Buyer Agreement

RepuX Buyer Agreement

Last updated: 08 September 2018

This Buyer Agreement (which includes the Terms of Use) ('Agreement') governs your access to the Website and the process by which you buy licenses of Data Products from Vendors on the Website through your account(s). This is an agreement between you or the organization you represent ('you' or the 'Vendor') and RepuX Ltd. ('we', 'us' and 'RepuX').

1. RepuX's role

RepuX is neither the Buyer nor the Vendor of Data Products.

RepuX’s role is as set out in Section 2 of the Terms of Use.

2. Data Products listed

Registered users may browse the listings of Data Products (as described in the description set out by the Vendor on the Website for the relevant Data Product) for which licenses are offered for sale by Vendors on the Website.

RepuX does not vet, verify, monitor, validate or curate the Data Products. It is your responsibility to fully understand the Data Product listings.

3. Test data or samples of the Data Products

We recommend Vendors to provide test data or a sample of the Data Product so that Buyers are able to evaluate the Data Product before buying. The test or sample available to you will depend on the Data Product offered. You are permitted to use the test data or sample only to evaluate the Data Product and whether or not to purchase the Data Product. You must not use the test data or sample for any other purposes, including any commercial purposes or other internal business purposes.

Under the terms of the End User License Agreement, each Data Product is licensed to you on an 'as is' basis. This means the quality, accuracy, reliability of the Data Product is not guaranteed or warranted. You must therefore evaluate the test data or sample for the relevant Data Product wherever available.

4. License terms for Data Products

The End User License Agreement (i.e. the contract formed at the completion of a sale of a license for a Data Product) is solely between the Buyer and the Vendor. There are three types of End User License Agreement that may apply. The description page for each Data Product will indicate what terms and conditions will apply between you and the Vendor in the End User License Agreement.

OPTION 1. Standard EULA

If it is stated that the 'Standard EULA' applies, the terms set out in the Standard EULA will apply between you and the Vendor.

OPTION 2. Restricted EULA

If it is stated that the 'Restricted EULA' applies, the terms set out in the Restricted EULA will apply between you and the Vendor.

OPTION 3. Vendor EULA

If it is stated that a 'Vendor EULA' applies, the Vendor's specific End User License Agreement will apply between you and the Vendor. You will be able to see a copy of the Vendor EULA before you submit your Order.

Nothing in the Vendor EULA is binding on RepuX and the terms of the Vendor EULA do not form part of this Agreement between you and RepuX. The terms of the Vendor EULA only apply between you and the Vendor.

5. Prices of Data Products and taxes

The price of any Data Product will be displayed on the description page for the Data Product.

The final price for the Data Product will be displayed before you submit your order for the Data Product ('Order') and your payment details.

Vendors are not entitled to impose on or collect from the Buyer any customs, import, export, and excise duty, GST or other taxes or charges (including 'delivery charges' which are additional to the final price displayed for the Data Product on the Website.

6. Ordering a Data Products, payments and access to the Data Product

When you place an Order for a Data Product, you must pay for the Data Product with you REPUX tokens. You are also responsible for paying a transaction fees to be processed on the blockchain.

You will be required to finalise the Order. If you do not finalise an Order within the number of days that you have set for this listing, Buyer would be able to cancel an Order.

After you finalise the Order, the Buyer will be granted access to the relevant Data Product. The Buyer will be able to access the Data Product via direct download.

You may not reject an Order and then solicit the Buyer outside of the RepuX platform. For more information about Prohibited Acts like this, see Section 5 of the Terms of Use.

When you submit an Order, we will notify the Vendor of the Order in the same way and the Vendor will need to finalise the Order. In such cases, there may be a delay before Vendor approves your Order or Vendor may not confirm your Order at all. Vendor will have specific number of days that he has set for this listing, and Buyer would be able to cancel an Order upon that time.

Upon order approval RepuX will confirm your Order and you should be able to access the relevant Data Products immediately.

RepuX will issue you the credentials to access the relevant Data Products. You will be able to access the relevant Data via direct download.

7. Delisted Data Products

The Vendor may delist its listed Data Product(s). As a Buyer you will be able to cancel and withdraw your REPUX tokens from any pending transaction on the delisted data products.

8. If the Vendor is in breach of the relevant EULA

You must raise any claims, complaints and enquiries you may have directly with the relevant Vendor and attempt to resolve the claim, complaint or enquiry with the relevant Vendor.

9. Setting the price

If there is an unresolved dispute between you and the Vendor, you may raise the dispute with RepuX. You must do this with the tools and methods provided by RepuX. RepuX may (but is not obliged to) at its sole discretion intervene to settle the dispute. In all other cases the dispute will be settled in accordance with the terms of the relevant EULA.

If RepuX does intervene: the decision of RepuX will be final and conclusive and be binding on you and the Vendor; RepuX may also (but is not obliged to) at its sole discretion terminate any user account access to the Website or to Data Product(s) and/or to grant refunds to Buyers.

10. Governing law and jurisdiction

The laws of Belize govern this Agreement, without giving effect to any principles of conflicts of laws. Any claim or dispute relating in any way in relation to this Agreement will exclusively be referred to and finally resolved by arbitration in Belize.

Table of contents