Terms of Service

Welcome to Aspyn Market, owned by Aspyn Market, LLC , (referred to in these Terms of Service as “Aspyn Market” or “we” and through similar words such as “us,” “our,” etc.). Aspyn Market is the home of the Aspyn Marketplace, the Aspyn Planner and Wellness Workbook, Aspyn Coaching, and several other product lines. The Aspyn Market website and service including (without limitation) all websites, mobile applications, software platforms and other interactive properties through which the service is delivered, including any and all improvements, updates, or other modifications thereto (collectively, the “Service”) are owned, operated, contracted by, and/or distributed by Aspyn Market. By accessing any part of the Service, including additional terms and conditions and policies referenced herein and/or available by hyperlink, you are agreeing to the terms and conditions described below (these “Terms of Service”), the terms and conditions of our privacy policy (the “Privacy Policy”) and any other legal notices published by us on the Service. If you do not agree to any of these terms, you should not use the Service. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, contractors, teachers, coaches, customers, merchants, subscribers, and/or contributors of content. 

We may, at our sole discretion, modify these Terms of Service at any time. By accessing the Service at any time after such modifications, you are agreeing to such modifications. These Terms of Service were last modified as of February 1, 2022. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes. 

You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any international, federal, provincial or state regulations, rules, laws, or local ordinances (collectively, “Laws”) in your jurisdiction (including but not limited to copyright laws). 

A breach or violation of any of the Terms will result in an immediate termination of your access to or use of the Service in addition to any other remedy we may have. 

Our store is hosted on Shopify Inc. They provide us with the online e-commerce platform that allows us to sell our products and services to you. 

Subject to the terms and conditions of these Terms of Service, you are hereby granted a non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Service solely for your own personal use. Asypn Market reserves all rights not expressly granted herein in the Service. Except as expressly set forth herein, no rights or licenses are granted to you under these Terms of Service, whether by implication, estoppel or otherwise.

The Service and all content and materials made accessible therefrom are protected by international copyright and trademark laws and other proprietary rights. The owners of the copyrights and trademarks are Aspyn Market, its affiliates and/or other third party licensors. YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SERVICE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE.

You may not use the Service, or assist or encourage any other party to use the Service, to engage in any activity that Aspyn Market deems objectionable, including without limitation any of the following prohibited activities: (1) You may not use any robots, spiders, or similar data mining, data gathering or extraction tools or manual processes to collect, gather or copy any content or data on or related to the Service in a manner not authorized by Aspyn Market in writing, (2) You may not engage in practices of “screen scraping,” “database scraping” or any other practice or activity the purpose of which is to obtain lists of users, portions of a database, or other lists or information from the Service, in any manner and any quantities not authorized by Aspyn Market in writing, (3) You may not frame or utilize framing techniques to enclose any trademark, logo or other proprietary information (including images, text, page layout or form) of Aspyn Market or its affiliates without express written consent and (4) You may not use meta tags or any other “hidden text” utilizing the Aspyn Market name or trademarks without the express written consent of Aspyn Market.

You may not use the Service in any manner or for any purpose other than as expressly permitted by the Terms. You will not, or will not attempt to (a) modify, distribute, alter, tamper with, repair, or otherwise create derivative works of any Service or any of our tools or proprietary processes; (b) reverse engineer, disassemble, or decompile the Service or apply any other process or procedure to derive the source code of any software or app included in the Service (except to the extent applicable Law doesn’t allow this restriction); (c) access or use the Service in a way intended to avoid incurring fees or exceeding usage limits or quotas; or (d) copy, download, resell, sublicense, or otherwise provide or make available to a third party the Service or any content, data, materials or information made available thereby, including by copying any materials or techniques for purposes of your own or others’ classes or coaching sessions.

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the Service: (i) for any unlawful purpose; (ii) to solicit others to perform or participate in any unlawful acts; (iii) to violate any Laws; (iv) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (v) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (vi) to submit false or misleading information; (vii) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (viii) to collect or track the personal information of others; (ix) for any obscene or immoral purpose; or (x) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. 

We reserve the right to deny, suspend, or terminate your use of or access the Service or any related website for any violation or attempted violation of these Terms of Service, in our sole discretion.

We reserve the right to refuse service to anyone for any reason at any time. 

You understand that your content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. 

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us. 

We are not responsible if information made available on the Service is not accurate, complete or current. The material on the Service is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on the Service is at your own risk. 

This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify Service and the contents thereof at any time, but we have no obligation to do so. You agree that it is your responsibility to monitor changes to the Service. 

You must be 18 or older in order to purchase any product or service made available to you through the Service (“Products”). If you are under 18, you may use the Service only under the supervision of and with the involvement and authority of a parent or guardian that manages the account, and your parent and/or guardian agrees to be, and will be, held jointly and severally liable for any claims arising from you use of the Service. You agree that an order for Products is an offer to buy, under these Terms of Service, all Products listed in your order. All orders must be accepted by us or we will not be obligated to sell the Products to you. 

Certain products or services may be available exclusively online through the website. All orders are subject to our acceptance and Product availability. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the Products you have ordered. 

The appearance of Products displayed on any website within the Service may not exactly correspond to the actual Products in terms of image, dimensions, color or otherwise. 

We reserve the right, but are not obligated, to limit the sales of our products or Service to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. 

Your total price for the Products will be stated on your purchase receipt and/or in a confirmation of your order by way of e-mail to the address you provide during the checkout process. Terms of payment are within our sole discretion, and, unless otherwise agreed to by us, payment must be received by us prior to our acceptance of an order for Products. We may use third-party service providers to process transactions on the Service and all payments for Products must be made in the manner specified by such third-party service providers. Any price offers or advertisements given by us will be valid for the period stated on the offer or advertisement, with the exception that we reserve the right to reject any sale at any time and for any reason, including without limitation for a misprint in the price offer or advertisement. Prices offered or advertised do not include shipping and handling or applicable sales taxes, which will be added to the price you pay. 

We may revise pricing for any Product or revise or discontinue any Product at any time. We will deliver Products that have similar characteristics of the Products you ordered, but changes between what is delivered and what is described online are possible.

Refunds, for whatever reason, of any payment received by you will take place using the same method of payment you chose during the checkout process and cannot be amended after your order has been placed.

In the event a Product is listed at an incorrect price due to a typographical error, entry error, error in pricing information received from our suppliers, or other similar error, we shall have the right to refuse or cancel any orders for such Products. We shall also have the right to refuse or cancel any or all of your orders if we determine, in our sole discretion, that you are in breach of these Terms of Service. We reserve the right to refuse or cancel any such orders whether or not the order has been confirmed. We will notify you of any cancellation and you will not be charged for any cancelled orders. Without limiting any other provisions in these Terms of Service, we do not warrant that any Product description or other information, material, or content accessible using the Service will be accurate, complete, reliable, current, or error-free. Your sole remedy for any claim arising from the purchase of any Product will be to return the Product for a full or partial refund in accordance with and to the extent permitted by our Return Policy (https://aspynmarket.com/pages/returns-and-exchanges).

We will arrange shipping of the Products to the address indicated in your order using a carrier of our choice, in our sole discretion. 

Risk of loss to Products passes to you upon delivery to the carrier. We do not provide insurance on such Products during delivery. The costs of shipping and handling will be shown on your purchase receipt. We will not be responsible for delays in delivery, including without limitation if due to events beyond its reasonable control, including without limitation shortage of materials, transportation failure, or acts of God. 

You must examine any Products when you receive them. If any item is damaged or missing, you must notify us immediately. We will not consider any claim for damaged or missing items more than fifteen (15) days from the date of delivery.

You represent and warrant that you are buying Products from the Service for your own personal or household use only and not for resale or export. 

Delivery from the Service is restricted to physical addresses in the United States. You represent and warrant that all purchases are intended for final delivery within the United States.

Content, data, information, and other materials submitted by you to us (including, without limitation, any information submitted on message boards, forums or other public areas of the Service) is referred to in these Terms of Service as “User Submissions.” You agree that all User Submissions are not confidential. You are solely responsible for your own User Submissions and the consequences of posting or publishing them. You represent and warrant that you own or have the necessary licenses, rights, consents and permissions to your User Submissions (and all content included therein), including the right to authorize Aspyn Market to use the User Submissions in the manner contemplated by the Service and these Terms of Service.

You hereby grant to Aspyn Market a non-exclusive, royalty-free, worldwide, irrevocable, perpetual license, with the right to sub-license (through multiple tiers of sublicensees), to use, reproduce, modify, distribute, transmit, create derivative works of, publicly display and publicly perform any User Submissions or any other materials or information (including, without limitation, ideas for new or improved products or services) you provide to Aspyn Market by all means and in any media now known or hereafter developed and Aspyn Market will be free to use and exploit all User Submissions without obligation or liability to you, financial or otherwise, including for the purposes of (i) providing the Service, (ii) marketing, selling or otherwise providing products and services using the Service, or (iii) developing, maintaining, supporting or improving the Service. You also grant to Aspyn Market the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse against Aspyn Market for any alleged or actual infringement or misappropriation of any proprietary right in your communications to Aspyn Market.

We neither endorse nor assume any liability for the contents of any User Submission. We generally do not pre-screen, monitor, or edit User Submissions. However, we and our agents have the right at their sole discretion to remove any User Submission or other content that, in our judgment, does not comply with these Terms of Service and any other rules of user conduct for the Service, or is otherwise harmful, objectionable, or inaccurate. We are not responsible for any failure or delay in removing any such User Submission or other content. You hereby consent to such removal and waive any claim against us arising out of such removal of any User Submission, whether it is your own or another user’s. 

The license granted to us by you in this Section includes any and all rights in or to the User Submission, including, without limitation, intellectual property rights, rights of privacy or rights of publicity. Where applicable and permitted under applicable Law, you also agree to waive and not enforce any “moral rights” or rights, such as your right to be identified as the author of your User Submission, including Feedback, and your right to object to derogatory treatment of such User Submission. If such moral rights are not waivable, then you at least agree not to sue us for failure to identify you as the author of any User Submission or for any use of your User Submission on or in connection with the Service.

You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights. You also agree that, if you create your User Submission with one or more contributor, you will ensure that each such contributor either (a) has agreed to these Terms of Service or (b) has granted to you all of the rights that you need in order for you to grant the licenses that you grant to us herein in such User Submission. You represent and warrant that: (i) the posting and use of your User Submissions on or through the Service does not and will not violate, misappropriate or infringe on the rights of any third party, including, without limitation, privacy rights, publicity rights, copyrights, trademark and/or other intellectual property rights; (ii) you will pay for all royalties, fees, and any other monies owed by reason of User Submissions you post on or through the Service; (iii) the User Submissions posted by you on or through the Service does and will comply with all applicable Laws; and (iv) the User Content posted by you on or through the Service will not be abusive, defamatory, obscene, threatening, repetitive or otherwise inappropriate or contain any virus or other software that may adversely affect the operation of another’s computer.

If you provide feedback, ideas or suggestions to Aspyn Market in connection with the Service or ( "Feedback" ), you acknowledge that the Feedback is not confidential and you authorize Aspyn Market to use and exploit that Feedback without restriction and without payment to you. 

Access to portions of the Service may require you to sign up for a membership and to pay associated fees. We reserve the right to change the prices for memberships in our discretion. You may cancel memberships at any time, however, all fees are non-refundable, except as expressly agreed by Aspyn Market. 

The Digital Millennium Copyright Act (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. Aspyn Market reviews claims of trademark infringement. If you believe in good faith that materials hosted by Aspyn Market infringe your copyright or trademark rights, you (or your agent) may send us a notice requesting that the material be removed or that access to it be blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work or trademark claimed to have been infringed on (or, if multiple copyrighted works or trademarks located on the Service are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity and information reasonably sufficient to allow Aspyn Market to locate the material on the Service; (d) the name, address, telephone number, and e-mail address (if available) of the complaining party; (e) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright or trademark owner, its agent or applicable Law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Please be advised that Aspyn Market will not respond to complaints that do not meet these requirements. If Aspyn Market determines that the materials alleged to infringe your copyright or trademark rights do not require removal, Aspyn Market will remove those materials only pursuant to a court order declaring the content or use of the materials unlawful.

If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Counter-notices must include the following information: (i) your name, address, and telephone number; (ii) the source of the content that was removed; (iii) a statement under penalty of perjury that you have a good-faith belief that the content was removed in error; (iv) a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located; or, if your address is outside of the United States, for any judicial district in which Aspyn Market may be found, and that you will accept service of process from the person who provided the original complaint; and (v) a physical or electronic signature (for example, typing your full name).

Notices and counter-notices with respect to the Service must meet the then-current statutory requirements imposed by the DMCA (see http://copyright.gov/title17/92appb.html) and should be sent to the agent identified below. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

Agent to receive notices of claimed infringement:

Wynter Johnson

27554 E. Canyon Pl. Aurora, CO 80016

wynter@aspynmarket.com

303-667-6594

The Service may be used by you solely to the extent expressly permitted in these Terms of Service. Use of the Service by you for any other purpose is strictly prohibited. Neither these Terms of Service nor your use of the Service grants you ownership in the Service or any content you access through the Service (other than your User Submissions). You acknowledge that you do not acquire any ownership rights by using the Service. The trademarks, trade names, service marks, brands, logos, and trade dress displayed on the Service (collectively, the “Aspyn Market Trademarks”) are the registered and unregistered intellectual and proprietary property of Aspyn Market and/or others. Nothing contained in these Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Aspyn Market Trademark(s) without the express written permission of Aspyn Market or the third-party owner of any such Aspyn Market Trademark..  

We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e‑mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors. 

You agree to provide current, complete, and accurate purchase and account information for all purchases made using the Service. You agree to promptly update your account and other information, including your email address and other information necessary to effectuate the transaction. 

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. 

You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. 

Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). 

We may also, in the future, offer new services and/or features through our Service (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service. 

Certain content, products, and services available via our Service may include materials from third-parties. Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties. 

We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. 

Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

We may receive commissions when users click our links and make purchases. However, this does not impact our reviews and comparisons. We try our best to keep things fair and balanced, in order to help users make the best choice. 

We are a member of the Amazon Affiliate Partnership program. If we link to any product on Amazon, users should assume that it is an affiliate product and we might get paid a small commission. 

You must be over 18 to open an account. Accounts registered by “bots” or other automated methods are not permitted.

If Aspyn Market has issued an account to you in connection with your use of the Service, you are responsible for safeguarding your password and any other credentials used to access that account. You, and not Aspyn Market, are responsible for any activity occurring in your account, whether or not you authorized that activity. If you become aware of any unauthorized access to your account, you should notify Aspyn Market immediately at customercare@aspynmarket.com. Accounts may not be shared and may only be used by one individual or organization per account as purchased.

Aspyn Market regularly sends notices to the email address registered with your account. You must keep your email address and, where applicable, your contact details and payment details associated with your account current and accurate.

You are responsible for maintaining, protecting, and making backups of your User Submissions. To the extent permitted by applicable Law, Aspyn Market will not be liable for any failure to store, or for loss or corruption of, your User Submissions.

Aspyn Market may terminate your account and delete any User Submissions contained in it if there is no account activity (such as a log in event or payment) at any time at our discretion.  

If you are an individual, you may only use the Service if you have the power to form a contract with Aspyn Market. If you do not have the power to form a contract, you may not use the Service. If you are not an individual, you warrant that you are validly formed and existing under the Laws of your jurisdiction of formation, that you have full power and authority to enter into these Terms, and that you have duly authorized your agent to bind you to these Terms  

“Minors” are individuals under the age of 18 (or a higher age as provided in certain countries and territories). The Service is not intended for use by Minors without supervision of or recommendation by their caregiver. Service are not directed at children under the age of 16 and Aspyn Market does not knowingly collect personal information from children. In your use of the Service, it is your sole responsibility to comply with all applicable Laws relating to the privacy rights of children, including the Children’s Online Privacy Protection Rule (COPPA).

You are not permitted to use our Service if you are, or you are owned or controlled directly or indirectly by, any person, group, entity, or nation, named on any list issued by the Department of the Treasury’s Office of Foreign Asset Control (“OFAC”), or any similar list or by any law, order, rule, or regulation or any Executive Order of the President of the United States, including Executive Order 13224, as a "Specially Designated National and Blocked Person”, terrorist, or other banned or blocked person (collectively, a “Prohibited Person”) By using our Service you represent and warrant that (i) you are not (nor are you owned or controlled, directly or indirectly, by any person, group, entity, or nation that is) acting directly or indirectly for or on behalf of any Prohibited Person; (ii) you have not conducted nor will you conduct business nor have engaged nor will you engage in any transaction or dealing with any Prohibited Person in violation of the U.S. Patriot Act or any OFAC rule or regulation, including, without limitation, the making or receiving of any contribution of funds, goods, or services to or for the benefit of a Prohibited Person in violation of the U.S. Patriot Act or any OFAC rule or regulation; (iii) you are not prohibited by any sanctions program as maintained by OFAC from using the Service, including those sanctions programs currently in effect with respect to Iran, North Korea, or Venezuela. Furthermore, it is your responsibility to ensure that you do not provide access to the Service to any Prohibited Persons.

You must always use the Service in compliance with, and only as permitted by, applicable Laws. There are various Laws that apply or may potentially apply to your User Submissions, business, websites, and/or mobile applications, including, but not limited to those related to privacy and data security (such as the California Consumer Privacy Act (CCPA) or the EU General Data Protection Regulation (GDPR)), the accessibility of websites and/or mobile applications, taxes, the Health Insurance Portability and Accountability Act (HIPAA), and subscriptions and auto-renewals. Aspyn Market is not HIPAA compliant and currently we have no plans to become so. Accordingly, you may not use the Service to share, collect, store, or process any protected health information subject to HIPAA, any applicable health privacy regulation, or any other applicable Law governing the processing, use, or disclosure of health information. Any information provided by Aspyn Market in content, help articles, examples, or the like are provided for informational purposes only and are provided without any warranty, express or implied, including as to their legal effect and completeness. Aspyn Market cannot provide you with any therapeutic, medical, financial or legal advice and encourages you to consult with professionals of your own selection and at your own expense. All content and media offered through the Service, any of its affiliate websites, social media sites, or through guest appearances and publications is created and published online, and through other sources, for informational purposes only. It is not intended to be a substitute for professional medical advice and should not be relied on as health or personal advice. You agree that you are solely and exclusively responsible for your User Submissions and the entirety of your User Submissions, including compliance with Laws.

WE DO NOT GUARANTEE, REPRESENT OR WARRANT THAT YOUR USE OF OUR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. 

WE DO NOT WARRANT THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE. 

YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE THE SERVICE FOR INDEFINITE PERIODS OF TIME OR CANCEL THE SERVICE AT ANY TIME, WITHOUT NOTICE TO YOU. 

YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE SERVICE ARE (EXCEPT AS EXPRESSLY STATED BY US) PROVIDED 'AS IS' AND 'AS AVAILABLE' FOR YOUR USE, WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT. 

IN NO CASE SHALL ASPYN MARKET, OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF ANY OF THE SERVICE OR ANY PRODUCTS PROCURED USING THE SERVICE, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICE OR ANY PRODUCT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICE OR ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, EVEN IF ADVISED OF THEIR POSSIBILITY. ASPYN MARKET’S MAXIMUM AGGREGATE LIABILITY TO YOU SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNTS WE RECEIVED FROM YOU IN THE 12-MONTH PERIOD PRIOR TO THE APPLICABLE CLAIM AND (B) FIFTY DOLLARS ($50).

BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. 

You agree to indemnify, defend and hold harmless Aspyn Market and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, losses, costs, including reasonable attorneys’ fees, and other expenses and liabilities that, directly or indirectly, arise out of or from (a) your breach of these Terms of Service or the documents they incorporate by reference, (b) your violation of any Law, (c) any allegation that any User Submissions or other materials you submit to us or transmit to the Service infringe, misappropriate, or otherwise violate the copyright, patent, trademark, trade secret or other intellectual property or other rights of a third-party, (d) your activities in connection with the Service or any other website to which the Service is linked, (e) your negligence or willful misconduct, (f) your use of the results, content, data, or information provided via the Service, or (g) any service or product offered by you in connection with or related to your use of the Service. 

If you have a concern, we want to first try to address it without needing a formal legal case. Before filing a claim against Aspyn Market, you agree to try to resolve the dispute informally by contacting customercare@aspynmarket.com. We’ll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, or another duration Aspyn Market determines, you or Aspyn Market may bring a formal proceeding.

You and Aspyn Market agree that any judicial proceeding to resolve claims relating to these Terms or the Service will be brought in Arapahoe County, CO, subject to the mandatory arbitration provisions below. Both you and Aspyn Market consent to venue and personal jurisdiction in such courts. If you reside in a country (for example, a member state of the European Union) with laws that give consumers the right to bring disputes in their local courts, this paragraph doesn’t affect those requirements.

We Both Agree to Arbitrate. You and Aspyn Market agree to resolve any claims relating to these Terms or the Service through final and binding arbitration by a single arbitrator, except as set forth under Exceptions to Agreement to Arbitrate below. This includes disputes arising out of or relating to interpretation or application of this “Mandatory Arbitration Provisions” section, including its enforceability, revocability, or validity.

Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate within 30 days of first registering your account by contacting us at customercare@aspynmarket.com.

Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in Arapahoe County, CO, the United States county where you live or work, or any other location we agree to, in person or virtually. The AAA rules will govern payment of all arbitration fees. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by writing to the Notice Address.

Exceptions to Agreement to Arbitrate. Either you or Aspyn Market may assert claims, if they qualify, in small claims court in Arapahoe County, CO, or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Service, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of Arapahoe County, CO to resolve your claim.

NO CLASS ACTIONS. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed. If this specific paragraph is held unenforceable, then the entirety of this “Mandatory Arbitration Provisions” section will be deemed void.

You agree that any claim you may have arising out of or related to your relationship with Aspyn Market and these Terms of Service must be filed within one year after such claim arose; otherwise, your claim is permanently barred.

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. 

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Service, or when you cease using our site. 

If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Service (or any part thereof). 

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. 

These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). 

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party. 

Subject to the “Resolving Disputes” Section of these Terms of Service your relationship with Aspyn Market shall be governed by, and construed and interpreted in accordance with, the Federal Arbitration Act, applicable federal law, and the laws of the State of Colorado without regard to conflict of laws principles AND WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE. However, some countries (including those in the European Union) have laws that require agreements to be governed by the local laws of the consumer's country. This paragraph doesn’t override those laws. Subject to the “Resolving Disputes” Section of these Terms of Service, the parties irrevocably consent to bring any action to enforce this Agreement in the federal or state courts for Arapahoe County, CO, and you consent to the exclusive jurisdiction of the federal or state courts for Arapahoe County, CO. 

You may not assign these Terms or your rights to use our Service without Aspyn Market’s prior written consent, which may be withheld in our sole discretion. Aspyn Market may assign these Terms at any time without notice to you.  

The relationship between Independent Contractors and Aspyn Market is that of independent contractors, and not legal partners, employees, or agents of each other. You will not misrepresent or embellish the relationship between us and you (including by expressing or implying that we support, sponsor, endorse, or contribute to you or your business endeavors). You will not imply any relationship or affiliation between us and you.

The use of the terms “includes”, “including”, “such as”, and similar terms, will be deemed not to limit what else might be included.

The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms. 

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.  

Except as otherwise specified herein, there are no third-party beneficiaries to these Terms of Service.

Notices under the Terms of Service should be sent to us at customercare@aspynmarket.com or, in your case, to the contact information you choose to provide to us.

17684196_v2