Terms and Services for ZMA Platform (Buyers) – PriceYak

ZMA Platform Agreement (for Buyers)

Last Modified: July 06, 2022

Acceptance of the Agreement

This agreement ("Agreement") is entered into by and between you (“you,” “user” or “Buyer”) and Zinc Technologies, Inc. a Delaware corporation (“Zinc,” "Company," "we," or "us"). The following terms and conditions of this Agreement govern your access to and use of any and all of our Zinc Managed Accounts (“ZMA”) services including our ZMA Platform at www.priceyak.com and www.zincapi.com, and including related subdomains; our mobile, tablet and other smart device applications; our application program interfaces (“APIs”) or other ZMA online services as well as other ZMA tools, technology and programs (collectively, the “ZMA Platform”) and all associated services (collectively, the “Services”); in each case, that reference and incorporate this Agreement.

Please read the Agreement carefully before you start to use the ZMA Platform. By using the ZMA Platform or by clicking to accept or agree to the Agreement when this option is made available to you, you accept and agree to be bound and abide by this Agreement and our Privacy Policy. If you do not want to agree to this Agreement or the Privacy Policy, you must not access or use the ZMA Platform.

By creating an account on the ZMA Platform, you are deemed to be signing this Agreement electronically. You agree your electronic signature is the legal equivalent of your manual signature on this Agreement. By creating an account, you consent to be legally bound by this Agreement's terms and conditions. You further agree that your use of a keypad, mouse or other device to select an item, button, icon or similar act/action, or to otherwise provide the Company, or in accessing or making any Order regarding any agreement, acknowledgment, consent terms, disclosures or conditions constitutes your signature (hereafter referred to as "E-Signature"), acceptance and agreement as if actually signed by you in writing. You also agree that no certification authority or other third party verification is necessary to validate your E-Signature and that the lack of such certification or third party verification will not in any way affect the enforceability of your E-Signature or any resulting contract between you and the Company. You also represent that you are authorized to enter into this Agreement for all persons who own or are authorized to access any of your accounts and that such persons will be bound by the terms of this Agreement. You further agree that each use of your E-Signature in obtaining an account with the Company constitutes your agreement that you have had the opportunity to review the terms and conditions of the Company’s Privacy Policy as they exist on the date of your E-Signature and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

The ZMA Platform is offered and available to users who are 18 years of age or older and reside in the United States or any of its territories or possessions. By using the ZMA Platform, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the ZMA Platform.

Changes to the Agreement

We may revise and update this Agreement from time to time, including any fees or other charges associated with the use of the Services and the ZMA Platform, upon Thirty (30) days’ notice, in our sole discretion, and shall apply to access to and use of the Services and ZMA Platform thereafter.

Your continued use of the ZMA Platform following the conclusion of the Thirty (30) days’ notice period means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Our Service

The Company provides a marketplace for buying services on Amazon. On one side of the marketplace are e-commerce businesses that need items/Orders fulfilled on Amazon but lack the ability/scale needed to place their Orders; that you as the Buyer. On the other side of the marketplace are businesses or individuals that have excess buying capacity on Amazon acting as independent service providers to the Buyers that place these Orders on behalf of the Buyers (“Service Providers”). This Agreement is for your use of the ZMA Platform as a Buyer.

The ZMA Platform takes the headache out of opening, maintaining, and funding Amazon and other Buyer accounts.

The benefits of the ZMA Platform include:

No need to pass credit card, gift card, and billing address info.
No need to open new Amazon accounts or deal with account holds/closures.
Take advantage of Amazon Prime Two-Day shipping and Amazon Business.
Sales tax exemption (volume dependent and state-dependent).
Buyers have the ability to set their Ordering logic to be at face value, above face value, or below face value.

Please be aware however that:

You will not be able to access the Amazon accounts on which the Orders are placed.
Cancellations and return requests must be done via the API.
Account must be funded via PayPal, MassPay, or ACH/Wire.
Buyer funds in ZMA Platform accounts can only be withdrawn via PayPal, unless alternative methods have been arranged between Buyer and Zinc, subject to additional fees.
Items are purchased at the face value on Amazon by default.

Accessing the ZMA Platform and Account Security

We reserve the right to withdraw or amend the ZMA Platform, and any Services we provide on the ZMA Platform, in our sole discretion without notice. We will not be liable if for any reason all or any part of the ZMA Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the ZMA Platform, or the entire ZMA Platform, to users, including registered users.

You are responsible for both:

Making all arrangements necessary for you to have access to the ZMA Platform.
Ensuring that all persons who access the ZMA Platform through your internet connection are aware of this Agreement and comply with them.

To access the ZMA Platform or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the ZMA Platform that all the information you provide on the ZMA Platform is correct, current, and complete. You agree that all information you provide to register with the ZMA Platform or otherwise, including, but not limited to, through the use of any interactive features on the ZMA Platform, is governed by our Privacy Policy and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the ZMA Platform or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time if, in our opinion, you have violated any provision of this Agreement.

Intellectual Property Rights

The ZMA Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

This Agreement permits you to use the ZMA Platform for your use as a Buyer only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our ZMA Platform, except as follows:

Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your use as a Buyer only, provided you agree to be bound by our end user license agreement for such applications.

You must not:

Modify copies of any materials from this site.
Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.

You must not access or use for any commercial purposes, except for your use as a Buyer only, any part of the ZMA Platform or any services or materials available through the ZMA Platform.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the ZMA Platform in breach of the Agreement, your right to use the ZMA Platform will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the ZMA Platform or any content on the ZMA Platform is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the ZMA Platform not expressly permitted by this Agreement is a breach of this Agreement and may violate copyright, trademark, and other laws.

Trademarks

The Company name, the brand “Zinc” the Company logos, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the ZMA Platform are the trademarks of their respective owners.

Prohibited Uses

You may use the ZMA Platform only for lawful purposes and in accordance with this Agreement. You agree not to use the ZMA Platform:

In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the ZMA Platform, or which, as determined by us, may harm the Company or users of the ZMA Platform, or expose them to liability.

Reliance on Information Posted

The information presented on or through the ZMA Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information, including product and pricing information, is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the ZMA Platform, or by anyone who may be informed of any of its contents.

The ZMA Platform may include content and products provided by third parties, including materials provided by merchants, providers of goods and services, other users, third-party licensors, manufacturers, retailers and others. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials and listings provided by any third parties.

We may update the content on the ZMA Platform from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the ZMA Platform may be out of date at any given time, and we are under no obligation to update such material.

Information About You and Your Visits to the ZMA Platform

All information we collect on the ZMA Platform is subject to our Privacy Policy. By using the ZMA Platform, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Commercial Terms

Placing Orders: You agree that by placing an Order (“Order”) and agreeing to this Agreement, you are entering into a binding contract with Zinc and agree to pay all charges that may be incurred by you or on your behalf through the ZMA Platform, including the ZMA Platform fees and charges and the price(s) quoted from the Service Providers when such Order are placed and charges are incurred, including, without limitation, all shipping and handling charges. In addition, you remain responsible for any taxes that may be applicable to your Orders. PriceYak will not assume responsibility for duplicate Orders placed through repeated clicks of the “Force AutoOrder” button. Please wait for an agent update when an Order is marked "Order probably placed". Do not retry the Order until confirmed that this Order was not successful by an agent via a case note update. The retry button can trigger duplicate Orders if you click it more than once. This might be very useful when your buyer writes to you asking you to purchase more of your product, but it can cause chaos if you accidentally place repeated Orders.

Here is a detailed article regarding our Advanced Retries: https://support.priceyak.com/hc/en-us/articles/360044530911-NEW-How-Advanced-Retry-works

Item Descriptions and Images: All descriptions, images, references, features, content, specifications, products, and prices of products and services described, depicted or communicated on the ZMA Platform are solely the responsibility of the Buyers and the Service Providers. The Zinc Platform uses tools and software to display as accurately as possible colors and images of the Ordered products that appear on the ZMA Platform, but makes no guarantee that your computer monitor's display of any color or other content will be accurate.

Promotions: Zinc and the Service Providers, in their respective sole discretion, may offer promotional pricing, codes or other offers to you (“Promotions”). Promotions cannot be used on past Orders. Promotions are non-transferable and there is no cash alternative. Promotions cannot be used in conjunction with other Promotions or Offers, and must be used by the date published if any. Company reserves the right at any time without notice to retract or change any Promotions.

Item Availability: Zinc and the Service Providers reserve the right, with or without prior notice, to do any one or more of the following: (i) limit the available quantity or discontinue any product or service; (ii) impose conditions on the honoring of any coupon, coupon code, promotional code, or other similar promotion; (iii) bar any Buyer from making or completing any or all Order(s); and (iv) refuse to provide any Buyer with any product or service.

Refunds: We will not issue refunds for non-returnable items or Orders that miss Amazon's return window (30 days after delivery). Here is more info on this policy:

https://www.amazon.com/gp/help/customer/display.html/?nodeId=GMZNGRA9B5PCJB5F

Zinc will only issue a refund to the Buyers if the account receives a refund. This includes Orders that:

Do not have confirmation of delivery
No tracking uploaded after EDD has passed
Tracking has paused during transit

Orders returned without the label provided by PriceYak/Amazon will not be refunded. We will not make exceptions regarding this policy.

Sales tax will not be reimbursed even if charged as the result of a bug.

Troubleshooting: Orders are eligible for troubleshooting within a 30-day window starting from the estimated delivery date. The estimated delivery date is displayed on the Order page in PriceYak. If the Order ships prior to the estimated delivery date, Orders are only eligible for troubleshooting within a 30-day period once in transit. If your Order does not have an estimated delivery date, we are only able to troubleshoot within 30 days of the date of purchase. Requests on Orders outside this window will automatically be denied and closed.

If an Order is marked as delivered, we will not troubleshoot. This puts our accounts at risk of closure. Please use tracking as proof of shipment/delivery.

Payment, Shipping & Returns

Payment Processing. We utilize “third party payment providers” (i.e. PayPal, MassPay, or ACH/Wire). For payments through third party payment providers, you may be directed to their websites, APIs and online tools. It is your responsibility to familiarize yourself with the third party payment provider’s terms and conditions, and privacy policy. Bitcoin is no longer supported. Please check the Managed Account Funding page for more info.

When applicable, Buyer acknowledges and agrees that the credit or debit card being used belongs to Buyer or that Buyer has been specifically authorized by the owner of such card to use it. All card holders are subject to validation and authorization by the issuer of the card. If the issuer of your payment card refuses to authorize payment to us, we will not be liable for any non-delivery or delay of Orders.

Shipping and Returns. As an online marketplace that connects Buyers and Service Providers. We undertake no services related to the shipping, returns and exchanges of any Orders which shall be subject to the specific shipping and return policy of the Service Providers with whom you placed your Order. That includes things like different shipping options, how long you have to return a product, what can be returned or what must be exchanged, etc. However, all financial Orders, including refunds, if applicable, will be processed through the ZMA Platform. We do not coordinate UPS pick-up returns. Please remove listings associated with these types of returns. Amazon is not liable for Orders damaged or lost once they arrive at a freight forwarder. It is an Amazon policy. We do not assist with these Orders. We will not create a label/refund for an item marked as ineligible for return. This is an Amazon policy. We can make an exception if an item is damaged and your buyer provides photo evidence.

Links from the ZMA Platform

If the ZMA Platform contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party ZMA Platforms linked to the ZMA Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such ZMA Platforms.

Geographic Restrictions

The owner of the ZMA Platform is based in the State of California in the United States. Although Buyers and Service Providers outside the United States may be able to access the Zinc Platform, we make no claims that the ZMA Platform or any of its content are accessible or appropriate outside of the United States. Access to the ZMA Platform may not be legal by certain persons or in certain countries. If you access the ZMA Platform from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the ZMA Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE ZMA PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE ZMA PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY ZMA PLATFORM LINKED TO IT.

YOUR USE OF THE ZMA PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE ZMA PLATFORM IS AT YOUR OWN RISK. THE ZMA PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE ZMA PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE ZMA PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE ZMA PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE ZMA PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE ZMA PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE ZMA PLATFORM WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Product Disclaimer

Since we are only a marketplace platform and not a manufacturer, and the manufacturing of the products procured in Orders are not controlled by the Company, Company makes no representations or warranties about the quality of any products, nor can we ensure that any products are compliant with any third-party certification requirements and product representations. Please also note that we do not warranty against any negative outcomes that may be caused by any oils, creams, lotions, supplements and other personal care products, food, beverages or other topical or ingestible products procured through Orders with Service Providers on the ZMA Platform.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE ZMA PLATFORM, ANY ZMA PLATFORMS LINKED TO IT, ANY CONTENT ON THE ZMA PLATFORM OR SUCH OTHER ZMA PLATFORMS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of this Agreement or your use of the ZMA Platform, including, but not limited to any use of the ZMA Platform's content, services, and products other than as expressly authorized in this Agreement, or your use of any information obtained from the ZMA Platform.

Governing Law and Jurisdiction

All matters relating to the ZMA Platform and this Agreement, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).

Any legal suit, action, or proceeding arising out of, or related to, this Agreement or the ZMA Platform shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in the City of San Francisco and County of San Francisco, although we retain the right to bring any suit, action, or proceeding against you for breach of this Agreement in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Arbitration

At Company's sole discretion, it may require You to submit any disputes arising from this Agreement or use of the ZMA Platform, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying California law.

Waiver and Severability

No waiver by the Company of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.

If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Agreement will continue in full force and effect.

Entire Agreement

The Agreement and our Privacy Policy constitute the sole and entire agreement between you and Zinc Technologies, Inc. regarding the ZMA Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the ZMA Platform.

Your Comments and Concerns

The ZMA Platform is operated by Zinc Technologies, Inc. All feedback, comments, requests for technical support, and other communications relating to the ZMA Platform should be directed to: [help@Zinc.com]

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