section of these Terms titled “Dispute Resolution” (which can only be amended by written agreement of both you and Company), we reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the website and the Service.
Communications Decency Act Notification
Pursuant to 47 U.S.C. § 230(d) as amended, Company hereby notifies you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying providers of such protection is available at the following links:
http://staysafeonline.org/stay-safe-online/;
https://consumer.ftc.gov/articles/parental-controls.
Please note that Company is not affiliated with the above-listed sites, nor is the above intended as an endorsement of any of the products or services listed on such sites.
Indemnification
You agree to defend, indemnify and hold harmless Company from and against all liability, claims, actions and expenses, including attorneys' fees and costs, arising out of your use of the Service or your breach or alleged breach of any term, condition, obligation, representation or warranty in this Agreement. If you are a Shopkeeper, you agree to defend, indemnify and hold harmless Company from and against all liability, claims, actions and expenses, including attorneys' fees and costs, arising out of any Product. This Section will survive any termination of your account(s), the Service, or these Terms.
Copyright Policy
If you believe your rights have been violated by, or you otherwise object to, any posting, content or information on the Service, please contact us promptly so we can evaluate the claim and take appropriate action. If your complaint includes a claim of copyright infringement, the following policy will apply:
It is Myti’s policy to respond promptly to claims of copyright infringement, and to remove, or disable access to, infringing material. If you believe that any of the content or materials appearing on this Service contain copyright infringements, please send a notice to our designated agent at the address stated below. Your notice should contain the following: a physical or electronic signature of a person (i.e., claimant) authorized to act on behalf of the copyright owner; identification of the copyrighted work claimed to be infringed; identification of the content or material claimed to be infringing; a reference or link to the infringing material or activity, or the subject of the infringing activity, including information to enable us to locate that material or reference; the address, telephone number or email address of the claimant; a statement that the claimant has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and a statement that the information in the notice is accurate and, under penalty of perjury, that the claimant is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Myti will also terminate a user's access if a user is deemed to be a repeat infringer, namely, one who has been notified of bona fide infringing activity more than twice. Our designated agent, to whom you should direct your infringement claim (or other complaints), is:
Attention: William Calfee
Sustain Local, LLC d/b/a Myti
Street Address: 147 South Cove Road, Burlington, VT 05401
Telephone Number: 503-961-2131
E-mail: wecare@myti.com
Contact Us
You can contact us if you have any questions about these Terms of Use.
Last updated on and effective as of June 28, 2023