TERMS OF USE AGREEMENT

These Terms of Use ("Terms") govern your access to and use of the website, applications, and related services (collectively, the "Services") operated by Tugdi LLC, a company organized and existing under the laws of the State of New York, with its principal place of business at info@tugdi.com ("Company," "we," "us," or "our").

By accessing, browsing, or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must not use the Services.

1. Eligibility and Acceptance of Terms

You represent that you are at least 18 years of age (or the age of majority in your jurisdiction) and have the legal capacity to enter into a binding agreement. If you are using the Services on behalf of an entity, you represent that you have authority to bind that entity.

2. Changes to the Terms

We reserve the right to modify these Terms at any time in our sole discretion. Changes will be effective upon posting on the website, with the "Last Updated" date revised accordingly. Your continued use of the Services after such changes constitutes acceptance of the revised Terms.

3. Description of Services

The Services provide information, content, and functionality related to online marketplace, where users may post, publish, and browse listings for goods and property, including but not limited to housing, vehicles, and personal items ("Listings"). We may update, modify, suspend, or discontinue any aspect of the Services at any time without notice.

The Company acts solely as a neutral platform provider and is not a party to any transaction, agreement, or communication between users. Users may view Listings and, if interested, communicate with the listing user (the “Seller”) either through publicly viewable comment sections available on the website or through private messaging features that allow users to communicate directly with one another, in order to negotiate, arrange, and complete any potential purchase or transaction outside of the Services.

The Company does not:

 Own, buy, sell, resell, or lease any listed items or properties;

 Verify the accuracy, legality, quality, safety, or availability of any Listings;

 Guarantee that a transaction will be completed or that a Seller or buyer will fulfill their obligations.

All transactions, communications, payments, deliveries, and disputes occur solely between users, and users acknowledge that they assume all risks arising from such interactions.

4. User Accounts

4.1 Account Creation

To access certain features, you may be required to create an account. You agree to provide accurate, current, and complete information and to update such information as necessary. Access to your account will be granted only after successful verification of your email address. In certain cases, additional verification via SMS or similar authentication methods may also be required.

4.2 Account Security

You are responsible for maintaining the confidentiality of your login credentials and for all activities occurring under your account. You agree to notify us immediately of any unauthorized use.

4.3 Listing Approval and Publication

Listings submitted by Sellers for publication on the Services are subject to review and approval by Tugdi LLC. Only Listings approved by Tugdi LLC will be published and made visible to other users within the marketplace. Tugdi LLC reserves the right, in its sole discretion, to reject, remove, or disable any Listing at any time, with or without notice.

5. User Conduct

You agree to use the Services in a lawful, responsible, and good-faith manner. Without limiting the foregoing, you agree that you will not, directly or indirectly:

5.1 Legal Compliance

• Violate any applicable federal, state (including, without limitation, the States of New York and California, and, where applicable based on the user’s place of residence or location, the laws of the state identified by the user at the time of registration), local, or international laws or regulations, including applicable consumer protection, advertising, housing, and data protection laws;
• Where applicable, violate the General Data Protection Regulation (GDPR), the California Consumer Privacy Act and California Privacy Rights Act (CCPA/CPRA), the New York SHIELD Act, or any other applicable data protection or privacy laws governing the collection, use, disclosure, or processing of personal data;

5.2 Personal Data and Privacy Obligations

 Collect, access, use, disclose, sell, share, or otherwise process personal data of other users without a valid legal basis and in violation of applicable data protection laws;

 Engage in any activity that compromises the confidentiality, integrity, or security of personal data, including attempting to unlawfully obtain, steal, misuse, or exploit personal data of other users;

 Use personal data obtained through the Services for fraudulent, malicious, deceptive, or unauthorized purposes.

You acknowledge that compliance with applicable data protection laws is determined based on your jurisdiction and the laws applicable to you, including the laws of the state you identify upon registration, and you are solely responsible for such compliance.

5.3 Fraudulent or Misleading Listings

 Post, publish, or attempt to post any false, fraudulent, fictitious, or non-existent listings;

 Publish listings that are materially misleading, deceptive, or likely to seriously mislead buyers regarding the nature, condition, ownership, price, availability, or legality of the listed goods or property;

 Impersonate another person or misrepresent your identity, ownership, or authority in connection with any Listing;

 Post, upload, or publish any images or content that are pornographic, sexually explicit, obscene, or that contain nudity, sexual acts, or sexually suggestive material;

Any seller who submits a Listing acknowledges and agrees that all civil, administrative, and criminal liability arising from false, misleading, pornographic or unlawful Listings rests solely with the seller, and not with the Company.

5.4 Security and Technical Misuse

 Upload, transmit, or distribute viruses, malware, ransomware, spyware, or any other harmful or disruptive code;

 Engage in scraping, crawling, data mining, automated access, or similar activities without the Company’s prior written consent;

 Interfere with, disrupt, or attempt to gain unauthorized access to the Services, servers, networks, or security-related features.

6. Intellectual Property Rights

All content, trademarks, logos, designs, text, graphics, software, and other materials provided through the Services are owned by or licensed to the Company and are protected by U.S. and international intellectual property laws. No rights are granted to you except as expressly set forth herein.

7. User Content

7.1 Ownership

You retain ownership of any content you submit, post, or upload ("User Content").

7.2 License to Company

By submitting User Content, you grant the Company a worldwide, non-exclusive, royalty-free, transferable, and sublicensable license to use, reproduce, modify, distribute, display, and publicly perform such User Content in connection with operating, maintaining, marketing, and improving the Services.

Without limiting the foregoing, you acknowledge and agree that, by listing a product or property on the Services, the Company is permitted to use such listings, including related images and descriptions, for promotional and advertising purposes on third-party platforms, digital advertising channels, and social media, without obtaining any additional consent or approval from you.

7.3. Hazardous and Restricted Items Notice

7.3.1. To promote user safety and reduce potential harm, the Company applies additional controls and warnings for items that may pose health or safety risks.

7.3.2. Providing false or misleading information may result in removal of the listing, account restrictions, or other enforcement actions.

7.3.3. Hazardous and Restricted Items include, but are not limited to:

 Sharp or piercing objects (e.g. knives, blades, needles)

 Flammable or combustible materials

 Chemical substances or products emitting fumes

 Electrical or mechanical items posing injury risks

 Items that may be harmful if misused, modified, or improperly handled

7.3.4. For listings marked as hazardous, the Company will automatically display a Safety Warning Notice at the beginning of the product description, informing users that:

 The item may pose safety or health risks

 Proper handling, storage, and usage precautions are required

 The platform does not guarantee the safety, legality, or suitability of the item

These warnings are displayed prominently to ensure visibility prior to any transaction.

7.3.5. Sellers are solely responsible for:

 Accurately identifying hazardous characteristics of their items

 Providing clear, truthful, and complete safety information

 Complying with all applicable local, state, and federal laws and regulations

The Company does not test, inspect, certify, or verify listed items. The Company acts solely as a listing and communication service and does not manufacture, sell, store, transport, or endorse any listed items. Identification of an item as hazardous and the display of safety warnings do not constitute approval, certification, or legal compliance by the Company.

7.3.6. Listings may be removed without notice if:

 Required safety disclosures are missing or inaccurate

 The item is prohibited by law or platform policy

 The listing presents an unreasonable risk to users or the public

7.3.7. Image Usage Rights

By uploading images to the Services, you grant the Company and other users a

non-exclusive, royalty-free, worldwide license to view and display such images

solely within the Platform for the purposes of listing, browsing, and facilitating

transactions.

 

You may NOT:

- Download, copy, reproduce, or save images uploaded by other users

- Use images from the Platform for any purpose outside the Platform

- Share, redistribute, or republish images from other users' listings

 

The Company reserves the right to remove any listing or take action against users

who misuse images uploaded by others.

7.4 Responsibility

You are solely and fully responsible, both legally and criminally, for all User Content you submit, post, list, or otherwise make available through the Services, as well as for all actions and omissions related thereto, including but not limited to those responsibilities described in this Section and elsewhere in these Terms. You represent and warrant that you have all necessary rights, authorizations, and legal capacity to submit such User Content and to grant the licenses set forth herein.

You acknowledge and agree that the Company is not a party to any sales contract, transaction, or agreement between users and does not assume any responsibility or liability for the listed products, their accuracy, legality, condition, delivery, or performance, or for any disputes arising between buyers and sellers.

Notwithstanding the foregoing, if you encounter any fraudulent, false, or otherwise unlawful activity, including misleading or deceptive Listings, you may notify the Company through the designated reporting or complaint mechanisms available on the Services. Upon receipt of such notice, the Company may, at its sole discretion, conduct reasonable reviews or investigations and may take appropriate actions, including removing Listings, restricting visibility, or suspending or permanently banning user accounts. The Company is not obligated to take action and does not guarantee any specific outcome.

8. Third-Party Links and Services

The Services may contain links to third-party websites, listings or services provided by independent users or third parties. We do not control, endorse or assume responsibility for the content, policies, or practices of any third-party websites. Accessing third-party services is at your own risk.

9. Disclaimer of Warranties

The Services are provided on an "AS IS" and "AS AVAIBLE" basis. To the maximum extent permitted by law, the company makes no representations or warranties of any kind, whether express or implied, including but not limited to warranties of accuracy, reliability, merchantability, fitness for a particular purpose, non-infringement, or availability.

Your use of the Services is at your sole risk.

10. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall the Company be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits, data, or goodwill, arising out of or related to your use of the services.

Pursuant to Section 230 of the U.S. Communications Decency Act (47 U.S.C. § 230), the Company acts solely as an interactive computer service provider and is not the publisher, seller, or distributor of items listed by users. The Company is not responsible or liable for any user-generated content, listings, products, or transactions conducted through the Services.

11. Indemnification

You agree to defend, indemnify, and hold harmless the Company and its affiliates, officers, directors, employees, and agents from and against any claims, demands, liabilities, damages, losses, cost and expenses (including reasonable attorneys’ fees) arising out of or related to:

 Your use of the Services,

 Your violation of these Terms, or

 Your interaction or transaction with any third party through the Services.

12. Termination and Exit Policy

12.1 Termination by Company

We may suspend or terminate your access to the Services, in whole or in part, at any time, with or without cause, and with or without prior notice, including if you violate these Terms or applicable law.

12.2 Termination by User (Exit Policy)

You may stop using the Services at any time. If you have created an account, you may terminate your account by following the account closure instructions provided within the Services. Upon termination, your right to access or use the Services will immediately cease.

12.3 Effect of Exit

Upon termination or exit:

 Any licenses granted to you under these Terms will automatically terminate;

 We may delete or anonymize your account information and User Content in accordance with our Privacy Policy and applicable law;

 We are not liable for any loss of data resulting from your exit, except as required by applicable law.

 Notwithstanding the above, certain information associated with your account and User Content may be retained by the Company for a period of time following termination or exit in order to comply with applicable legal obligations, to fulfill legitimate business purposes (including fraud prevention, legal claims, dispute resolution, and compliance with recordkeeping requirements), or as otherwise permitted by applicable privacy laws. The retention period for such data may vary based on the legal jurisdiction applicable to you. After the applicable retention period expires, we will delete, anonymize, or otherwise dispose of such information in accordance with our Privacy Policy and applicable law.

12.4 Survival

Provisions which by their nature should survive termination or exit shall survive, including intellectual property rights, disclaimers, limitation of liability, indemnification, governing law, dispute resolution, and

13. Governing Law and Venue

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law principles.

14. Dispute Resolution and Arbitration

Disputes shall be resolved through binding arbitration under the rules of the American Arbitration Association. The Arbitration must be in New York. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION.

15. Consumer Rights 

Residents of certain states, including California and New York, may have specific rights under applicable privacy and consumer protection laws, including but not limited to the CCPA/CPRA and the New York SHIELD Act. For more information, please review our Privacy Policy.

16. Severability

If any provision of these Terms is found unenforceable, the remaining provisions shall remain in full force and effect.

17. Entire Agreement

These Terms, together with the Privacy Policy and any other legal notices published by the Company, constitute the entire agreement between you and the Company regarding the Services.

18. Contact Information

If you have any questions regarding these Terms, please contact us at:

Tugdi LLC
info@tugdi.com

BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THESE TERMS OF USE.