HIGHLIGHTS:
As a subscriber to this online service, Printer agrees to be bound by the payment terms established by the Buyer who is placing the order that Printer is receiving through this website.
For Printers who both subscribe to this online service and register to participate on the ESP/PrintGizmo marketplace platform, such Printers further agree to pay eLynxx Solutions a transaction fee equal to 2.9% of each sale consummated by such Printer on the ESP/PrintGizmo marketplace platform (See Section 2)
In placing a print order, Buyer is confirming that it has all requisite permissions and authority, including all intellectual property rights to any artwork. (See Section 3)
All print order purchases made on this Site are transactions between the Buyer and Printer that are governed by (1) any applicable Buyer Terms and Conditions specific to the print order; (2) any Buyer Standard Purchasing Terms and Quality Assurance Standards; which are in corporated by reference in each print order and (3) any applicable Printer Terms and Conditions, in that order of priority. (See Section 4)
1. ACCEPTANCE OF TERMS THROUGH USE
e-LYNXX Corporation dba eLynxx Solutions (collectively, with its employees, agents, contractors, officers, and directors, “eLynxx Solutions”) owns and operates this website and software (“the Site”) and its contents, including but not limited to all text, code, scripts, brand graphics and images, and site design (collectively “Content”) exclusively as a service to its clients, and any use of this proprietary software is restricted to authorized buyers and printers, and their employees or agents, or any other user thereof (collectively, “User”).
We reserve the right, for any reason, in our sole and absolute discretion, to change any aspect of the Site including but not limited to content, features, or hours of availability. Further, the use of Site by a User does not establish any contractual, fiduciary, or other legal relationship between a User and eLynxx Solutions other than the requirements and obligations that the User voluntarily undertakes by accepting the terms, conditions, and legal notices contained or referenced herein (collectively, "Terms of Use").
As a User, you are granted permission to access and use this Site and its Content either (i) as (or on behalf of) a buying organization (“Buyer(s)”) for the sole purpose of preparing, evaluating, and ordering print products or services, or (ii) as (or on behalf of) a print service provider (“Printer(s)”) authorized by eLynxx Solutions to market their products and services to Buyers on this Site (collectively, “Product(s)”). No other download, retention, use, publication, or distribution of any portion of the Content is authorized or permitted. Neither the purchase nor the sale of any Products through this website entitles a User to use any portion of the Content apart from the finished Products supplied by a selected Printer.
Specifically, by accessing the Site, the User signifies its agreement to all of the Terms of Use, except insofar as these Terms of Use conflict with a separate agreement between eLynxx Solutions and one of its clients, in which event the terms of the separate agreement shall have priority. eLynxx Solutions also reserves the right, at its sole and absolute discretion, to update or revise these Terms of Use, and the continued accessing of the Site following the posting of any changes to the Terms of Use constitutes acceptance of those changes as card card-body, except and to the extent prohibited by applicable state or federal law.
As a User, you agree to review these terms and conditions periodically to be aware of modifications. Should any User object to any term or condition of these Terms of Use, or any subsequent modifications thereto, or become dissatisfied with eLynxx Solutions in any way, their only recourse is to discontinue use of the Site immediately. As a condition of your use of the Site, you must provide true and accurate account information at all times (including, without limitation, ensuring that your account information remains current at all times.) You agree to promptly update your account information (if applicable) in order to keep it current, complete and accurate.
1. Acceptance Period: By accepting or offering to accept a Buyer transaction order, Printer understands and agrees that, if Buyer places the order within days REQUIRED BY THE BUYER, Printer will furnish the specified product item(s) in compliance with the terms and conditions of such order (including price, delivery schedule, and product specifications).
2. PRINTER TRANSACTION FEES: APPLICABLE ONLY TO PRINTERS WHO REGISTER TO OBTAIN ORDERS THROUGH THE ESP/PRINTGIZMO MARKETPLACE PLATFORM
As an irrevocable condition of using the Site, each time an ESP/PrintGizmo-registered Printer is awarded a job, contract or purchase order through the ESP or PrintGizmo marketplace platform, such Printer agrees to the following terms and conditions:
3. USE OF SITE
User may not incorporate any portion of the Site into your own programs or compile any portion of it in combination with your own programs, transfer it for use with another service, or sell, rent, lease, lend, loan, distribute or sub-license the Site or otherwise assign any rights to the Site in whole or in part.
User agrees that while using the Site, you shall not upload, post, transmit, distribute or otherwise publish through the Site any materials which: (a) are unlawful, threatening, harassing or profane; (b) restrict or inhibit any other user from using or enjoying the Site; (c) constitute or encourage conduct that would constitute a criminal offense or give rise to civil liability; or (d) contain a virus or other harmful component or false or misleading indications or origin or statements of fact.
User agrees to use this Site in a responsible manner that is in full compliance with these Terms of Use and with any applicable federal, state, or local laws and regulations. You are solely responsible for the content and context of any information or materials you post or submit through the Site. Without limitation, no portion of Content may be utilized as a trademark or service mark, for any pornographic use, for any unlawful purpose or use, to defame any person, to violate any person’s right of privacy or publicity, to infringe upon any copyright, trade name, trademark, service mark or other intellectual property right of any person or entity. User further agrees that you will not use the Site to produce Products that are offensive, unlawful, harassing, libelous, threatening, harmful, obscene, malicious or otherwise objectionable.
eLynxx Solutions, in its sole and absolute discretion, may terminate its service without notice to Printers found to be using this Site in violation of these Terms of Use or any other service terms. In this regard, Printers are solely responsible for their use of the Content in combination with any other images, graphics, text or other materials you incorporate into their Products. Printers agree that they will not include any text, image, design, trademark, service mark, or any copyrighted work of any third party in their Products unless they have obtained the appropriate authorizations from the owners. Printers warrant that their Products do not infringe upon any rights of any third party, including copyright, trademark, right of publicity or privacy, and will not libel or defame any third party, and that they have all required rights or permissions necessary to incorporate third party material into their Products.
By accepting or offering to accept an order on this Site, Printers warrant that they (i) they will not retroactively modify any rate card pricing previously established by the Printer, or (ii) withdraw any terms or conditions of their submitted quotation, bid, or offer (including price) for the minimum period of thirty (30) days, or such other minimum period required by the Buyer, whichever is longer. By placing an order on this site, each Buyer authorizes the selected Printer to produce the Products on their behalf. Buyers grant their selected Printer the right to copy, modify, create derivative works and vectorize any uploaded content (i.e., content the Buyer has uploaded) for the purpose of fulfilling their order. Moreover, Buyers warrant that they have sufficient rights to permit the selected Printer to copy, modify, create derivative works and vectorize any uploaded content for the purpose of fulfilling the order.
As a User, you agree that you are responsible for protecting your password and controlling access to your registered account. You further agree that you will be responsible for all orders placed or other actions that are taken through your registered account.
4. CUSTOMER SERVICE
At eLynxx Solutions, we strive to provide our Users with the best possible experience. After contacting the Printer, if you are not satisfied with your order, please contact our customer service department. We do not, however, provide returns, refunds or reprints.
ALL USERS ARE RESPECTFULLY REFERRED TO THE PURCHASE TERMS AND CONDITIONS AGREED UPON BY THE BUYER AND SELECTED PRINTER AS TO ALL PAYMENT AND PRODUCTION MATTERS, INCLUDING BUT NOT LIMITED TO CANCELLATIONS, RETURNS, REPRINTS, AND REFUNDS, AS WELL AS ALL APPLICABLE PRINT, PAPER, SHIPPING, AND DELIVERY SPECIFICATIONS.
These purchase terms and conditions include, in the following order of priority, (1) any applicable Buyer Terms and Conditions; (2) any Buyer Standard Purchasing Terms and Quality Assurance Standards; and (3) any applicable Printer Terms and Conditions.
5. PRIVACY POLICY STATEMENT
eLynxx Solutions considers your privacy a high priority. This privacy statement explains what information eLynxx Solutions gathers from you through this website and how we may use it. The only individualized information that eLynxx Solutions obtains about you through this website is information you voluntarily supply. We will only use that information to fulfill the purpose for which it was supplied.
eLynxx Solutions obtains non-individualized, generic information about your visit to this website using “cookies”. Cookies are small pieces of data which are sent by a website to your web browser and are stored on your computer. Data derived from the cookies is aggregated and then used by eLynxx Solutions for statistical tracking purposes.
We use this information to understand general traffic patterns on this website and to gauge and improve the effectiveness of this website. The data is not used for individual identification and in no way does eLynxx Solutions relate your personal information to these traffic pattern statistics.
If you are concerned about the use of cookies, you may configure your web browser to either request your specific acceptance of a cookie or disable cookies entirely. You will still be able to fully navigate this website if you choose to refuse or disable cookies.
6. NON-DISCLOSURE AND RESTRICTED USE REQUIREMENT
Any User accessing the Site may receive (i) the confidential and proprietary information of eLynxx Solutions clients, including but not limited to the identity of end-user customers on whose behalf individual print jobs are being purchased ("End-User Customers"), job production specifications, contract terms and conditions, the pricing contained in bid or quation submissions ("Job Pricing") and electronic or hard copy buyer furnished materials relating to a print contract solicitation; as card card-body as (ii) confidential and proprietary information of eLynxx Solutions relating to the structure, operation, and content of the Site software (collectively, “Confidential Information”).
Accordingly, each User agrees to hold the Confidential Information in trust and confidence and shall not, without the specific prior written consent of eLynxx Solutions, communicate such Confidential Information to any third party, but shall use its best efforts to prevent inadvertent disclosure of Confidential Information to any third party; and, further, shall not use such Confidential Information for any purpose other than, and only to the extent necessary, for bidding on solicitations communicated through the Site and performing any contracts or purchase orders awarded through the Site.
Specific Use Prohibitions: (1) Printers are specifically prohibited from either (i) using the Confidential Information to bypass the Site by contacting End-User Customers for the purpose of marketing their service offerings to, or otherwise soliciting job opportunities from, such End-User Customers outside of the Site; or (ii) contacting the Buyer of specific job being solicited through the Site for the purpose of submitting a pricing proposal to such Buyer outside of the Site. (2) Both Buyers and Printers are prohibited from “bid shopping,” namely contacting each other after reviewing submitted bids or quotations for the purpose of negotiating a different contract price.
You are solely responsible for protecting the confidentiality of your password and may not disclose your password to any other person. If an unauthorized user gains access to the password-protected area of the Site because of your acts or omissions, you agree that you shall be liable for any such unauthorized use.
7. DISCLAIMER OF WARRANTIES
AS A MATTER OF CORPORATE POLICY, ELYNXX SOLUTIONS TAKES COMMERCIALLY REASONABLE STEPS TO PROTECT THE SECURITY OF ALL INFORMATION ENTERED INTO THE SITE FROM LOSS, MISUSE, ALTERATION, OR UNAUTHORIZED ACCESS OR DISCLOSURE.
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE, HOWEVER, ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR USE. THE SITE AND CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
ELYNXX SOLUTIONS DOES NOT WARRANT TO USERS THAT THE CONTENT IS ACCURATE, RELIABLE, OR CORRECT; THAT THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. USE OF THE SITE IS SOLELY AT THE USER’S RISK, AND NEITHER COURSE OF CONDUCT NOR TRADE USAGE SHALL ACT TO ALTER OR MODIFY THESE TERMS AND CONDITIONS.
8. LIMITATION OF LIABILITY
IN NO EVENT SHALL ELYNXX SOLUTIONS BE LIABLE TO ANY USER FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL IN NATURE, RESULTING FROM THE USE OF, OR INABILITY TO USE, OR PERFORMANCE OF THE SITE, OR THE USE OF ANY INFORMATION AVAILABLE AT OR ENTERED INTO THE SITE , WHETHER IN AN ACTION BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHER LEGAL THEORY, EVEN IF ELYNXX SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN THE EVENT THAT SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, ELYNXX SOLUTIONS' LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
9. INDEMNITY AND HOLD-HARMLESS
All Users agree to defend, indemnify, and hold harmless eLynxx Solutions and its employees, agents, contractors, officers, directors, successors, and assigns (collectively, “Beneficiaries”) from all suits, liabilities, claims, demands, causes of action, losses, fines, penalties, costs, and expenses, including reasonable attorney's fees and costs of litigation, arising from or relating to, directly or indirectly
(i) the use or misuse of the Site;
(ii) the violation of any provisions of these Terms of Use;
(iii) the failure to comply with any applicable laws and regulations;
(iv) any intentional wrongdoing by the User;
(v) any contract awarded through the Site, including but not limited to any non-payment of invoices to an eLynxx Solutions client;
(vi) any action or omission by a Beneficiary with respect to the development, implementation, management, or operation of the Site; or
(vii) any action or omission by a Beneficiary with respect to any services being furnished by eLynxx Solutions in support of or otherwise relating to a contract awarded through the Site, including but not limited to the operation of a customer service or other call center.
eLynxx Solutions reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification under this paragraph, in which event the User will cooperate with eLynxx Solutions in asserting any available defenses.
10. INTELLECTUAL PROPERTY
eLynxx Solutions has undertaken reasonable and customary steps to protect its trade secrets, discoveries, inventions, research and development, and other intellectual property with the assistance of experienced intellectual property counsel. Accordingly, all Users acknowledge and agree that all content and materials available on the Site are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights, laws, and international treaties.
Except as expressly authorized by eLynxx Solutions, all Users agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publish, adapt, edit, or create derivative works from such materials or content, or otherwise exploit the Site or any materials or content of the Site for any commercial purposes not authorized by eLynxx Solutions or one of its clients. Systematic retrieval of data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from eLynxx Solutions is strictly prohibited.
All Users further agree not to decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Site. The unauthorized addition of any content or material to the Site and the creation of a link from the Site to any other website are expressly prohibited without the prior written consent of eLynxx Solutions. Finally, use of the Site or its Content for any purpose not expressly permitted in these Terms of Use is strictly prohibited.
If any User attempts to use, copy, disclose, or transfer any portion of the Site, or any Confidential Information contained on or furnished through the Site, in a manner contrary to Terms of Use or in derogation of eLynxx Solutions' rights, whether those rights are explicitly stated, determined by law, or otherwise, eLynxx Solutions shall have the right, in addition to any other legal remedies available, to injunctive relief enjoining such actions without the posting of bond, it being acknowledged by the User that all other remedies are inadequate.
11. MISCELLANEOUS
By accessing the Site, each User agrees that these Terms of Use are governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without giving effect to any conflicts of law principles.
Each User further agrees that any action, suit, or proceeding against eLynxx Solutions arising out of, based on, or in connection with these Terms of Use, the accessing or use of the Site , or any solicitation offered or contract awarded through the Site, shall be submitted only in a state court with jurisdiction over the principal place of business of eLynxx Solutions, and each User consents and submits to the personal jurisdiction and venue of such courts for the purposes of litigating any such action, suit, or proceeding.
The failure of eLynxx Solutions to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Use shall remain in full force and effect.
Each User agrees that regardless of any statute or law to the contrary, any claim or cause of action encompassed by this paragraph must be filed within one (1) year after any such claim or cause of action arose or be forever barred.
The Site is designed to provide information with respect to the subject matters addressed. Nothing contained in any area of the Site is to be construed as legal, investment, or other financial advice. If such advice is desired, the services of a professional should be sought.
Updated 04/29/2021