Terms of Service

1. Agreement to These Terms

1.1 These Terms of Service (the "Terms") constitute a legally binding agreement between you and PenderExchange ("PenderExchange," "we," "us," or "our") and govern your access to and use of the website located at penderexchange.ca and all related features, content, and services (collectively, the "Platform").

1.2 By accessing, browsing, or using the Platform in any manner, you acknowledge that you have read and understood these Terms and agree to be bound by them, together with our Privacy Policy and Acceptable Use Policy, each of which is incorporated into these Terms by reference. If you do not agree to these Terms, you must not access or use the Platform.

1.3 In these Terms, "User" means any person who accesses or uses the Platform, "Listing" means any listing, event, advertisement, or other offering posted to the Platform, and "User Content" means any text, photograph, image, or other material that a User submits to the Platform. The word "including" means "including without limitation."

2. Description of the Platform

2.1 The Platform is a community classifieds marketplace intended to serve the residents and communities of North Pender Island and South Pender Island, British Columbia, Canada. Users may post Listings to buy, sell, trade, give away, or request goods and services, and may publish community events.

2.2 PenderExchange provides the Platform solely as a venue through which Users may connect with one another. PenderExchange is not a party to, and does not participate in, broker, or guarantee, any transaction, agreement, or communication between Users, whether conducted on or off the Platform.

3. Eligibility

3.1 You must be at least eighteen (18) years of age to create an account or to use the Platform. By using the Platform, you represent and warrant that you meet this requirement and that you have the legal capacity to enter into these Terms.

3.2 If we become aware that a person under eighteen (18) years of age has created an account, we will take steps to terminate that account and to remove any associated User Content.

4. Accounts and Security

4.1 You are solely responsible for maintaining the confidentiality of your account credentials, including your password and any other authentication information associated with your account, and you agree to notify PenderExchange promptly of any unauthorized access to or use of your account.

4.2 You are responsible for all activity that occurs under your account, whether or not you authorized that activity. PenderExchange shall not be liable for any loss or damage arising from your failure to safeguard your account credentials.

4.3 You agree to provide accurate, current, and complete information when creating your account and to keep that information up to date. Any misrepresentation of identity or account details may result in the suspension or termination of your account.

5. Verification

5.1 The Platform offers optional resident verification and verified business accounts. Verification indicates only that information submitted by a User has been reviewed and, in the case of resident verification, that the evidence provided supports local residency.

5.2 Verification does not constitute an endorsement by PenderExchange and does not guarantee the identity, conduct, or reliability of any User, the accuracy of any Listing, or the outcome of any transaction. PenderExchange may grant, decline, or revoke verification in its sole discretion.

6. Listings and User Content

6.1 Every Listing must be accurate, truthful, and not misleading in any respect. Descriptions, photographs, prices, and statements of condition must fairly represent the goods or services offered.

6.2 The User who posts a Listing is solely responsible for the goods or services it describes, including their legality, quality, and safety, and their compliance with all applicable laws and regulations.

6.3 Listings may be subject to automated and manual review before or after publication, and a Listing may not appear publicly until that review is complete.

6.4 PenderExchange reserves the right, in its sole discretion, to remove, edit, or refuse any Listing or other User Content for any reason, including a violation of these Terms, the Acceptable Use Policy, or applicable law. PenderExchange is not obligated to provide notice of, or reasons for, any such action.

7. Prohibited Items and Content

7.1 Consistent with applicable federal law of Canada and the laws of the Province of British Columbia, the following items and content are prohibited on the Platform:

• Firearms and weapons: including restricted and prohibited firearms, ammunition, and weapons as defined in the Criminal Code (Canada) and the Firearms Act (Canada);
• Controlled substances: including illegal drugs, narcotics, and any substance whose sale is prohibited under the Controlled Drugs and Substances Act (Canada);
• Stolen property: any goods known or suspected to be stolen, misappropriated, or otherwise obtained by unlawful means;
• Counterfeit goods: any fake, replica, or counterfeit product, including any item that infringes a trademark, copyright, or other intellectual property right;
• Hazardous materials: any toxic, flammable, radioactive, or otherwise dangerous substance that poses a risk to health or safety;
• Live animals: the sale or exchange of live animals, unless the seller holds and can produce all documentation, permits, and licences required by applicable municipal, provincial, and federal law; and
• Adult content: sexually explicit material, services, or content that is obscene or unsuitable for a general community audience.

7.2 The foregoing list is not exhaustive. PenderExchange reserves the right to prohibit any item or content that it determines, in its sole discretion, to be inappropriate, unlawful, or contrary to the interests of the community. Additional restrictions are set out in the Acceptable Use Policy.

8. Transactions Between Users

8.1 PenderExchange is not a party to any transaction between Users. All sales, trades, and exchanges are conducted solely between the Users involved.

8.2 PenderExchange does not inspect, verify, authenticate, or guarantee any item or service offered on the Platform, and does not handle payments between buyers and sellers or the shipping or delivery of goods. Users engage in transactions entirely at their own risk and are responsible for exercising due diligence and reasonable caution when meeting other Users or exchanging goods and services.

8.3 PenderExchange strongly recommends that Users meet in safe, public locations when conducting in-person transactions and take appropriate precautions for their personal safety.

9. Platform Fees and Paid Services

9.1 PenderExchange may charge fees for certain Listings, promoted placements, display advertising, and similar services (collectively, "Paid Services"). Payments for Paid Services are processed by third-party payment providers, such as Stripe, and are subject to the terms of those providers.

9.2 Payment for a Paid Service does not guarantee approval, placement, performance, views, clicks, responses, or a successful sale.

9.3 Content associated with a Paid Service may be reviewed before publication. For display advertising, payment is requested only after the submission has been approved. PenderExchange may reject, suspend, edit, or remove paid content that violates these Terms, the Acceptable Use Policy, the rules of the payment provider, or applicable law.

9.4 Unless a specific written refund policy provides otherwise, fees for Paid Services are non-refundable once the Paid Service has been approved, activated, or substantially provided. If PenderExchange rejects paid content before activation, you may contact us to request a review of the charge.

10. Disclaimer of Warranties

10.1 PenderExchange and its operators, officers, employees, and agents provide the Platform on an "as is" and "as available" basis, without warranties or conditions of any kind, whether express, implied, or statutory, including any implied warranties or conditions of merchantability, fitness for a particular purpose, and non-infringement.

11. Limitation of Liability

11.1 To the fullest extent permitted by the laws of the Province of British Columbia and the federal laws of Canada applicable therein, PenderExchange shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of or in connection with:

• your use of, or inability to use, the Platform;
• any interaction, communication, or transaction between Users;
• any loss, theft, damage, or injury resulting from a meeting or exchange between Users;
• any User Content, including Listings and other materials posted by Users;
• any unauthorized access to, or alteration of, your account or data; or
• any service interruption, error, or technical issue affecting the Platform.

11.2 Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law, including liability for fraud or gross negligence.

12. Indemnification

12.1 You agree to indemnify, defend, and hold harmless PenderExchange and its operators, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses, including reasonable legal fees, arising out of or relating to:

• your use of the Platform or any activity under your account;
• your breach of these Terms or of any applicable law or regulation;
• any User Content that you post, submit, or transmit through the Platform;
• any transaction or dispute between you and another User; or
• your infringement of the rights of any third party.

13. Ownership of Content and Licence

13.1 You retain ownership of all User Content that you create and post on the Platform, including the text, photographs, images, and other materials included in your Listings or profile.

13.2 By posting User Content, you grant PenderExchange a non-exclusive, royalty-free, transferable, and sublicensable licence to use, display, reproduce, and distribute that User Content solely for the purpose of operating, maintaining, and promoting the Platform and its services. This licence continues only for as long as the User Content remains on the Platform and terminates when you remove the User Content or close your account, except that PenderExchange may retain copies as described in the Privacy Policy, including in moderation, security, and billing records.

13.3 You represent and warrant that you hold all rights and permissions necessary to post the User Content you submit, and that such User Content does not infringe the intellectual property or other rights of any third party.

14. Suspension and Termination

14.1 PenderExchange reserves the right, in its sole discretion and with or without prior notice, to suspend, restrict, or permanently terminate any account for any reason, including:

• a violation of these Terms, the Acceptable Use Policy, or the Community Guidelines;
• the posting of prohibited items or fraudulent Listings;
• harassing, threatening, or abusive behaviour toward other Users;
• spam, scams, or other deceptive practices; or
• any other activity that PenderExchange determines to be harmful to the Platform or the community.

14.2 You may close your account at any time through your account settings. Upon suspension or termination, your right to access and use the Platform ceases immediately. PenderExchange may, but is not obligated to, remove any User Content associated with a terminated account.

15. Governing Law and Dispute Resolution

15.1 These Terms are governed by and shall be construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict of laws principles.

15.2 Any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Platform shall be subject to the exclusive jurisdiction of the courts of the Province of British Columbia. By using the Platform, you submit to the jurisdiction of those courts and waive any objection to venue in those courts.

15.3 Before commencing any formal legal proceeding, you are encouraged to contact PenderExchange at support@penderexchange.ca in an effort to resolve the matter informally.

16. Amendments to These Terms

16.1 PenderExchange may amend, modify, or update these Terms at any time. When it does so, it will revise the "Last updated" date at the top of this page and may, at its discretion, notify Users of material changes through the Platform or by other reasonable means.

16.2 Your continued use of the Platform after any amendment takes effect constitutes your acceptance of the amended Terms. If you do not agree to the amended Terms, you must discontinue your use of the Platform.

17. Independence

17.1 PenderExchange is independently operated and is not affiliated with, endorsed by, or associated with Saltspring Exchange or any other classifieds platform.

17.2 All branding, design, content, and services on the Platform are the original work of its operators. Any perceived similarity to another platform is coincidental and does not imply any partnership, sponsorship, or organizational relationship.

18. General Provisions

18.1 Entire agreement. These Terms, together with the Privacy Policy and the Acceptable Use Policy, constitute the entire agreement between you and PenderExchange with respect to the Platform and supersede any prior understanding regarding its subject matter.

18.2 Severability. If any provision of these Terms is held to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall continue in full force and effect.

18.3 No waiver. The failure of PenderExchange to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

18.4 Assignment. You may not assign or transfer these Terms, or any right or obligation under them, without the prior written consent of PenderExchange. PenderExchange may assign these Terms in connection with a reorganization of, or transfer of, the Platform.

18.5 Survival. Sections 10, 11, 12, 13.3, and 15, and any other provision that by its nature is intended to survive, shall survive the termination of your account or of these Terms.

18.6 Headings. Section headings are for convenience only and do not affect the interpretation of these Terms.

19. Contact Information

Questions or concerns regarding these Terms or the operation of the Platform may be directed to PenderExchange at:

Email: support@penderexchange.ca