Poizon Terms of Use
Last Updated: February 25, 2025
POIZON HOLDING PTE. LTD., a Singapore company and its affiliates (“Poizon”, “we” or “us”) provides access to Poizon, a marketplace for the sale of products (the Poizon marketplace being referred to in these Terms as the “Poizon Marketplace”) and other services related to the products, such as authentication services.
These Terms of Use (“Terms”) alongside all other requirements posted on the Poizon Marketplace, all of which are incorporated into these Terms by reference as amended from time to time, contain the rules and restrictions that govern your access to and use of the Poizon Marketplace, our website located at https://www.poizon.com/ (the “Poizon Website”) , any other websites that link to these Terms, the Poizon mobile application (the “Poizon App”) and any associated features, functionalities, user interfaces, downloads, mobile applications, our content and other online services that we provide in connection with the Poizon Marketplace (collectively, “Services”).
Notice Regarding Dispute Resolution: These Terms contain provisions that govern how claims you and we may have against each other are resolved (see Section 31 below), including an agreement and obligation to arbitrate disputes, which will, subject to limited exceptions, require you to submit claims you have against us to binding arbitration, unless you opt-out in accordance with Section 31.6. Unless you opt-out of arbitration: (a) you will only be permitted to pursue claims against us on an individual basis, not as part of any class action or proceeding, and (b) you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.
By accessing or using the Poizon Marketplace or any Services, you confirm that you (a) are of sufficient legal age and otherwise capable of forming a binding contract with us, (b) accept these Terms and (c) agree to comply with them. You understand and agree that we will treat your access or use of the Services as acceptance of these Terms. IF YOU DO NOT comply with these requirements, you may NOT USE the Poizon Marketplace or the Services and must immediately cease use of the Poizon Marketplace and the Services.
Section 1. Availability of the Poizon Marketplace. The version of the Poizon Marketplace made available to you may differ based on factors such as the jurisdiction from which you access the Poizon Marketplace and the device you use. The Poizon Marketplace and the Services, in full or in part, may not be available in all jurisdictions, for all devices, or in all languages. You should obtain, download, and install the appropriate version according to the actual requirements in your jurisdiction. We reserve the right to modify the Poizon Marketplace and any of our Services or to suspend or stop providing all or portions of the Poizon Marketplace or any of our Services at any time and we may elect to provide the Services in other mediums and forms. You also have the right to stop using the Poizon Marketplace and our Services at any time. If you have created a registered account through the Poizon Marketplace, you can cancel your account at any time by accessing your account on the Poizon Website and following the instructions provided through the “Delete Account,” emailing support@poizon.com, or within “Settings” in the Poizon App. We are not responsible for any loss or harm related to your inability to access or use the Poizon Marketplace or our Services.
Section 2. Your Representations. By accessing or using the Poizon Marketplace or any of our Services, you represent that (1) you have read, understand and agree to be bound by the Terms; (2) you are of a legal age to form a binding contract with us; and (3) you have the authority to enter into the Terms personally. If you are not of legal age to form a binding contract with us according to the laws applicable to you, you may not use our Services.
Section 3. Additional Terms and Policies. You may also be subject to additional terms and policies relating to your access or use of some of our Services. For example, if you are a Seller (as that term is defined below in these Terms) there may be an additional seller agreement that will apply to you (a “Seller Agreement”). The Seller Agreement and any other additional terms and policies will be made available to you at the time you access or use the applicable Services. The applicable additional terms and policies are subject to, and are incorporated into, these Terms by this reference. If there is a conflict between these Terms and the additional terms and policies, the additional terms and policies will control only with respect to the applicable Services that relate to the additional terms and policies.
Section 4. Changes to these Terms. We may amend or update these Terms from time to time, to reflect changes to applicable laws, regulations, standards, industry codes or other instruments of a similar nature, or to reflect changes, or updates to the Poizon Marketplace and/or the Services. We will use commercially reasonable efforts to notify you of any material changes to these Terms by a notice provided through the Poizon Marketplace or by other means. You should review these Terms each time you visit the Poizon Marketplace to stay informed of our practices. The “Last Updated” date at the top of these Terms reflects the date of the most recent update to the Terms. Your continued access to or use of the Poizon Marketplace and/or any Services after the date of the updated Terms constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop accessing or using the Poizon Marketplace and the Services. As used in these Terms, "applicable laws" shall refer to all applicable laws, regulations, rules, statutes, codes, ordinances, orders, writs, decrees or other requirements enacted by a government authority, as amended from time to time.
Section 5. Contact Information. If you have any questions about these Terms, the Poizon Marketplace or any of our Services, please contact us at support@poizon.com.
Section 6. Eligibility: You must be at least 18 years of age to use the Poizon Marketplace and our Services. Minors under 18 years of age and at least 13 years of age are only permitted to use the Poizon Marketplace and our Services through an account owned by a parent or legal guardian with their appropriate permission and under their direct supervision. Children under 13 years are not permitted to use the Poizon Marketplace or our Services. If you are a parent or legal guardian of a user under the age of 18 and at least 13 years of age, you agree to be fully responsible for the acts or omissions of such user in relation to the Poizon Marketplace and our Services. If you use the Poizon Marketplace or our Services on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity; (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf; and (c) in the event you or the person or entity violates these Terms, the person or entity will be responsible and liable to us.
Section 7. Ownership; Limited License: The Poizon Marketplace and all of our Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by Poizon or our licensors and are protected under all applicable laws. Except as explicitly stated in these Terms, all rights in and to the Poizon Marketplace and our Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use the Poizon Marketplace and our Services for your own use. Any use of the Poizon Marketplace of any of our Services other than as specifically authorized in these Terms, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.
Section 8. About the Poizon Marketplace
8.1 For purposes of these Terms, end users who purchase products (“Products”) through the Poizon Marketplace are called “Buyers”. If an end user is selling Products through the Poizon Marketplace, the applicable end user will be considered a “Seller”. End users of our Services may be both Buyers and Sellers. As used in these Terms, “users” or “you” shall be interpreted to include all end users, including in their role as Buyer or Seller or as neither a Buyer nor Seller (for example, an end user who is only browsing the Poizon Marketplace).
8.2 Poizon allows any individual meeting Poizon’s requirements and policies for merchants as Seller(s) to list and sell their Products through the Poizon Marketplace. For merchants other than individuals, including but without limitation business entities, legal organizations, etc., your use of the Poizon Marketplace will be subject to a separate agreement provided by Poizon. Under these Terms, “Seller(s)” only refers to individual seller(s). Sellers who want to offer Products for sale through the Poizon Marketplace will be required to create an account on the Poizon Marketplace. Buyers are allowed to purchase Products without registering an account and logging into the Poizon Marketplace. Buyers and Sellers can delete or deactivate their account by emailing support@poizon.com, within “Settings” in the Poizon App, or accessing your account on the Poizon Website and following the instructions provided through the “Delete Account”.
8.3 Buyers may place bids at the price they wish to purchase a Product (“Bid”), and Sellers may place asks at the price they wish to sell a Product (“Ask”). If a Seller uses our Services to place a Product for sale through the Poizon Marketplace for a fixed or minimum Ask price, the Seller makes a binding offer to conclude a contract for the applicable Product at the fixed or minimum Ask price. If a Buyer uses our Services to place a Bid offering a fixed or maximum price for a specific Product through the Poizon Marketplace, the Buyer makes a binding offer to conclude a contract for that Product at the fixed or maximum Bid price.
8.4 A more detailed description of the live marketplace process and the rules applicable to you may be made available to you through the Poizon Marketplace or provided to you upon your purchase or sale of a Product, and may be updated by us from time to time. While Poizon does help facilitate transactions that are carried out through the Poizon Marketplace using our Services, Products are not sold by POIZON HOLDING PTE. LTD. Our Services include listing, assistance with coordinating shipping through a third party, authentication services, and technical and operational support for our Services, but in such cases POIZON HOLDING PTE. LTD. is not a Buyer or Seller of Products. We offer a marketplace to connect Sellers and Buyers to facilitate the negotiation and completion of the purchase of Products. Accordingly, any binding contract formed for the sale of a Product is solely between the Buyer and the Seller.
8.5 As a Buyer, you acknowledge and agree that, except as otherwise provided in these Terms or in an agreement between you and Poizon, all sales are final once the Product you buy has passed our authentication process and has been released to the courier by Poizon for delivery. Please only place an order at your discretion based on your own evaluation methods. Unless otherwise specified under the return policy published on the Poizon Marketplace located at https://www.poizon.com/protocol/return-policy, POIZON HOLDING PTE. LTD. does not provide any other returns or refunds, including without limitation, providing refunds or making payments to account for market price fluctuations from Sellers and/or Poizon.
8.6 Although Poizon might provide historical pricing data to the Buyer and Seller, POIZON HOLDING PTE. LTD. does not set prices for the Products offered through the Poizon Marketplace and POIZON HOLDING PTE. LTD. is not an auctioneer. Any Product pricing history is based on information about past sales of identical and/or similar Products offered through the Poizon Marketplace only. We make no representations or warranties that Product pricing history should be relied upon or that it is accurate or complete.
8.7 Poizon acts as a commercial agent to conclude the sale on behalf of each Buyer and Seller involved in each transaction entered into through the Poizon Marketplace. Because Sellers set prices, the price of Products sold through the Poizon Marketplace using our Services may be higher than the retail value of the applicable Product. Any Product valuations displayed through the Poizon Marketplace are estimates only. Poizon may offer suggested Product valuations through our Services, but such valuations are estimates only, you assume all risk and Poizon disclaims all liability for your reliance on these estimates.
8.8 Poizon reserves the right to investigate complaints and violations of these Terms and, to the extent permitted by applicable law, may take any actions we deem appropriate, including without limitation suspending a Buyer’s or a Seller’s account and charging your payment method for costs we incur as a result of the violation.
8.9 The Poizon Marketplace and our Services may be available to Sellers and Buyers in multiple countries and Poizon may provide access to different features and tools to Sellers and Buyers depending on the country where they are located, such as tools to estimate local currency conversion and to integrate international shipping costs, customs, and taxes. Sellers and Buyers are each responsible for complying with all laws and regulations applicable to the sale, purchase, and shipment of any Products in the jurisdiction where they are located.
Section 9. Authentication Services. We seek to ensure the Products you purchase through the Poizon Marketplace are authentic and as described. As part of the purchase transaction, the Seller will ship the item to us and Poizon, Poizon’s affiliate or Poizon’s designated third-party service provider will verify the Product and use commercially reasonable efforts to confirm it is authentic and meets our condition standards. If the Product is determined to be authentic and meets the condition standards, the Product will be shipped to the Buyer. If the authenticity of the Product cannot be reasonably confirmed or we are unable to determine whether it is authentic or it does not meet our condition standards, then the Buyer and the Seller will be notified that the Product has not passed authentication and a refund will be issued to the Buyer. Additionally, Poizon, Poizon’s affiliate or Poizon’s designated third-party service provider retains the right to reject a Product for any reason in its discretion, including but not limited to, authenticity, failure to meet our condition standards, or damage of the Product.
Please note that we may also allow you to use our authentication services outside of the context of a purchase of Products, and use of the authentication services outside of the context of a purchase of Products may also be subject to a separate Authentication Addendum.
Section 10. Additional Offerings. We may also have additional service offerings from time to time. Any additional offerings will be subject to these Terms, provided that you have not entered into a separate agreement with Poizon regarding those services.
Section 11. Obligations of Sellers
11.1 By listing a Product for sale on the Poizon Marketplace (each posting, a “New Offer”), you are making a binding offer to sell that specific Product to a Buyer for the Ask price you have specified and to ship the Product to a warehouse specified by Poizon. When a Buyer accepts your offer by purchasing your Product through the Poizon Marketplace, you are contractually and legally bound to deliver that exact Product for the specified price. SELLERS MUST SHIP PRODUCTS VIA THE SHIPPING CARRIER DESIGNATED BY POIZON WITHIN THE SPECIFIED TIMEFRAME PROVIDED IN THE CONFIRMATION EMAIL FROM POIZON AND MUST OBTAIN A RECEIPT FROM THE SHIPPING CARRIER TO VERIFY SHIPMENT OF THE APPLICABLE PRODUCT. Sellers must ship a Product sold (or to be sold) through the Poizon Marketplace from the country listed in the applicable Seller’s address associated with the Seller’s Poizon Marketplace user account. Poizon will provide you with a shipping label for the applicable courier after your Ask is matched with a Buyer’s Bid. You are obligated to monitor your inventory and ensure all listings are accurate. Once a Bid and Ask are matched, under no circumstances may a Seller cancel the listing. If a Seller fails to deliver Products to Poizon in accordance with these Terms, Poizon reserves the right to charge a Seller as set forth in Section 16.3 and/or temporarily or permanently suspend Seller’s account.
11.2 POIZON HOLDING PTE. LTD is acting solely as a service to connect Sellers and Buyers. POIZON HOLDING PTE. LTD does not assume any liability regarding the proper performance of the binding agreement a Seller may enter into with a Buyer through the Poizon Marketplace using our Services. Sellers must comply with all laws and regulations applicable to the sale of their Products using our Services. Poizon charges Sellers certain fees to utilize our Services, at the rates stated on the Poizon Marketplace. Poizon does not guarantee to any Seller that any Product you offer through the Poizon Marketplace will be sold.
Section 12. Obligations of Buyers
12.1 Buyers may place a Bid on a Product for sale through the Poizon Marketplace using our Services. When your Bid matches a Seller’s Ask, you, the Buyer, are obligated to pay for that Product. WHEN YOU PLACE A BID, YOU ARE COMMITTING TO PURCHASE THE PRODUCT AS SOON AS YOUR BID MATCHES A SELLER’SASK PRICE AND YOU ACKNOWLEDGE THAT PAYMENT OF THE ASK PRICE WILL BE charged to or deducted FROM YOUR PAYMENT METHOD.
12.2 To be an eligible Buyer you must have a billing address and shipping address within the United States. You will be responsible for accepting your package and for paying all customs, duties, taxes and any other related fees in addition to the international shipping charges; you will be responsible for compliance with all customs requirements on import as required; and, when placing your order for purchase of a Product, you authorize us to appoint an agent to file customs declarations on your behalf. In general, we submit your payment through the payment method you have provided immediately upon purchase and, when the transaction is complete, we instruct that payment be made to the Seller. You will not receive any interest on the purchase amount while the transaction is being fulfilled. You might be required to pay certain fees when placing your Bid, which will be specified at the time you place your Bid.
12.3 If, as a Buyer, the payment method you have provided to our Fund Collection Agent fails or is rejected for any reason (e.g., purchase exceeds credit card limit, card is cancelled, chargeback is requested), Poizon reserves the right to instruct that the Buyer is charged for any fees incurred by Poizon for services related to purchase (which may include, without limitation, authentication, shipping, express and logistics services fees and/or any other fees incurred by Poizon) and Poizon will be entitled to direct its Fund Collection Agent to deduct the applicable fees directly from any refund amount associated with that purchase.
Section 13. Account Registration, Use and Security
13.1 To view or browse the Poizon Marketplace, you may be required to create an account using an email address and password or other account creation tools offered through our Services. To offer to purchase items as a Buyer or for Sellers to offer items for sale, users may be required to create an account and have a valid credit card or other approved payment method on file with our third-party payment processors. You agree that our third-party payment processors may charge your credit card or other payment method for amounts you owe as described in these Terms. When you register to create an account with us, you agree to provide accurate information about yourself and must not register under a false name or age or use an unauthorized payment method. You must promptly update your account information if it changes. We reserve the right to examine and verify your identity.
13.2 You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. You undertake to protect your password in the same way that you would protect your password or other access details to your other online accounts and any failure to do so shall be at your sole risk and expense. Your account (or access to it) shall not be borrowed, leased, transferred, or sold. You are responsible for all activities that occur in connection with your account. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold a legal claim, such as trademark rights, in those usernames.
13.3 If you violate these Terms, Poizon has the right to freeze or close your account, cancel your order(s), reject your current and future use of all or any part of the Poizon Marketplace and any of our Services, file a report with the relevant law enforcement -authorities, and take any other measures that Poizon deems reasonable to protect its business or property and/or to protect the interests of others (including, but not limited to, other users) such as instructing that your funds be withheld and requiring you to compensate Poizon for any losses arising therefrom.
Section 14. Instructions for Use of the Poizon Marketplace and Services
14.1 You agree to use the Services only in a manner that complies with these Terms, and all laws and regulations applicable to you. If your use of the Poizon Marketplace or any of our Services is prohibited by any applicable laws, then you are not authorized to use the Poizon Marketplace or the applicable Services. We are not responsible if you use the Poizon Marketplace or any of our Services in violation of applicable law.
14.2 You must provide accurate delivery information, including, if you are a Buyer, the address for delivery of a Product after a purchase or, if you are a Seller, receiving returned Products after a failed transaction, contact person and contact information. You understand and agree that if the transaction fails or is cancelled for any reason, the Product may be returned to the Seller’s address. For Products that are successfully authenticated, the Buyer agrees that the delivery information provided is accurate and agrees to accept the delivery. Any losses caused by any inaccuracy in the delivery information provided to us shall be borne by you as the Buyer or Seller, as applicable.
14.3 If you are a Seller, Poizon will direct the payment to you through a payment processor (“Fund Collection Agent”). To receive payments in connection with your sale of Products through the Poizon Marketplace using our Services, you need to connect your payment account to Poizon through the applicable Fund Collection Agent. By using any services provided through Fund Collection Agents in connection with the Poizon Marketplace and our Services, you authorize Poizon to:
(a) engage in activities on your behalf with Fund Collection Agents in order to provide you with our Services; and
(b) disclose to the applicable Fund Collection Agents your account information, including information regarding you, your employees or agents and your orders.
We encourage you to review the terms of service and privacy policies for any Fund Collection Agents you are directed to use in connection with our Services. You acknowledge that the use of information about you by Fund Collection Agents will be governed by the Fund Collection Agents’ terms of service, privacy policies or other agreements that you or Poizon may have with the applicable Fund Collection Agents in addition to these Terms.
You agree that Poizon is not responsible for, and will have no liability arising from, your use of services provided by Fund Collection Agents, including Poizon’s disclosure of information to the applicable Fund Collection Agents, the Fund Collection Agents’ subsequent use of the applicable information, or any additional services provided by the Fund Collection Agents.
In connection with enabling you to receive payments from Buyers through the Services, you hereby appoint the following Fund Collection Agents as your limited collection and transaction settlement agent to collect, hold, and settle sales and/or other related payments for you in accordance with these Terms:
(1) If the sales destination is the United States, the Fund Collection Agent is POIZON INC, which is a limited liability company established in California, United States;
(2) If the sales destination is another country or region not mentioned in the above terms and we have not specified it, the Fund Collection Agent shall be our designated affiliated party.
You agree and understand that a payment received by the Fund Collection Agent on your behalf shall be deemed as completion of the Buyer's obligation to make payment to you, regardless of whether the Fund Collection Agent settles the applicable payment with you or not. If the Fund Collection Agent fails to make an applicable payment to you as described in these Terms, you can only have recourse against the Fund Collection Agent and not against the Buyer.
You further agree and understand that only when (1) you comply with these Terms, and (2) the Fund Collection Agent successfully receives the payment from the Buyer, and deducts (i) the taxes and fees that Poizon needs to withhold and pay in accordance with relevant laws, and (ii) the service fee and other related fees (such as liquidated damages, compensation, etc.) that you need to pay to Poizon, the Fund Collection Agent will settle the remaining amount to you.
The Fund Collection Agent may comply with any government or judicial order to withhold or collect any amount payable to you, and after paying any applicable amount to a government agency or third party in accordance with a court order, they will no longer be obligated to pay you the applicable amount.
You do not have the right to receive interest or other income generated when the Fund Collection Agent holds the payment for goods and/or other related payments on your behalf. The Fund Collection Agent reserves the right to resign from their agency status at any time. Although we, as the Seller's collection agent, shall not be liable for any act or omission of the Seller (including but not limited to any breach of this agreement or any applicable law by the Seller).
14.4 If you are a Buyer, you can pay for a Product and our Services by using a payment method of your own choice that is supported by the Poizon Marketplace and an applicable Fund Collection Agent. If you use any services from Fund Collection Agents in connection with the Poizon Marketplace, you authorize Poizon to:
(a) engage in activities on your behalf with Fund Collection Agents in order to provide you with our Services; and
(b) disclose to the applicable Fund Collection Agents your account information, including information regarding you, your employees or agents and your orders.
We encourage you to review the Fund Collection Agent’s terms of service and privacy policies for any Fund Collection Agents you use in connection with our Services. You acknowledge that the use of information about you by a Fund Collection Agent will be governed by the Fund Collection Agent’s terms of service, privacy policies or other agreements that you or Poizon may have with the applicable Fund Collection Agent in addition to these Terms.
Notwithstanding the foregoing, upon your payment of funds to us, your payment obligation to the Seller for the agreed-upon amount is extinguished, and our Fund Collection Agent is responsible for remitting the funds to the Seller in the manner described in Seller Agreement,. In the event that our Fund Collection Agent does not remit any such amounts, the Seller will have recourse only against our fund collection agent and not you directly.
You agree that Poizon is not responsible for, and will have no liability arising from, Poizon’s disclosure of information to such Fund Collection Agents, the Fund Collection Agents’ subsequent use of such information, or any services provided by the Fund Collection Agents.
14.5 Authentication Services and Shipping
(a) After a Seller has accepted a Buyer’s offer and the Buyer has remitted payment to purchase the Product, the applicable Seller must ship the Product purchased through the Poizon Marketplace to the designated receiving address provided by Poizon. Poizon, Poizon’s affiliate or Poizon’s designated third-party service provider will verify any Product purchased through the Poizon Marketplace is authentic and meets our quality standards. If a Product is deemed to be authentic and to meet our quality standards, Poizon will contact the Buyer to arrange the shipment of the purchased Product. If Poizon cannot reasonably confirm the authenticity of the Product or determines it is not authentic or does not meet our quality standards, then Poizon will notify the Buyer and Seller that the Product has not passed authentication and will direct its Fund Collection Agent to refund any amounts paid by the Buyer (if any). Additionally, Poizon has the right to withhold or delay the sale of a Product for any reason in its discretion, including but not limited to, issues of authenticity, failure to meet Poizon’s quality standards, or damage. If Poizon cancels the sale of a Product in its discretion, Poizon will direct its Fund Collection Agent to refund any amounts charged to the Buyer (if any).
(b) Sellers must deliver the Products within the period specified in the sales confirmation email after purchase. However, because Poizon cannot control the time required for the Products to reach Poizon, Poizon cannot and does not guarantee a specific delivery time for any Products. We will update the information on the page in time so that you are informed of the transaction progress.
(c) If the Product has been dispatched from the Seller within the period as agreed by the Seller, the Buyer is not allowed to cancel the order. In any case, if the user does not receive a Product, please report the problem to Poizon immediately by contacting us at support@poizon.com.
(d) Poizon has the right to decide whether to accept a returned Product or process other refund requests, and may collect expenses in proportion to the freight, packaging and inspection losses caused by the failure of Sellers in delivery or cancellation of the orders by Buyers without authorization for their reasons.
14.6 The Buyer shall carefully inspect the Product upon receipt. The Buyer shall initiate a return/refund request in accordance with the then-current return/refund policy of Poizon. The Product shall be returned intact in its original packaging together with the authentication certificate and anti-counterfeiting buckle, and the removal of the anti-counterfeiting buckle as required in the shipping and return policy will be regarded as the Buyer’s acceptance of the Product. If a Buyer returns the Products without being instructed to do so by Poizon or if in Poizon’s discretion the Product meets the quality standards, Poizon will not accept the Buyer’s request for return.
14.7 Whether you are shipping a Product as a Seller or returning a Product as a Buyer, you must ship the Products to Poizon using a courier/logistics company designated by Poizon and must adequately reinforce the outer package of the Products to prevent damage during shipping. Poizon has the right to reject the Products, which are delivered by a non-designated courier company or with freight collect, fail to pass our quality inspection or have damaged packages or inconsistent waybill number and order number. Poizon will bear no responsibility for cancelled orders, returned Products or other consequences arising from a violation of the requirements of this section.
14.8 Poizon may engage third-party service providers to provide users with authentication services. In case of any error in the authentication service rendered by the third-party service provider contracted by Poizon, Buyer shall contact Poizon at support@poizon.com and Poizon may provide a refund or other remedy, in its sole discretion, on a case-by-case basis. This shall be Buyer’s only remedy and Poizon’s sole liability for any errors in authentication related to a completed purchase. IN NO EVENT WILL POIZON BE DEEMED TO BE LIABLE FOR ANY SALES THROUGH ITS SERVICES OF ANY COUNTERFEIT OR OTHERWISE UNSATISFACTORY PRODUCTS SOLD OR MADE AVAILABLE THROUGH the Poizon Marketplace or otherwise in connection with OUR SERVICES.
Section 15. Counterfeits, Fraud, and Market Manipulation
15.1 If you are a Buyer and you receive a Product that you reasonably believe to be counterfeit, you must notify Poizon in writing within three (3) days after receiving the Product, and we will commence an investigation into the Product. You are required to cooperate with us in the investigation and final disposition of the Product, such as by providing photographs and any other evidence of the Product requested by Poizon, destroying the Product, or delivering the Product back to us, at our direction. If we elect to have you destroy the Product, you shall provide reasonable proof of destruction to us. We will direct our Fund Collection Agent to refund all fees and costs paid by you for the Product (including shipping and handling) provided that you provide notice in compliance with this Section and our investigation reveals that the Product was sold using our Services and is, in fact, counterfeit. In no event may you resell any Product (on Poizon or elsewhere) that is reasonably believed to be counterfeit or that has been deemed counterfeit via our Services.
15.2 Poizon may monitor the integrity of the Poizon Marketplace and may take steps to protect the Poizon Marketplace as determined by Poizon in its sole discretion (e.g., if Poizon believes an end user is engaging in market manipulation or fraud, including creating false or “dummy” accounts). If Poizon believes that a user is attempting or has attempted to interfere with the free and fair operation of the Poizon Marketplace or our Services, or creates artificial, false or misleading information, or misleading information, including pricing or demand for a Product offered for sale through the Poizon Marketplace (all of the foregoing in Poizon’s sole discretion), then, without limiting any other rights of Poizon, Poizon reserves the right to take any steps it deems necessary to protect itself, its users, and our Services.
Section 16. Fees
16.1 If you are a Seller, Poizon has the right to pre-authorize a security deposit as a condition for your right to offer a Product for sale through the Poizon Marketplace and to protect Buyers. You agree that Poizon will handle your pre-authorized security deposit in accordance with these Terms and any other agreements between you and Poizon.
16.2 If you are a Seller, Poizon will charge you a service fee for Products sold through the Poizon Marketplace. Please refer to the fee schedule as updated and notified to you by Poizon from time to time.
16.3 If a Seller fails to deliver Products to Poizon in accordance with these Terms, Poizon reserves the right to any or all of the following: (a) charge the Seller services fees for Product inspection, authentication, packaging, and express and logistics services and deduct such applicable fees from your pre-authorized security deposit (Please refer to the rate standards as updated and notified to you by Poizon from time to time) (b) remove any or all of Seller’s listings from the Poizon Marketplace; (c) cancel any or all of Seller’s orders pending through the Poizon Marketplace; (d) instruct that any payments due to Seller be withheld; (e) place limits on Seller’s buying and selling privileges; (f) instruct that Seller’s payment method be charged for costs, expenses and fees incurred by Poizon as a result of Seller’s action or inaction, including instructing that Seller be charged for the cost of a replacement, coupons and gift certificates provided to the Buyer, reprinting fees incurred by Poizon, rerouting charges imposed by carriers, and instructing that refunds be made to the Buyer; and (g) temporarily or permanently suspend Seller’s account.
16.4 As a Seller, you are required to ensure that the Product you are listing exactly matches the image on the applicable product page in the Poizon Marketplace and meets the condition standard set forth on the Poizon Marketplace. If Poizon or a Buyer reasonably determines that your Product does not conform to the description (including, without limitation, meeting the applicable condition standard), or is counterfeit, then, in Poizon’s sole discretion, we will direct our Fund Collection Agent to deduct such applicable fees from your pre-authorized security deposit, as determined in Poizon’s discretion, charge you for the cost of a replacement, coupons and gift certificates provided to the Buyer, reprinting fees incurred by Poizon, rerouting charges imposed by carriers, and instructing that refunds be issued to the Buyer. Poizon has no obligation to return Products to a Seller that do not conform to the description (including, without limitation, meeting the applicable condition standard), or are counterfeit (in which case, Poizon may turn those Products over to the proper authorities) at your cost. Poizon will direct that funds be transferred to you within a reasonable amount of time following completion of the sale, which occurs when the Buyer receives the Product and no disputes or other chargebacks are raised by the Buyer. To see the fees applicable to sales transactions, please refer to the New Ask window where your Ask is entered. You will also receive fee information via email notification when an Ask goes live, is updated, or a sale occurs.
16.5 As a Seller, you understand and agree that you will be responsible for freight charges related to Products, including but not limited to (a) international transport charges, customs, duties, taxes and any other related expenses; and (b) any service fees charged by a third-party payment service, if applicable. In addition, you will be fully responsible for complying with the specific requirements of import customs for any approvals and customs clearance required for the shipment of Products.
Section 17. Rewards
17.1 Poizon may offer credits, coupons, gifts or other kinds of reward in connection with the use of the Poizon Marketplace and our Services (collectively, “Rewards”). Some Rewards may only be used for discounts on or payment for eligible purchases on or through the Poizon Marketplace (but note that not all Products may be eligible) and cannot be redeemed for cash, except in jurisdictions where required by law. These promotional or discount codes may be sent via email to our registered users, presented on the Poizon Marketplace or circulated at events and through other means and, are subject to applicable promotional or discount terms. The requirements to earn, the number of, and value of, these Rewards (if any) will be determined by Poizon. Restrictions may apply. We may cancel Rewards at any time, upon thirty (30) days’ notice to you. Poizon may modify, update, or terminate Reward programs without notice, and Poizon reserves the right to enact any rules and regulations with respect to Rewards, including earning and use limits, as well as invalidation or expiration of Rewards. You may apply Rewards subject to the terms in which we grant the Reward. Rewards may expire prior to your use, be cancelled at any time, or have their terms of use modified, at no liability to, and under the sole discretion of Poizon.
Section 18. User Content
18.1 As a user of the Poizon Marketplace and our Services, you may provide us with content produced, uploaded, copied, published or disseminated by you when using the Poizon Marketplace and our Services, including but not limited to account headshot and name, messages, text, audio, picture, video or image-text, as well as any other content that you post, transmit, or submit through the Poizon Marketplace or our Services (collectively, “User Content”). By submitting any User Content to us, you hereby represent and warrant that you own all rights to the User Content or, alternatively, that you have the right to give us the license described below, including the correct and legal permissions and consents for any personally identifiable information you may provide to, or upload by way of, the Poizon Marketplace or our Services. You shall be solely responsible for your own User Content and the consequences of posting or publishing it. By posting, submitting, or otherwise transmitting any User Content you hereby grant and will grant to Poizon and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, transmit, perform, distribute, store, modify, make derivative works of and otherwise use in any manner your User Content in connection with the operation of the Poizon Marketplace and our Services or any other products or services of Poizon, or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed (including without limitation publishing your User Content on the Internet or on third party services such as social media accounts, sharing it with blogs, etc., and allowing other users to share listings that include your User Content). You further represent and warrant that the User Content does not infringe on the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party. We are not under any obligation to review any User Content posted by you through the Poizon Marketplace or our Services, although we reserve the right to do so with or without notice, to prevent or rectify any alleged violations of these Terms or any applicable law. We reserve all defenses made available to us by the Communications Decency Act and any other applicable laws, rules, or regulations. We may refuse to accept or display the User Content, and may remove or delete all or any portion of the User Content at any time.
18.2 You understand that Poizon is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to User Content and that User Content is not the responsibility of Poizon. You further understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against the Poizon with respect thereto. Any and all User Content you upload is not considered confidential by Poizon, will be treated as public information, and you agree and understand is intended to be shared with other users of our Services as well as third parties, all in Poizon’s sole discretion, and Poizon has no control or liability over what other users do with User Content. You understand and agree that Poizon will not be liable for any treatment of User Content as confidential and you waive all rights with respect to any such claims of confidentiality.
18.3 You shall ensure that no User Content:
(a) Constitutes, encourages or provides instructions for a criminal offense, violates the rights of any party or otherwise creates liability or violates any local, state, national or international law;
(b) Promotes obscenity, pornography, gambling, violence, murder or terror, or abetting crimes;
(c) Insults or defames others, or damages others’ legal interests;
(d) Infringes or violates another person’s rights, including any patent, trademark, trade secret, copyright or other intellectual property rights;
(e) Violates any provision of these Terms, or any other agreement between you and Poizon;
(f) Contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;
(g) Impersonates, or misrepresents your affiliation with, any person or entity;
(h) Contains any unsolicited promotions, political campaigning, advertising or solicitations;
(i) Is prohibited by laws or administrative regulations; and
(j) Interferes with the normal operation of Poizon or infringes upon the legitimate rights and interest of any other user or third party.
18.4 You shall not make, upload, copy, publish or disseminate any User Content that contains:
(a) Any sexually suggestive content;
(b) Any abusive or threatening content;
(c) Any harassing, malicious or fraudulent information or any spam;
(d) Any private or personal information or data of another person; and
(e) Any content infringing upon any other’s right of reputation, right of portrait, intellectual property rights, trade secrets or other legal rights;
18.5 No User Content transmitted or published through the Poizon Marketplace or our Services reflects or represents, or will be deemed to reflect or represent, Poizon’s views, positions or policies. Poizon assumes no responsibility for User Content.
18.6 If Poizon believes your User Content has breached any of the restrictions in this Section 18 in Poizon’s sole discretion, Poizon may delete the applicable User Content, temporarily or permanently suspend your account or take any other actions that Poizon deems necessary to protect itself, its users, or the Poizon Marketplace or our Services. Enforcement of this Section 18 is solely at Poizon’s discretion, and failure to enforce any provisions of this Section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section does not create any private right of action on the part of any third party or any reasonable expectation that our Services will not contain any content restricted by this Section.
Section 19. Third Party Content We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Poizon Marketplace and our Services including through advertisements (collectively, “Third-Party Content”). Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content is solely between you and the third party. Poizon does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.
Section 20. Acceptable Use of Our Services
20.1 You shall not use the Poizon Marketplace or our Services to do any of the following:
(a) Submit or publish any false information, use any other’s headshot or data without permission, or impersonate any other person;
(b) Force or induce other users to follow or click any link page or shared information;
(c) Fabricate or conceal facts to mislead or deceive others;
(d) Create false accounts, including in batch by technical means;
(e) Engage in any illegal or criminal activity using a Poizon account, the Poizon Marketplace, or our Services;
(f) Make, publish, operate or spread any method or tool related to the above behaviors, whether or not for commercial purposes;
(g) Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
(h) Use or attempt to use another user’s account without authorization from that user and Poizon;
(i) Misrepresent your affiliation with a person or entity;
(j) Sell or resell the Poizon Marketplace or our Services;
(k) Copy, reproduce, distribute, publicly perform or publicly display all or portions of the Poizon Marketplace or our Services, except as expressly permitted by us or our licensors;
(l) Modify the Poizon Marketplace or our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon the Poizon Marketplace or our Services;
(m) Use the Poizon Marketplace or our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Poizon Marketplace or our Services or that could damage, disable, overburden or impair the functioning of the Poizon Marketplace or our Services in any manner;
(n) Reverse engineer any aspect of the Poizon Marketplace or our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of the Poizon Marketplace or our Services;
(o) Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from the Poizon Marketplace or our Services;
(p) Develop or use any applications that interact with the Poizon Marketplace or our Services without our prior written consent;
(q) Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
(r) Bypass or ignore instructions contained in our robots.txt file;
(s) Other acts that violate laws and regulations, infringe on the legitimate rights and interests of any other user, interfere with the normal operation of Poizon or are not expressly authorized by Poizon;
(t) In any way which may breach terms, conditions, contracts or other agreements between Poizon or any of its affiliates and third parties;
(u) To sell or distribute counterfeit items;
(v) To illegally import or export items;
(w) To engage in the unauthorized sale of brand name or designer products or services; or
(x) In a way that directly infringes or facilitates infringement upon the trademark, patent, copyright, trade secrets, proprietary or privacy rights of any third party.
20.2 You are solely responsible for the authenticity, legality, accuracy and effectiveness of the information transmitted through your Poizon account or otherwise by you in connection with the Poizon Marketplace and our Services. Any legal or other liability related to the information transmitted by you shall be borne by you. You understand and agree that you will be liable for any damage incurred by Poizon or any third party due to the information transmitted by you.
Section 21. Privacy Any data and information collected or generated by Poizon may be transferred to or stored in other countries subject to applicable data privacy regulations. For information regarding how we handle, use, or share personal information, please read our Privacy Policy (https://www.poizon.com/protocol/privacy-policy).
Section 22. Disclaimers
22.1 Your use of the Poizon Marketplace and our Services is at your sole risk. Except as otherwise provided in a writing by us, the Poizon Marketplace and our Services and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, Poizon does not represent or warrant that the Poizon Marketplace or any of our Services are accurate, complete, reliable, current or error-free. While Poizon attempts to make your use of the Poizon Marketplace and our Services and any content therein safe, we cannot and do not represent or warrant that the Poizon Marketplace or our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Poizon Marketplace and our Services.
22.2 Unless otherwise agreed by Poizon, POIZON HOLDING PTE. LTD. is not a Buyer or Seller of Products and will not be responsible for the acts or omissions of user. Entering into these Terms with Poizon in connection our Services in no way means, and shall not be interpreted to mean, that Poizon makes any express or implied warranty regarding the acts or omissions of Buyers or Sellers you transact with.
Section 23. Intellectual Property Rights
23.1 The Poizon Marketplace and our Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by Poizon or our licensors and are protected under all applicable laws. Except as explicitly stated in these Terms, all rights in and to the Poizon Marketplace and our Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use the Poizon Marketplace and our Services for your use as contemplated in these Terms. Any use of the Poizon Marketplace or our Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.
23.2 The copyrights and trademark rights of the graphics, characters and their components involved in the Poizon Marketplace and our Services, as well as Poizon’s logos and product and service names (hereinafter, referred to as “Poizon Marks”) shall belong to Poizon. Without the prior written consent of Poizon, you shall neither display, use or otherwise dispose of Poizon Marks in any way, nor claim the right to display, use or otherwise dispose of Poizon Marks. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Poizon Marketplace or our Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
23.3 The above intellectual property rights and other intellectual property rights owned by Poizon or relevant advertisers are protected by law. Without the written approval of Poizon or relevant advertisers, you shall not use, or create derivatives of, the same in any form.
23.4 You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about Poizon or our Services (collectively, “Feedback”). You understand that we may use this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in Poizon’s sole discretion. You understand that Poizon may treat Feedback as non-confidential.
Section 24. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT
24.1 DMCA Notifications. If you believe any content available on or through the Poizon Marketplace infringes one or more of your copyrights, please send a notification (a “DMCA Notification”) including all of the information described below, to our DMCA Agent by mail or email using the contact information provided below. We will in our discretion remove or disable access to the content complained of, and in appropriate circumstances, terminate the access rights of repeat infringers. In addition, we will send a copy of the DMCA Notification to the affected user, who may submit a counter notification as described in Section 24.2 below (a “DMCA Counter Notification”) that could result in our restoring content removed in response to a DMCA Notification. You may send a DMCA Notification to our DMCA Agent at:
POIZON
Attn: POIZON Holding PTE. LTD.
6 RAFFLES QUAY，#14-06，SINGAPORE (048580)
SINGAPORE (048580)
Email: IP@poizon.com
24.2 DMCA Notification Requirements. All DMCA Notifications must include the following:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of the works at that site.
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material (such as a URL for the webpage for where the material is posted).
Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and email address.
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
A statement that the information set forth in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Please be advised that under Section 512(f) of the Digital Millennium Copyright Act you may be held liable for damages and attorneys’ fees if you make material misrepresentations in a DMCA Notification.
24.3 DMCA Counter Notifications from Users. If you receive a DMCA Notification because your content is claimed to infringe a copyright, but you believe in good faith that your content is not infringing or that you have authorization to use the material, you may respond to the DMCA Notification by sending a DMCA Counter Notification to our DMCA Agent (whose contact information is provided above) that includes:
Your physical or electronic signature;
Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled (such as a URL for the webpage for where the material is posted);
A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a United States District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in the state of California and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
If you submit a DMCA Counter Notification, a copy of the DMCA Counter Notification, including your name and contact information, will be sent to the copyright owner or person who provided the DMCA notification.
Please note that sending a DMCA Counter Notification may not result in your content being restored to the Poizon Marketplace if the copyright owner chooses to file suit against you within ten (10) business days of receiving the applicable DMCA Counter Notification.
24.4 Other Infringement Claims. If you believe that your intellectual property rights have been infringed, and the DMCA does not apply, please submit your complaint according to our Intellectual Property Right Infringement Complaint Guidelines which includes an online form for you to submit your complaint. This form may be used to report other types of intellectual property claims including, but not limited to, trademark, and patent claims.
Section 25. Remedies
25.1 Any account suspended or terminated by Poizon will remain suspended unless otherwise decided by Poizon. If you would like to appeal a suspension/termination, an appeal may be submitted to Poizon by email to support@poizon.com.
25.2 You understand and agree that Poizon may take legal or other actions in response to your violation of applicable laws, these Terms, or any other agreement or policy applicable to your use of the Poizon Marketplace or our Services. However, nothing in these Terms shall constitute an obligation or commitment of Poizon to discover or take timely actions against violations of applicable laws, these Terms, or any other agreement or policy applicable to your or another users’ use of the Poizon Marketplace or our Services.
Section 26. Force Majeure You understand and acknowledge that in your use of the Poizon Marketplace and our Services, there may be Force Majeure Events which interrupts or interferes with your use or enjoyment of the Poizon Marketplace and our Services. “Force Majeure Event” means acts or events outside of Poizon’s reasonable control that have a significant impact on your use or enjoyment of the Poizon Marketplace and our Services, including but not limited to data breaches, cyber terrorism, user location, user equipment shutdown, transportation problems, labor, civil disturbances, interruptions of power supply or communications, breakdown of internet service provider and natural disasters such as floods, earthquakes, epidemics and storms, as well as social and political events such as war, turmoil, and acts of government. Poizon will not be responsible for damages for delays or failures in performance resulting from a Force Majeure Event. Poizon will make commercially reasonable efforts resume its performance immediately after the cause of the failure has been remedied, and you will accept Poizon’s delayed performance.
Section 27. Termination
27.1 You may stop using the Poizon Marketplace and our Services at any time. Poizon reserves the right to terminate or suspend your use of the Poizon Marketplace and our Services or your account for any reason in our discretion, including without limitation, your breach of these Terms. Termination or suspension of your account will not waive any obligations incurred by you or any claims we may have against you arising prior to termination and suspension.
27.2 If your account is terminated for any reason, (a) all Rewards associated with your account will be cancelled; and (b) you will no longer have access to User Content or other data or information associated with your account.
27.3 All provisions of the Terms which by their nature are intended to survive, shall survive termination of these Terms, including without limitation, ownership provisions, disclaimer of warranties, and limitations of liability.
Section 28. RELEASE To the fullest extent permitted by applicable law, you release Poizon and the other Poizon Parties (defined below) from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
Section 29. LIMITATION OF LIABILITY
29.1 NOTWITHSTANDING OUR RIGHT TO ACT AS PAYMENT COLLECTION AGENT FOR THE SELLER OR ASSIGN SUCH RIGHT TO OUR THIRD PARTY FUND COLLECTION AGENT FOR THE LIMITED PURPOSES OF ACCEPTING FUNDS FROM YOU, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL POIZON PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOSS OF DATA, PROFITS, REVENUE OR GOODWILL, REPUTATIONAL HARM, BUSINESS INTERRUPTION, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION ARISING OUT OF OR IN CONNECTION WITH THE Poizon Marketplace of any of the SERVICES OR (B) YOUR USE OF THE Poizon Marketplace of any of the SERVICES, INCLUDING, WITHOUT LIMITATION, ANY INABILITY TO ACCESS OR USE OF THE Poizon Marketplace or any of the SERVICES OR THE PURCHASE AND USE OF PRODUCTS OFFERED ON OR THROUGH THE Poizon Marketplace or any of the SERVICES, EVEN IF WE OR ANY OTHER PERSON HAS FORESEEN OR BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A POIZON PARTY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR GROSS NEGLIGENCE, OUR FRAUD OR FRAUDULENT MISREPRESENTATION, INTENTIONAL, WILLFUL, MALICIOUS, OR RECKLESS MISCONDUCT.
29.2 THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO THE MAXIMUM EXTENT PERMITTED UNDER LAW, ANY DAMAGES OR PERSONAL INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, ANY THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR USE OF, ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS.
29.3 YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT WE SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT BY ANY USER OF THE Poizon Marketplace or any of our SERVICES.
29.4 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT the POIZON PARTIES ARE LIABLE TO YOU EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID FOR THE PRODUCT GIVING RISE TO THE CLAIM, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; or (B) $100.00..
29.5 CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES OR IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
29.6 THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE ESSENTIAL TO THE AGREEMENT BETWEEN YOU AND US.
Section 30. Indemnity
30.1 To the fullest extent permitted by the applicable law, you agree to indemnify, defend and hold us, our parents, subsidiaries, affiliates, directors, officers, agents, employees, suppliers, licensors and partners (individually and collectively, the “Poizon Parties”) harmless from and against all claims, demands, liabilities, damages, losses, costs and expenses (including reasonable attorneys‘ fees) (“Claim”) arising out of or related to: (a) your use of the Poizon Marketplace and our Services, including without limitation, User Content, Feedback, and any actions taken by a third party using your account; (b) your violation of any provision of these Terms; (c) your violation, misappropriation, or infringement of any rights of another party, including without limitation any copyright, property, or privacy right or any third-party agreement; (d) your violation of any applicable laws, rules, or regulations; (e) federal, state, county, city, or other tax obligation or amounts due or owing under any tax regulation, law, order, or decree; (g) any erroneous or fraudulent transactions, including when unauthorized, lost or stolen payment credentials or accounts are used to access our Services; (h) your violation of any terms, conditions, contracts or other agreements between you and/or Poizon with any Fund Collection Agent (as defined in Section 14.3 Fund Collection Agent); (i) any fees, fines, disputes, penalties, refunds, reversals, returns, chargebacks or any other liability due to your use of payment processing services provided by a Fund Collection Agent; and (j) any dispute with a Fund Collection Agent that is caused directly or indirectly by you. In the event of such a claim, suit, or action, we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations under these Terms). You agree to promptly notify Poizon Parties of any third-party Claims, cooperate with Poizon Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys’ fees). You will not be required to indemnify and hold any Poizon Party harmless from and against any applicable claims or demands to the extent resulting from Poizon’s or Poizon Party’s own negligent conduct.
30.2 We reserve the right, at our own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you will fully cooperate with us in asserting any available defenses.
30.3 You agree that all rights and obligations of indemnification in this Section shall survive termination of your account, the Terms and/or your access to the Poizon Marketplace and/or your use of our Services. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Poizon or the other Poizon Parties.
Section 31. Communications
31.1 By entering into these Terms or using the Poizon Marketplace or our Services, you agree to receive communications from us. You agree that we may communicate with you using email and text messages, at any email address or telephone number that you provide us, to: (i) notify you regarding your account; (ii) troubleshoot problems with your account; (iii) resolve a dispute; (iv) collect a debt; (v) notify you regarding order, payment and delivery updates; (vii) send you authentication texts; or (viii) as otherwise necessary to service your account or enforce these Terms, any other policies or agreements applicable to your use of our Services, and applicable laws and regulations.
31.2 If you have opted in to receiving marketing emails from us, you can opt out at any time by following the unsubscribe options in the marketing email itself or by contacting us at support@poizon.com.
31.3 You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that the applicable communications are in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any the applicable electronic communication. When signing up for the Poizon Marketplace, you will receive a welcome message and instructions on how to stop receiving messages. By signing up for the Poizon Marketplace or any of our Services and providing us with your wireless number, you confirm that you want Poizon to send you information that we think may be of interest to you, which may include Poizon using automated dialing technology to text you at the wireless number you provided, and you agree to receive communications from Poizon, and you represent and warrant that each person you register for our Services or for whom you provide a wireless phone number has consented to receive communications from Poizon.
31.4 Our communications with you may be through a third-party service provider. You acknowledge and consent that, subject to our Privacy Policy, your communications with us, our agents or Sellers may be monitored and stored for quality control and training purposes, or to protect your, our and/or Sellers’ interests.
Section 32. Dispute Resolution; Arbitration Agreement
PLEASE READ THIS SECTION 31 (“DISPUTE RESOLUTION; ARBITRATION AGREEMENT”) CAREFULLY. PLEASE BE AWARE THAT THIS SECTION CONTAINS PROVISIONS GOVERNING HOW DISPUTES BETWEEN YOU AND POIZON WILL BE RESOLVED. AMONG OTHER THINGS, THIS SECTION 31 INCLUDES AN AGREEMENT TO ARBITRATE, WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US BE RESOLVED BY BINDING AND FINAL ARBITRATION. THIS SECTION 31 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. IN SOME COUNTRIES YOU MAY HAVE ADDITIONAL RIGHTS AND/OR ELEMENTS OF THIS ARBITRATION AGREEMENT MAY NOT APPLY TO YOU AS REQUIRED BY LAW.
32.1 Initial Dispute Resolution. We are available by email at support@poizon.com to address any concerns you may have regarding your use of the Poizon Marketplace and any of our Services. Most concerns may be quickly resolved in this manner. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.
32.2 Agreement to Binding Arbitration. If the parties do not reach an agreed upon solution within a period of thirty (30) days from the time informal dispute resolution is pursued pursuant to Section 31.1 above, then either party may initiate binding arbitration. All claims arising out of or relating to these Terms (including their formation, performance and breach), the parties’ relationship with each other and/or your use of the Poizon Marketplace or any of our Services shall be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) on a confidential basis in accordance with the provisions of AAA’s Consumer Arbitration Rules, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to any claim that all or any part of these Terms is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in court under the law or in equity. The arbitrator’s award shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction, subject to review in accordance with applicable statutes governing arbitration awards. The interpretation and enforcement of these Terms shall be governed by the Federal Arbitration Act.
THE AAA'S RULES GOVERNING THE ARBITRATION MAY BE ACCESSED AT WWW.ADR.ORG OR BY CALLING THE AAA AT 1.800.778.7879. TO THE EXTENT THE FILING FEE FOR THE ARBITRATION EXCEEDS THE COST OF FILING A LAWSUIT, WE WILL PAY THE ADDITIONAL COST. A REQUEST FOR PAYMENT OF FEES SHOULD BE SUBMITTED TO AAA ALONG WITH YOUR FORM FOR INITIATING THE ARBITRATION, AND WE WILL MAKE ARRANGEMENTS TO PAY ALL NECESSARY FEES DIRECTLY TO AAA. IF THE ARBITRATOR FINDS THE ARBITRATION TO BE NON-FRIVOLOUS, WE WILL PAY ALL OF THE ACTUAL FILING AND ARBITRATOR FEES FOR THE ARBITRATION, PROVIDED YOUR CLAIM DOES NOT EXCEED $75,000. THE ARBITRATION RULES ALSO PERMIT YOU TO RECOVER ATTORNEY'S FEES IN CERTAIN CIRCUMSTANCES.
THE PARTIES UNDERSTAND THAT, ABSENT THIS MANDATORY PROVISION, THEY WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. THEY FURTHER UNDERSTAND THAT, IN SOME INSTANCES, THE COSTS OF ARBITRATION COULD EXCEED THE COSTS OF LITIGATION AND THE RIGHT TO DISCOVERY MAY BE MORE LIMITED IN ARBITRATION THAN IN COURT.
32.3 Class Action and Class Arbitration Waiver. The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action, and the parties expressly waive their right to file a class action or seek relief on a class basis. Although the parties have agreed that no disputes may proceed as part of a class arbitration, you and we agree that the AAA may consolidate an individual arbitration filed under these Terms with other individual arbitration(s), at the request of any party, if the arbitrations share any common issues of law or fact. The consolidation issue shall be determined by the arbitrator appointed for the earliest filed arbitration. Any disputes over whether an arbitration claim should be consolidated with others, or which arbitrator shall hear any consolidated matter, shall be resolved by the AAA.
If any court or arbitrator determines that the class action and class arbitration waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above in Section 31.2 shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
32.4 Fees. Each party will be responsible for its arbitration fees as set by AAA. You will not be required to pay fees and costs incurred by us if you do not prevail in arbitration. For any arbitration in which your total damage claims, exclusive of attorney fees and expert witness fees, are $5,000.00 or less, the arbitrator may, if you prevail, award your reasonable attorney fees, expert witness fees and costs as part of any award, unless the total damages awarded are less than the amount of a settlement offered by us during the initial dispute resolution as outlined above in Section 31.1. The arbitrator may also award us our attorney fees, expert witness fees and costs if it is determined that your claim was brought in bad faith, for purposes of harassment, or is patently frivolous. For arbitrations in which your total damage claims, exclusive of attorney fees and expert witness fees, exceed $5,000.00, the arbitrator may grant to the prevailing party, or apportion among the parties, reasonable attorney fees, expert witness fees and costs, to the extent permissible under applicable law.
If multiple individual arbitration proceedings are consolidated pursuant to section 31.3, AAA and the arbitrator may treat the consolidated proceedings as one arbitration for purposes of assessing AAA fees and the arbitrator’s compensation, and you consent and agree not to object to any reduction or elimination of AAA fees or arbitrator compensation.
32.5 Exception - Small Claims Court Claims. Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction and on an individual (non-class) basis only. If a party initiates an arbitration asserting a claim that falls within the jurisdiction of the small claims court, the other party may, at its discretion, require that the arbitration demand be withdrawn and that the claim be filed in the small claims court.
32.6 30 Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth in Sections 31.2 and 31.3 of these Terms by sending written notice of your decision to opt-out to the following address: 6 RAFFLES QUAY，#14-06，SINGAPORE (048580) or by email to support@poizon.com. The notice must be sent within thirty (30) days of your first use of the Poizon Marketplace of any of our Services, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.
32.7 Exclusive Venue for Litigation. To the extent that the arbitration provisions set forth in Section 31.2 do not apply, the parties agree that any litigation between them shall be filed exclusively in state or federal courts located in the State of Delaware (except for small claims court actions which may be brought where you reside). The parties expressly consent to exclusive jurisdiction in the State of Delaware for any litigation other than small claims court actions.
32.8 Governing Law and Venue. These Terms will be governed by and construed and enforced in accordance with the laws of the State of Delaware, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court (which may be brought in the county where you reside) will be resolved in the state or federal courts of the State of Delaware and the United States, respectively.
Section 33. Miscellaneous
33.1 California Rights. Under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: If a user has a question or complaint regarding the Poizon Marketplace, please send an email to us at support@poizon.com. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.
33.2 No waiver. If you have violated these Terms, but we do not take any action against you, we are entitled to exercise our rights as agreed herein and take remedial actions in any other situation where you violate these Terms.
33.3 Relationship between Poizon and Users. You acknowledge and agree that no joint venture, partnership, employment, or agency relationship exists between you and Poizon. You agree that you will not act as a representative of Poizon, or an agent or employee of Poizon, and we will not be liable for any of your statements, action or inaction. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity.
33.4 Severability. Subject to Section 31.3, In case any provision hereof is or becomes unlawful, void, invalid or unenforceable for any reason, that provision or part of the provision is deemed severable from these Terms and shall not affect the validity or enforceability of any remaining provisions.
33.5 Assignment. You may not assign, delegate, or transfer these Terms, or your rights and obligations hereunder, to any other person in any way (by operation of law or otherwise) without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. We may transfer, assign, or delegate these Terms and its rights and obligations hereunder to any other person without your consent.
Section 34. Compliance with Stripe terms and conditions. Poizon may enable Buyers to set up accounts with Stripe Payments Singapore Pte. Ltd. (“Stripe”) and other Stripe affiliated entities. If you have an account with Stripe, you must agree to Stripe’s Services Agreement, the Connected Account Agreement and any other agreement or documentation that are imposed by Stripe (collectively, the “Stripe Agreements”) as a condition of using the Stripe services. You agree that Poizon has no liability for any breach caused, directly or indirectly, by you under the Stripe Agreements. Where such a breach occurs, you agree to indemnify Poizon according to Section 29.
Section 35. Compliance with Alipay terms and conditions. Poizon may enable Sellers to set up accounts with Alipay Merchant Services Pte Ltd (“Alipay”) and other Alipay affiliated entities. If you have an account with Alipay, you must agree to the terms, conditions, contracts or other agreements that are imposed by Alipay (collectively, the “Alipay Agreements”) as a condition of using the Alipay service. You agree that Poizon has no liability for any breach caused, directly or indirectly, by you under the Alipay Agreements. Where such a breach occurs, you agree to indemnify Poizon according to Section 29.
Poizon MOBILE APPLICATION TERMS
Section 1. Notice Regarding Apple
This section only applies to the extent you are using our mobile application(s) on an iOS device in connection with our Services. You acknowledge that these Terms are between you and us only, not with Apple Inc. (“Apple”), and Apple is not responsible for our Services and the content thereof. Your right to use our Services in application form on an iOS device is limited to a non-transferable license to use the application on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the Apple Media Service Terms and Conditions. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to our Services. In the event of any failure of our Services to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile application to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to our Services. Apple is not responsible for addressing any claims by you or any third party relating to our Services or your possession and/or use of our Services, including: (a) product liability claims; (b) any claim that our Services fail to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation. All such responsibility is allocated between you and us under these Terms. Apple is not responsible for the investigation, defense, settlement or discharge of any third party claim that our Services and/or your possession and use of our Services infringe a third party’s intellectual property rights. You agree to comply with any applicable third party terms when using our Services. Apple and Apple’s subsidiaries are third party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary of these Terms. You hereby represent and warrant that (x) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (y) you are not listed on any U.S. Government list of prohibited or restricted parties.
Section 2. Notice Regarding Google
This section only applies to the extent you are using our mobile application(s) on an Android device in connection with our Services. You acknowledge that these Terms are between you and us only, not with Alphabet Inc. (“Google”), and Google is not responsible for our Services or the content thereof. You agree that Google is not responsible for any maintenance or support services in connection with our Services.