Website Terms & Conditions & Terms of Sale

Last Modified: November 22, 2021

THESE WEBSITE TERMS OF USE & TERMS OF SALE (this “Agreement”), together with any documents it expressly incorporates, governs the relationship and interaction between you ( “Purchaser”,“you”, or “your”) and Global Sustainable Markets North America Trading Corporation, together with its parents, subsidiaries and affiliates (collectively, “GSM”, “we”, “us” or “our”) and your use of the https://www.gsmdealcity.com/ website (the “Website”) provided by GSM, together with any associated services, goods, products, features, functionality, or content, (collectively, the “Services”). If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its Affiliates to the terms and conditions contained in this Agreement, in which case the terms “you” or “your” shall refer to such entity and its Affiliates. The GSM Privacy policy, Copyright Policy, and Return & Refund Policy are expressly incorporated herein by reference, and can be found. Throughout this Agreement, GSM and Purchaser may each be referred to as a “Party” or collectively, the “Parties”.

*IMPORTANT: PLEASE READ CAREFULLY*

BY CHECKING THE BOX TO AGREE OR CLICKING AN “I AGREE” BUTTON, WHENEVER PRESENTED, TO AGREE TO THIS AGREEMENT, OR BY SIGNING UP, ACCESSING, OR USING THE WEBSITE AND/OR SERVICES, YOU:

I. ACCEPT THIS AGREEMENT AS VALID AND AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN;

II. REPRESENT AND WARRANT THAT YOU ARE AT LEAST EIGHTEEN (18) YEARS OF AGE;

III. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A CORPORATION, ORGANIZATION OR OTHER LEGAL ENTITY, YOU HAVE THE RIGHT, POWER AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE CORPORATION, ORGANIZATION OR LEGAL ENTITY AND BIND IT TO THE TERMS SET FORTH HEREIN; AND

THIS AGREEMENT MAY BE AMENDED BY COMPANY, IN WHOLE OR IN PART, AT ANY TIME AND IN COMPANY’S SOLE DISCRETION, WITHOUT ANY NOTICE TO YOU. THE LATEST VERSION OF THIS AGREEMENT, AS POSTED ON COMPANY’S WEBSITE, SHALL BE THE VERSION APPLICABLE TO YOU, ON A GOING FORWARD BASIS, EACH TIME YOU USE THE WEBSITE.

THIS AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITY. THE PROVISIONS BELOW FORM THE ESSENTIAL BASIS OF OUR AGREEMENT.

IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT CHECK ANY “I AGREE” BOX OR CLICK ANY “I AGREE” BUTTON TO AGREE TO THIS AGREEMENT, OR SIGN UP, ACCESS OR USE THE WEBSITE AND/OR SERVICES.

ARBITRATION NOTICE: THIS AGREEMENT CONTAIN AN ARBITRATION CLAUSE. EXCEPT AS PROVIDED IN THE ARBITRATION CLAUSE, YOU AND GSM AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU AND GSM WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

CHANGES TO THIS AGREEMENT

We reserve the exclusive right to make changes to this Agreement from time to time. Your continued access to and use of the Website and any associated services constitutes your agreement to be bound by, and your acceptance of, the Agreement posted at such time. You acknowledge and agree that you accept this Agreement (and any amendments thereto) each time you visit the Website. Therefore, we encourage you to review this Agreement regularly.

If, within thirty (30) days of us posting changes or amendments to this Agreement, you decide that you do not agree to the updated terms, you may withdraw your acceptance to the amended terms by providing us with written notice of withdrawal of your acceptance. Upon providing us with your notice of your acceptance withdrawal, you are no longer authorized to access or use the Website or any associated services, and you must not do so.

1. Purchase Terms.

1.1 Goods. GSM is in the business of selling consumer products, including electronics, toys, apparel, books, tools, homeware, and general merchandise (collectively “Goods”). GSM is NOT the manufacture or the owner of the Goods. Rather, third parties provide GSM with the Goods on a consignment basis, and GSM sells the Goods to the Purchaser under the terms of this Agreement.

1.2 Terms of the Sale. GSM agrees to sell and Purchaser agrees to purchase Goods that GSM makes available at the prices (“Prices”) set out in on the Website and reflected in the shopping cart in effect when GSM accepts the order (each, a “Order”) from Purchaser. Listed Prices do not include taxes or charges of any kind on any amounts payable by Purchaser under this Agreement. GSM reserves the right to amend the specific Goods that it produces, offers, and makes available, along with the Prices for each, from time to time, in its sole discretion.

1.3 No Resale or Modification. Purchaser expressly acknowledges and agrees that it is purchasing Goods for its own account and internal use (including for use by its own employees, independent contractors working directly for Purchaser, agents, or members, as applicable) and not for resale, transfer, re-allocation, or assignment to any third party. Purchaser further acknowledges and agrees that it is prohibited from modifying Goods.

1.4 Purchases. All purchases by Purchaser shall be made online, by submitting its Order via GSM’s Website and/or online store, which GSM may update from time to time. GSM may use a third party to host and maintain its online store, and such third party may have its own terms and conditions in addition to those set forth in this Agreement. Purchaser acknowledges and agrees to be bound by such additional third-party terms that are applicable to its purchase of Goods from GSM.

1.5 Acceptance. No Order from Purchaser is binding on GSM unless and until accepted by GSM. We may choose not to accept any Orders in our sole discretion, for any reason or no reason. After having received your Order, we will send you a confirmation via e-mail with your order number, details of the Products you have ordered, and confirmation that we have accepted your Order. Acceptance of your Order and the formation of the contract of sale between GSM and you will not take place unless and until you have received your Order acceptance confirmation e-mail. You have the option to cancel your order at any time before we have sent your order confirmation e-mail by emailing us at support@gsmdealcity.com.

1.6 Cancellation. GSM may, without liability or penalty, cancel any Order placed by Purchaser and accepted by GSM, in whole or in part, if GSM:

(a) discontinues its sale of Goods;
(b) does not have Goods available to fulfill Purchaser’s Order;
(c) reduces or reallocates its inventory of Goods, in its discretion; or
(d) determines that Purchaser is in violation of its payment obligations or has otherwise breached this Agreement.

1.7 Shipping / Title and Risk of Loss. Shipping fees are not included in the Prices reflected on the website and will be quoted at check out. Purchaser may have options for expedited delivery for additional fees. GSM uses the United States Postal Service and other third-party providers to fulfill its shipments. GSM shall use commercially reasonable efforts to deliver all Goods on or before the estimated delivery date. GSM is not liable for or in respect to any loss or damage arising from any delay in filling any order, failure to deliver, or delay in delivery. Subject to Purchaser’s Cancellation rights, no delay in the shipment or delivery of any Good relieves Purchaser of any of its obligations under this Agreement. Unless otherwise noted all shipments are FOB point of origin (ICC Incoterms 2010). Risk of loss for the Goods shall pass to the Purchaser upon the tendering of Goods to the carrier. Title to the Goods shall pass to the Purchaser upon the later of receipt of full payment or tendering of Goods to the carrier.

1.8 Gift Cards. GSM gift cards (“Gift Cards”) are not credit or debit cards and have no implied warranties. Gift Cards are not redeemable for cash unless required by law and cannot be used to make payments on any charge account. Gift Cards cannot be used to buy other Gift Cards. We reserve the right to deactivate or reject any Gift Card issued or procured, directly or indirectly, in connection with fraudulent actions, unless prohibited by law.

To check the balance of a Gift Card, contact support at support@gsmdealcity.com and include your Gift Card code.
The risk of loss and title for Gift Cards passes to the purchaser upon our electronic transmission of the Gift Card to the purchaser or designated recipient or our delivery to the carrier, whichever is applicable. Gift Cards must be obtained from https://www.gsmdealcity.com, and you are responsible for safeguarding your Gift Card from unauthorized use. We are not responsible if a Gift Card is lost, stolen, or destroyed, or if your Gift Card is used without your permission. There are a variety of Gift Card scams that request payment by Gift Card. We are not responsible for and assume no liability to you for any unlawful conduct or fraud by any third party associated with any Gift Card.

1.9 Returns & Refunds. Most Goods, other than Gift Cards and those Goods designated as ‘non-returnable’ or ‘final sale’ or a similar qualification, are eligible for Returns within thirty (30) days of receiving the Goods pursuant to the Return & Refund Policy.

2. Intellectual Property Ownership. Our Website, including the text, graphics, images, photographs, videos, illustrations, information, data, software, and other content and materials contained therein (and the selection, arrangement and presentation thereof), is owned by GSM, or our licensors, and are protected under both United States and foreign laws. Except as explicitly stated in this Agreement, all rights in and to our Website are reserved by us or our licensors. Any access not expressly permitted herein, including use, copying, distribution, retransmission or modification of our Website, without our prior written permission, is strictly prohibited.

3. Trademarks. The GSM logo, “GSM”, Global Sustainable Markets” and all related names, logos, product and service names, designs, and slogans are trademarks of GSM or its affiliates or licensors. You agree not to use such marks without the prior written permission of the GSM. All other names, logos, product and service names, designs, and slogans on the Website are the trademarks of their respective owners.

4. Third-Party Content. We may provide information about third-party products, services, activities or events on our Website, or we may allow third parties to make their content and information available on our Website (collectively, “Third-Party Content”) as a service to those interested in this information. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. We do not control, endorse or adopt any Third-Party Content and make no representation or warranties of any kind regarding Third-Party Content, and your access to and use of such Third-Party Content is at your own risk. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

5. Reliance on Product Information Posted. While we make every effort to reduce errors on our site, from time-to-time typographical errors, inaccuracies, or omissions relating to, but not limited to, product descriptions, pricing and availability may occur. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information at any time without notice.

6. Electronic Communications. When you visit or Website, order Goods from GSM, sign up for electronic communication from GSM, or send e-mails, text messages and other communications from your desktop or mobile device to GSM, you are communicating with GSM electronically. You consent to receive communications from GSM electronically. GSM will communicate with you in a variety of ways such as e-mail, text or by posting notices and messages on this site. You agree that all agreements, notices, disclosures, and other communications that GSM provides to you electronically satisfy any legal requirement that such communications be in writing.

7. Feedback. You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials, or other information or materials regarding our Website (but excluding any client information) (collectively, the “Feedback”). You understand that we may use such 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 our sole discretion. You understand that we may treat Feedback as non-confidential.

8. Prohibited Use and Conduct. You agree not to access or use the Website in an unlawful way or for an unlawful or illegitimate purpose or in any manner that contravenes this Agreement. You further agree that you are solely responsible for your conduct while accessing or using our Website, and you agree that you will not do any of the following in connection with our Website or its users:

  • Use our Website other than for their intended purposes and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Website or that could damage, disable, overburden or impair the functioning of our Website in any manner;
  • Violate in any way any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
  • Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
  • Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Website, except as expressly permitted by us or our licensors;
  • Modify our Website, remove any proprietary rights notices or markings, or otherwise make any derivative works based on our Website;
  • Reverse engineer any aspect of our Website or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Website;
  • Use any data mining, robots, or similar data gathering or extraction methods designed to scrape or extract data from our Website;
  • Develop or use any applications that interact with our Website without our prior written consent;
  • Use our Website for any illegal or unauthorized purpose, or engage in, encourage or promote any illegal activity that violates this Agreement;
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website;
  • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack; or
  • Circumvent or attempt to circumvent any filtering, security measures or other features that we may from time to time adopt to protect our Website, our users or third parties.

This Section 8 does not create any private right of action on the part of any third party or any reasonable expectation that our Website will not contain any content that is prohibited by such rules.
9. Copyright Infringement Claims. The Digital Millennium Copyright Act of 1998 (“DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. Our Copyright Policy is expressly incorporated into this Agreement and is available here: https://www.gsmdealcity.com/copyright-policy.

10. Trademark Infringement Claims.

If you believe in good faith that materials available on the Website infringe your trademark, you or your agent may send GSM a notice requesting that we remove the material from the Website or block access to it. All trademark-related notices should be sent to:

By Mail:

Global Sustainable Markets North America Trading Corporation
1209 Orange Street,
Wilmington,
Delaware DE 19801

By Email:
legal@gsmdealcity.com

11. Termination. We may immediately, without prior notice, suspend or terminate your use of and access to the Service or terminate this Agreement as they apply to you, at our sole discretion, for any reason, whether with or without cause or warning, and without liability.

12. DISCLAIMER OR WARRANTIES. THE SERVICES AND ALL GOODS SOLD OR PURCHASED THROUGH THE SERVICES ARE PROVIDED TO YOU “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. YOU AGREE THAT YOU MUST EVALUATE AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH THE USE OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY RELIANCE ON THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY MATERIALS AVAILABLE THROUGH THE SERVICE. WITHOUT LIMITING THE FOREGOING, TO THE EXTENT ALLOWED BY APPLICABLE LAW OR AS OTHERWISE STATED IN WRITING, GSM EXPLICITLY DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES AND GOODS, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, TITLE, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. GSM MAKES NO WARRANTY THAT THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED, THAT THE INFORMATION OBTAINED FROM THE SERVICE WILL BE ACCURATE, COMPLETE, CURRENT, OR RELIABLE, THAT THE QUALITY OF THE SERVICE WILL BE SATISFACTORY TO YOU, THAT ERRORS OR DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS. GSM MAKES NO GUARANTEE REGARDING THE RELIABILITY, ACCURACY, OR QUALITY OF ANY COMMUNICATION THAT IS POSTED ON THE SITE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF GOODS SOLD OR PURCHASED OR OBTAINED THROUGH THE SERVICE IS WITH YOU. SHOULD GOODS SOLD OR PURCHASED OR OBTAINED THROUGH THE SERVICE PROVE DEFECTIVE, YOU ASSUME THE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION.

GSM PERIODICALLY AMENDS, CHANGES, UPDATES, AND ALTERS THE SERVICE WITHOUT NOTICE. GSM SPECIFICALLY DISCLAIMS ANY DUTY TO UPDATE THE CONTENT OF, OR ANY OTHER INFORMATION ON, THE SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM GSM OR THROUGH THE SERVICE, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

13. LIMITATION OF LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER GSM NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICE SHALL BE LIABLE TO YOU FOR ANY COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, ARISING OUT OF OR IN CONNECTION WITH: (I) THIS AGREEMENT OR FROM THE USE OF OR INABILITY TO USE THE SERVICES; (II) THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICES; (III) PRICING, SHIPPING, FORMAT, OR OTHER GUIDANCE PROVIDED BY GSM; (IV) DELAYS OR DISRUPTIONS IN THE SERVICES; (V) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING THE SERVICES OR THOSE OF ANY SITE, SERVICES, OR TOOLS LINKED TO THE SERVICES; (VI) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE SERVICES; (VII) DAMAGE TO YOUR HARDWARE DEVICE FROM THE USE OF THE SERVICES; (VIII) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES, INCLUDING GOODS LISTED USING THE SERVICE (IX) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNT, IN EACH CASE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT GSM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT GSM SHALL NOT BE LIABLE TO YOU FOR YOUR ACTIONS OR COMMUNICATIONS USING THE SERVICE OR IN CONNECTION WITH THE SERVICE. GSM SHALL NOT BE LIABLE FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE SERVICE OR ANY LINKED SITES OR FOR ANY INFORMATION OR PRODUCTS OBTAINED THROUGH USE OF THE SERVICE OR OTHERWISE ARISING OUT OF THE USE OF THE SAME, REGARDLESS OF THE FORM OF ACTION OR BASIS OF ANY CLAIM. SOME JURISDICTIONS DO NOT ALLOW CERTAIN EXCLUSIONS OF WARRANTIES OR LIMITATIONS ON DAMAGES, SO SOME OF THESE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU; IN SUCH JURISDICTIONS, THE AGGREGATE LIABILITY OF GSM SHALL BE LIMITED IN ACCORDANCE WITH THIS AGREEMENT TO THE FULLEST EXTENT PERMITTED BY LAW.

WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WILL GSM’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO GSM FOR USE OF THE SERVICES IN THE THREE (3) MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND GSM.

IF YOU HAVE A DISPUTE WITH GSM OR ARE DISSATISFIED WITH THE SERVICE, TERMINATION OF YOUR USE OF THE SERVICE IS YOUR SOLE REMEDY. GSM HAS NO OTHER OBLIGATION, LIABILITY, OR RESPONSIBILITY TO YOU.

12. Indemnity. You agree to defend, indemnify, and hold harmless GSM and its employees, officers, directors, agents, representatives, licensors, suppliers, and service providers from and against all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with (i) your use of, or activities taken, in connection with the Services; or (ii) any violation of this Agreement by you. We reserve the right to assume all or any part of the defense of any such claims and negotiations for settlement, and you agree to fully cooperate with us in doing so.

13. Arbitration Clause & Class Action Waiver.

13.1 Claims. “Claim” means any losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys’ fees and the costs of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers, including claims for copyright or trademark infringement, infringement of moral rights, libel, defamation, invasion of any rights of privacy, violation of rights of publicity, physical or emotional injury or distress, or any similar claim or cause of action in tort, contract, or any other legal theory, now known or hereafter known in any jurisdiction throughout the world.

13.2 Arbitration. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND GSM (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH GSM, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THIS AGREEMENT, THE RIGHTS, AUTHORIZATIONS, AND LICENSES GRANTED HEREUNDER OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREIN, ANY ACCESS OR USE OF THE SERVICES OR GOODS HEREIN, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION’S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES AND YOU AND GSM HEREBY EXPRESSLY WAIVE TRIAL BY JURY; PROVIDED, HOWEVER, THAT TO THE EXTENT THAT YOU HAVE IN ANY MANNER VIOLATED OR THREATENED TO VIOLATE GSM’S INTELLECTUAL PROPERTY RIGHTS, GSM MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF NEW YORK. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND GSM WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. The American Arbitration Association Rules are available at www.adr.org/rules. This provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either we or you can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have the authority to award damages, remedies or awards that conflict with this Agreement.

13.3 Small Claims. As an alternative, you may bring your Claim in your local “small claims” court, if permitted by that small claims court’s rules and if within such court’s jurisdiction, unless such action is transferred, removed or appealed to a different court. You may bring Claims only on your own behalf. Neither you nor GSM will participate in a class action or class-wide arbitration for any Claims covered by this agreement to arbitrate.

13.4 Class Action Waiver. YOU AGREE THAT YOU ARE HEREBY GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST GSM INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in Claims brought in a private attorney general or representative capacity, or consolidated Claims involving another person’s use of the Services or Goods or any other matter to GSM if we are a party to the proceeding.

13.5 Enforceability. If the prohibition against class actions and other Claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Section 13 will be null and void. This agreement to arbitration will survive the termination of your relationship with us

13.6 Arbitration Opt-Out. You may opt out of this agreement to arbitrate. If you do so, neither you nor GSM can require the other to participate in an arbitration proceeding. To opt out, you must notify us in writing within 30 days of the date that you first became subject to this arbitration provision. You must use this address to opt out:

GSM Attn: Legal Dept. – Arbitration Opt-out 1209 Orange Street, Wilmington, Delaware DE 19801

You must include your name and residence address, the email address you use for your GSM account, and a clear statement that you want to opt out of this arbitration agreement.

13.7 Time-Limitation on Claims. ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE SERVICE, GOODS, OR THIS AGREEMENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM ACCRUES; OTHERWISE, SUCH CLAIM IS PERMANENTLY BARRED.

14. Governing Law and Jurisdiction. This Agreement, including all cover pages, exhibits, schedules, attachments and appendices attached to this Agreement, and all matters arising out of or relating to this Agreement, is governed by, and is to be construed in accordance with the internal laws of the Delaware, USA without regard for its conflict of laws principles, except for the agreement to arbitrate set forth above under the heading “Arbitration”, the interpretation and enforcement of which shall be governed by the Federal Arbitration Act. Application of the United Nations Convention on Contracts for the International Sales of Goods (“CISG”) is expressly excluded. The exclusive jurisdiction and venue of any action to prevent the actual or threatened infringement, misappropriation or violation of a Party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights will be the state and federal courts located in New York, and each of you and GSM waives any objection to jurisdiction and venue in such courts. If the agreement to arbitrate set forth above under the heading “Arbitration” is found not to apply to you or to a particular dispute, claim or controversy, either as a result of your decision to opt out of the agreement to arbitrate or as a result of a decision by the arbitrator or a court order, the exclusive jurisdiction and venue for the resolution of such dispute, claim or controversy will be the state and federal courts located in the New York, New York, and each of you and GSM waives any objection to jurisdiction and venue in such courts.

15. Attorneys’ Fees. You agree to pay our reasonable attorneys’ fees, costs and expenses that directly or indirectly arise out of, result from, or relate to a) your breach of this Agreement; b) defending claims against us pursuant to your indemnification obligations set forth in Section 12; and c) collection of any moneys that you owe to us.

16. Notice For California Users. Under California Civil Code Section 1789.3, California users of the Service are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 N Street, #501, Sacramento, California 95814, or by telephone at 1-916-445-1254.

17. Miscellaneous.

17.1 Entire Agreement. This Agreement constitutes the entire agreement of the Parties and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral. Any changes to this Agreement shall be void unless in writing and signed by both parties.

17.2 No Waiver. No waiver under this Agreement is effective unless it is in writing, identified as a waiver to this Agreement and signed by an authorized representative of the Party waiving its right. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated and does not operate as a waiver on any future occasion.

17.3 Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability does not affect any other term or provision of this Agreement.

17.4 Terms of Agreement Prevail Over Purchaser’s Order. The Parties acknowledge and agree that the terms of this Agreement prevail over any terms or conditions contained in any other documentation related to the subject matter of this Agreement and expressly exclude any of Purchaser’s general terms and conditions contained in any Order or other document issued by Purchaser.

17.5 Successors and Assigns. This Agreement is binding on and inures to the benefit of the Parties and their respective permitted successors and permitted assigns.

17.6 Assignment and Delegation. Purchaser may not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of GSM. GSM may assign its obligations under this Agreement, in whole or in part, to one or more of its subsidiaries engaged in the business.

17.7 No Third-Party Beneficiaries. This Agreement does not and is not intended to confer any rights or remedies upon any person or entity other than Purchaser.

17.8 Notices. GSM may provide any notice to Purchaser by sending a message to the e-mail address provided by Purchaser. Purchaser may provide notice to GSM by personal delivery; overnight courier; or registered or certified mail to [Address], which GSM may update from time to time. Notices provided by to Purchaser by e-mail will be effective when GSM sends the e-mail and notices GSM provides by posting will be effective upon posting. Notices provided to GSM by personal delivery will be effective immediately. Notices provided to GSM by mail are not effective upon GSM until received.

17.9 Headings. The headings in this Agreement are for reference only and do not affect the interpretation of this Agreement.

18. Comments and Concerns.
The Website is operated by Global Sustainable Markets North America Trading Corporation, 16 Sunset Way, Site 110, Henderson, Nevada, 89014 . All Feedback, comments, requests for technical support and other communications relating to the Website should be directed to: support@gsmdealcity.com.