The Legal Stuff
This Equipment Listing Agreement (“Agreement”) is a legal agreement between CoffeeTec Roastery Development, LLC (CT), a Limited Liability Company, and the listing individual accepting this Agreement (the “Customer” or “you”). CT and Customer are each referred to herein as a “Party,” and collectively as the “Parties.” This Agreement, together with any other applicable terms and conditions referenced herein, governs in its entirety the relationship between CT and the Customer in connection with the Equipment Listing Agreement.
Fees and Payment
Fees – By listing equipment on CoffeeTec.com, you agree to work in good faith with CT representatives to sell your equipment. Fees for the sale of your equipment will first be paid to CoffeeTec.com and then after payments of their fee, you will receive the amount you agreed to sell your equipment for. Upon execution of this agreement, you agree, that should you or any other entity other than CoffeeTec.com sell your equipment while listed on the website, CT is entitled to 5% of the sales price the equipment is sold for with the exception of providing CoffeeTec.com with a 30 day written notice to remove equipment from the CoffeeTec website.
Term and Termination
Term – This Agreement is effective as of the date you register for a listing and shall remain in full force and effect until terminated by either party with a 30 day written notice to terminate the agreement.
Survival – Upon any termination or expiration of this Agreement, Customer will pay CoffeeTec any fees due and payable prior to the effective date of such expiration or termination. The following provisions shall survive any termination of this Agreement: “Disclaimer and Limitation of Liability”, “Indemnification”, “Representations and Warranties”.
Disclaimer and Limitation of Liability
The services provided by CoffeeTec in connection with this agreement are supplied on an “as is” and “as available” basis. To the fullest extent under applicable law, CoffeeTec makes no, and disclaims all, warranties (including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose and non-infringement), guarantees, and representations, whether express, implied, oral or otherwise. The CoffeeTec website CoffeeTec has no liability, whatsoever, to you or any third party, for any changes made to the customer listing or to the your webpage or website as a result of CoffeeTec assistance in implementing the listing. In no event shall CoffeeTec or any partner be responsible for any consequential, incidental, special, punitive, exemplary or indirect damages arising from or relating to this agreement or otherwise, including, without limitation, lost revenue or profits, even if CoffeeTec has been advised of the possibility of such damages. Coffeetec will not be liable, or considered in breach of the agreement, on account of a delay or failure to perform under the agreement, as a result of causes or conditions that are beyond CoffeeTec’s control. In addition, and notwithstanding anything contained herein to the contrary, CoffeeTec’s liability under any cause of action arising from or in connection with this agreement or otherwise shall be limited to $500. To the extent any liability of CoffeeTec cannot be disclaimed, excluded or limited under applicable law, such liability shall be disclaimed, excluded and limited to the fullest extent permitted under applicable law.
Customer will defend, indemnify, and hold harmless, CoffeeTec, each of its and their respective officers, directors, members, managers, employees, sublicensees, contractors and agents (collectively, “Indemnified Parties”) from and against any and all claims, actions, losses, liability, damages, fines, costs, and expenses (including reasonable attorney’s fees and expenses) arising from or related to: (a) any breach of the Agreement by you (including, but not limited to, any representations and warranties made herein); (b) any violation of any law or regulation arising from or in connection with your listing; (c) any allegation arising from or relating to any customer listing content, including, but not limited to, any allegation that any customer listing content infringes or otherwise violates any trademark, trade name, service mark, copyright, license, trade secret, right of privacy or publicity or other intellectual property or proprietary right of any third party, constitutes false advertising, is defamatory and/or is in violation of any law or regulation; (d) any claim by any third party related to you or your listing, (e) any third party dispute with you, including, without limitation, any injury suffered by a third party at your place of business or any other related issue.
Representations and Warranties
You represent, warrant and covenant that at all times during the term of this Agreement:
- the individual accepting this Agreement is authorized to act on behalf of you and to bind you to this Agreement;
- you have the full power and authority to conduct your business, to enter into this Agreement, and to perform your obligations under this Agreement;
- your execution, delivery and performance of this Agreement will not conflict with or violate: (i) any provision of law, rule or regulation to which you are subject; (ii) any order, judgment or decree applicable to you; (iii) any provision of your organizational documents; or (iv) any agreement or other instrument applicable to you; and
- you will comply with all applicable federal, state and local laws, rules, regulations, court orders, judgments and decrees.