LeadPile Classifieds Participant Agreement

This document describes the terms and conditions on which Leapile Lead Classifieds offers a Participant ("You") access to our services. If you have a question about these terms that is not addressed in this agreement, please contact us.

PLEASE READ THIS AGREEMENT CAREFULLY

By signing in to LeadPile Lead Classifieds, you accept both the terms and conditions in this Participant Agreement and our Terms of Use.

This agreement was revised on August 4th, 2004, and may be modified again at any time.

Agreement and acceptance of Terms

By completing the sign-up process, you accede to the terms of this Participant Agreement, and to abide by the other terms, policies, procedures, and guidelines on LeadPile Lead Classifieds. LeadPile Lead Classifieds may amend these terms from time to time. If you do not accede to the changes, you must request that your account be closed. Your continued use of our service will signify your agreement and acceptance of the updated terms.

LeadPile Lead Classifieds Is Only a Venue

LeadPile Lead Classifieds acts as a matching service for Participants to locate people to buy, sell, and negotiate the exchange of goods and services. We do not own or handle any of the goods and services listed on the site. As a result, we cannot verify or endorse the quality, safety, or legality of the posted advertisements, or the truth or accuracy of the content on our site.

Participant Sign-up Names

LeadPile Lead Classifieds may, at it sole discretion, change or remove any Participant sign-up name. Action may be taken on names which:

Represent any form of contact information (URL, email, phone, etc).

Represent something other Participants may consider offensive or inappropriate.

Cause confusion in our marketplace

Participant Obligations and Terms

You are solely responsible for your information, and we act as a passive conduit for your online distribution and publication. Your information (or content) includes any information you provide to us or other Participants during the registration, trading, or posting process, in any public message area or through any email feature, including all text descriptions and/or photographs, digital images, or renderings of your items and services. We may take any action with respect to such information we deem necessary or appropriate at our sole discretion if we believe it may create liability for us. You acknowledge that LeadPile Lead Classifieds may not pre-screen content, but that LeadPile Lead Classifieds and its designees have the right (but not the obligation) in their sole discretion to refuse, modify, or reorganize any content that is available via the service. In addition, LeadPile Lead Classifieds has the right to suspend or terminate your account and refuse any and all current or future use of our service, at any time and at our sole discretion. LeadPile Lead Classifieds reserves the right to change or discontinue, temporarily or permanently, some or all of our services at any time without notice.

Content. You accede that your information and the content you post on LeadPile Lead Classifieds:

will be true, accurate, and up-to-date;

will not be fraudulent or involve the sale of stolen items;

will not violate any law, statute, ordinance, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination, or false advertising);

will not be defamatory, trade libelous, unlawfully threatening, or unlawfully harassing;

will not be obscene or contain child pornography;

will not contain any viruses, Trojan horses, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or personal information;

will not link directly or indirectly to or include descriptions of goods or services that (i) are prohibited under this Agreement or (ii) you do not have a right to link to or include;

are in accordance with LeadPile Lead Classifieds's Classified Ad Guidelines.

Fees. Unless otherwise stated, all monetary values are quoted in U.S. Dollars. You are responsible for paying all applicable fees, taxes and duties and for all costs you incur as part of the LeadPile Lead Classifieds service. We may, at our sole discretion, change some or all of our services, our Fees and Payments Policy, and/or the fees for our services.

License. You accede to grant us a nonexclusive, worldwide, perpetual, irrevocable, royalty-free, sublicenseable (through multiple tiers) right to exercise the copyright and publicity rights (but no other rights) you have in your posted content, in any media now known or not currently known.

Privacy. LeadPile Lead Classifieds will only use your personal information in accordance with our Privacy Policy.

The Trading Process

Negotiating. Participants negotiate with each other through the process of formulating offers and counteroffers. Making an agreement and acceptance or confirmation of an agreement and acceptance constitutes an obligation for all parties involved to complete the transaction. Agreement and acceptances are not retractable except in exceptional circumstances. These circumstances may include, but are not limited to situations where a Participant materially changing the description of the item after your offer was made or clear typographical errors, or when you cannot authenticate the identity of a Participant involved in the trade.

Posting. Classifieds are text descriptions, graphics, and/or pictures on LeadPile Lead Classifieds's website supplied by you that either (a) describe a good or service you have or provide (b) describe a good or service item you are seeking. You may post either or both of these types of classifieds on LeadPile Lead Classifieds's site, provided that you place such classifieds in an appropriate category. LeadPile Lead Classifieds is not responsible for the accuracy or content of classifieds. All classifieds are subject to approval based on LeadPile Lead Classifieds Classified Ad Guidelines.

Disputes. LeadPile Lead Classifieds is not responsible for resolving disputes between parties. We may charge a fee to post Content in some areas of the Service. The fee is an access fee permitting Content to be posted in a designated area.

Each party posting Content to the Service is responsible for said Content and compliance with the TOU. All fees paid will be non-refundable in the

event that Content is removed from the Service for violating the TOU.

The System

System. You accede that you will not use any device, software, or routine to interfere or attempt to interfere with the proper working of the LeadPile Lead Classifieds site or any transaction being conducted on our site. You may not take any action which imposes an unreasonable or disproportionately large load on our infrastructure. You may not disclose or share your Password to any third parties or use your Password for any unauthorized purpose.

Manipulation. You accede not to use a secondary account or third party to manipulate the outcome of a negotiation with another trader.

Ratings. You may not take any actions which may undermine the integrity of the ratings system, such as leaving positive ratings for yourself using a secondary Participant account or third party, leaving negative ratings for other Participants using secondary accounts or third parties, or leaving negative ratings if a Participant fails to perform some action that is outside the scope of the transaction. If your Participant rating is one star or lower, we may suspend your account, and you will no longer be able to participate in transactions.

General Legal Terms

Our service is provided "as is." We will try very hard to make your experience with LeadPile Lead Classifieds a pleasurable one; however, we cannot always foresee or anticipate technical or other difficulties. These difficulties may result in loss of data or other service interruptions. These terms are also noted in our Maintenance & Downtime Policy. For this reason, you accede that LeadPile Lead Classifieds's services are provided "as is." We cannot assume responsibility for the timeliness, deletion, misdelivery, or failure to store any Participant data, communications, or personalization settings. WE AND OUR SUPPLIERS PROVIDE THE LEADPILE LEAD CLASSIFIEDS WEBSITE AND OUR SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS OR IMPLIED. WE AND OUR SUPPLIERS SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights which vary from state to state.

Suspension/Termination. We may immediately issue a warning, temporarily suspend, indefinitely suspend, or terminate your Participantship, any of your current classifieds, and any other information you place on the site if you breach this Agreement or if we are unable to verify or authenticate any information you provide to us. Without limiting any other remedies, LeadPile Lead Classifieds may suspend or terminate your account if you are found (by conviction, settlement, insurance or escrow investigation, or otherwise) to have engaged in fraudulent activity in connection with our site.

Limit of liability. IN NO EVENT SHALL WE OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. OUR LIABILITY, AND THE LIABILITY OF OUR SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (B) $100. Some states do not allow the limitation of liability, so the foregoing limitation may not apply to you.

General compliance with laws. You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of our service and your negotiations, classified ad, purchase, and sale of items and services.

No agency. You and LeadPile Lead Classifieds are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

Notices. Except as explicitly stated otherwise, LeadPile Lead Classifieds may provide you with notices via email, regular postal mail, or postings on the LeadPile Lead Classifieds web site.

Arbitration. Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in the State of Arizona, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or LeadPile Lead Classifieds may seek any interim or preliminary relief from a court of competent jurisdiction in the State of Arizona necessary to protect rights or property pending the completion of arbitration.

Jurisdiction and Venue. This Agreement shall be governed in all respects by the laws of the State of Arizona. You accede that any legal action brought against LeadPile Lead Classifieds, inc. shall be governed by the laws of the State of Arizona without regard to its conflict of law principles, and that the sole jurisdiction and venue for any litigation arising from your use of LeadPile Lead Classifieds shall be an appropriate federal or state court located in the State of Arizona. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.

Other Agreements. If you and LeadPile Lead Classifieds have entered into a separate written agreement that covers your use of LeadPile Lead Classifieds, the terms and conditions of such agreement shall control to the extent they are inconsistent with this Participant Agreement

1. Agreement and acceptance of Terms of Use and Amendments.

Each time you use or cause access to this web site, you accede to be bound by these Terms of Use, and as amended from time to time with or without notice to you. In addition, if you are using a particular service on or through this web site, you will be subject to any rules or guidelines applicable to those services and they shall be incorporated by reference into these Terms of Use. Please see our Privacy Policy, which is incorporated into these Terms of Use by reference.

2. Our Service.

Our web site and services provided to you on and through our web site on an "AS IS" basis. You accede that the owners of this web site exclusively reserve the right and may, at any time and without notice and any liability to you, modify or discontinue this web site and its services or delete the data you provide, whether temporarily or permanently. We shall have no responsibilty or liability for the timeliness, deletion, failure to store, inaccuracy, or improper delivery of any data or information.

3. Your Responsibilities and Registration Obligations.

In order to use this web site, you must register on our site, accede to provide truthful information when requested, and be at least the age of thirteen (13) or older. When registering, you explicitly accede to our Terms of Use and as may be modified by us from time to time and available here.

4. Privacy Policy.

Registration data and other personally identifiable information that we may collect is subject to the terms of our Privacy Policy.

5. Registration and Password.

You are responsible to maintain the confidentiality of your password and shall be responsible for all uses via your registration and/or login, whether authorized or unauthorized by you. You accede to immediately notify us of any unauthorized use or your registration, user account or password.

6. Your Conduct.

You accede that all information or data of any kind, whether text, software, code, music or sound, photographs or graphics, video or other materials ("Content"), publicly or privately provided, shall be the sole responsibility of the person providing the Content or the person whose user account is used. You accede that our web site may expose you to Content that may be objectionable or offensive. We shall not be responsible to you in any way for the Content that appears on this web site nor for any error or omission.

You explicitly accede, in using this web site or any service provided, that you shall not:

(a) provide any Content or perform any conduct that may be unlawful, illegal, threatening, harmful, abusive, harassing, stalking, tortious, defamatory, libelous, vulgar, obscene, offensive, objectionable, pornographic, designed to or does interfere or interrupt this web site or any service provided, infected with a virus or other destructive or deleterious programming routine, give rise to civil or criminal liability, or which may violate an applicable local, national or international law;

(b) impersonate or misrepresent your association with any person or entity, or forge or otherwise seek to conceal or misrepresent the origin of any Content provided by you;

(d) provide or use this web site and any Content or service in any commercial manner or in any manner that would involve junk mail, spam, chain letters, pyramid schemes, or any other form of unauthorized advertising without our prior written consent;

(e) provide any Content that may give rise to our civil or criminal liability or which may consititue or be considered a violation of any local, national or international law, including but not limited to laws relating to copyright, trademark, patent, or trade secrets.

7. Submission of Content on this Web Site.

By providing any Content to our web site:

(a) you accede to grant to us a worldwide, royalty-free, perpetual, non-exclusive right and license (including any moral rights or other necessary rights) to use, display, reproduce, modify, adapt, publish, distribute, perform, promote, archive, translate, and to create derivative works and compilations, in whole or in part. Such license will apply with respect to any form, media, technology known or later developed;

(b) you warrant and represent that you have all legal, moral, and other rights that may be necessary to grant us with the license set forth in this Section 7;

(c) you acknowledge and accede that we shall have the right (but not obligation), in our sole discretion, to refuse to publish or to remove or block access to any Content you provide at any time and for any reason, with or without notice.

8. Third Party Services.

Goods and services of third parties may be advertised and/or made available on or through this web site. Representations made regarding products and services provided by third parties are governed by the policies and representations made by these third parties. We shall not be liable for or responsible in any manner for any of your dealings or interaction with third parties.

9. Indemnification.

You accede to indemnify and hold us harmless, our subsidiaries, affiliates, related parties, officers, directors, employees, agents, independent contractors, advertisers, partners, and co-branders from any claim or demand, including reasonable attorney's fees, that may be made by any third party, that is due to or arising out of your conduct or connection with this web site or service, your provision of Content, your violation of this Terms of Use or any other violation of the rights of another person or party.

10. DISCLAIMER OF WARRANTIES.

YOU UNDERSTAND AND ACCEDE THAT YOUR USE OF THIS WEB SITE AND ANY SERVICES OR CONTENT PROVIDED (THE "SERVICE") IS MADE AVAILABLE AND PROVIDED TO YOU AT YOUR OWN RISK. IT IS PROVIDED TO YOU "AS IS" AND WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, IMPLIED OR EXPRESS, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE MAKE NO WARRANTY, IMPLIED OR EXPRESS, THAT ANY PART OF THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, TIMELY, SECURE, ACCURATE, RELIABLE, OF ANY QUALITY, NOR THAT ANY CONTENT IS SAFE IN ANY MANNER FOR DOWNLOAD. YOU UNDERSTAND AND ACCEDE THAT NEITHER US NOR ANY PARTICIPANT IN THE SERVICE PROVIDES PROFESSIONAL ADVICE OF ANY KIND AND THAT USE OF SUCH ADVICE OR ANY OTHER INFORMATION IS SOLELY AT YOUR OWN RISK AND WITHOUT OUR LIABILITY OF ANY KIND.

Some jurisdictions may not allow disclaimers of implied warranties and the above disclaimer may not apply to you only as it relates to implied warranties.

11. LIMITATION OF LIABILITY.

YOU EXPRESSLY UNDERSTAND AND ACCEDE THAT WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INDICENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSS (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM OR ARISING OUT OF (I) THE USE OF OR THE INABILITY TO USE THE SERVICE, (II) THE COST TO OBTAIN SUBSTITUTE GOODS AND/OR SERVICES RESULTING FROM ANY TRANSACTION ENTERED INTO ON THROUGH THE SERVICE, (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA TRANSMISSIONS, (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE, OR (V) ANY OTHER MATTER RELATING TO THE SERVICE.

In some jurisdictions, it is not permitted to limit liability and therefore such limitations may not apply to you.

12. Reservation of Rights.

We reserve all of our rights, including but not limited to any and all copyrights, trademarks, patents, trade secrets, and any other proprietary right that we may have in our web site, its content, and the goods and services that may be provided. The use of our rights and property requires our prior written consent. We are not providing you with any implied or express licenses or rights by making services available to you and you will have no rights to make any commercial uses of our web site or service without our prior written consent.

13. Notification of Copyright Infringement.

If you believe that your property has been used in any way that would be considered copyright infringement or a violation of your intellectual property rights, our copyright agent may be contacted at the following address:

Contact our webmaster

14. Applicable Law.

You accede that this Terms of Use and any dispute arising out of your use of this web site or our products or services shall be governed by and construed in accordance with local laws where the headquarters of the owner of this web site is located, without regard to its conflict of law provisions. By registering or using this web site and service you consent and submit to the exclusive jurisdiction and venue of the county or city where the headquarters of the owner of this web site is located.

15. Miscellaneous Information.

(i) In the event that this Terms of Use conflicts with any law under which any provision may be held invalid by a court with jurisdiction over the parties, such provision will be interpreted to reflect the original intentions of the parties in accordance with applicable law, and the remainder of this Terms of Use will remain valid and intact; (ii) The failure of either party to assert any right under this Terms of Use shall not be considered a waiver of any that party's right and that right will remain in full force and effect; (iii) You accede that without regard to any statue or contrary law that any claim or cause arising out of this web site or its services must be filed within one (1) year after such claim or cause arose or the claim shall be forever barred; (iv) We may assign our rights and obligations under this Terms of Use and we shall be relieved of any further obligation.

Personally identifiable information you provide LeadPile Lead Classifieds when you sign up will not be sold or given to outside sources without your permission. LeadPile Lead Classifieds uses the information we collect in order to provide you with personalized services, such as managing and editing your ads, messages, and account information.

Sign-up Information

In order to post, buy, or make an offer for item(s) and service(s) on LeadPile Lead Classifieds, you must become a LeadPile Lead Classifieds Participant. The Participant registration process requires that you provide your full name, street address, email address, and other identifying information. If you were referred to LeadPile Lead Classifieds from another web site, that web site may send us information that you provided to them. The information they provide is considered private, as if you provided it directly to us.

Personal Descriptions & Photos

In an effort to facilitate a trusting buying and selling community, we provide you with the option to submit pictures and/or a description of your item or service. When you post your classified ad on LeadPile Lead Classifieds, the ad description and pictures are displayed on the site and accessible to visitors on LeadPile Lead Classifieds. We will not allow lewd, nude, or semi-nude photos, so please do not upload them. Classifieds and photos are subject to approval and must meet the Classified Ad Guidelines.

Our use of Cookies

LeadPile Lead Classifieds uses cookies to provide you access to protected pages without requesting a login each time. Cookies are small files that are placed on your computer when you visit our site. Our web site will reference and update the cookie each time you visit LeadPile Lead Classifieds. We use cookies to deliver content specific to you, for pages such as your account page. We accomplish this by storing encrypted information that uniquely identifies you in a cookie.

Public Access to Information

The information that you provide when you post a classified ad, rate other Participants, and respond to ratings that others have given you, is posted in public areas and available to all visitors. Please reParticipant that any information that is disclosed in these areas becomes public information, so please exercise caution.

Security

This site has security measures in place to protect the loss, misuse, and alteration of the information under our control. All Participant data and activity is stored separately and is not directly accessible through a web browser. We use industry standard procedures and processes to safeguard the confidentiality of your identifiable personal information, such as firewalls, encryption, monitoring technology, and adaptive analysis of network traffic to track abuse of our network and its data. Unfortunately, when you submit information about yourself to LeadPile Lead Classifieds over the Internet, the information may travel over many systems that are not under the control of LeadPile Lead Classifieds. The Internet is not 100% secure and others might intercept the information that you are sending. ReParticipant that your account is accessible only through the use of your Password.

Who will have access to my personal information?

Our priority is to keep your personal information private and confidential. LeadPile Lead Classifieds will not willfully disclose, rent, or sell your personal information to third parties. However, certain personal information will be available to others in the process of using LeadPile Lead Classifieds. For example, visitors to LeadPile Lead Classifieds may view your Participant name, feedback rating, city, and items you have for sale.

Of course, once you provide personal information to a buyer or seller, LeadPile Lead Classifieds has no control over how that information might be used by that individual. In addition, should you circumvent our on-site messaging system, LeadPile Lead Classifieds will be unable to provide assistance in transaction disputes. We recommend using our messaging system for any communications between you and potential buyers and sellers.

LeadPile Lead Classifieds may choose to disclose your personally identifiable information to others under the following circumstances:

You consent to share your information.

In response to a criminal investigation, subpoena, court order or legal process.

Your actions on LeadPile Lead Classifieds appear to be in violation of our policies (including, but not limited to, our Classified Ad Guidelines, User Agreement, and Fees and Payments policies).

You post a classified ad which we believe, in our sole discretion, may create a liability for LeadPile Lead Classifieds.

Nothing in this policy shall limit, prohibit, or otherwise deny the ability of LeadPile Lead Classifieds to (1) transfer, assign, or sell our assets to a third party without limitation, or (2) dispose of our assets in any manner, through bankruptcy or similar proceeding. In addition, LeadPile Lead Classifieds makes no warranties or claims regarding the accuracy or completeness of the information we collect and disclose through our site, and disclaims any liability regarding its use.