User Agreement

THE FOLLOWING DESCRIBES THE TERMS ON WHICH LandAndFarm.com and any other site owned or operated by RPB Media OFFERS YOU ACCESS TO OUR SERVICES.

Welcome to LandAndFarm Inc.'s User Agreement. This Agreement describes the terms and conditions applicable to your use of our services at LandAndFarm.com and its auction services. If you have any questions that are not answered here, please contact the Webmaster.

This Agreement is effective immediately.  We may amend this Agreement at any time by posting the amended terms on our site. This Agreement may not be otherwise amended except in a writing signed by you and LandAndFarm Inc. This Agreement was amended on January 21, 2005.

1. Membership Eligibility.

   Our services are available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to minors. If you do not qualify, please do not use our services. Further, our services are not available to temporarily or indefinitely suspended LandAndFarm members.

2. Fees and Services.

   2.1 Joining. Joining LandAndFarm is free.

   2.2 Advertising. Advertising on LandAndFarm is priced at varying rates depending on the options you choose.

3. LandAndFarm is Only a Venue.

   3.1 Overview. Our site acts as a broadcast service for sellers of property. We are not involved in the actual transaction between buyers and sellers. As a result, we have no control over the quality, safety or legality of the items advertised, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to buy items. We cannot ensure that a buyer or seller will actually complete a transaction.

   3.2 Safe Trading. Because user authentication on the Internet is difficult, LandAndFarm.com cannot and does not confirm each user's purported identity. We also encourage you to communicate directly with potential trading partners.

   3.3 Release. Because we are not involved in the actual transaction between buyers and sellers, in the event that you have a dispute with one or more users, you release LandAndFarm (and our officers, directors, agents, subsidiaries and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

   3.4 Information Control. We do not control the information provided by other users, which is made available through our system. You may find other user's information to be offensive, harmful, inaccurate, or deceptive. Please use caution, common sense, and practice safe trading when using our site. Please note that there are also risks of dealing with foreign nationals, underage persons or people acting under false pretense.

4. Buying.

   Please use common sense when purchasing property. Due diligence and inspections are normal and should be part of the purchase of any property. Competence legal counsel should be employed to purchase property or anything of significant value.

5. Advertising and Selling.

   5.1 Advertisement Description. Advertisements may only include text descriptions, graphics and pictures supplied to our site (or that are linked to or from our site) that describe the item for sale.

   5.2 Fraud. Without limiting any other remedies, LandAndFarm may suspend or terminate your account if you are found (by conviction, settlement, insurance or escrow investigation, or otherwise) to have engaged in fraudulent activity in connection with our site.

   5.3 Accuracy. You guaranty, warrant and represent that every piece of information you place in any advertisement on LandAndFarm.com is accurate, true and correct and you guarantee without caveat to its veracity in all forms and parts.

   5.4 Right to Advertise. You represent and warrant to LandAndFarm that you have all the rights and licenses and permits under all local, state and national laws to advertise and sell anything you are advertising for sale on LandandFarm.

6. Your Information.

   "Your Information" is defined as any information you provide to us or other users in the registration, bidding or listing process, in any public message area (including the Discussion area) or through any email feature. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of Your Information. With respect to Your Information:

   6.1 Your Information (or any items listed therein): (a) shall not be false, inaccurate or misleading; (b) shall not be fraudulent or involve the sale of counterfeit or stolen items; (c) shall not infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (d) shall not violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, antidiscrimination or false advertising); (e) shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (f) shall not be obscene or contain child pornography or be harmful to minors, and if so shall be distributed only to people legally permitted to receive such content; (g) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (h) shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers; and (i) shall not link directly or indirectly to or include descriptions of goods or services that: (aa) are prohibited under this Agreement; (bb) are identical to other items you have up for auction but are priced lower than your item's reserve or minimum bid amount; or (cc) you do not have a right to link to or include. Furthermore, you may not list any item on our site (or consummate any transaction that was initiated using our service) that, by paying to us the listing fee or the final value fee, could cause us to violate any applicable law, statute, ordinance or regulation.

   6.2 Solely to enable LandAndFarm to use the information you supply us with, so that we are not violating any rights you might have in that information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright and publicity rights (but no other rights) you have in Your Information, in any media now known or not currently known, with respect to Your Information.

7. Privacy.

   LandAndFarm's privacy policy can be read at http://www.landandfarm.com/lf/about/privacy.asp.

8. Access and Interference.

   You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of the LandAndFarm site or any auction being conducted on our site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure. Much of the information on our site is updated on a real time basis and is proprietary or is licensed to LandAndFarm by our users or third parties. You agree that you will not copy, reproduce, alter, modify, create derivative works, or publicly display any content (except for Your Information) from our website without the prior expressed written permission of LandAndFarm or the appropriate third party.

9. Breach.

   Without limiting other remedies, we may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you: (a) if you breach this Agreement or the documents it incorporates by reference; (b) if we are unable to verify or authenticate any information you provide to us; or (c) if we believe that your actions may cause legal liability for you, our users or us.

10. No Warranty.

    WE AND OUR SUPPLIERS PROVIDE OUR WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights which vary from state to state.

11. Liability Limit.

    IN NO EVENT SHALL WE OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). OUR LIABILITY, AND THE LIABILITY OF OUR SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. Some states do not allow the limitation of liability, so the foregoing limitation may not apply to you.

12. Indemnity.

    You agree to indemnify and hold us and our subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.

13. Legal Compliance.

    You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of our service and your bidding on, advertising, purchase, solicitation of offers to purchase, and sale of items.

14. No Agency.

    You and LandAndFarm are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

15. Notices.

    Except as explicitly stated otherwise, any notices shall be given by postal mail to LandAndFarm.com Attn: Legal, 411A Highland Avenue #406, Somerville, MA 02144. Notice shall be deemed given 24 hours after email is sent to you at the email address you provided, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to LandAndFarm during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.

16. Arbitration.

    Any controversy or claim arising out of or relating to this Agreement or our services shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Boston, Massachusetts, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or LandAndFarm may seek any interim or preliminary relief from a court of competent jurisdiction in Boston, Massachusetts necessary to protect the rights or property of you or LandAndFarm pending the completion of arbitration.

17. General.

    This Agreement shall be governed in all respects by the laws of the State of Massachusetts as such laws are applied to agreements entered into and to be performed entirely within Massachusetts between Massachusetts residents. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of our site may be interfered with by numerous factors outside of our control. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof.

18. Your Responsibility to Uphold the User Agreement.

    You agree to this Agreement and also agree not to provide any other person a link to LandAndFarm or its sub-pages such that that person avoids seeing or agreeing to this Agreement.