These Terms of Service ("Terms") govern your access to and use of our services, including our various websites, SMS, APIs, email notifications, applications, buttons, widgets, ads, commerce services, and our other covered services that link to these Terms (collectively, the "Services"), and any information, text, links, graphics, photos, audio, videos, or other materials or arrangements of materials uploaded, downloaded or appearing on the Services (collectively referred to as "Content"). By using the Services you agree to be bound by these Terms.
These Terms are an agreement between you and Zolengo Inc., which provides Troly and the Services, 44 Montgomery Street, Suite 322, San Francisco, CA 94014 U.S.A. The words "we," "us," and "our" mean Zolengo Inc, or where appropriate affiliated Troly Companies.
This policy governs how Troly accesses and use data collected.
Small businesses using Troly also have their own policy which customers should review carefully.
Bubbles like this one aim to help. They simplify but do not replace each section.
This is the privacy policy of Zolengo Inc, which operates the troly.co and provides the Troly software used by regional producers and local businesses to drive sales. This policy extends to wholly-owned subsidiaries of Zolengo Inc.
The policy outlines the types of data collected from users of the service, including personal data, usage data, and tracking cookie data. The policy explains how the data collected is used to provide and improve the service, as well as to provide users with marketing materials and other information. The policy also explains the legal basis for processing personal data under the General Data Protection Regulation (GDPR), as well as how long the data will be retained. Users have the right to opt out of receiving marketing materials from Respectful Research LLC.
You are responsible for entering accurate product information in Troly.
Incorrect information may lead to incorrect sales and you take full responsibility for the accuracy of information provided to us.
Subject to the provisions contained in this Agreement, Troly does not claim any rights in the Materials and Product Information you provide to Troly for the purposes of using the Troly Platform.
We reserve the right to remove Products that violates this Agreement, including for example, copyright or trademark violations or other intellectual property misappropriation, impersonation, unlawful conduct, or harassment. Information regarding specific policies and the process for reporting or appealing violations can be found in our Help Center (https://forum.troly.co/rules-and-policies/report-violation and https://forum.troly.co/managing-your-account/suspended-accounts).
If you believe that your Brand, Services or Products have been copied in a way that constitutes copyright infringement, please report this by visiting our Copyright reporting form (https://forum.troly.co/forms/dmca) or contacting our designated copyright agent at:
Troly LLC.
Attn: Copyright Agent
44 Montgomery Street, Suite 322
San Francisco, CA 94014
Reports: https://help.x.com/forms/dmca
Email: copyright@troly.co
When a sale is confirmed you are responsible for making sure products are correctly package and dispatched.
If a shipping provider was selected, you are required to use this carrier.
If a sale was cancelled or a refund was requested by Troly, you are required to accept the goods and return funds to the buyer.
Troly may, at its sole discretion, investigate, refuse to process, suspend, or cancel any Transaction, and require any information regarding a Transaction or a Customer. Upon request by Troly, you will stop and cancel the Transaction and if you have already transferred the Products to a carrier, you will use best efforts and will take all necessary and useful measures to stop and cancel the delivery of said Products. You will refund any Customer that has been charged for a Transaction that Troly has stopped or cancelled.
When applicable, you will promptly accept, calculate and process cancellations, returns, refunds and adjustments.. Notwithstanding anything to the contrary, Troly may, in its sole discretion, itself accept, calculate and process cancellations, returns, refunds and adjustments for the benefit of Customers. Troly may make any payments to Customers in order to fulfill any such cancellation, return, refund and adjustment and, in such case, you will reimburse Troly any amounts arising therefrom.
This agreement is in force from the date you have created your account.
When your account is terminated, you cannot continue to sell to our customers.
This Agreement will commence on the date of activation of your User account and will continue indefinitely until it is terminated by either party in accordance with the provisions herein. At the end of each billing period, these terms automatically continue for a further period of the same duration as the previous one, provided you continue to pay the subscription fee in accordance with the pricing plan. For more information, including on how to terminate your subscription, check out Troly Knowledge Centre.
Upon termination of the Agreement, all rights and obligations of the parties under this Agreement will be extinguished, except with respect to (i) Transactions which are in the process of being completed, and (ii) rights and obligations of the parties which by their nature are intended to survive expiration or termination of this Agreement.
Upon termination of this Agreement or at any time upon request by Troly, you will (i) promptly return to Troly the Confidential Information belonging to Troly, including all copies thereof, in your possession or control, and (ii) destroy or purge of your systems and files any such Confidential Information (to the extent practicable) including but not limited to all communications exchanged with Troly, promotional material or other forms of product information.
Notwithstanding anything to the contrary herein, you grant to Troly (and its Affiliates and subcontractors, if applicable) a limited, royalty-free, worldwide and non-exclusive right and license to use, reproduce, display or otherwise commercially promote your Materials and Product Information for the purposes of this Agreement.
Except with the prior written consent of Troly, you may not (i) make a public statement related to this Agreement, the Troly Platform or the Services, (ii) use Troly’s Intellectual Property for any purpose, including for promotional purposes, or (iii) embellish or misrepresent the relationship that exists between Troly and yourself.
You are who you say you are and are operating in good standing. You own all current registration and any required licences to produce and sell products promoted via Troly.
You represent and warrant to Troly that (i) you are duly organized, validly existing and in good standing under the laws of your jurisdiction, (ii) you have the full power and authority to enter into this Agreement, perform your obligations and grant the rights, licenses and authorizations granted hereunder, (iii) you are not a party to and you will not become a party to an agreement which prevents you or would prevent you from complying with or performing your obligations under this Agreement, (iv) you and all of your subcontractors, agents and suppliers hold all of the licenses and permits required for the sale of your Products via the Troly Platform and will comply with all Applicable Laws in the performance of the obligations under this Agreement (including all applicable data protection, privacy and money-laundering laws, regulations and requirements); and (v) the information, content, media and other materials provided or otherwise made available by you to Troly will be, at all relevant times, complete and accurate and will not infringe or otherwise violate the Intellectual Property rights, or other proprietary rights of any third party.
If you use our software to wrongfully sell products, Troly or its affiliate may request damages for your wrong-doing.
You will indemnify, defend and hold Troly, its Affiliates and their respective directors, officers, employees and agents from and against any and all claims, damages, losses and expenses (including reasonable attorney fees) (collectively, the Losses) with respect to any third party claim arising out of or related to (i) any breach of your obligations hereunder, (ii) your negligence, willful misconduct in the performance of this Agreement, (ii) your violation of any representations and warranties herein, (iii) your infringement or violation of a third party’s intellectual property or your misuse of any PII, (iv) your violation or alleged violation of any applicable retail food or other health and safety code, rule or regulation, and (v) all Taxes (or the non-payment thereof) by you, except, in all cases, to the extent that such Losses was directly caused by the gross negligence or willful misconduct of Troly, its Affiliates or their respective directors, officers, employees and agents.
Using Troly is not a blind promise of better days and blue skies. There may be problems which we are going to work through, and you accept that.
The Troly Platform and the Services, including all content, software, functions, materials and information made available on or provided in connection thereto, are provided to you on an "as-is" and "as-available" basis, without warranty or condition, expressed, implied or statutory. Your use of the Services is at your sole risk. To the fullest extent permissible by law, other than as provided herein, Troly disclaims any representations or warranties regarding this agreement, the Troly Platform, the Services or the Transactions contemplated by this Agreement, including any implied warranties of performance, merchantability, fitness for a particular purpose or non-infringement. Troly does not in any way warrant that the functions of the Troly Platform and Services will meet your requirements or will be available, timely, secure, uninterrupted and error free. Troly will not be liable for any service interruption, including without limitation, system failures or other interruptions that may affect the receipt, processing, acceptance, completion, settlement or any other aspect of any transactions. Moreover, since Troly is not able to review, control or otherwise have any influence over services provided by third parties hereunder, such as suppliers in the context of industry services, you agree that Troly will not be liable for any services provided by such third parties.
Since Troly is not a party to the transactions between yourself and your Customers, if a dispute arises, you and your Customers shall expressly release Troly (and its Affiliates and their respective directors, officers, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, disclosed and undisclosed, arising out of or in connection with such disputes.
If any problem arise from suppliers commissioned to fulfil a transaction, you understand that such supplier is not Troly and we cannot be held responsible for their quality of service.
Your access to and use of the Services or any Content are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. The "Troly Companies" refers to Zolengo Inc., its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE TROLY COMPANIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. The Troly Companies make no warranty or representation and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Services or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services or any Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; and (iv) whether the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the Troly Companies or through the Services, will create any warranty or representation not expressly made herein.
To the fullest extent permitted by Applicable Laws, in no event will Troly be liable for any claim for any indirect, wilful, punitive, incidental, exemplary, special or consequential damages, for loss of profits, or damages for loss of business arising out of this Agreement, or loss or inaccuracy of data of any kind, whether based on contract, tort or otherwise, even if Troly has been advised of the possibility of such damages. Furthermore, Troly’s total cumulative liability of each and every kind arising out of or in connection with this Agreement or the transactions contemplated herein shall not exceed at any time the total amounts paid by you to Troly during the prior three (3) month period prior to the loss being incurred or the loss being reported, whichever is lower, in connection with the particular service giving rise to the claim.
Troly is not liable for suppliers quality of Service. Without limiting the generality of the foregoing, Troly shall not be liable for any damages resulting from the fact that a delivery fails to meet a deadline, or deliver under certain level of service (eg. refrigerated truck), or a piece of data doesn't arrive in a 3rd party software in a timely manner, or packaging provided by a supplier didn't not meet expectations, etc.
Troly is not liable for reviews, feedback, or other information obtained by and potentially published by Troly, including without limitation, estate review, customer service quality reviews, product reviews etc. Troly is also not liable if a negative comment or experience is published and not acted on by the you (loss opportunity to right a wrong).
Where insurance is required to provide a service or sell goods, you must have the right insurance in place.
You shall maintain insurance policies in the types and amounts appropriate having regard to your obligations and liability hereunder. A general commercial liability insurance policy with a coverage in the amount of no less than $2,000,000 per occurrence or the minimum required by your jurisdiction, whichever is greater. Your insurance policies shall be effective for the term of this Agreement and for 2 years thereafter (or any other longer period that may be required by Applicable Laws. Proof of insurance shall be given upon request by Troly and notification shall be sent to Troly at least 30 days prior to the cancellation or reduction of any such policy coverages. You are responsible for ensuring the adequacy, sufficiency and compliance with Applicable Laws of your insurance coverage and you understand that such coverage shall not be interpreted as a limit of liability.
Generally taxes are between your company and your governments. We help you calculate such taxes but are not a tax agent or a taxation platform.
Additionally, you will be charged for taxes or duties calculated by Troly for any foreign sale transaction generated.
The Troly Platform and Services are provided to you on a non-exclusive basis and you hereby agree and acknowledge that Troly may provide such Troly Platform and Services to your competitors.
Neither party shall be liable for delays in or for failure to perform hereunder due to causes beyond reasonable control, including without limitation acts of God, acts or omissions of the other party or a third party, service failures, Internet or telecommunications outages, acts of civil or military authorities, fire, strikes, power surges or outages, epidemics, flood, earthquakes, riots, wars and cyberwars. Each party shall use all reasonable efforts to provide the other party with notice of any such events.
This Agreement constitutes the entire agreement between the parties with respect to the access to and use of the Troly Platform and the Services provided thereunder and supersedes any previous understanding or agreement, whether oral or written. No waiver of any provision of this Agreement will constitute a waiver of any other provision nor will any waiver of any provision of this Agreement constitute a continuing waiver unless otherwise expressly provided.
You and Troly are independent contractors and nothing contained in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.
You may not assign this Agreement without the prior written consent of Troly. Subject to the foregoing restriction, this Agreement will be binding on and will inure to and be enforceable against the parties and their respective successors and assigns. Troly may perform any of its obligations hereunder through one or more of its Affiliates and/or other subcontractors.
Troly may amend any of the terms and conditions contained in this Agreement at any time and at its sole discretion by posting the relevant amended and restated terms and conditions on the Troly Platform. Any such amendments to the terms and conditions shall be effective as of the date of posting on the Troly Platform. Your continued use of the Troly Platform or the Services provided thereunder after Troly’s posting of any amended terms and conditions will constitute your agreement to, and acceptance of the amended terms and conditions.
Troly will send you notices and other communications regarding this Agreement or the Services at the e-mail address(es) designated for notifications and updates in your User Account. Questions regarding these terms and conditions, the Services or your User Account should be sent to your@account.troly.co.
This Agreement shall be construed and enforced in accordance with the laws of Delaware, without giving effect to the principles of conflicts of law.
Affiliated companies and subsidiaries are wholly or partially owned by Zolengo Inc. for the purpose of providing local services in Canada, United States, Australia, Spain, Ireland, the United Kingdom, and Singapore.
Any disagreement, conflict, controversy, question or other dispute concerning this Agreement or resulting from its interpretation or from its application will be definitely and necessarily settled by arbitration according to the International Chamber of Commerce (ICC) Rules of Arbitration in force at the time of the arbitration. Arbitration shall take place in English before a single arbitrator appointed by the parties according to the aforementioned ICC Rules of Arbitration and the arbitration sessions shall be held in Delaware. Notwithstanding anything to the contrary, (i) a claim may be asserted in a small claims court that is a Governing Court if such claim qualifies, and (ii) either party may bring suit in a court of Delaware, thereby submitting to the jurisdiction of Delaware and waiving our respective rights to any other jurisdiction, in the case of infringement, violation or misuse of Intellectual Property rights.
