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GDPR and Other Updates to Leapest's Terms

Leapest is growing: we've added new features and services. As part of our growth, we're updating our Terms of Use. And we have also updated our Privacy Policy to comply with the EU General Data Protection Regulation (GDPR). The updated Privacy Policy will automatically come into effect for all existing users on May 24, 2018. Your continued use of the Leapest Platform from that day on will be subject to the new Privacy Policy. The updated Terms of Use will take effect on June 9, 2018 for existing users of Leapest Platform and Services. The Terms of Use are effective immediately for first-time users on or after May 9, 2018. 

You can view the November 2017 version of Leapest Terms and Conditions Version 1.0.0 here.

Leapest Terms of Use

Leapest General Terms and Conditions

Published on May 8, 2018 Version 2.0.0

Welcome to Leapest. Glad to see you here. Please take your time to learn about your rights, responsibilities and obligations when you use Leapest. This ensures we understand each other and you get the best values from buying or selling on Leapest. Leapest is a Business to Business (“B2B”) platform that connects buyers and sellers for training-related products and services. The products and services that are listed for sale on the Platform (“Items”) may include course materials (courseware), labs, simulations, toolkits, eLearning, video training, educational documents, training reference materials, textbooks certification exams, instructor packages etc.

These Leapest General Terms and Conditions constitute a legally binding Agreement ("Agreement") between you and Leapest (as defined below) governing your access to and use of the Leapest website, including any subdomains thereof, and any other websites through which Leapest makes its services available (collectively, "Site"), and all associated services (collectively, "Leapest Services"). The Site and Leapest Services together are hereinafter collectively referred to as the “Leapest Platform”.

When these Terms mention “Leapest,” “Leapest Platform” “we,” “us,” or “our,” they refer to Leapest B.V., a limited liability company incorporated under the laws of the Netherlands and having its registered address at Weena 242, 3012 NJ Rotterdam, the Netherlands or Leapest Inc., a limited liability company incorporated under the laws of Delaware, United States, and having its registered address at 8801 Fast Park Drive #111, Raleigh, North Carolina 27617, United States; being the entity that engages with you and manages the Platform that facilitates your transaction.

Besides these Leapest General Terms and Conditions, additional terms apply. For organization(s) procuring products and/or services through Leapest (“Buyer”, “Buyers”), the Terms of Service for Buyers (“Terms for Buyers”) apply. For organization(s) that sell products and/or services through Leapest (“Seller”, “Sellers”), the Terms of Service for Sellers (“Terms for Sellers”) apply.

Leapest provides delivery and logistical services to Members, including but not limited to the distribution of electronic content, printing and shipping of courseware Items, the provisioning of instructor services, or delivery of exam licenses ( “Fulfillment Services” ). This enables Buyers to receive Items from Sellers and Sellers to distribute Items to Buyers. The Fulfillment Terms of Service (“Fulfillment Terms”) govern the fulfillment of Items for Buyers and the fulfillment obligations for Sellers.

Leapest provides Payment Services to registered users of Leapest (“Members”), who could be a Buyer or a Seller. It offers buyers the ability to make purchases, and it collects fees on behalf of the sellers to buyers and makes payouts to sellers. Any and all financial transactions in connection with Buyers’ use of the Leapest Platform are set out in the Payments Terms of Service for Buyers (“Payment Terms for Buyers”). Any and all financial transactions in connection with Sellers use of the Leapest Platform are set out in the Payments Terms of Service for Sellers (“Payment Terms for Sellers”). Details on how Seller Earnings are determined are included in the (“Seller Commercial Terms”).

1. Accepting These Terms

1.1 Incorporated herein by reference in its entirety, the following documents are part of the Leapest Terms of Use (“Terms”). Please pay special attention to the ones that are relevant for you and please continue reading the rest of this document as it applies to everyone who uses any of our services. By using any of our Services (even just browsing our websites), you’re agreeing to the Terms. If you don’t agree with the Terms, you may not use our Services.

Leapest General Terms and Conditions for Everyone. If you use any of our Services, you agree to these Terms.

Privacy Policy outlines our collection and use of personal information in connection with your access to and use of the Leapest Platform.

Fulfillment Terms govern the conditions around the delivery of Items and logistical services provided by Leapest to Members.

Terms for Buyers If you use our Services to browse or shop, these policies apply to you.

Payment Terms for Buyers govern all financial transactions conducted through or in connection with Leapest for Buyers.

Terms for Sellers If you list any items for sale through our Services, these policies apply to you.

Payment Terms for Sellers govern all financial transactions conducted through or in connection with Leapest for Sellers.

Commercial Terms for Sellers outline how Leapest determines Sellers’ earnings.

1.2 While you may be a Buyer and a Seller on Leapest, whenever you purchase Items on Leapest, the Terms for Buyers and Payment Terms for Buyers apply. Whenever you sell Items on Leapest, the Terms for Sellers, Payment Terms for Sellers and Commercial Terms for Sellers apply. And of course the General Terms and Conditions, Fulfillment Terms apply to both Buyers and Sellers.

1.3 The use of Leapest will be subject to the most current version posted on the Site at the time of your use. If you do not accept these terms and conditions, please refrain from using the site or any of the products and services offered through Leapest.

2. Updating these Terms

Leapest reserves the right to update and or change the Terms at any time without further notice. These modifications may reflect changes in technology, our business model, system capacity or in relevant laws and regulations. If we make changes to these Terms, we will post the revised Terms on Leapest Site and show the “Last Updated” date at the top of these Terms and the date when the updates take effect.

You should keep track of whether changes have been made by referring to the version and effective date available in the legal section of the website. You may close your Account and terminate your Agreement with us at any time if you do not agree to the changes. Notifications of such should be sent in writing to ask@leapest.com. However, if you continue to use the Leapest Platform and Leapest Services after the changes to the Terms are made, you explicitly agree to the changes.

3. Privacy

3.1 Your Privacy

We respect your privacy. Our Privacy Policy details how your information is collected and used when you use Leapest Services. By using Leapest Services, you also agree that we can process your information in the ways set out in the Privacy Policy, so please read it here.

Both Leapest and Sellers process Members’ personal information (for example, Buyer name, email address, and shipping address) and are therefore considered separate and independent data controllers of Buyers’ personal information under European Union “EU” law. That means each party is responsible for the personal information it processes in providing the services on the Leapest Platform. For example, if a Seller accidentally discloses a Buyer’s name and email address when fulfilling another Buyer’s order, the Seller, not Leapest, will be responsible for that unauthorized disclosure.

If, however, Leapest and Sellers are found to be joint data controllers of Buyers’ personal information, and if Leapest is sued, fined, or otherwise incurs expenses because of something that you did as a joint data controller of Buyer personal information, you agree to indemnify Leapest for the expenses it occurs in connection with your processing of Buyer personal information. See Indemnification below for more information about your indemnification obligations to Leapest.

Leapest may share Buyer information with Seller when necessary for the completion of an order, or in case required to complete a verification process required to grant Buyer access to Seller Items. Seller agrees that it will only contact Buyer for dealings related to the performance of the Agreement. The performance of the Agreement can be limited to a one-time purchase and fulfillment, but could also stretch for a prolonged period, such as for example an Accreditation Agreement or the purchase of subscription based Items.

Even when the Agreement between Buyer and Seller has been terminated or expired, Seller will not commercially exploit Buyer’s personal data or the data associated with the use of Items. In case of breach of this clause, Leapest will hold Seller accountable for all damages, losses and claims arising out of this breach.

3.2 Your End User Privacy

Buyers may add or import personal information collected from the ultimate consumer of training products or services (“End User”) purchased through Leapest on to the Leapest Platform. An End User is typically the customer, the learner, or an employee of a Buyer, or an instructor contracted with a Buyer. We have no direct relationship with the end users or any person other than the Buyer; and for that reason, the buyers are responsible for making sure they have the appropriate permission for Leapest to collect and process information about the end users.

Under EU law, for the End User’s personal data, the Buyer is the Data Controller. Leapest is considered as Data Processor. That means the Buyer should enter into an agreement that explicitly states which obligations needs to be covered in the data processing activities for End Users, ("Data Processing Agreement") with Leapest for this matter. When a Buyer has entered into an agreement for the provision of the Items with a Seller on the Leapest platform, both parties need to ensure that the agreement covers the End User privacy. If Leapest is sued, fined, or otherwise incurs expenses because of something that a Buyer or Seller did of an End User personal information, Buyer and Seller agree to indemnify Leapest for the expenses it occurs in connection with the processing of End User personal information. See Indemnification below for more information about your indemnification obligations to Leapest.

 

4. Creating an Account on Leapest

4.1 Your account with Leapest

4.1.1 When you have completed the registration process and have been verified as a business by submitting one of the business-related documents, you have an “Account” with Leapest. With a verified Account, you can perform activities on Leapest such as buying or selling Items. Creating an Account on Leapest is free of charge. Leapest only supports Accounts for businesses. Individuals are not supported as Buyers or Sellers at this time.

4.1.2 When you create an Account, we require specific information and signatures from you to validate that you actually represent a genuine organization and the signatory from your organization has the authority to bind your company or other legal entity to these terms. In this case, “You” and “Your” will refer to that company or that legal entity.

4.1.3 Buyers enter into an agreement with Leapest BV or Leapest Inc depending on where they reside. All Sellers enter into an agreement with Leapest BV.

4.1.4 We reserve sole discretion over whether to grant you an Account and we reserve the right to revoke access in the situation of unauthorized use.

4.1.5 You may not create more than one Account on Leapest without prior approval from us.

4.1.6 You may not use a username for the purpose of impersonating another person or entity.

4.1.7 We reserve the rights to remove or reclaim inactive Accounts on behalf of businesses or individuals that hold trademark or other legal claim to those Account names or usernames.

4.1.8 If you are visiting Leapest without an Account, you are considered a “Guest”. Guests are welcome to browse through the the collection of Items from one or more sellers presented on Leapest (“Leapest Catalog”) but will not be able to purchase or sell Items.

4.1.9 When you create an Account with Leapest, you guarantee that the information provided by you is true, complete and accurate. We expect you to keep the information that you provide about your organization up to date, allowing us to communicate with you properly, including sending you Items you have purchased, invoices, reminders of payment, or receiving payment.

4.1.10 You shall not transfer, sell, trade or in any other way make your Account available to any other person or entity.

4.1.11 You shall not distribute the access information or allow others who are not employed in your organization to gain access to Leapest.

4.1.12 Keep your password safe and don’t let anyone else use your Account. Always logout when you finish your session and/or before leaving your device unattended.

4.1.13 You need to maintain reasonable and appropriate safeguards with respect to your Account on Leapest including but not limited to up-to-date virus protection on the systems that are accessing Leapest, security firewall, prevention of unauthorized access, etc. at your own expense.

4.1.14 After you have created an Account on Leapest, you will have access to an online environment to manage your account, sell and/or buy Items. Leapest will engage with you primarily through this online environment.

4.2 Blocking Members, Disabling Account

4.2.1 We may block you, or suspend your Account or refuse to process a payment if we reasonably believe there is a risk associated with you, your Account or payment , including if it breaches a law or regulation.

4.2.2 We may also block Member Accounts in case we cannot make payments to, or receive money from your country. It is your responsibility to check what payment methods are available in your country.

4.2.3 We may suspend an Account if it has not been active for more than six months. 

4.3 Embargoed User

4.3.1 You may not use Leapest except as authorized by the laws of the member states of the European Union, the laws of the jurisdiction in which you reside, and any other applicable laws.

4.3.2 You represent and warrant that: (i) neither you or the location of delivery of the educational program is located or takes place in a country that is subject to a European Union embargo, or that has been designated by the European Union as a as a “terrorist supporting” country; and (ii) you are not listed on any European Union list of prohibited or restricted parties. In addition to complying with the above, you must also comply with any relevant export control laws in your local jurisdiction.

 

5. Prices of Items

The total fee is made up of the Item fee and any additional fees (“Total Fee”) and will be presented to the Buyers prior to ordering an Item. Buyers agree to pay the Total Fee for any order requested. The Total Fee includes the following:

  • The price charged by the Seller for the Item (“Item Fee”). This can be the fee for a product (like an ebook, exam, or a printed book) or a service (like a trainer accreditation service, or instructor service).
  • When Buyers order printed materials, shipping and handling fees (“Shipping and Handling Fee”) will be charged. The exact price may vary based on for example the Buyers’ location or shipping preference (like express or economy).
  • In some transactions, depending on the product or service that is being purchased, there will be additional charges (“Surcharges”). Examples of surcharges include printing surcharge, shipping surcharge, etc. which are applied for an additional service that is offered by Leapest in combination of the product.
  • Depending on where Buyers are ordering from, some transactions may incur taxes and duties (“Taxes and Duties”) such as value-added tax (“VAT”) in the European Union. All taxes and duties are the Buyers’ responsibility and Leapest cannot accept any deductions as a result of any taxes.

 

6. Content Standards

6.1 Content Posting Policy

By posting content in public areas on Leapest, you agree to abide by the following guidelines. We reserve the right to remove any content, in whole or part, that violates these guidelines or our Terms. In the event of repeated or severe violations, we may suspend or permanently deactivate your Account.

We do not allow:

  • Advertising or other commercial content, company logos, links, or company names
  • Spam, unwanted contact, or content that is shared repeatedly in a disruptive manner
  • Content that endorses or promotes illegal or harmful activity, or that is profane, vulgar, obscene, threatening, or harassing
  • Content that is discriminatory
  • Attempts to impersonate another person, Account, or entity, including a representative of Leapest
  • Content that is illegal or that violates another person’s or entity’s rights, including intellectual property rights and privacy rights.

6.2 Comments, Complaints and Questions

We welcome your feedback about Leapest and Leapest services. However, any comments, ideas, notes, messages, suggestions or other communications shared with Leapest shall become and remain the exclusive property of Leapest and we may use all such communications in any manner, including reproducing, disclosing and publishing such communications, all without compensation to you. If in specific legislations it is not possible to obtain the ownership of this content, you will grant us a nonexclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish this content for any purpose, without compensation to you.

6.3 Ratings and Reviews

6.3.1 Within a certain time frame after completing a purchase of an item, Members can leave a public review and submit a rating about Items, Item performance or about other Members.

6.3.2 Buyers and Sellers acknowledge and accept these reviews are an expression of personal opinions of individuals and do not reflect the opinion of Leapest.

6.3.3 Ratings and Reviews are not verified by Leapest for accuracy and may be incorrect or misleading. Leapest is not responsible for the content or any consequences of these testimonials.

6.3.4 Ratings and Reviews by Members must be fair, truthful and factual and may not contain any offensive or defamatory language.

6.4.5 Reviews must represent Buyers’ personal experience, or the experience of Buyers’ end users.

6.4.6 Leapest will remove reviews that are incentivized by a promise for payment, additional services, or discounts.

6.4.7 Leapest will also not tolerate reviews that are submitted as a result of a threat of extortion.

6.4.8 Buyers and Sellers are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party write a positive or negative Review about another Member.

 

7. Code of Conduct

7.1 Interacting on Leapest

When you are interacting on Leapest, we require you be honest, offer genuine information, and act fairly.

7.1.1 You are not allowed to misrepresent yourself, impersonate others, or use false email addresses.

7.1.2 You do not attempt to gain access to or work directly with the Sellers on Leapest for transactions that you would otherwise make through Leapest.

7.1.3 You are also not allowed to try to gain unauthorized access to the content on Leapest, or attempt or try to access Items that are for sale. You agree not to use any information that you gathered on Leapest in a way that will mislead or confuse consumers.

7.1.4 You will not attempt to interrupt, negatively impact, or do anything that will harm the Leapest brand or Leapest operations in any way.

7.1.5 You will not engage in activities on Leapest in a way that violates applicable law, violates intellectual property rights, or act in a way that is fraudulent, obscene, obscure, offensive, or misleading.

7.1.6 You will not modify, reproduce, publish, create derivative works, distribute, transfer, sell, resell any information, content, software or Item obtained from Leapest other than in accordance to the terms of the license for the Item.

7.1.7 You will not reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Leapest Platform. Nor will you take any measures to interfere with or damage Leapest, or the Leapest brand, logo and reputation. All rights not expressly granted by Leapest are reserved.

7.1.8 You may not set up or manage your own business that has the intent to resell Items from Leapest and distribute Items to other Training Companies or Corporates.

7.2 Communications

7.2.1 As part of the services we provide, you may receive notifications, alerts or other types of messages via email or the messaging functionality provided by the Platform.

7.2.2 You cannot opt out of receiving certain administrative or legal notices from us including transactional emails about your Account or any services you have requested or received from us.

7.2.3 You can opt-in to receive newsletter and promotional emails upon creating an Account and becoming a Member.

7.2.4 You can opt out of promotional email activity at any time by clicking on the “unsubscribe” link at the bottom of any marketing email or by updating your mailing preferences when you log into your Account.

 

8. Your Use of Our Services

8.1 Products and Services on Leapest

8.1.1 The products and services that are listed for sale on the Platform (“Items”) may include course materials (courseware), labs, simulations, toolkits, eLearning, video training, educational documents, training reference materials, textbooks certification exams, instructor packages etc. Services that Sellers may offer on Leapest include instructor provisioning services, accreditation services, train-the-trainer services. Buyers and Sellers interact with each other on Leapest, and Leapest provides the Platform that facilitates this transaction.

8.1.2 As the provider of the Leapest Platform, Leapest does not own, create, control, manage, or offer any of the Items that are being sold or bought on the Platform. Sellers are themselves responsible for quality and for any liabilities pertaining to the Items they chose to sell on Leapest. Leapest is not party to the Agreement between Buyer and Seller, and is not acting as an agent in any capacity, except as specified in the Payment Terms and Fulfillment Terms.

8.2 Intellectual Property

8.2.1 Leapest owns all the Leapest content that we have put on our Platform. This includes the design, compilation, look and feel, logos, trademarks, copyright and other intellectual property on Leapest. You may not copy, distribute, modify, or make derivative works of any of the Leapest content. You may also not use any of our intellectual property in any other way as expressed in these terms and conditions.

8.2.2 LeapestⓇ, Leapest BV, Leapest.com,my.Leapest.com all versions of the Leapest logo, variations and abbreviations of Leapest and its trademarks used in connection with leapest.com, or the Website are trademarks or registered trademarks of Leapest. Other trademarks, service marks, graphics and logos used in connection with Leapest may be the trademarks of other third parties. Your use of Leapest grants you no right or license to reproduce or otherwise use any Leapest or third-party trademarks.

8.2.3 We do not own any of the Items on the Platform. All Items are the property of Sellers. We therefore cannot take any responsibility for the quality, safety, content, or legality of the Items. We do not promise that any of the Seller content that is available on Leapest does not infringe copyright or intellectual property rights of a third party. Each Seller promises this directly to Buyers, as we defined in the Seller's promises section in the Terms for Buyers.

8.2.4 We respect the intellectual property rights of others and require Sellers to do the same. In case you notice or observe any infringement on third party intellectual property, please notify us directly.

8.3 Leapest Fulfillment Services

8.3.1 You may not use Leapest Fulfillment Services except as authorized by the laws of the member states of the European Union, the laws of the jurisdiction in which you reside, and any other applicable laws. In particular, but without imitation, Leapest Fulfillment Services may not be used to send or receive Items: (i) into any European Union embargoed countries; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List.

8.3.2 You represent and warrant that: (i) neither you nor the location of delivery of the educational program is located nor takes place in a country that is subject to a European Union embargo, nor that has been designated by the European Union as a “terrorist supporting” country; and (ii) you are not listed on any European Union list of prohibited or restricted parties. In addition to complying with the above, you must also comply with any relevant export control laws in your local jurisdiction.

 

9. Terms and Termination

9.1 Terms

These Terms will remain in effect even after your access to Leapest has been terminated, or your use access to Leapest has ended. 

Please be aware that even though this Agreement may live for a long time, as a Buyer, your access to Items on Leapest may not. Additional Agreements that support this Agreement may be bound to specific conditions such as a time bound restrictions. For example, the accreditation agreement you signed with a Seller for specific products and services. If such an Agreement expires or is terminated by the Seller, your access to Items associated with that Agreement also expired, and you may no longer be eligible to buying or using Items in scope of that Agreement.

9.2 Account suspension

We may suspend your Account with Leapest at any time and for any reason (as long as we are acting reasonably) in the event of any of the following situations:

  • You breach these terms and additional terms that apply to you.
  • You act in a way that could cause us or anyone else any harm.

9.3 Agreement Termination

9.3.1 This agreement may be terminated by either party by giving a 30 days’ notice in writing.

9.3.2 This Agreement may be terminated for cause immediately by written notice upon the occurrence of any of the following events:

By either party, if the other party ceases to do business, or otherwise terminates the business operations of the division or business group relevant to this Agreement;

By either party, if the other party becomes insolvent or seeks protection under any bankruptcy, receivership, trust, deed, creditors arrangement composition or comparable proceeding, or if any such proceeding is instituted against the other and not dismissed within 30 days;

By either party, if the other party breaches any material provision of this Agreement (including, without limitation, failure to pay any fees or other charges when due) and fails to fully cure such breach within 30 days, ten days in the case of failure to pay) of written notice describing the breach.

9.3.3 Leapest may refuse services to anyone, at any time, for any reason.

9.3.4 We may discontinue the services

Leapest reserves the right to change, suspend, or discontinue any of the Services at any time, for any reason. We will not be liable to you for the effect that any changes to the Services may have on you, including your income or your ability to generate revenue through the Services.

 

10. Warranties and Limitation of Liability

10.1 Warranties

We promise that we make our Platform services available to you with reasonable skill and care. We otherwise do not make any express or implied promises about Leapest. Despite our best efforts to provide accurate information, this Site may contain technical or other mistakes, inaccuracies or typographical errors.

You understand that our Services are provided “as is” and without any kind of warranty (express or implied). We are expressly disclaiming any warranties of title, non-infringement, merchantability, and fitness for a particular purpose, as well as any warranties implied by a course of performance, course of dealing, or usage of trade.

10.2 Liability

As a member you acknowledge and agree to the maximum extent permitted by law that any and all risks arising from your access and use of the platform, the information presented in the Leapest catalog, your transactions on leapest or the actual items you offered or purchased on Leapest, remains with you.

Our liability to you in connection with (i) these terms, (ii) from the use of or inability to use the Leapest platform, (iii) from any communications, interactions or engagements with other members or other persons with whom you communicate as a result of your use of the platform, or (iv) from your publishing or purchasing of items, including the provision or use of seller's’ items, product liability, or any other legal theory, and whether or not Leapest has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed its essential purpose, is limited and as follows:

We exclude liability for any of these incurred by you, including loss of revenue, loss of profit, loss of goodwill, loss of customers, loss of capital, damage to reputation, loss in connection with any other contracts, loss of data, computer damage, cost of substitute products or services, system failure, or indirect, consequential or special loss, damage or expense;

and;

Our total liability to you is limited to the total amount paid by you to us as a buyer, or by us to you as a seller in the last 12 months, or USD 10,000 whichever is the lesser.

We may, at our expense, assume the exclusive defense and control of any matter you indemnify us against, and if so you agree to cooperate with us.

 

11. Disclaimers

If you choose to use the Leapest platform, you do so voluntarily and at your own risk. Leapest is offered ‘as is’ and ‘with all faults’ and includes no representation or warranties of any kind, expressed or implied, including the absence or presence of errors, the accuracy of information contained therein, warranties of title and warranties of merchantability. Leapest makes no warranty that items will work, or that the subjects covered in learning solutions is accurate or complete. leapest does not warrant that downloadable items will be free from viruses and other harmful code. Leapest does not warrant that instructors delivering services will achieve desired outcomes, or that your students will pass their exams.

You agree that you have had whatever opportunity you deem necessary to investigate the Leapest terms, services, laws, rules and regulations that may be applicable to the items you are purchasing and that you are not relying upon any statement of law or fact made by Leapest related to items.

if we perform verification audits or background checks for members, to the extent permitted by law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a member or guarantee that a member will not engage in misconduct in the future.

The foregoing disclaimers apply to the maximum extent permitted by law. you may have other statutory rights. however, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.

 

12. Indemnification

Leapest provides a Platform, Leapest does not provide the Items that are for sale on Leapest. You agree to release, defined (at Leapest’s option), indemnify, and hold Leapest and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these terms, (ii) your improper use of the Platform or any Platform services, (iii) your misuse of Intellectual Property (iv) your engagement with any Member, Items you received from a Seller, or any Seller services, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such engagement or use of Items, or (v) your breach of any laws, regulations or third party rights.

 

13. Disputes with Other Member

13.1 If you find yourself in a dispute, controversy or claim (“Dispute”) with another Member using Leapest Services or a third party, we encourage you to contact the other party and try to resolve the Dispute amicably.

13.2 Buyers and Sellers who are unable to resolve a dispute related to a transaction on our websites may contact Leapest team through ask@leapest.com. Leapest will attempt to help you resolve disputes in good faith and based solely on our interpretation of our policies, in our sole discretion; we will not make judgments regarding legal issues or claims. Leapest has no obligation to resolve any disputes.

13.3 You release Leapest from any claims, demands, and damages arising out of disputes with other users or parties.

 

14. Disputes with Leapest

We do our best to serve you. However, in the situation when you are upset with us, we do our best to resolve your issue. To expedite resolution and the cost of any Dispute, you and Leapest agree to first attempt to negotiate and come to a solution. Any such informal negotiations will commence upon written notice. You should contact Leapest by email at ask@leapest.com. We will respond as soon as possible, but not later than within one week, with a confirmation of receipt. Leapest aims to handle the complaint as soon as possible, but not later than within two weeks.

14.1. Applicable law

If you reside in the United States and Canada, these Terms will be interpreted in accordance with the laws of Delaware and the United States of America. If you reside outside the United States and Canada, the Law of the Netherlands govern these terms, and you submit to the jurisdiction of the courts there for the resolution of any dispute between us.

14.2 Arbitration

You and Leapest agree that any dispute or claim arising from or relating to the Terms shall be finally settled by final and binding arbitration, using the English language, administered by a US or Dutch court of Arbitration. Arbitration will be handled by a sole arbitrator in accordance with those rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under the Terms will take place on an individual basis--class arbitrations and class actions are not permitted. You understand that by agreeing to the Terms of Use, you and Leapest are each waiving the right to trial by jury or to participate in a class action or class arbitration. Notwithstanding the foregoing, each party shall have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court, and your claim remains on an individual, non-representative, and non-class basis.

 

15. General items

15. 1 Leapest Third-Party Service Providers

We may use a variety of third party service providers to help us provide services in relation to the Platform (“Third-Party Providers”) such as payment services, fulfillment services or engage in activities with you.

15. 2 Availability

15.2.1 We strive to have the Leapest Platform available to you 24 hours a day, seven days a week. Due to the nature of the Internet, Leapest cannot guarantee the continuous and uninterrupted availability and accessibility of the Leapest Platform. Occasionally you might not be able to access Leapest, and this might happen for any reason, at any time, with or without notice, or at our absolute discretion.

15.2.2 Leapest may restrict the availability of the Leapest Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Leapest Platform. Leapest may improve, enhance and modify the Leapest Platform and introduce new Leapest Services from time to time.

15.2.3 We may also change aspects of how Leapest works. Leapest, or any of its associated companies will not be liable to you for any loss you suffer as a result of these things.

15.3 Third Party

If you are agreeing to these terms on behalf of someone else, like in the case you being a service provider, then you are promising to us that you have full legal authority to bind that third party.

15.4 Relationship between the Parties

Nothing in these terms is to be construed as constituting a partnership, joint venture, employment or agency relationship between you and us, or between you and anyone else with an Account. Neither you nor us can bind each other in any way.

15.5 Notices

Any notice you send us must be submitted via email to ask@leapest.com. Any notice we send to you will be emailed to your Leapest Account email address.

15.6 Severability

The Terms, including all of the policies that make up these Terms, supersede any other agreement between you and Leapest regarding your Account on Leapest. If any part of the Terms is found to be unenforceable, that part will be limited to the minimum extent necessary so that the Terms will otherwise remain in full force and effect. Our failure to enforce any part of the Terms is not a waiver of our right to later enforce that or any other part of the Terms. We may assign any of our rights and obligations under the Terms.

15.7 Hierarchy

Unless mutually agreed to between you and Leapest, in the event of any conflict between the provisions of the Terms or any additional contracts we signed, or orders negotiated either prior to or subsequent to you setting up your Account on Leapest, the order of precedence is as follows: (a) these Terms, including all policies such as Seller Terms, Buyer Terms, Privacy Policy, Payment terms, Fulfillment terms, etc.; (b) any exhibits to these Terms that are specifically agreed with you; and (c) every order placed by you.

15.8 Waiver

Neither Party shall be deemed to have waived a right, power, or privilege provided for hereunder, unless such waiver is made in writing, and signed by the Party against whom such waiver is sought.

15.9 Language of Communication

English is the primary and for most types of communication the only language of communication.

15.10 Force majeure

Under no circumstances shall Leapest be held liable for any delay or failure or disruption for the Items delivered through the Leapest Platform resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.

 

16. Contact Information

If you have any questions about the Terms, please contact us at the following address:

Leapest
Weena 242
3012 NJ Rotterdam
The Netherlands
Email: ask@leapest.com