Consignment Terms of Service

IDoGood A Digital Marketplace Limited

 

Consignment Terms of Service Agreement - Seller

This document, rules of conduct, policies and the other documents referenced constitute our Terms of Service (“Terms”). The Terms are a legally binding contract between the Seller and IDoGood A Digital Marketplace (“IDoGood”). By using this website and the Services of IDoGood, the Seller accepts these Terms of Service.

 

IDoGood reserves the right to amend, cancel or alter these Services at their discretion.

 

The Services provided by IDoGood under this Agreement are collectively referred  as the "Services". This contract sets out the rights and responsibilities of the Seller when using the Services of IDoGood (the “Services” includes the website and the application for the Seller’s mobile device, as well as all related websites, and other services or resources provided by us as described below) provided by IDoGood.

Please read these Terms carefully. By using IDoGood’s Services, the Seller is consenting to the Terms and the Seller is consigning the Seller’s Item(s) to be sold by IDoGood.

 

There is no guarantee that the Seller’s Item(s) will be listed or that the Seller’s Item(s) will sell. Further, there is no guarantee that the amount quoted by IDoGood for the Seller’s Item(s) will be the amount received once the sale is completed.

 

IDoGood Service Overview

The following is a brief overview of a typical sales transaction. Any dispute between this overview and the rest of the Terms, the Terms shall prevail.

1. Seller contacts IDoGood to sell certain items. The Seller describes the items in detail, making note of any defects or other pertinent information. IDoGood may request pictures to be sent by email.
2. IDoGood conducts research on the items described by the Seller on various online marketplaces such as eBay, Kijiji and/or Etsy. IDoGood will contact the Seller with an estimate of the worth of the proposed sale Item(s). If IDoGood wishes to conduct an onsite review, or requires the services of a valuator or authentication services, of the proposed sale Item(s), the Seller will assist IDoGood with coordinating the visit.
3. IDoGood has insurance that protects items during transit to the warehouse up to $300. The Seller may choose to purchase additional insurance for the sale Item(s), which can be arranged by IDoGood to cover the transportation from and to the warehouse to be returned to the Seller. The insurance will cover the transportation of the sale Item(s) to, and from, the warehouse. The buyer will be required to purchase insurance for the item during shipping.
4. IDoGood then retrieves the sale Item(s) from the Seller and delivers them to the warehouse. The warehouse is temperature controlled and the sale Item(s) are insured while they are on the property.
5. IDoGood then places an advertisement on various online marketplaces (i.e. eBay, Kijiji, Etsy etc.) for the sale item(s).
6. If IDoGood receives an offer on a sale Item(s), IDoGood will accept the offer and coordinate shipping the sale Item(s) to the purchaser. IDoGood will accept payment by the purchaser before shipping the item. IDoGood will pay the Seller all monies owed (minus applicable deductions and charity donations) within twenty one days after the purchaser receives the item and the timeframe for returns has passed. Further, IDoGood shall remit the percentage of the sale chosen to the charity chosen by the Seller.
7. If the sale Item(s) remain unsold after 30 days, IDoGood shall reduce the price of the sale Item(s) by no more than 50% of the price quoted to the Seller. IDoGood shall list the sale Item(s) at the reduced price for a further 30 days. If the Item(s) remains unsold after the full 60 days has passed, IDoGood shall return the sale Item(s) to the Seller. IDoGood shall invoice the Seller for any accrued costs associated with the Service.

The services provided by IDoGood assists Sellers to sell selected goods (“Item(s)”) on third party online auction and marketplace websites, in addition to IDoGood’s own e-commerce website.

The Service includes a pre-screening phone call, which may require, at the request of IDoGood, pictures of the selected Item(s). IDoGood may require an in home assessment of the goods before agreeing to help sell the Item(s). Selected goods will then be packaged for sale by a representative of IDoGood. The goods will then be stored at a location that is determined by IDoGood. The location IDoGood shall be controlled at room temperature. IDoGood, at its sole discretion, may refuse to store Item(s) that require specific environmental conditions. IDogood will then list and attempt to sell the Seller’s Item(s) online on a consignment basis.

 

Services and Applicable Terms

By using the Service, the Seller agrees to comply with the following policies and any additional policies that IDoGood may notify the Seller from time-to-time. IDoGood will notify the Seller by the email the Seller provided during the registration stage. These changes may include, but are not limited to:

• Fee Structure
• Prohibited Conduct
• Prohibited Item(s)

 

For clarity, IDoGood will be placing items for sale on external websites which have their own Terms of Service and Policies. IDoGood shall comply with the Terms of Service and the Policies of every external website used to sell the Seller’s Item(s). If the Terms of Service and the Policies of these external websites conflict with these Terms of Service, IDoGood shall reconcile any differences on a case by case basis. If there is an irreconcilable difference between the Terms of Service and Policies of IDoGood and the Terms of Service and Policies of an external website used to sell the Seller’s Item(s), IDoGood will remove the Seller’s items from that particular online marketplace.

 

IDoGood may choose to sell on eBay, Kijiji, Etsy, and any other online marketplace at its own discretion. IDoGood may advertise the Seller’s Item(s) on all, some, or on one of any online marketplace at its own discretion.

 

Seller Representations and Warranties

 

The Seller represents and warrant that:

1. the Seller is the age of eighteen (18) or older;
2. the Seller shall provide accurate information to IDoGood to comply with IDoGood’s regulatory requirements in providing services to the Seller;
3. the Seller is a resident of Canada;
4. the Seller is the lawful owner of each Item(s) the Seller is consigning and have all the necessary right, title, and authorization to consign such Item(s) and permit IDoGood to offer, sell, and deliver the Item(s) to any third party;
5. the Seller’s Item(s) are not counterfeit and do not infringe the proprietary rights, including, without limitation, copyrights, patents, domain names, trademark rights or any other intellectual property rights, of any third party.

 

If the Seller breaches any of the above representations and warranties, the Seller may be ineligible to participate in Service in the future. In addition, IDoGood is under an obligation to share information regarding such potential or actual breach with third party marketplace websites, in which case said website may restrict or suspend the Seller’s selling activity on their website.

 

Eligible and non-Eligible Item(s)

 

Item(s) eligible for the Program include electronics, sporting goods, collectibles, gently used brand name handbags, shoes and more. IDoGood reserves the right to make the final determination as to whether a particular product or class of products is prohibited.

 

In general, IDoGood does not accept:

• Item(s) in poor condition;
• Item(s) worth less than $35, unless in conjunction with another product (video game console etc);
• Nothing torn, stained, broken or not working (to be determined in the sole opinion of the representative of IDoGood);
• Low-value clothing, shoes, and bags (IDoGood shall only accept new or like-new designer fashion);
• Breakable or bulky Item(s) (Large furniture, vases, china, fragile collectibles);
• Item(s) that can’t be verified or require a license or code (Gift cards, prepaid phones, software, computer games);
• Other ineligible Item(s) (Computer parts, printer cartridges, unsealed cosmetics);
• Item(s) prohibited for sale on eBay, Craigslist, Etsy, or any other online marketplace.

 

However, IDoGood may make exceptions to the above list at its sole discretion. IDoGood reserves the right to reject any of the Seller’s Item(s), including the Seller’s eligible Item(s), if they believe that the Item(s) will not successfully sell on marketplace websites.

 

Insurance

 

Insurance for the storage of the Seller’s Item(s) while in the warehouse is provided. Insurance for the transportation of the Seller’s goods to the warehouse for safekeeping is covered by IDoGood up to $300 through a standard commercial insurance.  Additional insurance can be arranged by IDoGood at the request of the Seller. Any costs for additional insurance shall be born by the Seller.

 

IDoGood’s aggregate liability to the Seller or any third party in any circumstance for each Item(s) is limited to the price at which the Item(s) sold on marketplace website and if not sold, the average selling price for virtually the same Item(s) (with the same features and in the same condition) on the marketplace website, eBay, Kijiji, Craigslist, Etsy, or any other applicable online marketplace over the 90 days prior to the determination.

Price Determination

 

Item(s) will be listed on the various marketplace websites at IDoGood’s discretion, where they will be exposed to a global buyer base.

 

IDoGood will determine, in its sole discretion, whether the Seller’s Item(s) will be most likely to sell successfully via auction-style or fixed price format. If the Item(s) is listed in auction-style format, the price it sells for will be determined by the bids received, of which IDoGood will accept the highest bid offered. If the Item(s) is listed via fixed price, the price will be determined based on the asking price set by IDoGood. IDoGood will use its expertise and other comparable Item(s) on marketplace websites (such as eBay or Kijiji) to set the asking price for a fixed price listing.

 

Payment

 

If the Seller’s Item(s) sell, IDoGood will send a payment to the Seller via PayPal for between 10% and 70% of the sale proceeds (excludes tax and shipping) of the Seller’s sold Item(s), depending on the final sale price of each Item(s), no later than 25 business days after each Item(s) is received by the buyer. In order to be paid, the Seller will need a PayPal account to access the sent payment. IDoGood will deposit any payments via PayPal using the email address the Seller have provided. If the Seller does not have a PayPal account, the Seller will receive an email that informs the Seller how to set-up a PayPal account to access the Seller’s money. At this point PayPal is the only payment method available in this Program.

 

IDoGood will arrange to ship the Seller’s Item(s) to the buyer from the warehouse. When IDoGood sells an Item(s) to a buyer, the sale is final unless the Item(s) is not working or is fake.

 

Unsellable Item(s)

 

IDoGood will use its expertise to decide in its sole discretion whether an Item(s) will successfully sell on eBay, Kijiji, Etsy, or any other online marketplace. Some Item(s) may not be sold on eBay, Kijiji, Etsy, or any other online marketplace for various reasons including, but not limited to, instances where there are questions about the performance, safety, authenticity, or the legality of selling such Item(s) online. If IDoGood determines that an Item(s) is not sellable or if the Item(s) doesn't sell after being listed, the Seller will be notified by IDoGood by email.

 

Once an Item(s) has been picked up for sale it will be listed for a total of 30 days at the initially determined value of the Item(s). In the event that the Item(s) does not sell it will be listed at a reduced amount as determined by IDoGood. IDoGood shall not reduce the price of the Seller’s Item(s) by more than 50%. IDoGood will return the unsold Item(s) to the Seller if the unsold Item(s) remain unsold after 60 days.

 

If IDoGood determines in their sole discretion that an Item(s) poses a significant trust and safety risk, such as an illegal Item(s) or a counterfeit, IDoGood has an obligation to properly dispose of the Item(s), in which case the Item(s) cannot be returned to the Seller. IDoGood shall notify the Seller of this determination and allow for a 15 day period for the Seller to produce receipts and/or documentation to challenge IDoGood’s decision. However, the final determination whether an Item(s) poses a significant trust and safety risk, such as an illegal or counterfeit Item(s), remains with IDoGood. At the conclusion of this process, IDoGood shall destroy the fraudulent or counterfeit Item(s) and/or hand the Item(s) over to the police. The Seller releases IDoGood from any liability surrounding this determination.

 

If the Seller terminates the transactions before the Item(s)(s) are sold, the Seller will be responsible for all the incurred transaction, cancellation and return shipping fees. These are $35 plus return shipping fees plus tax per Item(s).

 

Buyer Refunds

 

The Buyer may return the unused, undamaged Item(s) within thirty days after receiving the Item(s) and receive a refund of 80% of the purchase price, in addition to a $35 fee, combined to be considered as a restocking fee.

 

If an Item(s) is not returned in its original state, the buyer will not be refunded the purchase price. FINAL SALE Item(s) are non-refundable. The Buyer shall be responsible with paying all shipping and handling costs for the return of the product. IDoGood recommends and encourages the purchase of insurance when shipping Item(s).

 

The Seller may request that IDoGood re-lists the Item(s) a second time. IDoGood may re-list at its exclusive option.

 

Donation to a Charity

 

A portion of the sale of every Item(s) through IDoGood is donated to charity. The Seller may choose the percent of the final sale price they wish to donate to charity as well as the Seller charity of choice. The minimum percent of the sale price to be donated to charity is 5% (after fees and deductions). IDoGood will then complete the transaction and re-route the appropriate payments to the Seller and charity of choice. IDoGood will charge an additional 4.9% transaction and payment fee on the value that will be donated to the charity of choice. The Seller may be eligible for a tax receipt for the net amount that has been donated.

 

IDoGood retains the right to refuse to remit payment to a charity on behalf of the Seller, if, in the sole determination of IDoGood, the charity chosen by the Seller is objectionable, not registered in Canada and/or participates in hateful, racist, or derogatory actions.

 

Prohibition on Shill Bidding

 

When an Item(s) is listed as an auction on eBay, Kjiji, Etsy, or any other online marketplace, shill bidding is prohibited for the Seller’s  Item(s) listed by IDoGood. For more information on shill bidding, see Ebay’s policy page here:

http://pages.ebay.ca/help/policies/seller-shill-bidding.html

  

Warranty Disclaimer

 

IDoGood provides their Services "as is" and "as available" and without any warranty, condition or representation as to the Services, of any kind, express, implied or statutory. IDoGood specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. In addition, to the extent permitted by applicable law, IdoGood is not liable, and the Seller agrees not to hold IDoGood responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, consequential, or punitive damages) resulting directly or indirectly from the Services or the Seller’s use of the Program.

 

IDoGood shall not be responsible for any loss or damage to Item(s) resulting from the following:

1. Caused by or resulting from inherent vice, wear and tear, rust, corrosion, decay, deterioration, hidden or latent defect;
2. Caused by or resulting from fungus or mold;
3. Caused by or resulting from the seizure or destruction of property by order of governmental authority;
4. Caused by or resulting from war, military action, rebellion or revolution; and/or
5. Mechanical or electrical derangement of Item(s) unless evidenced by external damage to such Item(s).

 

Regardless of the previous paragraphs, if IDoGood is found to be liable, such liability to the Seller or to any third party is limited to the greater of (a) value of the Item(s) the Seller attempted to consign (if not sold on eBay, Kijiji, Craigslist, Etsy, or other online marketplaces, based on average selling price of comparable Item(s) sold on ebay.ca in the previous 90 days) and (b) $500.

 

Fee Structure

 

An initial service fee in the amount of $149.00 plus applicable taxes may be applied for the in-home visit and decluttering services provided by IDoGood. This fee is waived when the Seller’s Item(s) are valued at more than $2500, within a 60-day period.

 

Item(s) will be priced based on an average of trending pricings on online digital marketplaces such as eBay in the last 90 days. If the Seller’s Item(s) goes unsold for 30 days, IDoGood will relist it at a reduced price for an additional 30 days. In any event, IDoGood will list the Seller’s Item(s)’s for a maximum of 60 days. Unsold Item(s) will be returned to the Seller after the Item(s) has been on sale for 60 days.

 

IDoGood takes a percentage of the Seller’s Item(s)’s final selling price. As of November 1, 2017, the pricing is as follows:

Item Selling Price	The Seller  earns
=>$1500.00	70%
$750.00 - $1499.99	65%
$500.00 - $749.99	55%
$250.00 - $499.99	45%
$100.00 - $249.99	40%
$50.00 - $99.99	35%
$35.00 - $49.99	25%
<$34.99	10%

 

Proceeds (minus deductions, costs, and charitable donations) will be available within 21 business days after the buyer return time period has ended. All payments are through PayPal at this point.

 

IDoGood service, payment and transaction fees are non-refundable, and they will be deducted from the total amount of the sale price at the time the payment is processed.

 

If, in the determination of IDoGood, an item is valued at over $2000, IDoGood may retain authentication and valuation services of an independent third party expert. The cost of the authentication and valuation services shall be born solely by the Seller and will be deducted by the final sale price.

Prohibited Conduct

 

By using the Service, the Seller agrees to follow the rules and manners as included in our Terms. IDoGood may contact Users or utilize a third party verification service to verify User Information if IDoGood suspects prohibited conduct has occurred. IDoGood may refuse a user access to or suspend a user from all or part of the Service until the completion of such verification. IDoGood may prohibit a user that is terminated for engaging in any prohibited conduct from using and accessing any future services provided by IDoGood. IDoGood may hold funds after termination to cover chargeback/funds reversal risk or refunds arising from Prohibited Conduct.

The Seller agrees not to engage in the following Prohibited Conduct:

• use the Service for any illegal purpose or in violation of any local, provincial, national, or international law or regulation;
• violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
• post, upload, or distribute any User Content or other content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person would consider objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, offensive, or otherwise inappropriate;
• interfere with security-related features of the Service, including by: (a) disabling or circumventing features that prevent or limit use or copying of any content; or (b) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law or regulation;
• interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (a) making any unsolicited offer or advertisement to another user of the Service; (b) attempting to collect, personal information about another user or third party without consent; or (c) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service, or violating any regulation, policy, or procedure of any network, equipment, or server;
• use any robot, spambot, spider, crawler, scraper or other automated means or interface not provided by us to access the Service or to extract data;
• perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service Account without permission, or falsifying the Seller’s age, date of birth or other information;
• Sell or otherwise transfer the access granted under these Terms or any right or ability to view, access, or use any Material.

Prohibited Item(s)

 

IDoGood prohibits the listing or sale of any Item(s) that is set forth within this Prohibited Item(s) and Conduct Policy as well as those Item(s) that are deemed to be illegal.

The Seller may not use the App or Service in connection with any product, service, transaction or activity that in general:

• Violates any law or government regulation, or promotes or facilitates such action by a third party;
• Is fraudulent, unfair, deceptive, abusive or predatory;
• Causes or threatens to damage to IDoGood’s reputation;
• Violates the terms of any payment card or electronic funds transfer network; or Results in or creates an unreasonable risk of chargebacks/payment reversals, penalties, damages or other harm or liability.

IDoGood may not be used to sell or purchase any of the following products or services:

• Anything illegal or Item(s) encouraging illegal activity including cable TV descramblers, radar scanners, traffic signal control devices, surveillance equipment, wiretapping devices, lock picking devices, and mailing lists
• Drugs such as:
• Products, tools, or services specifically offered or intended to be used to create drugs
• Grow ingredients for drugs. For example, seeds for cannabis plants
• Prescriptions medicines, pharmaceuticals and behind the counter drugs
• FDA-restricted Item(s) such as food, homemade food, food supplements, vitamins, diet products, muscle enhancers, home remedies, and homemade cosmetics
• Stolen goods:
    
• Note: If a purchased Item(s) is reported as stolen, a demand for return may be received from the victim or another party, and the Item(s) may be confiscated according to applicable regulations or turned over to the police for investigation.

• Counterfeit goods or goods infringing on a third party's intellectual property rights, such as:
    
• Listings of non-brand, non-genuine, imitation, fake, or replica Item(s)
• Item(s) in violation of a copyright, including handmade, or other Item(s) with copyrighted characters, brand logos, etc.
• Note: For brand-name products, serial numbers or receipts must be available when listing the Item(s).
• Weapons, such as:  
• Firearms
• Knives.
• Explosives or military ordinance
• Firearm parts
• Alcohol
• Tobacco products
• Cigarettes
• E-cigarettes, e-hookahs, or other vaporizing instruments that contain nicotine
• Vaporizing liquid with nicotine
• Item(s) used for identity theft such as:
• Account credentials, user login information, and/or account access codes
• Item(s) not in the Seller’s possession, including:
• Dropshipping
• Advertisements or listings for objects being sought
• Item(s) the Seller does not currently have that are on order
• Coupons to purchase products   
• Item(s) that are a safety hazard
• Products designed to circumvent copyright protection techniques or otherwise facilitate the unlicensed use of copyrighted materials (For example: "mod chips" to break the encryption on game computers to allow the use of unlicensed game copies).
• Age-restricted products or products that require a legal approval or licenses to be purchased or sold
• Gambling, including using this Service for raffles and “mystery purchases”
• Financial products and services such as:
• Bonds, securities, or insurance
• Banknotes or coins of any currency or denomination, or gold bullion
• Buying and selling gift cards or prepaid cards   
• Live Animals
• Any Item(s) that contains a computer virus, malware, or spyware
• Digital Item(s) - any Item(s) where the order is fulfilled electronically or requires a download, such as:   
•  Ebooks, PDF files, or Item(s) for online games
• Humans, human body parts, organs, cells, blood, body fluids, or Item(s) that are soiled with human materials, such as previously-worn underwear.
• Explicit Item(s):
• Sexually explicit Item(s), such as sex toys and fetish Item(s)
• Offensive Item(s) (determined at our discretion)
• Vehicles
• Real estate
• Offensive material
  Note: Any Item(s) presents unreasonable harm or risk may be removed or rejected at the discretion of the company.

 

Privacy

 

IDoGood will collect the Seller’s name, address, phone number, email address and PayPal email address for participation in the Program. IDoGood does not sell or rent the Seller’s personal information to third parties for their marketing purposes without the Seller’s explicit consent. The Seller’s personal information will be used only to provide the Seller the Services and any additional services the Seller request.

 

Indemnification

 

The Seller agrees to indemnify IDoGood for any and all lawsuits that result from the sale of any Item(s) which is determined, after the sale is effected, to be fraudulent, fake, counterfeit, or otherwise not the product advertised.

 

No Agency

 

This Agreement in no way constitutes or gives rise to an agency, partnership, joint venture or other relationship between the parties. IDoGood and the Seller each will operate under the terms of this Agreement as an independent contractor and not as an agent for the other.  

 

Breach

 

Without limiting other remedies, IDoGood may immediately terminate the Services, and refuse to provide future Services to the Seller if:

 

1. the Seller breaches this Agreement;
2. IDoGood believes that the Seller’s actions may cause financial loss or legal liability to the Seller, IDoGood, eBay, Kijiji, Craigslist, Etsy, or any other online marketplaces (or any of their affiliates or customers); or
3. IDoGood suspects that the Seller (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Item(s)(s).

 

Indemnity

 

The Seller agree to indemnify and hold IDoGood and their respective officers, directors, agents, and employees harmless from any claim or demand, including reasonable legal fees, made by any third party due, connected to, or arising out of the Seller’s breach of this Agreement, or the Seller’s violation of any law or the rights of any third party.

 

Disputes

 

This Agreement will be governed in all respects by the laws of Canada and/or Ontario and that both parties waive any rights to a trial by jury. In the event of any dispute, all parties agree to submit their claim to first be mediated. If the claim is not settled then the parties agree to submit to private arbitration. The decision of the arbitrator is final and binding on all parties.

 

Receipts

 

The Seller shall provide IDoGood a copy of an original receipt, packaging, tags, or other information that proves the Seller’s ownership of the Item(s) as soon as is reasonably practical after engaging IDoGood Services. If the receipt packaging, tags or other information proving the ownership of the Item(s) is not available, IDoGood shall have the right to reject the Item(s) for the Service.

 

Notices

 

All notices or requests pertaining to these Terms will be in writing and will be sent by email, facsimile or recognized commercial overnight courier. Notices will be deemed received upon receipt of written continuation of transmission when sent by facsimile or signing for receipt of delivery if sent by overnight courier. Notices will be sent to the Seller at the addresses provided.

 

Effect of Non-Compliance

 

The failure of either party to require performance by the other party of any provision hereof will not affect the full right to require such performance at any time thereafter; nor will the waiver by either party of a breach of any provision hereof be taken or held to be a waiver of the provision itself.

 

Severability

 

In the event that any provision of this Agreement will be unenforceable or invalid under any applicable law or be so held by applicable court decision, such unenforceability or invalidity will not render this Agreement unenforceable or invalid as a whole and in such event, such provisions will be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions.

 

Amendment

 

IDoGood reserves the right to amend the Terms at any time by posting a revised version on IDoGood’s website. The Seller shall be notified by email of the updated Terms of Service.

 

Entire Agreement

 

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. This Agreement supersedes, and the terms of this Agreement govern, any prior or collateral agreements with respect to the subject matter hereof.

 

Limitation Period

 

The parties agree that any action in relation to an alleged breach of this Agreement shall be commenced within one year of the date of the breach, without regard to the date the breach is discovered. Any action not brought within that one year time period shall be barred, without regard to any other limitations period set forth by law.