Terms of Service

Thank you for considering ChipDrop for your wood chip needs! ChipDrop, LLC, an Oregon limited liability company (“ChipDrop” or sometimes “we” and “our”), provides the getchipdrop.com (previously chipdrop.in) website (the “Website”), as well as the wood chip matchmaking service (the “Service”) that is featured and hosted on the Website. These Terms of Service (the “Terms”) describe the legal relationship between you (sometimes we refer to people like you as “Users” or a single “User,” for the most part we use “you” and “your” to refer to you) and ChipDrop. Your use of the Website or the Service will be deemed acceptance of these terms. These Terms may change from time to time, or at any time. ChipDrop will make commercially reasonable efforts to alert Users that the Terms have changed. Continued use of the Website or Service after any such change in the Terms will be deemed acceptance of the modified Terms.

The Basics

1. What ChipDrop Does
   ChipDrop provides a Website and Service to allow arborists and tree care companies (who gather a large number of wood chips) and homeowners or landscapers (who often require a large number of wood chips) to connect and arrange for the delivery of wood chips to locations that Users designate. ChipDrop’s only role in the transaction is the listing of information on our Website. These Terms are supplemented by our Expectations of Service, which provide additional information about how the Service works. The Expectations of Service are incorporated into these Terms by this reference. In any situation where the Expectations of Service contradict any part of these Terms, the Terms take precedence. ChipDrop makes no representations, warranties, or guarantees regarding the quality of wood chips, the means of delivery, or any other aspect of the delivery of wood chips. As such, we cannot be held responsible for troubles you encounter as a result of using the Service, whether you are delivering or receiving wood chips. Section 9 goes into much greater detail regarding the limitations of ChipDrop’s liability to Users.

2. Use of the Service; User Accounts
   Visitors to the website, as well as registered users of the site, are all considered “Users” for the purposes of these Terms. A visitor is someone who has not registered for a user account with ChipDrop, and is simply visiting the Website. Registered users are Users who have provided account information and been assigned a user account name and password (a “User Account”). Registered Users are able to post information to the Service regarding their availability to deliver or receive wood chips. Your account credentials are your responsibility: ChipDrop will assume that activity that originates from your User Account is intentional. Even if you subsequently inform us that your User Account was compromised, we may at our sole discretion process payments for delivery of wood chips based on information posted from your User Account. Please safeguard your User Account credentials and promptly notify ChipDrop if you believe your credentials have been compromised. Section 7 talks more about the types of Users who use the Service. You are solely liable and responsible for all activity that occurs under your account, unless agreed upon otherwise.

3. The NETWORK
   We offer our Users the ability to join the peer-to-peer Network (“Network”) where they can see local wood chip deliveries, general information on delivery times and quantities available and connect/message with local users who are looking for wood chips or to give wood chips away.

   In order to join the Network, Users must select the features to join the Network through their use of the Service, which constitutes an “opt-in” to sharing their User Information as described in the Privacy Policy. Once a User opts-in to the Network, they are agreeing and consenting for their general location, name, and User Information to be shared with other users looking to connect. All locations and addresses will be anonymized and localized, unless you provide such detailed information to another user on the Network directly or request that we do so on your behalf. By requesting information from another Network user, you are consenting to us sharing your contact information with that Network User. Further, if you opt-in to the Network then you consent to us sending you information and requests from other Network users looking to connect with you. The messaging between Network users is secure and shall only be used to facilitate gardening such as sharing excess chips. The messaging service shall not be used for any purpose apart from gardening, and any violation of this Agreement or law will be considered a material breach and grounds for legal intervention and termination of such users’ accounts. We are not responsible or liable for any damages, injuries, losses, violations, fines, fees or results arising from or related to the communication between users on the Network. Further, we are not liable for the misuse, dissemination or unauthorized access or use of the information you share with another Network user. You may be legally and financially responsible for misuse of the Services so please read these Terms carefully.

   You hereby agree to indemnify and save harmless ChipDrop from and against all losses, damages, actions or causes of action, suits, claims, demands, penalties, interest and other costs arising in connection with your use of the Network, including, without limitation, as a result of any messaging, information sharing, quality, quantity, or deliveries or acceptance of wood chips to a recipient.

   We will only share your contact details with other users on the Network if you request us to -- for instance, if you elect to post your location for others to collect your excess chips, or if you request more information from another user. You have the right to change the information shared or opt-out of the Network at any time and for any reason by accessing the settings feature of your account. Please see the Privacy Policy for further details, and please contact ChipDrop with questions.

4. Free to Use
   The Service is free to use although some features may require fees, or a credit card on file for possible costs. Users may, but are not required to, purchase a premium listing requesting delivery of wood chips. (Similarly, tree care professionals may pay a fee to access listings for particular neighborhoods or geographical areas – see Section 7 for more details.) Paid listings are highlighted in the Service in various ways. Purchasing a premium listing does not: (a) change the quantity, quality, or type of material you will receive with your delivery; (b) change these Terms in any way; or (c) guarantee that you will receive a delivery within a certain time or at any time. Your payments help keep the Service running and allow us to provide new features and tools for all Users. Section 5 discusses fees and payments in more detail.

The Fine Print

5. LICENSES; RESTRICTIONS ON USE
   If you are 18 or older, and register for a User Account, we grant you a personal, limited, revocable, nonexclusive, nonassignable, nonsublicensable license to access the Service in compliance with these Terms. Unlicensed access is unauthorized and includes, without limitation, use of the Service for the benefit of a non-User, brokering of the Service to third parties, acting as an agent for a third party when accessing the Service, and charging of a fee to a third party for the Service. You further agree not to license, distribute, make derivative works, display, sell, or "frame" content from the Website or the Service. You grant us a perpetual, irrevocable, unlimited, worldwide, fully paid/sublicensable license to use, copy, perform, display, distribute, and make derivative works from content you post. You agree not to use or provide software (except for general purpose web browsers and email clients, or software expressly licensed by us) or services that interact or interoperate with the Service, e.g. for downloading, uploading, posting, flagging, emailing, search, or mobile use. Misleading, unsolicited, unlawful, and/or spam postings/email are prohibited. You may not utilize robots, spiders, scripts, scrapers, or crawlers for the purpose of replicating, re-posting, or otherwise monetizing content on the Website. You further agree not to collect other Users' personal and/or contact information, except to the extent required for you to personally deliver wood chips to a User. ChipDrop reserves the right to, in its sole discretion, suspend, delete, modify, or otherwise moderate any post placed on the Service.

6. FEES AND PAYMENTS
   If you wish to offer payment for a delivery of wood chips, you may provide credit card information in your account information screen. You authorize us to charge your credit card account for payment in the specified amount. ChipDrop will only charge your card on confirmation of delivery. Some features may require a credit card for incidental expenses or to pay for damages caused by breach of these Terms, in which case you acknowledge and approve ChipDrop to charge your card on file. Unless noted, payments are in US dollars; tax is additional. To the extent permitted by law, payments are nonrefundable, even if you have objections or complaints about the wood chips that were delivered.

   ChipDrop does not retain your credit card information; instead, the information is submitted to our processing partner, and we keep a record of the final four numbers in order to identify credit cards that have been used in past transactions. If you have offered to pay for a delivery, but we are unable to charge your credit card, we will contact you using the email you have provided. Failure to promptly arrange alternative payment may result in your account being suspended or removed from the system.

7. PRIVACY
   ChipDrop respects your privacy. Although the Service provides a map displaying the rough location of homes that have requested wood chips, we have several mechanisms in place to protect address information: (a) by default the flags are placed in the vicinity of, but not exactly on, the address of the User requesting a delivery; (b) only Users that have registered as arborists or tree care professionals have access to address and contact information related to wood chip delivery requests unless you opt in to features permitting sharing with other gardeners; and (c) you are in control of your contact information at all times. You are also in control of whether or not your contact information is visible (i.e. whether or not you're on the list). Please refer to our Privacy Policy for a full description of our practices.

8. USER TYPES
   ChipDrop has two types of Users: tree care professionals and wood chip recipients. This section covers the specific rules and responsibilities for each type of User. All Users are expected to comply with all of the terms in the other Sections, as well as any specific terms, rules, or responsibilities listed here.

   1. Arborists and Tree Care Professionals
      Tree care companies create User Accounts that specify that they are a potential supplier of wood chips. (In this Section 7, we’ll use the term “Arborist Users” to describe this kind of User.) Arborist Users may view all listings on the Service, but may be required to pay a drop fee (“Drop Fee”) in order to deliver wood chips to some listings. The current Drop Fee is $20 per delivery. Some listings on the Service will be “Free Drops,” meaning that no Drop Fee is required to deliver wood chips to that location. Chip Drop may, at its sole discretion, require Drop Fees in specific regions of a given city or state, or may charge Drop Fees based on other considerations. Arborist Users may pay Drop Fees using the credit card information that is submitted on registration, or by using credits (as described below).

      Arborist Users may earn credits that they may use in lieu of payment of Drop Fees for delivering wood chips to Users who have paid for premium listings. Listings will clearly state if an Arborist User will earn a credit upon delivery. Credits do not have monetary value; they can only be used in lieu of payment of a Drop Fee. The offer, award, and redemption of credits, and any rules regarding such activities, are at ChipDrop’s sole discretion, and the terms on which credits are offered, awarded, or redeemed may be changed from time to time or at any time. Continued use of the Service will be deemed assent to the changed terms. Disputed deliveries, User complaints, or other issues with a completed delivery may lead to revocation of any credit awarded for that delivery.

      Arborist Users are expected to behave professionally and politely when interacting with Users. In addition, Arborist Users should make best efforts to ensure that the load they are delivering conforms to the quality requested by the User. Repeated complaints about a particular Arborist User may be grounds for suspension or revocation of the User Account associated with that User. Repeated failures to deliver after committing to deliver wood chips on the Service will also result in suspension or revocation of your User Account. Please Refer to our Expectations of Service for more information about quality grades, delivery expectations, and other suggestions for making great deliveries.

      By using the Service, you represent and warrant that you are aware of and are in compliance with all licensing and certification requirements of the state, county, and city governments where you are using the Service. If there are quarantines, inspection requirements, or other restrictions in an area where you plan to make a delivery, you further represent and warrant that you will comply with all such requirements prior to delivering wood chips. You acknowledge and agree that: it is your sole responsibility to know and understand the regulations governing your profession; you are fully aware of any rules governing the disposal of green waste in your home jurisdictions; and you have the capacity to be in compliance with any such laws and regulations, whatever they may be. You agree that you will not transport wood chips across any county or state borders for the purpose of delivering them to any ChipDrop Homeowner if it is unlawful to do so.

      You agree to indemnify and save harmless ChipDrop from and against all losses, damages, actions or causes of action, suits, claims, demands, penalties, interest and other costs arising in connection with your use of the Service, including, without limitation, as a result of your delivery of wood chips to a recipient.

   2. Homeowners, Gardeners, and Other Delivery Recipients
      People who want wood chips to be delivered register as such with the Service when they create their User Account. These Users should carefully review the Expectations of Service so that they can make the best use of the Service and avoid surprises.

      Users who purchase premium listings are not guaranteed to receive deliveries faster than other Users. You are encouraged to review the Expectations of Service to understand how premium listings work.

9. RESOLVING ISSUES WITH DELIVERIES
   You agree that any claim, dispute, or complaint related to a delivery is between you and the other Users involved. ChipDrop may, at its sole discretion, respond to complaints or feedback regarding particular Users, using any appropriate means to identify and resolve User misconduct. As described in more detail below, ChipDrop cannot be held responsible for the actions of Users in connection with a delivery arranged through the Service. To the extent that you intend to bring an action, claim, or complaint against ChipDrop related to the Service or the Website, you agree that any such action will first be submitted to our customer service department by email to support@getchipdrop.com. You also agree that, prior to filing any claim, complaint, or action in court, the issue will be submitted to mediation in Portland, Oregon, by a mediator that we mutually agree upon. If a mediator cannot be agreed upon, each party will submit the name of a mediator, and those two mediators will choose the mediator for the dispute. All costs of mediation will be borne by the User.

10. LIMITATIONS ON LIABILITY; NO WARRANTY
    To the extent permitted by law: (a) we make no promise as to the Service, its completeness, accuracy, availability, timeliness, security or reliability; (b) your access and use are at your own risk, and ChipDrop is provided "AS IS" and "AS AVAILABLE"; (c) we are not liable for any harm resulting from (i) User content; (ii) User conduct, including without limitation the conduct of arborists on site, damage to property, personal injury or death, or other issues associated with a delivery; (iii) your use of the Service; or (iv) our representations, descriptions of the Service, or other content on the Website; (d) WE AND OUR OFFICERS, DIRECTORS, AND EMPLOYEES DISCLAIM ALL WARRANTIES & CONDITIONS, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, OR NON-INFRINGEMENT; (e) CHIPDROP IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS (E.G. OF PROFIT, REVENUE, DATA, OR GOODWILL), WHETHER OR NOT CHIPDROP WAS AWARE OF THE RISK OF LOSS; (f) IN NO EVENT SHALL OUR TOTAL LIABILITY EXCEED $100 OR THE PAYMENT ASSOCIATED WITH THAT LISTING OR DELIVERY THAT GAVE RISE TO A CLAIM OR ACTION, WHICHEVER IS LESS.

    NOTE: MANY JURISDICTIONS HAVE LAWS PROTECTING CONSUMERS AND OTHER CONTRACT PARTIES, LIMITING THEIR ABILITY TO WAIVE CERTAIN RIGHTS AND RESPONSIBILITIES. WE RESPECT SUCH LAWS; NOTHING HEREIN SHALL WAIVE RIGHTS OR RESPONSIBILITIES THAT CANNOT BE WAIVED.

11. JURISDICTION; VENUE
    These Terms will be interpreted using Oregon law, without regard to its choice of law provisions. You agree that any action arising out of these Terms or the use of the Service will be filed in the state or federal courts in Multnomah County, Oregon.

12. REFORMATION; SEVERABILITY
    If any provision of these Terms are found to be illegal or unenforceable by a court of law, then that provision shall be modified to the minimum extent possible to bring the provision into conformity with the law. In the event that no such reformation is possible, the provision shall be severed and the remainder of these Terms shall remain in full force and effect.