Effective Date: August 16, 2024
These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you") and Adleton OÜ ("Adleton," "we," "us"), a private limited company (osaühing) established in the Republic of Estonia.
These Terms govern your use of our platform, websites, and applications (the "Platform") and include our Privacy Policy and Copyright Policy, which are incorporated by reference into this agreement.
BY CREATING AN ACCOUNT, ACCESSING, OR USING THE PLATFORM IN ANY WAY, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, YOU MAY NOT ACCESS OR USE THE PLATFORM.
FOR USERS IN THE UNITED STATES: PLEASE BE AWARE THAT THE SUPPLEMENT AT THE END OF THIS DOCUMENT CONTAINS A BINDING ARBITRATION CLAUSE AND A CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS.
1.1. Adleton provides an information society service within the meaning of Directive (EU) 2015/1535, consisting solely of the technical infrastructure enabling users to publish listings and communicate with each other.
1.2. Strict Neutrality: Adleton acts exclusively as a neutral technical intermediary. We do not act as a broker, agent, reseller, auctioneer, insurer, guarantor, trustee, or payment service provider. We do not participate in, control, influence, or determine any transaction, pricing, contractual terms, delivery, or performance.
1.3. No Agency, No Employment: No joint venture, partnership, employment, franchise, or agency relationship exists between Adleton and any user. Users contract directly and exclusively with each other.
1.4. Adleton does not verify, endorse, monitor, or guarantee the legality, quality, safety, or suitability of any listing or service. Users bear full responsibility for their decisions, interactions, and transactions.
2.1. To access the Platform, you must register for and maintain an active user account ("Account"). You must be at least 18 years of age, or the age of legal majority in your jurisdiction, to obtain an Account.
2.2. You are solely responsible for all activity that occurs under your Account and agree to maintain the security and secrecy of your Account username and password at all times. You agree to provide and maintain accurate, complete, and up-to-date information in your Account. Failure to do so may result in your inability to access and use the Platform.
2.3. You agree to comply with all applicable laws when using the Platform. You will not, in your use of the Platform, cause nuisance, annoyance, inconvenience, or property damage to any party.
3.1. By submitting any data, text, or other materials ("User Content") on the Platform, you grant Adleton a worldwide, non-exclusive, transferable, sub-licensable, royalty-free license to host, use, distribute, and display your User Content for the purposes of operating and improving the Platform. This license ends when your User Content is deleted from our systems.
3.2. You represent and warrant that you own or have the necessary rights and permissions to all User Content you submit and that your content does not infringe on any third-party rights.
We respect intellectual property laws. We will respond to clear notices of alleged copyright infringement that comply with applicable law. For users in the United States, this includes the Digital Millennium Copyright Act (DMCA). Our procedure for submitting a takedown notice is available on our dedicated Copyright Policy page.
4.1. Non-Custodial Model: Adleton is a non-custodial platform. We do not process, hold, transmit, settle, safeguard, intermediate, or control any funds exchanged between users. All payments for goods or services are executed off-platform directly between users using external payment methods of their own choosing.
4.2. No Payment Agency: Adleton does not act as a payment agent, collection agent, escrow agent, or fiduciary for any user. No payment obligation is owed to or by Adleton in connection with any user-to-user transaction.
4.3. UI State vs. Financial Reality: Any payment-related status indicators (including but not limited to “marked sent”, “confirmed”, or similar signals) represent solely a unilateral declaration by the user. Such indicators do not constitute proof of payment, bank confirmation, settlement, or receipt of funds. You bear the exclusive responsibility to independently verify payment through your own financial institutions.
4.4. Platform Fees: Adleton may charge fees solely for access to or use of the Platform (e.g., subscriptions, listing fees, promotional features). These fees are independent of any transaction value exchanged between users.
4.5. Taxes: Adleton is responsible only for taxes arising from its own platform fees. Users are solely responsible for determining, collecting, reporting, and remitting any applicable VAT, GST, sales, income, or other taxes arising from their transactions. Adleton is not a marketplace facilitator for tax purposes.
4.6. Subscriptions: Certain features may require a recurring subscription fee, billed in advance on a monthly or annual basis, as selected by you.
4.7. Automatic Renewal: Subscriptions renew automatically at the end of each billing period unless canceled prior to renewal.
4.8. Cancellation: You may cancel your subscription at any time via your account settings. Cancellation becomes effective at the end of the current billing period. No partial refunds are provided, except where required by mandatory law.
4.9. Payment Processing: Subscription payments are processed by independent third-party payment providers. Adleton does not store or process payment card data.
5.1. Disclaimer of Warranties: THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." Adleton DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, except for any statutory warranties that cannot be excluded under applicable law.
5.2. General Limitation: To the fullest extent permitted by law, Adleton shall not be liable for any consequences resulting from:
5.3. Limitation of Liability (The "Liability Cap"): IN NO EVENT SHALL THE AGGREGATE LIABILITY OF Adleton AND ITS AFFILIATES ARISING OUT OF OR RELATED TO THESE TERMS EXCEED THE GREATER OF (I) THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO Adleton IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR (II) ONE HUNDRED EUROS (€100.00).
5.4. Exclusion of Consequential Damages: IN NO EVENT WILL Adleton OR ITS AFFILIATES HAVE ANY LIABILITY FOR ANY LOST PROFITS, REVENUES, GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
5.5. Basis of the Bargain and Exclusions: THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 5 APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. YOU ACKNOWLEDGE THAT THESE PROVISIONS REPRESENT A REASONABLE AND AGREED-UPON ALLOCATION OF RISK AND ARE A FUNDAMENTAL PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND Adleton. NOTHING IN THESE TERMS IS INTENDED TO EXCLUDE OR LIMIT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, SUCH AS LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR GROSS NEGLIGENCE, OR FOR FRAUD.
6.1. Direct Resolution: Users contract directly with each other. Any dispute regarding performance, non-performance, delivery, quality, payment, fraud, or damage shall be resolved exclusively between the involved users. Adleton has no obligation to mediate, arbitrate, adjudicate, enforce, or intervene.
6.2. No Transaction Control: Because Adleton does not process or hold user funds, we are technically and legally incapable of reversing, refunding, charging, freezing, or reallocating any payment.
6.3. No Damage Collection: Adleton does not collect, charge, enforce, or guarantee payment for alleged damages. Any claim for personal injury, property damage, or economic loss must be pursued directly against the counterparty.
6.4. Release: To the fullest extent permitted by law, you release Adleton, its directors, officers, employees, and agents from all claims, demands, losses, damages, liabilities, costs, and expenses arising out of or relating to disputes, transactions, or interactions between users.
6.5. No Insurance: Adleton is not an insurer, guarantor, or surety. No insurance, bonding, or compensation mechanism is provided.
6.6. Legal Recourse: If a dispute cannot be resolved privately, your sole remedy is to pursue legal action directly against the counterparty in the competent courts.
7.1. These Terms and any non-contractual obligations arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Republic of Estonia, without regard to its conflict of law principles.
7.2. If you are a consumer residing in the European Union, nothing in these Terms shall deprive you of the protection afforded to you by mandatory provisions of the law of your country of habitual residence.
7.3. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the competent courts of the Republic of Estonia, unless mandatory consumer protection law grants you the right to bring proceedings in the courts of your place of residence.
7.4. Where applicable, users may also access alternative dispute resolution bodies designated by their national consumer protection authorities.
8.1. We reserve the right to alter these Terms. If the alterations constitute a material change, we will notify you in advance. Your continued use of the Platform after the effective date of the changes constitutes your consent to be bound by the Terms, as amended.
8.2. If any provision of these Terms is held to be illegal, invalid, or unenforceable, that provision will be severed, and the legality and enforceability of the remaining provisions will not be affected.
8.3. These Terms constitute the entire agreement and understanding of the parties and supersede all prior or contemporaneous agreements or undertakings.
If your country of residence is the United States, the following terms apply and supersede any conflicting terms in the main body of the Terms of Service.
If you are a user residing in Singapore, the following terms apply: