TERMS AND CONDITIONS OF CANSILY PLATFORM

I. Definitions

• "Cansily platform" means online platform owned and managed by Cansily LLC for the purchasing and selling of agricultural products, in a wide variety of formats, prices and locations.
• "Website" means Cansily.com and integrated platform, applications and apps.
• "Account" means buyer/seller’s profile created by the User to have access and use of the Cansily platform.
• "User" means any person (Buyer/Seller) who uses the Cansily platform to purchase/sell agricultural products.
• "Buyer" means any natural person or legal entity placing a validated order with Cansily or requesting a service via Cansily online platform.
• "Seller" means any natural person or legal entity that sells products and/or services via Cansily online platform.
• "Order" means any order placed by a buyer to a seller to make one or more transactions on the online platform using one or more available communication channels. As a result, any order placed on the Cansily platform is considered as acceptance of these terms.
• "Goods" means Agricultural products including crops, field crops, forage, fruits, vegetables, horticultural specialties, milk, eggs and furs.
• "Services" means the services provided by Cansily LLC to connect buyers and sellers of agricultural products via Cansily platform under the Terms and Conditions specified below.
• “Content" means the textual, aural, or visual content published on Cansily platform.
• Payment Service Provider -̶ PayPal

II. General Provisions

1. By using the Cansily platform, you agree to be bounded by these Terms and Conditions (the "Terms") and any other roles or policies containing on the Website.
2. When you are ticking the appropriate button, you agree to enter into a legally binding agreement with Cansily and indicate your unconditional acceptance of the Terms.
3. You are entering into these Terms with Cansily LLC (called "we" and "us"), an entity established and organized under the laws of the State of Ohio. These Terms, as well as the Privacy Policy, any other roles or policies containing on the Website are a legally binding agreement governing the relationship between Cansily and users of the Website.
4. The collection, using and sharing of Users personal data is governed by the Privacy Policy. More detailed information regarding the means we collect personal date, how we use them, the grounds under which we may disclose them to others, Users’ rights in regard to personal date you can read in our Privacy Policy.
5. We reserve the right periodically to change the Terms and the Privacy Policy, for any reason, which shall be affected by publishing of the updated Terms on the Website. It is your duty from time to time to check out the Website to be informed regarding the latest version of the Terms.

III. Fees

1. Our fee for using Cansily online platform is 6% of value for every transaction. We may change our fees from time to time by posting the changes on the Cansily.com site 30 days in advance.
2. Cansily is not liable for transactions carryout outside Cansily platform.

IV. Users’ Duties

1. Users agree to comply with these terms and conditions:
   1. You have to read these terms before making a purchase.
   2. Buyer enters into a legally binding contract with the seller when he/she/it orders the goods. Cansily is not responsible for Buyer’s relationships with the seller. Cansily is not a party of the contract with the seller.
   3. You are responsible for the accuracy of content and legality of the item listed.
   4. You grant to Cansily a worldwide, non-exclusive, royalty-free, transferable, sublicensable license to use your Content.
   5. Content that violates applicable law, these Terms or third-party intellectual property rights can be deleted at Cansily’s discretion.
   6. You will not violate any applicable local, state, national or international law, statute, ordinance, role, regulation or ethical code.
   7. Seller declares and warrants that he/she/it is allowed to provide Services or sells goods to Buyers and that Seller maintains all necessary certifications, license or memberships (if is required).
   8. Cansily is not involved in any transactions between Sellers and Buyers. It is not a duty of Cansily to control the accuracy of any information posted on Cansily platform or communications between Sellers and Buyers.
   9. You will not render any service that you are not qualified to render, or sell goods which are not owned by you.
   10. Any and all transactions/communications between Sellers and Buyers shall be conducted exclusively through Cansily.com. It is prohibited to exchange of contact information, payment details or other similar information between Users in the way which is not describe in Terms or in other roles of Cansily platform. This conduct will be considered as violation of Terms.

V. Content

1. Publishing Content. If you have a Cansily account, you may be able to publish Content to Cansily platform. You may use your Content to promote your business. If you choose to upload Content, you must not submit to Cansily platform any Content that does not comply with this Agreement or the law. For example, the Content you submit must not include third-party intellectual property (such as copyrighted material) unless you have permission from that party or are otherwise legally entitled to do so. You are legally responsible for the Content you submit to Cansily platform. We may delete any Content that infringes third-party Intellectual property or violates these terms or applicable law.
2. License to Cansily. By publishing Content on Cansily platform, you grant to Cansily a worldwide, non-exclusive, royalty-free, transferable, sublicensable license to use that Content (including to reproduce, distribute, modify, display and perform it) for the purpose of operating, promoting, and improving the Services.
3. License to Other Users. You also grant each other user of the Service a worldwide, non-exclusive, royalty-free license to access your Content on Cansily platform, and to use that Content only as enabled by a feature of the Service.
4. Duration of License. The licenses granted by you continue until the Content is removed as described below. Once removed, the licenses will terminate, except where the operation of the Service, use of Content permitted before your removal, or the law requires otherwise.

VI. Use of Cansily Platform

1. To use Cansily platform, in addition to the acceptance of these Terms and Conditions, it is required to set up an Account.
2. To create an Account, you will need to provide certain information, including but not limited to your name, address, mobile phone number, email address, payment details, company information.
3. To conduct transaction on Cansily platform it is required to verify the payment method.
4. Cansily platform only allows one Account per User, unless expressly provided otherwise.
5. After creation of the Account, the User is entitled to access the network provided by Cansily platform, according to these Terms and Conditions.
6. Cansily platform allows: (a) the placement of information regarding the sale of the goods; (b) to purchase of the goods; and (c) to handle transactions and make payments by using the platform. The commission shall be paid to Cansily by the Buyers and by the Sellers.
7. Through Cansily platform, the Sellers may place any information on the selling of agricultural products. Seller is required to identify the goods he/she sells, the price of the goods, conditions of the goods, delivery conditions and location.
8. Buyers may:(a) publish on Cansily platform his/her intention to request the purchase of agricultural products, and / or (b) request the purchase of agricultural products to the Sellers registered therein. Buyer shall indicate on Cansily platform required data, including the product description he/she intends to purchase, the price, location, date for delivery.
9. In the event that the Buyer places the request/order to buy the goods, the Seller shall confirm, within 72 hours, the receipt of the order and inform the Buyer of the estimated time for delivery and other conditions.
10. Upon receipt of the confirmation and the estimated time for delivery of the product, the Buyer decides whether to accept the order under proposed conditions. If Buyer accepts the confirmation he/she shall proceed with the payment via Cansily platform.
11. Upon receipt of the payment, Seller shall deliver the goods pursuant to the conditions of the order.

VII. Payment Method

1. In order to be able to carry out operations on Cansily platform, Buyer/Seller must, when setting up the Account, enter the required information to create a virtual account balance through which payments for the products shall be made.
2. Buyer shall maintain a virtual account balance with sufficient funds to make any payments for the products to the Seller.
3. Any movements of the funds existing in said virtual account shall be carried out through the payment processing platform, as exclusive collections agent of the Seller and, as such, third party to the contractual relationship established between the Buyer and the Seller.
4. To carry out the payment of the products and / or services ordered, the User expressly accepts the terms and conditions of use of the payment processing platform, available at [link to the website of payment processing platform].
5. Upon completion of acceptance by the Buyer of the price of the product Cansily shall forward the Buyer to the product payment page.
6. Cansily shall charge (i) the price due for the goods, under the terms agreed between the Buyer and the Seller, and indicated in the Cansily platform, and (ii) the amount due to Cansily for the services provided by Cansily platform according to the procedure described above.
7. The price of the goods payable by the Buyer shall be charged to the Cansily virtual account of the Seller and forwarded through the payment processing platform to the bank account of the Seller.

VIII. Complaints

1. Cansily provides a tool to assist Buyers and Sellers in resolving disputes arising out of the purchase of the goods on Cansily platform (Cansily dispute resolution policy). Before filing arbitration or court complaints Users agree to make an attempt to resolve disputes via Cansily dispute resolution policy.
2. A complaint initiated pursuant to the previous paragraph shall be in writing. Such complaint should be sent via email to Cansily at [email address] with copy to the opposing party party’s email. The opposing party shall submit a written response within 5 days after receiving of the complaint.
3. Cansily shall keep the Users informed about the status of the complaint process.
4. Canslily shall make a decision within 10 days after submitting the complaint.
5. Cansily may request to correct any defects or issues in relation to the goods contracted by the Buyer, on the account of the Seller or, if this is not possible, the price paid for the goods shall be returned to the Buyer in proportion of the product defects.
6. Users acknowledge that they cannot hold Canslily liable for the decisions of the decisions made.

IX. Eligibility

1. Cansily.com is available only to, and has to only be used by, individuals who are 18 years and older who can form legally binding contracts under applicable law. You agree and understand that you assume all risks when using the Cansily platform, including without limitation any and all of the risks associated with any online or offline interactions with other Users (Seller or Buyers).
2. WHILE WE USE GOOD FAITH EFFORTS TO VERIFY EACH USER OF OUR WEBSITE, WE ARE NOT ABLE TO PROVIDE ANY ASSURANCES REGARDING THE TRUSTWORTHINESS OF THE USER (BUYER OR SELLER) AND THE INFORMATION THEY PROVIDE VIA OUR WEBSITE. WHEN COMMUNICATING WITH OTHER USERS YOU SHOULD EXERCISE CAUTION AND COMMON SENSE TO PROTECT YOUR PERSONAL SAFETY AND PROPERTY, JUST AS YOU WOULD WHEN INTERACTING WITH OTHER PERSONS WHOM YOU DON’T KNOW. NEITHER CANSILY LLC NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICE. CANSILY LLC AND ITS AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE SERVICE.

X. Limitation of Liability

1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CANSILY LLC ITS AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES), RESULTING FROM YOUR USE OF OUR SERVICES AND SERVICE CONTENT. UNDER NO CIRCUMSTANCES WILL CANSILY LLC BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CANSILY LLC ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. UNDER NO CIRCUMSTANCES WILL THE TOTAL LIABILITY OF US AND OUR SUPPLIERS AND LICENSORS OF ALL KINDS ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES AND SERVICE CONTENT (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE AMOUNTS, IF ANY, THAT YOU HAVE PAID TO US FOR YOUR USE OF THE SERVICES AND SERVICE CONTENT. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
3. The Service is controlled and operated from its facilities in the United States. Cansily LLC makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations.

XI. Arbitration Clause and the Governing Law

1. Any controversy or claim arising out of or relating to the Terms and Privacy Policy, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association, in accordance with its Commercial Arbitration Roles, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
2. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND CANSILY LLC ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
3. This Terms shall be governed by and construed in accordance with the laws of the State of Ohio, notwithstanding choice-of-law roles or principles to the contrary.