Bid Harvest is an online platform that connects buyers seeking to fulfill specific product needs (“Buyers”) with suppliers (“Suppliers”) of interior finishing supplies and products (“Products”) by providing a marketplace for Buyers and Suppliers to meet online and arrange for the manufacturing and purchase of Products directly with each other (collectively, the “Services”). The Services are accessible at http://www.bidharvest.com and any other websites through which we make the Services available from time to time (collectively, the “Website”).
If you agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
These Terms are subject to change without notice. By continuing to use this Website, you agree to be bound by any such changes. Unless explicitly stated otherwise, any new features or functionality that augment or enhance our Website will be subject to these Terms.
2. The Services
The Website and Service comprise an online platform through which Buyers may create Inquiries for Products and Suppliers may respond to Inquiries. We do not own, sell, resell, provide, manage, or control any supplies, products, or related materials. Unless explicitly specified otherwise in the Bid Harvest platform, our responsibilities are limited to facilitating the availability of the Website and Services.
We are not a party to any agreement entered into between Buyers and Suppliers nor are we a broker, agent, or insurer. We have no control over the conduct of Buyers, Suppliers, and other users of the Website and Services or any Products, and disclaim all liability in this regard to the maximum extent permitted by law.
3. Ownership of Content
All material on this Website, any related registered domains and subdomains, and any other digital medium owned or operated by us, including, without limitation, the design, layout, videos, audio, text, photographs, graphics, interfaces, computer code, appearance, trademarks, and logos used therein (collectively, the “Protected Material”) are copyrighted works and are owned or licensed by us, unless otherwise specified.
Reproduction of the Protected Material, or any part thereof, is prohibited except with our written consent or in accordance with the law and we (subject to the rights of our licensors and licensees under applicable agreements, understandings, and arrangements) maintain all rights related to the Protected Material.
4. Account Registration
In order to access certain features of the Website and to create an Inquiry as a Buyer or respond to an Inquiry as a Supplier, you must become a member of Bid Harvest (“Member”) by registering to create an account (“Account”).
If you choose to register for an Account, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of Canada or other applicable jurisdiction. You also agree to:
- Provide true, accurate, current, and complete information about yourself as required by our registration form (the "Registration Data"),
- Maintain and update the Registration Data to keep it true, accurate, current and complete, and
- Be responsible for all activities that occur under your Account.
If you provide any information that is, or we have reason to suspect is, untrue, inaccurate, not current, incomplete, or otherwise in violation of these Terms, we have the right to suspend or terminate your Account and refuse any and all current or future use of the Services.
You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party. Unless expressly authorized by a specific feature on Bid Harvest, you are not permitted to share your Account with anyone or allow others to access or use your Account. You will immediately notify us of any unauthorized use of your Account.
Buyers who are Members may create an inquiry for a Product and request quotes from Suppliers on the Website and Services (“Inquiry”). Suppliers who are Members will then have an opportunity to respond to the Inquiry by providing a quote for the supply of the Product in the Inquiry or the design and manufacturing of a similar product.
To create an Inquiry, you will need to provide certain information about the Products to be listed, including, but not limited to, size, features, and materials. In order to be featured in Inquiries via the Website and Services, all Inquiries must include a photograph or rendering. Inquiries will be made available to Suppliers via the Website and Services based on the product category and other relevant search parameters.
To respond to an Inquiry on the Website and Services, you must provide a quote for: (a) the supply of the Product in the Inquiry; (b) the supply of a product that is similar to the Product in the Inquiry; or (c) the design and manufacturing of a similar product based upon the information provided in the Inquiry.
6. Fees and Services
Registering as a Member and creating Inquiries as a Buyer is free and subject to these Terms; however, Suppliers can only respond to Inquiries upon the payment of applicable fees (“Fees”). Fees may vary depending on certain conditions in accordance with our Pricing and Payment Policy, which we may change from time to time. We may choose to temporarily change the fees for our Services for promotional events or new services, and such changes are effective when we post the temporary promotional event or new service on the Website.
Unless otherwise stated, all fees are quoted in United States Dollars and are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties. You must have a payment method on file in order to respond to Inquiries, and you are responsible for paying all Fees and applicable taxes associated with our Website and Services with a valid payment method by the payment due date applicable to your Account.
If your payment method fails or your account is past due, we may suspend or terminate your account and refuse any and all current or future use of the Services until full payment is made.
Payment of the Fees is not a promise or guarantee of any particular result or return. You understand and agree that the availability and suitability of Inquiries may depend on a number of factors, including, but not limited to, applicable broadcast parameters and Buyer preferences. While we endeavour to attract Buyers to create Inquiries through the Website and Services, we do not guarantee any minimum number of Inquiries for Suppliers.
7. Your Representations and Warranties
By creating an Inquiry as a Buyer, responding to an Inquiry as a Supplier, or otherwise submitting, posting, or uploading any content in relation to an Inquiry including, but not limited to, images, photographs, graphics, texts, videos, audio, appearance, trademarks, and logos used therein (collectively, the “Member Content”), you represent and warrant that you own or have the necessary licences, rights, consents, and permissions to use such Member Content in the manner contemplated by us and these Terms.
In furtherance of the foregoing, you agree that you will not:
- Submit, post, or upload material that is copyrighted, protected by trademark, or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us all of the rights granted herein,
- Submit, post, or upload falsehoods or misrepresentations that could damage us, our users, or any third party,
- Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity,
- Submit, post, or upload material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offence, give rise to a civil liability, violate any local, provincial, national, or international law, or is otherwise inappropriate,
- Submit, post, or upload advertisements or solicitations of business,
- Collect or store personal data about Members or other users without their express consent, or
- Submit, post, or upload material that contains anything, such as viruses, that will disturb, destroy, or impair the use of the Website.
8. Licence of Your Content
By making available any Member Content on or through the Website or Services, or through Bid Harvest promotional campaigns, you grant, or warrant that the owner of such materials expressly grants, us and our affiliates and licensors a world-wide, perpetual, royalty-free, irrevocable, and non-exclusive right and license to use, authorize use of, reproduce, modify, adapt, publish, translate, create derivative works from and distribute such materials or incorporate such materials into any form, medium, or technology now known or later developed throughout the universe, and to use such content for promotional and marketing purposes. In addition, you warrant that all moral rights in such materials have been waived.
We do not have to compensate you for our use of any Member Content. We reserve the right to edit in whole or in part, remove, or not publish any Member Content without prior notice.
9. Responsibility for Content and Actions
You acknowledge and agree that you are solely responsible for any and all Inquiries, responses to Inquiries, and related Member Content. You agree that you shall have no recourse against us for any alleged or actual infringement or misappropriation of any proprietary or other right in Member Content submitted by you. You assume all liability for any claims, suits, or grievances filed against you, including all damages related to your submitted Member Content and your participation on the Website.
If you are a Buyer, you understand and agree that we do not act as an insurer or as your contracting agent. If a Supplier offers to supply a Product and you purchase such Product, any agreement you enter into with such Supplier is between you and the Supplier and we are not a party to it.
If you are a Supplier, you acknowledge and agree that, as a Supplier, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who represent you, whether as an employee, contractor, agent, or in another capacity.
10. Use of Software
Any software that is made available to you on this Website is deemed to be licensed to you, from us, solely for your personal use, unless otherwise indicated. We retain ownership and intellectual property rights of any such software, unless otherwise indicated. You are prohibited from selling, distributing, reproducing, decompiling, reverse-engineering, or otherwise using any software on this Website, except for one single personal use.
11. No Endorsement
We do not endorse any Members, Inquiries, or Products. Bid Harvest may, from time to time, provide advertising on behalf of Suppliers on the Website (“Feature Advertising”). Feature Advertising is provided for advertising purposes only and is intended to be a benefit of membership. It does not, therefore, represent an endorsement by us of any Supplier, Inquiries, or Products.
12. Opinions Expressed on Website
Opinions and other statements expressed by Members, users, and third parties (including, but not limited to, bloggers and feature contributors) are theirs alone, and do not represent our opinions. Content created by third parties is the sole responsibility of the third parties and its accuracy and completeness are not endorsed or guaranteed by us.
You acknowledge that by providing you with the ability to view and distribute Member Content through the Website, we are not undertaking any obligation or liability relating to the Member Content. We do not undertake or assume any duty to monitor our site for inappropriate or unlawful content and we assume no responsibility or liability which may arise from the content thereof, including, but not limited to, claims for defamation, libel, slander, infringement, invasion of privacy and publicity rights, obscenity, pornography, profanity, fraud, or misrepresentation. Notwithstanding the foregoing, we reserve the right to block or remove communications, postings, or materials at any time in our sole discretion.
13. Accuracy of Information and Availability of the Website
The information contained in this Website is for general information purposes only. We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability, or availability with respect to the Website or the information, products, services, or related graphics contained on the Website for any purposes.
Your use of any information or materials on this Website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services, or information available through this Website meet your specific requirements. Any reliance you place on such information is strictly at your own risk. None of the material on the Website is to be taken as advice of any kind.
While we use reasonable efforts to include accurate and up-to-date information on this Website, we do not represent, warrant or promise (whether expressly or by implication) that any content is or remains available, accurate, complete and up to date, free from bugs, errors or omissions or fit or suitable for any purpose. Any reliance you may place on the information on this Website is at your own risk and we may suspend or terminate operation of our Website at any time at our sole discretion.
While we make commercially reasonable efforts to ensure that this Website is available, we do not represent, warrant or guarantee in any way the Website’s continued availability at all times or uninterrupted use by you of the Website.
14. No Warranties or Representations
This Website is made available to you on an “as is” basis. We expressly deny any and all warranties and representations, express or implied, regarding this Website. For greater certainty, we do not represent nor warrant that the use of this Website will satisfy your purposes nor that use of this Website will be uninterrupted or free of inaccuracies.
15. Limited Liability
We take no responsibility for, and will not be liable for, any error or inaccuracies in any content or the Website being temporarily unavailable due to technical issues beyond our control. We are not responsible for any loss or damage, including without limitation loss or damage arising from the loss of data, revenue, salary, profits, or reputation in connection with the use of this Website. It is our right to make this Website unavailable from time to time, solely at our discretion, and we will not be liable for any loss or damage relating to such unavailability. Any claim against us shall be limited to the amount you paid, if any, for use of the Website.
16. Third Party Websites
From time to time this Website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s). You agree that we will not be liable in any way, either directly or indirectly, for any loss or damage of any kind incurred as a result of, or in connection with the use of or reliance on any content, goods or services available through such third parties.
17. International Use
We make no representation that materials on this site are appropriate or available for use in locations outside Canada. If you access this site from other locations, you agree that you are doing so on your own initiative and that you are wholly responsible for compliance with local laws.
18. Changes to the Services and Fees
In connection with any purchase of services or materials from this Website, we do not make any promise regarding the continuation of any current features or functionality or delivery of any future functionality or features. We have the right to change any of the features on this Website or the services being offered in this Website. We also reserve the right to change any fees and initiate any new fees in connection with the Website or Services.
19. Discontinuation or Suspension of Website
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website, or any part thereof, with or without notice. You agree that we shall not be liable to you or any third party for any such modification, suspension or discontinuance of the Website.
20. Compliance with Intellectual Property Laws
You agree to abide by all laws, including intellectual property laws, when you use the Website. You will be solely responsible for breaching any laws in association with your use of the Website.
21. Termination, Unauthorized Use
In the event that you breach these Terms, we have the right to terminate your access to the Website, to delete any Member Content, and to disclose any of your information as necessary. Unauthorized use of this Website may give rise to a claim for damages and/or result in you being held liable for a criminal offence in a court of law.
In addition, we reserve the right to terminate your access to our Website for any reason, and to take any other actions that we, in our sole discretion, believe to be in the interest of us or our users as a whole.
You agree to indemnify and hold harmless Marketplace Procurement Solutions Inc. and its affiliates, and their respective directors, officers, shareholders, employees, agents, and licensors, from and against all losses, expenses, damages, and costs, including reasonable lawyers’ fees, resulting from your acts, omissions, access to or use of this Website, your violation of these Terms, your breach of your representations and warranties hereunder, or your violation, or violation by any other user under your name, of any laws, including intellectual property laws, or other right of any entity or person in relation to your use of the Website. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification, in our sole discretion. In such event, you shall provide us with such cooperation as is reasonably requested by us.
These Terms do not create a joint venture, partnership, employment, or agency relationship between us and you.
If you choose to create an Inquiry on Bid Harvest, you understand and agree that your relationship with us is limited to being a Member and an independent, third-party contractor, and not our employee, agent, joint venture, or partner. You act exclusively on your own behalf and for your own benefit, and not on our behalf of or for our benefit. We do not control, and have no right to control, your Inquiry, your offline activities associated with your Inquiry, or any other matters related to any Inquiry that you provide. As a Member, you agree not to do anything to create a false impression that you are endorsed by, partnering with, or acting on behalf of or for the benefit of us, including by inappropriately using any of our intellectual property including, but not limited to, terms, trademark, or branding.
The invalidity or unenforceability of any provision of these Terms shall not affect the validity or enforceability of any other provision of these Terms and any such invalid or unenforceable provision shall be deemed to be severable.
No waiver of any breach of any provision of these Terms shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by the waiving party.
We have the right to assign these Terms in relation to a merger, acquisition, corporate reorganization, by operation of law or otherwise.
The laws of the Province of British Columbia, Canada and the federal laws of Canada applicable therein govern these Terms and any dispute of any sort that might arise between you and us. Except as otherwise provided herein, you agree that any claim, whether at law or equity, arising out of or related to the provision of services or materials by us, regardless of the date of accrual of such dispute, will be within the exclusive jurisdiction of the courts of British Columbia, Canada.
If you have any questions or concerns about our Terms, please contact us in writing at firstname.lastname@example.org.