Terms and Conditions

Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using or becoming a subscriber to our site, https://www.ceresnexus.com, (the "Service") operated by CeresNexus LLC ("us", "we", or "our"). Your access to and use of the Service is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Service. By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the Terms then you do not have permission to access the Service. Please note that your access and use of the Service is subject to these Terms as applied to the person or entity responsible for the account or accounts for which you have been designated as a user.

Communications

By creating an Account on our service, you agree to subscribe to newsletters, marketing or promotional materials and other information we may send. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link or instructions provided in any email we send.

Purchases

If you wish to purchase any product or service made available through the Service ("Purchase"), you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.

You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.

The service may employ the use of third party services for the purpose of facilitating payment and the completion of Purchases. By submitting your information, you grant us the right to provide the information to these third parties subject to our Privacy Policy.

We reserve the right to refuse or cancel your order at any time for reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons.

We reserve the right to refuse or cancel your order if fraud or an unauthorized or illegal transaction is suspected.

Availability, Errors and Inaccuracies

We are constantly updating product and service offerings on the Service. We may experience delays in updating information on the Service and in our advertising on other web sites. The information found on the Service may contain errors or inaccuracies and may not be complete or current. Products or services may be mispriced, described inaccurately, or unavailable on the Service and we cannot guarantee the accuracy or completeness of any information found on the Service.

We therefore reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

Subscriptions

Some parts of the Service are billed on a subscription basis ("Subscription(s)"). You will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription.

If you have elected for your subscription to renew automatically, at the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or we cancel it. You may cancel your Subscription renewal either through your online account management page or by contacting us.

A valid payment method is required to process the payment for your Subscription. You shall provide us with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, you automatically authorize us to charge all Subscription fees incurred through your account to any such payment instruments.

Should automatic billing fail to occur for any reason, we will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

Your Subscription shall automatically expire at the end of the time period for which payment has been. If, for any reason, we do not receive payment for prior to the expiration of your Subscription, we shall have the right to suspend your Subscription, though we may, at our sole discretion, provide a grace period of any length during which we will not suspend your Subscription. You may request a suspension of your Subscription, which we, in our sole discretion, may or may not grant. If your Subscription is suspended, you will not be able to access the Service, and the information you have posted or listed on the Service will be inaccessible to other subscribers. We will, however, preserve your content in order to facilitate your ability to restore access to it in the event your Subscription is reinstated. We will reinstate a suspended Subscription upon receipt of any pending charges and payment for the monthly or annual period commencing upon reinstatement of your subscription. PLEASE NOTE THAT IF YOU SUBSCRIPTION IS SUSPENDED, UNLESS AND UNTIL YOUR SUBSCRIPTION IS REINSTATED, ANY DOCUMENTS YOU HAVE POSTED WILL NOT BE ACCESSIBLE BY YOU, OTHER USERS ON YOUR ACCOUNT, OR OTHER USERS AND SUBSCRIBERS TO WHOM YOU HAVE GRANTED ACCESS TO YOUR DOCUMENTS VIA THE SERVICE.

Free Trial

We may, at our sole discretion, offer a Subscription with a free trial for a limited period of time ("Free Trial"). At any time and without notice, we reserve the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.

You may be required to enter your billing information in order to sign up for the Free Trial.
If you do enter your billing information when signing up for the Free Trial, you will not be charged by us until the Free Trial has expired. On the last day of the Free Trial period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected.

Fee Changes

We may, in our sole discretion and at any time, modify the Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle.

We will provide you with a reasonable prior notice of any change in Subscription fees to give you an opportunity to cancel your Subscription before such change becomes effective.

Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.

Refunds

Except when required by law, paid Subscription fees are non-refundable, irrespective of any use made of the Service or any suspension or cancellation of your Subscription

Content

Our Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("Content"). You are responsible for the Content that you post on or through the Service, including its legality, reliability, and appropriateness.

By posting Content on or through the Service, You represent and warrant that: (i) the Content is yours (you own it) and/or you have the right to use it and the right to grant us the rights and license as provided in these Terms, and (ii) that the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the account of anyone found to be infringing on a copyright.

You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights. We take no responsibility and assume no liability for Content you or any third party posts on or through the Service. However, by posting Content using the Service you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Service. You agree that this license includes the right for us to make your Content available to other users of the Service, who may also use your Content subject to these Terms.

Our policy is to not access or review user content for other than administrative purposes nor to interfere with your ability to post Content consistent with these Terms. We therefore do not anticipate making material changes to user Content, but, given that certain user Content will be designed to be made available to other subscribers, we do retain the right but not the obligation to monitor and edit all Content provided by users. In addition, Content found on or through this Service are our property or used with permission. You may not distribute, modify, transmit, reuse, download, repost, copy, or use said Content, whether in whole or in part, for commercial purposes or for personal gain, without express advance written permission from us.

By uploading documents to the Service, you agree that you are granting us an irrevocable license to use, retain, and dispose of the electronic file and data associated with such documents. We will take reasonable steps to protect against the accidental loss or corruption of such files and data, but cannot guarantee their preservation, and our undertaking in this regard ceases entirely upon the expiration of your subscription. Under no circumstances are we obligation to return such documents, files, or data to you, though we will take reasonable steps to ensure the secure deletion of such files or data upon request and in the event your subscription is cancelled.

Accounts

When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Service.

You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your means of access to and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Service or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders in our sole discretion.

We may terminate your account and bar access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Intellectual Property

The Service and its original content (excluding Content provided by users), features and functionality are and will remain the exclusive property of CeresNexus LLC and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of CeresNexus LLC.

Links to Other Web Sites

Our Service may contain links to third party web sites or services that are not owned or controlled by us. We have no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.

You acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.

Products Listed for Purchase or Sale

CeresNexus does not warrant or undertake to ensure the accuracy of any information posted by subscribers with respect to products or services offered for purchase or sale by such subscribers. It is, however, the policy of CeresNexus to only allow subscribers to portray or offer products on its main site or which they are the grower or processor or producer of the product in its represented form in the first instance and on Greg’s List to the same extent with the addition of sellers who have purchased the product from such a grower or processor or producer or a CeresNexus Certified Broker and in all cases have an interest in the product that allows them to offer it without the necessity of procurement or permission from a third party and in all cases to accurately represent the origin, pedigree, history, and condition of such products or expressly deny such knowledge when unknown. Any violation of this policy will be grounds for immediate suspension and/or cancellation of the associated subscription at the sole discretion of CeresNexus.

No Responsibility for Purchasers, Sales, or Other Transactions with Other Subscribers

Our site provides information that allows subscribers to search for, find, and contact other subscribers for the purpose of facilitating the purchase and sale of agricultural products and related services. CERESNEXUS LLC DOES NOT BUY OR SELL ANY SUCH PRODUCT OR SERVICE AND IS NOT A PARTY TO ANY PURCHASE OR SALE OFFERED, ACCEPTED, OR AGREED TO AS A RESULT OF INFORMATION OBTAINED OR CONTACTS MADE AS A RESULT OF INFORMATION POSTED OR LISTED ON THE SERVICE. CERESNEXUS LLC IS THEREFORE HAS NO RESPONSIBLILTY, OBLIGATION, OR LIABILITY WITH RESPECT TO ANY SUCH TRANSACTION, INCLUDING, BUT NOT LIMITED TO, ANY ALLEGED MISREPRESENTATIONS, BREACH OF CONTRACT, OR OTHER WRONGFUL CONDUCT BY ANY PARTY TO ANY SUCH TRANSACTION.

CeresNexus Brokerage Services LLC (“CNBS”), a USDA licensed broker, which is owned and operated by CeresNexus LLC, does engage in transactions on behalf of clients and for its own behalf. Any transactional activity involving CNBS in connection with the Service will be so identified as such and will be subject to separate terms and conditions agreed to be parties involved in such activity and shall not give rise or be deemed to give rise to any rights, obligations, or liabilities on the part of CeresNexus LLC.

Indemnification

You agree to defend, indemnify and hold harmless CeresNexus LLC and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password; b) a breach of these Terms, or c) Content posted on the Service.

Limitation of Liability

In no event shall CeresNexus LLC, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

Disclaimer

Your use of the Service is at your sole risk. The Service is provided on an "AS IS" and "AS AVAILABLE" basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

CeresNexus LLC its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.

Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

Governing Law

These Terms shall be governed and construed in accordance with the laws of Delaware, United States, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.

Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide at least 30 days notice prior to any new terms taking effect.
What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.

Contact Us

If you have any questions about these Terms, please contact us.

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