SOLDUSA USER AGREEMENT
SoldUSA Auctions, LLC ("SoldUSA") provides to registered Users through this Internet web site (the "Site") access to its services, including personal auctions, trading place, catalogue auctions, message boards and the online stores (collectively, the "Services"). The terms and conditions in this SoldUSA User Agreement and in the attached Exhibits (collectively, the "Terms") are the terms and conditions on which SoldUSA is willing to provide you access to the Site and the Services. SoldUSA may modify the Terms at any time by posting revised Terms on the Site, those modified Terms shall become the "Terms", and you will be bound by them. You must agree to the Terms to have access to the Services. If you do not agree to be bound by the Terms, click the second box at the end of the Terms and exit.
INTERUPTION OF SERVICE: If, for any reason, our Internet service (as defined in paragraph e) is interrupted during the hours of an auction close, the following procedure will be followed:
a) If the service interruption lasts for more than 1 hour, then the entire auction will be closed and moved forward to the following day running as close as possible to the previous day's close times.
b) If the service is interrupted for less than an hour, all affected item numbers will be closed and re-opened the day following auction close at 12:00 EST and continue to close at regular intervals for each item affected.
c) It is strongly recommended that, in the event of an interruption of service, the customer immediately fax (704) 844-6436 or email (firstname.lastname@example.org) maximum bids for any item(s) that represent important purchases. This will insure that SoldUSA.com has a printed copy of same and will implement these bids on behalf of the buyer whether or not the system is restored before the close of the auction (s).
d) SoldUSA.com is not responsible for the exercise of any bid without a printed copy via one of the two described methods in paragraph C.
e) Interruption of Service Defined: Any situation that effectively limits SoldUSA.com's ability to provide the majority of its customers full and complete access to the bidding process as programmed for the SoldUSA.com operating system. This includes, power outages, hardware malfunctions, viruses, worms, or any other network interruptions from outside Internet suppliers. Interruption of service, as defined herein, applies only to SoldUSA.com servers and in-house network and does not include interruption of service affecting individual customer equipment.
THE FOLLOWING DESCRIBES THE TERMS AND CONDITIONS ON WHICH SoldUSA AUCTIONS, INC. (“SOLDUSA”) OFFERS YOU ACCESS TO OUR SERVICES. BEFORE YOU CAN PARTICIPATE IN ANY OF SOLDUSA’S AUCTION-RELATED ACTIVITIES (THE “SERVICES”), YOU ARE REQUIRED TO READ AND AGREE TO THE FOLLOWING TERMS AND CONDITIONS. THESE TERMS AND CONDITIONS INCLUDE WAIVERS OF YOUR LEGAL RIGHTS, AND BY SIGNING THE “ACKNOWLEDGEMENT OF REQUIREMENTS” PAGE YOU ACKNOWLEDGE THAT YOU HAVE READ AND AGREE TO BE LEGALLY BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH BELOW. THE TERMS AND CONDITIONS MAY BE AMENDED AT ANY TIME.
GENERAL TERMS AND CONDITIONS APPLICABLE TO EACH OF SOLDUSA’S SERVICES
Membership. Our Services are available only to individuals who can legally enter into binding contracts under applicable law. MINORS are prohibited from utilizing our Services.
Account Activation. Each participant is required to open an account prior to utilizing the Service. Accounts may be opened with any of the following forms of payment: (a) credit card, (b) personal check, (c) certified check, or (d) money order.
Bidding, Listing and Selling. Each participant acknowledges that a “winning” bid must be an amount greater than the reserve established by the Seller, provided that a reserve has been set. Bids are not retractable unless SoldUSA Auctions, Inc. determines, in its sole and
absolute discretion, that exceptional circumstances exist. In addition, each Buyer and Seller agrees not to directly or indirectly manipulate the price of any of items listed for sale. Each participant either listing or bidding on an item certifies that he or she has the legal right to either sell or buy the particular item listed or bid on. Each participant listing an item agrees that SoldUSA may take any appropriate action, in its sole and absolute discretion, to protect itself regarding the information provided in any listing.
Guarantee for Catalogue Auction Purchases: SoldUSA Auctions, Inc. Auctions, Inc. guarantees customer satisfaction for any purchase from a catalogue sale. This means if you are not completely satisfied with our description as to authenticity, correctness or condition, then you may return the item for a full refund of purchase price. SoldUSA Auctions, Inc. must be notified within 5 days of receipt of any purchase that is to be returned. Hard copy notice is suggested, but not required. SoldUSA Auctions, Inc. does not return shipping charges as part of our return privilege. Failing to give SoldUSA Auctions, Inc. proper return notice within the guidelines set forth herin may void the guarantee.
DISCLAIMER OF WARRANTIES.
YOU AGREE AND ACKNOWLEDGE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THAT SUCH SERVICES ARE PROVIDED ON AN “AS IS” AND AN “AS AVAILABLE” BASIS. SOLDUSA AUCTIONS, INC. DOES NOT PROVIDE ANY WARRANTY, EXPRESS OR IMPLIED ON PRODUCTS SOLD THROUGH THE SERVICES. WARRANTIES, IF ANY, ARE PROVIDED BY THE SELLER.
SOLDUSA AUCTIONS, INC. EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
EACH PARTICIPANT UNDERSTANDS AND AGREES THAT ANY MATERIAL AND/OR DATA DOWNLOADED FROM THE SERVICES OR WEBSITE OR ANY GOODS OR SERVICES OBTAINED THROUGH THE SERVICES IS DONE AT PARTICIPANT’S OWN RISK AND THAT PARTICIPANT WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM ANY DOWNLOADING OR OTHER TRANSACTION.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SOLDUSA AUCTIONS, INC. OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE DISCLAIMERS AND/EXCLUSIONS MAY NOT BE APPLICABLE TO YOU.
WAIVER AND LIMITATION OF LIABILITY.
YOU AGREE THAT NONE OF SOLDUSA AUCTIONS, INC., ITS EMPLOYEES OR AGENTS, SHALL IN ANY EVENT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF, RESULTING FROM, OR RELATED TO: (1) ANY USE OR ANY INABILITY TO USE THE SERVICES; (2) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) PARTICIPANT -TO-PARTICIPANT DISPUTES; OR (5) OTHER MATTERS RELATING TO THE SERVICES OR THIS AGREEMENT. THIS WAIVER SHALL INCLUDE, BUT NOT BE LIMITED TO, DAMAGES FOR LOSS OF PROFITS, DATA, OR OTHER INTANGIBLE ASSETS, EVEN IF SOLDUSA AUCTIONS, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU FURTHER AGREE THAT NONE OF SOLDUSA AUCTIONS, INC., ITS EMPLOYEES OR AGENTS, SHALL IN ANY EVENT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR FROM INTERRUPTION, SUSPENSION OR TERMINATION OF SERVICE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, WHETHER SUCH INTERRUPTION, SUSPENSION OR TERMINATION WAS JUSTIFIED OR NOT,
NEGLIGENT OR INTENTIONAL, INADVERTENT OR ADVERTENT.
YOU AGREE THAT NONE OF SOLDUSA AUCTIONS, INC., ITS EMPLOYEES AND AGENTS, SHALL IN ANY EVENT BE RESPONSIBLE OR LIABLE TO YOU, OR ANYONE, FOR THE STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING SPECIFICALLY ANY FEEDBACK PLACED ON THE SOLDUSA AUCTIONS, INC. WEBSITE.
YOU HEREBY AGREE THAT SOLDUSA AUCTIONS, INC.’S (AND ITS EMPLOYEES’ AND AGENTS’) LIABILITY TO YOU OR ANY OTHER PARTY IN ANY CIRCUMSTANCES IS LIMITED TO $100.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR
CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT BE APPLICABLE TO YOU. IN ADDITION, SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THESE LIMITS ON
LIABILITY MAY NOT BE APPLICABLE TO YOU.
General Compliance with Laws. You shall comply with all applicable laws, statutes, ordinances and regulations concerning your
participation in, or use of, the Services in any capacity, including but not limited to bidding, listing or purchasing items.
Foreign Transactions. Foreign participants are responsible for all customs declarations, taxes, duties or other assessments that may be
applicable to a sale or purchase by them. You agree to indemnify and hold harmless SoldUSA Auctions, Inc. Auctions, Inc. from any and all losses, damages, liabilities, obligations, assessments, suits, actions, proceeding, claims or demands, including costs, expenses and fees (including reasonable attorney’s fees and expert witness fees incurred in connection therewith) arising out of any foreign transaction.
License. By registering on this Service, you grant to SoldUSA Auctions, Inc. a non-exclusive, worldwide, royalty-free, irrevocable,
sublicenseable (through multiple tiers) right and license to exercise all copyright and publicity rights, in any existing or future media, known or unknown, over the material displayed in your listings or bids.
No Resale or Unauthorized Commercial Use. This agreement, including all your rights and obligations hereunder, shall not be assignable by you without the prior written consent of SoldUSA Auctions, Inc.. You also agree not to make any unauthorized commercial use of the Services.
No Agency. You agree that neither this agreement nor your use of the Services creates any agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between SoldUSA Auctions, Inc. and any user of the Services.
Notice. Any notice to you shall be made in writing by certified mail, postage prepaid and return receipt requested to the mailing address provided to SoldUSA Auctions, Inc. by you during the registration process, such notice shall be deemed to have been duly given (3) days after the postage date, or the date actually received as indicated on the return receipt, whichever is earlier. Notice to SoldUSA Auctions, Inc. shall be made in writing by certified mail, postage prepaid and return receipt requested to SoldUSA Auctions, Inc., PO Box 3012, Matthews, NC 28106, such notice shall be deemed to have been duly given (3) days after the postage date, or the date actually received as indicated on the return receipt, whichever is earlier. SoldUSA Auctions, Inc. may also give notice of changes to these terms and
conditions or other matters related to SoldUSA Auctions, Inc. by displaying notices to users on the Services.
General. These terms and conditions and the relationship between you and SoldUSA Auctions, Inc. shall be governed by the laws of the State of North Carolina without regard to its conflict of law provisions. You agree that any action against SoldUSA Auctions, Inc. shall be filed in the courts located in Mecklenburg County, North Carolina. You further agree to submit to the personal and exclusive jurisdiction of the courts of Mecklenburg County, North Carolina, and agree that venue shall only be proper in Mecklenburg County, North Carolina. You further agree that, regardless of any actions on the part of SoldUSA Auctions, Inc., SoldUSA Auctions, Inc. shall not be considered to be “doing business” in any other jurisdiction for purposes of jurisdiction, venue, process, or service of process. The failure of SoldUSA Auctions, Inc. to exercise or enforce any right or provision of the these terms and conditions shall not constitute a waiver of such right or provision. In the event any provision, or part thereof, of this agreement is held by a court of competent jurisdiction to be invalid, illegal or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the
provision, and that the validity, legality and enforceability of the remaining provisions, or parts thereof, of this agreement shall not in any way be affected or impaired thereby. This agreement, and the information incorporated by reference herein, contains the entire
understanding of the parties with respect to its subject matter.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the
Services or these terms and conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section and paragraph headings contained in the these terms and conditions are for reference purposes only and shall not affect in any way the meaning or interpretation of these terms and conditions.
Arbitration. You agree that any controversy or claim involving you and any other user of the Services (but not including SoldUSA Auctions, Inc.) 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. You agree that SoldUSA Auctions, Inc. shall not be made a party to any arbitration; provided, however, that if SoldUSA Auctions, Inc. is acting as Escrow Agent, SoldUSA Auctions, Inc. shall be bound by any final judgment entered on any arbitration award as set forth in the Escrow Agreement. The arbitration shall be conducted in Matthews, North Carolina, and
judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or SoldUSA Auctions, Inc., at its sole discretion, may seek any interim or preliminary relief from a court of competent jurisdiction in Matthews, North Carolina as
necessary to protect the rights or property of you or SoldUSA Auctions, Inc. (to the extent that SoldUSA Auctions, Inc. is involved as
Escrow Agent or otherwise in any transaction between users of the Services) pending the completion of arbitration.
ADDITIONAL TERMS APPLICABLE TO CATALOGUE AUCTIONS
Sellers must pay SoldUSA the following sales commissions for consigned items sold in a Catalogue Auction per item.
SoldUSA shall remit to the seller within 60 days following its receipt of payment from the buyer the payment received minus commissions and additional charges. SoldUSA may change its fees in its sole discretion. Unless otherwise stated, all fees are quoted in U.S. dollars. You shall pay all fees associated with using the Catalogue Auction and all applicable taxes, including sales, use and excise taxes. All customers are responsible for directly submitting any required sales, use any excise tax returns required by applicable law. North Carolina businesses must provide SoldUSA with a valid wholesale/resale license issued by the State of North Carolina. Non-U.S. participants are solely responsible for all customs declarations, taxes, duties or other assessments that may be applicable to a sale or purchase by them. You agree to defend, indemnify and hold harmless SoldUSA and its directors, officers, employees and agents from and against (a) all sales, use and excise taxes, all customs declarations, taxes, duties and assessments, and all related penalties, and (b) all taxes, charges and obligations arising from transactions involving a country other than the United States.
For catalogue auctions only, SoldUSA may from time to time charge a Buyer's Premium of 13% for all sales. This will be noted clearly in the review bid box you see when making an electronic bid.
After obtaining SoldUSA approval, please ship all consignments to:
1430 Industrial Drive
Matthews, NC 28105
Please send your package certified mail, return receipt requested.
Sellers bear all risk of loss during shipment. Sellers must carefully package and fully insure all consignment items against loss and damage. Sellers must include a packing list with all shipments, along with his or her complete name, address and daytime telephone number. Seller should adequately wrapped items of a fragile nature, such as empty shot shell boxes, cardboard oil boxes, glass target balls, and pictures in frames, in separate containers. Seller should insulate shotshell boxes with rigid material inside the boxes to avoid crushing. SoldUSA does not accept items that are soiled, damaged or in poor condition. Items in unacceptable condition, as determined by SoldUSA in its sole discretion, will be returned at the seller's expense. SoldUSA will use commercially reasonable efforts to place the consignment items it accepts into the Catalogue Auction promptly. We generally accept no reserves on items that are valued, in our opinion, at less than $2,000.00. We will consider, but not guarantee, a reserve on any item if it is of significant rarity. Sellers should make note on the inventory list of any items that are reproductions, fake, damaged or repaired.
EXHIBIT D TO SOLDUSA USER AGREEMENT
ADDITIONAL TERMS APPLICABLE TO MESSAGE BOARDS
As a service to users of the Site, we are providing message boards as communications forums for users to post messages and respond to messages online. In order to make the message boards an enjoyable experience for everyone, we are providing this service under the following policies and procedures, as amended from time to time (the "Policies"). These Policies are in addition to and supplement the SoldUSA User Agreement.
Considering the real-time nature of the message boards, it is impossible for us to review messages or confirm the validity of information posted. We do not actively monitor the contents of any messages posted. We do not vouch for or warrant the accuracy, completeness or usefulness of any message. The messages express the views of the authors of the messages, not necessarily the views of SoldUSA or any entity associated with SoldUSA. SoldUSA is not responsible for the information, data, text or other contents (collectively, "Content") of any message appearing on this message board. We reserve the right to refuse to post or to remove any message that we, in our sole discretion, view to be in violation of the Policies or otherwise inappropriate. You remain solely responsible for the content of your messages, and you agree to defend, indemnify and hold harmless SoldUSA and its officers, directors, employees and agents with respect to any claim based on your message(s). We also reserve the right, in our sole discretion, to revoke the registration privileges of any user who violates the Policies.
You agree that (1) you will not use the message boards to post any Content that is unlawful, harmful, tortious, defamatory, libelous, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, ethnically, racially or otherwise objectionable or inappropriate for children, (2) you will not impersonate any person or organization, including the personnel of SoldUSA, (3) you will not misrepresent an affiliation with another person or organization, (4) you will not include in your message any software, files or links to other sites, (5) you will not include in your message any Content that you are under a contractual obligation to keep private or confidential, (6) you will not include in your message any Content that infringes any copyright, trademark, patent, trade secret or other intellectual property right of a party, and (7) you will not include in your message any advertisements, chain letters, pyramid schemes or solicitations.
You understand that the use of the message boards is at your own risk and that the message boards are provided on an "as is" and "as available" basis. We are not responsible for any loss or damage that you may sustain as a result of using the message boards or any information obtained or provided on the message boards.
We reserve the right to reveal your identity (or whatever information we know about you) in the event of a complaint or legal action arising from any message you post.
IMPORTANT: PLEASE READ!! UPDATED 6-25-09
UPON THE COMPLETION OF EACH AUCTION AN INVOICE WILL EITHER BE EMAILED OR MAILED TO YOU VIA THE US MAIL. YOU THEN HAVE 30 DAYS IN WHICH TO PAY. IF PAYMENT IS NOT RECIEVED WITHIN 30 DAYS OF THE CLOSE OF EACH AUCTION A 7% LATE FEE CHARGE WILL BE ADDED TO YOUR INVOICE. THIS CHARGE WILL OCCUR OR WILL BE ADDED ONCE THE INVOICE IS PAST DUE 30 DAYS. UNFORTUNATELY THIS HAS BECOME A NECESSARY ADDITION DUE TO THE LACK OF SOME CUSTOMERS NOT PAYING THEIR BILL IN A TIMELY FASHION.