USER TERMS AND CONDITION AGREEMENT
Table of Contents
- Introduction to Liquidity Services
- Rules for All Users
- Access to our Services and Site
- Seller Rules
- Buyer Rules
- Online Auctions
- Sales Events
- Truckcenter.com Bid Deposits
- Liquidated Damages for Failure to Pay
- Our Fees for Services
- Inspection of Assets
- Delivery of Assets
- Rules Specific to Government Liquidation
- Intellectual Property Rights
- Disclaimer of Warranties
- Limitation on Liability
- Defense and Indemnity
- Disputes Among Users
- Legal Disputes
- Environmental Responsibility
- Disclaimer of Third Party Content
- Communications and Notices
Related Documents Incorporated by Reference
1.Introduction to Liquidity Services
About Liquidity Services Marketplaces. Liquidity Services, Inc. and its subsidiaries and affiliates (collectively, "Liquidity Services" or "we") are a global solution provider in the reverse supply chain with the world's largest marketplace for business surplus. We provide surplus asset management, valuation, and sales solutions that maximize total supply chain value.
This User Agreement and Listings on Our Site. The terms and conditions on which Liquidity Services offers you access to and use of our web-site (the "Site"), the marketplaces on our Site, and other related services ("Services") are based on this User Agreement. With respect to each specific auction or sale of surplus assets ("Assets"), the terms specific to that auction or sales event are described in the listing of the Assets (each a "Listing"). Certain Listings on certain marketplaces may include a "Notice to Purchasers" or a similar written disclosure containing terms and conditions specific to that auction or sale. For example, a Listing may include a Notice to Purchasers defining clearance dates, currency of payment, payment dates and removal deadlines. Each Listing is incorporated by reference into this User Agreement for purposes of that specific auction or sales event described in that Listing. The terms of a Listing take priority over this User Agreement in the event of a conflict between them.
Except for certain sales in which Liquidity Services has purchased and is reselling Assets, Liquidity Services simply provides marketplace services and Liquidity Services does not own or sell the Assets. The actual contract for sale is directly between the seller and buyer.
Effective Date. This User Agreement is effective as of October 18, 2014.
Liquidity Services Legal Entities. The legal entity within Liquidity Services with which you are contracting for Services related to a particular auction or sales event varies depending on the type of Assets, the marketplace within our Site on which the Assets are sold, and the physical location of the Assets. The List of Entities table identifies each Liquidity Services contracting entity and its corresponding contact information. We may update the List of Entities from time to time.
2.Rules for All Users
Registration Requirements. Except where a user registers through a separate written agreement with us, you must do the following in order to register to participate in an auction or sales event as a seller or a buyer:
- Register on our Site and provide an accurate and verifiable address, telephone number, email address and other requested information;
- Be a real person, business or legal entity;
- If you are an individual, be at least 18 years of age and able to enter into a legally binding contract;
- If you are registering on behalf of a business or legal entity, have authority to enter into a legally binding contract on behalf of that business or legal entity; and
- Accept this User Agreement and any future amendments to it that we post on our Site from time to time.
General User Restrictions. Users will comply with applicable laws pertaining to their performance under this User Agreement. Each user certifies not to use the Site or our Services in furtherance of any illegal activity. In particular, users must NOT:
- Post false, inaccurate, misleading, defamatory, or libelous content;
- Post content that infringes the intellectual property rights of any third party;
- Use our Services, directly or indirectly through others, if you are temporarily or indefinitely suspended from using any of our Services;
- Distribute viruses or any other technologies that may harm us, or the interests or property of other users;
- Copy, reproduce, reverse engineer, modify, create derivative works from, distribute, or publicly display any content (except for your information) from our Site or our Services, without our prior written consent and, as applicable, the appropriate third party;
- Harvest or otherwise collect information about other users, including email addresses, without their consent;
- Transfer or otherwise provide your username and password to another third party without our consent; provided, however, a username and password for a business entity can be transferred among employees of the same business entity; or
- Engage in bribery, which we define as giving or offering anything of value in exchange for any unfair economic advantage, and not receive from any employee of Liquidity Services anything of value in exchange for an unfair economic advantage.
You should immediately report any request for a bribe or any other form of illegal or questionable activity by emailing the details of such conduct to ComplianceHelp@liquidityservices.com.
Restricted Parties. You represent that you and any business for which you are acting as an agent are not listed on the U.S. Department of Commerce Denied Persons, Entity or Unverified Lists, the U.S. Department of State's Debarred and Nonproliferation Lists, or the Specially Designated Nationals List, any European Union sanctions list, the United Kingdom HMT list, any United Nations sanctions list, or similar or successor lists, (collectively "Restricted Party Lists") and that if it is discovered that you were on a Restricted Party List, or acting on behalf of a party on one at the time you bid, any sale resulting from your bid is void, and you are liable to us for all damages resulting from your misrepresentation.
We also do not allow registrations from embargoed countries as set by United States laws and the laws of the location of the Assets. Currently, the list of embargoes includes the following: Cuba, Iran, North Korea, Sudan, Syria and Crimea. This list may change from time to time without advance notice. You represent and warrant that you are not located in an embargoed country nor are you acting on behalf of the government of an embargoed country.
3.Access to our Services and Site
Control of Access to our Marketplaces. In our sole discretion, we reserve the right to refuse to do business with any party. We may limit, suspend, restrict or terminate our Services, your account, your access to our Site and your activities on our Site with or without notice to you.
Cancel Inactive Accounts. We may cancel unconfirmed accounts or accounts that have been inactive.
Right to Discontinue Services. We may also modify or discontinue part or all of our Services at any time.
One Registration. A limit of one registration per business or individual will be enforced on our Site. If you have multiple registrations, please contact us to consolidate them. We may deactivate duplicate registrations.
Your Termination Right. You may terminate your right to engage on our Site and for our Services pursuant to this User Agreement upon thirty (30) days written notice to us; provided, however, that such termination will not relieve you of any obligation arising prior to termination, and immediately upon termination, you will no longer be authorized to use our Site or our Services.
AssetZone. Our Services may include, without limitation, allowing you to manage, dispose and redeploy existing assets and source assets internally within your business operations by using AssetZone ®, our proprietary software program ("AssetZone ®").
Requirements to be a Seller. In order to participate as a seller in an auction or sales event, you must:
- Agree that there are no contingencies to your auctions or sales events other than those stated in this User Agreement and, with respect to a specific auction or sales event, in the Asset's Listing (for example, a reserve);
- Deliver Assets sold by you within expected shipping and handling times;
- Maintain accurate contact information and shipment information with respect to your user account (for example, location of the Assets and whether the facility at which the Assets is located has a shipping dock)
- Not sell any counterfeit, stolen or any of the prohibited assets set forth on our Prohibited Asset List found here, which we reserve the right to update from time to time in our sole discretion;
- Remain responsible for posting all relevant information in the Listing necessary to sell and convey the Assets;
- Remain responsible for posting all relevant information in the Listing necessary to sell and transport the Assets;
- During the period that you have listed Assets for sale on our Site, the Seller has granted us an exclusive right to sell the Assets described in the Listing;
- For Sellers in one of the countries in the European Union, our Site may only be used by commercial (non-consumer) parties, who have a valid VAT ID number that is verifiable through the European Union Commission's VIES database (accessible via the following web link: http://ec.europa.eu/taxation_customs/vies/vatResponse.html) and
- For sellers exporting and importing Assets, you may not identify Liquidity Services as the importer or exporter of record without our express written consent and, where we consent, a separate written agreement will be required in which we agree to the terms of exporting and importing on your behalf.
Listing Requirements. We reserve the right to accept or reject any or all Listings. Further, we reserve the right to review, edit or remove any Listing that we believe is inaccurate. We are not responsible for any misrepresentations made by you, or any confusion caused by our removal of any Listing.
Seller Warranties. Upon your posting of Assets for sale, you represent, warrant and agree that you are irrevocably offering to sell such Assets to any buyer who satisfies the requirements of the auction or sales event, terms of payment and transportation. With respect to each sale of Assets, you represent, warrant and agree that:
- You own the Assets being sold and have marketable legal title to such Assets, free and clear of any lien, security interest, leasehold interest, co-ownership interest, or any other type of encumbrance;
- You have authority to list the Assets for sale, to sell the Assets, and to transfer title of the Assets to a buyer; and
- You are complying with all laws and regulations applicable to the sale of your Assets.
Your failure to complete the sale of Assets to a qualified buyer could result in damages to us. Such damages will become immediately due and payable by you to us. Should any additional shipping costs be incurred because of incorrect shipping information or preparation, you agree to pay for these costs.
Shill Bidding Strictly Prohibited. To protect the integrity of our Site, we strictly prohibit shill bidding. Shill bidding is the act of bidding on your own Assets, either directly or indirectly, in an effort to artificially raise the price at which your Assets will eventually sell. This includes, but is not limited to, knowingly directing or allowing a third party to perform the artificial bidding against other legitimate bidders in the auction or sales event. Shill bidding is not only a violation of our policy, but shill bidding also violates the laws of some countries, including the U.S., and may subject anyone who engages in it to criminal prosecution. Liquidity Services may enter bids on the seller’s behalf, including when we act as the seller, up to (but not including) the reserve price (if any) on any Assets in any auction conducted pursuant to these terms and conditions.
Sellers of Vehicles. Unless we have agreed otherwise, sellers of vehicles agree to deliver an original certificate of title to us prior to the activation of a Listing. Titles may be subject to any restrictions as indicated in the Listing or imposed by applicable law. In most jurisdictions, open titles cannot be issued.
No Guarantees. You acknowledge that despite our efforts, buyers may fail to perform. We do not provide any representations or guarantees that buyers will pay you the agreed price or pay on a timely basis.
No Bids on Our Liquidation.com Marketplace. On our Liquidation.com marketplace, Sellers are advised that Assets that do not receive a bid ("No Bids Auctions") will be tallied by us on a monthly basis. If the number of No Bid Auctions exceeds thirty percent (30%) of the total number of auctions posted by the seller, the seller will be responsible for a No Bid Auction fee of $30 per auction in excess of the thirty percent (30%). Sellers who execute an Asset Consignment and Sales Agreement or similar agreement with us may be entitled to a limited grace period.
GovDeals Marketplace. Sellers who wish to sell on our GovDeals marketplace must enter into a separate written agreement with us in order to be a registered seller on this marketplace and that separate written agreement shall control for purposes of our GovDeals marketplace.
Requirements to be a Buyer. In order to participate as a buyer in an auction or sales event, you must represent, warrant and agree to:
- Pay for any bids or orders placed using your unique username and password;
- Have paid or settled any previous financial obligations owed to us to our satisfaction;
- Not manipulate the price of any Asset or interfere with other bidders or buyers;
- Provide additional information requested by us (for example, proof of funds, bank letter of guarantee, etc.) for verification purposes or to protect the integrity of the auction or sales event;
- Comply with any listing-specific terms, conditions, or requirements;
- Perform independent research and do not bid or purchase based on assumptions; and
- If you are participating in auctions or sales events on our Government Liquidation marketplace, comply with the special marketplace requirements found here, which special terms are hereby incorporated by reference into this User Agreement for purposes of all auctions and sales events in our Government Liquidation marketplace.
Buyer Warranties. If you place a bid or order in a marketplace, you represent, warrant and agree that:
- You are demonstrating your intention and financial capability to purchase the Assets by bidding or ordering;
- You may not withdraw, amend or modify your bid or order without our written approval;
- You will comply with all laws and regulations applicable to the purchase of the Assets and their subsequent transport, use, resale and export, as applicable; and
- Except for buyers transacting on Secondipity.com or UncleSamsRetailOutlet.com, you are acting within your trade or business as a merchant and are not participating as an individual or "consumer."
No Professional Advice. Any information supplied by any of our employees or agents, in any form whatsoever, is intended solely as general guidance on the use of our Services and our Site.
Reservation of Rights. We reserve the right to withdraw any Assets offered for sale up to the time the Assets are removed. If this occurs, our liability is limited to return of the purchase price paid, if any, for the Assets. We reserve the right to accept or reject all bids or orders. Further, in order to limit risk to our marketplace, we reserve the right to limit the bid or order amounts proposed by you, either alone or in the aggregate.
Credit Information and Earnest Money. We may also condition a bid or order on you providing credit information or an earnest money deposit. If a bid or offer is accepted, we will apply the deposit to the pending invoice or to any past due balances owed. Deposits from non-winning bidders or buyers will be returned or applied to any past due balances owed.
Non-Circumvention. You agree not to negotiate, communicate, or transmit any information of any kind with any other user introduced to you through our Site (whether or not the user has placed a bid) in an attempt to complete the sale of Assets through a means outside of our online marketplace (a "Circumventing Transaction"). In the event a Seller completes a Circumventing Transaction within 12 months following the expiration of a Seller's auction, Seller understands and agrees that Seller is obligated to immediately remit a success fee to us equal to 15% of the final aggregate gross sale price for the Assets sold in the Circumventing Transaction. This non-circumvention clause will apply to users and their principals, agents and representatives. This provision will not be construed as applying to any users having pre-existing relationship developed independent of our site or our Services.
Certain of our marketplaces set conditions or restrictions on new bidders and may limit bidding by new buyers during a probationary period. With respect to our GovDeals market, we apply the rules that can be found at this link: GovDeals Marketplace Probationary Period Rules
Auction Formats. Across all of our marketplaces, we allow bidders to participate in an array of formats, including, among other formats, to allow bidders to:
- place bids in auctions whether they take place entirely online ("Online Auctions") or live allowing participation by using the Webcast tool ("Webcast Auctions");
- make offers on items subject to a sealed bid procedure ("Sealed Bids" or "Tenders");
- make offers on items subject to a negotiated sale procedure ("Negotiated Sales" or "Private Treaty"); and
- consign items to an Online Auction conducted on behalf of multiple sellers ("Equipment Market").
Bidding Process. For Online Auctions on the Site, a buyer that both meets the Listing requirements and enters the highest bid will be deemed a "Winning Buyer." If you are a Winning Buyer, then you are legally obligated to complete the transaction with the seller unless the transaction is prohibited by this User Agreement or by law.
Each bidder is solely responsible for checking the Site or taking such other actions as are appropriate to learn of changes to a Listing, including changes to closing date or time. We will not be responsible for notifying any buyer of a change in any Listing. The buyer bears the sole risk of transmitting bids so that such bids are received prior to close of the Online Auction. We will not accept a bid that is received after an Online Auction is closed.
For internet auctions, posted closing times and displays of current time on our website are approximate. In addition, we reserve the right to close early or extend internet auctions at our discretion. Lots may be scheduled to close individually, in groups or entirely. Lot closing times will be advertised prior to the opening of the internet auction. At the scheduled closing time, the lots with active bidding may remain open for an additional time period that varies depending on which marketplace is being used until all bidding has ceased.
No Minimum Auctions Compared to Reserve Auctions. In the case of an Online Auction with "No Minimum," bidding starts with the bid increment and the Winning Buyer is the highest bidder. In the case of an Online Auction "With Reserve", the Winning Buyer is the highest bidder who exceeds the reserve price. However, in certain of our marketplaces where bidding below the reserve price is permitted, if the highest bidder in an Online Auction "With Reserve" is below the reserve price, such bidder's bid will be presented to the Seller who may accept, reject or counter the bid; if the bid is accepted by the seller, then the bidder is the Winning Buyer and is obligated to complete the purchase at the bid price.
Reserve Prices May or May Not be Disclosed. With respect to certain Listings, sellers may set a reserve price for the Asset. At our or a seller's own discretion, the Site may or may not display the reserve price for a Listing. Bids, however, that are received (whether under or over the reserve price) are binding and are subject to the seller's acceptance of the bid. Listings with "No Minimum" price will open at the first bid increment as determined by us.
Associated Auctioneers. With respect to certain of our marketplaces, including the GoIndustry DoveBid marketplace, we have entered into arrangements with certain unaffiliated auction companies ("Associated Auctioneers") listed on our Site. Under these co-operation arrangements, we make our Site and Services available to Associated Auctioneers to conduct Online Transactions. Accordingly, for the purpose of such Online Transactions, a buyer will be contracting with the Associated Auctioneer named in the Notice to Purchasers in its capacity as the sales agent of the seller of the relevant item, and not Liquidity Services, under this User Agreement (as if references to us were references to the Associated Auctioneer except where the context requires otherwise) and on the additional terms and conditions applicable to the Online Transaction in question.
Webcast Auctions. Liquidity Services and Associated Auctioneers hold live auctions in numerous jurisdictions around the world. Different laws and regulations apply to each auction. Accordingly, in addition to registering on the Site, buyers are required to register separately to participate in a live auction via a Webcast Auction. Successful registration for one Webcast Auction does not guarantee registration for another Webcast Auction. Liquidity Services reserves the right to refuse to register any user for any Webcast Auction.
Each Webcast Auction is also subject to the terms and conditions of the Webcast Registration Agreement for that particular Webcast Auction. Where the terms of the Webcast Registration Agreement conflict with this User Agreement, the Webcast Registration Agreement will prevail unless specifically stated otherwise.
When using Webcast, buyers may place bids on a particular Assets on a live or proxy basis. These options are further explained in the Webcast Instructions in the "Support" Section or similar area on the Site.
We cannot and do not guarantee bids placed via Webcast will be transmitted to or received by the auctioneer of the Webcast Auction in a timely fashion. In addition, the auctioneer of the Webcast Auction has the discretion to accept or refuse any bid.
All bids must be submitted in the currency indicated in the notice to purchasers for the Assets in question. All bids are exclusive of all applicable taxes, registration fees (if any), shipping, rigging, or other preparation or transportation costs or insurance. Buyers placing winning Webcast bids will be notified by email.
Private or Direct Sales. Private sales managed by us are posted in parts of certain our marketplaces or otherwise designated by having the option of "Buy Now" or "Buy Today". In a private or direct sale, buyers may become Winning Buyers by (a) agreeing to purchase the Listing at the stated purchase price and Listing terms (which price may be referred to as the "Buy Now" or "Buy Today" price or something similar), or (b) offering to purchase the Listing by making a binding offer for the Listing through the "Make Offer" option, which offer may be accepted and become binding on a buyer within thirty (30) calendar days of being made by a buyer at seller's election (unless a different time period is stated in the Listing).
Direct Sales on Secondipity and Uncle Sam's Retail Outlet. Certain Liquidity Services marketplaces, like Secondipity and Uncle Sam's Retail Outlet (collectively, "Direct Marketplaces"), sell products directly on a fixed price basis. For Direct Marketplaces, prices and availability of products and services are subject to change without notice. Errors will be corrected where discovered. We reserve the right to revoke any stated offer and to correct any errors, inaccuracies or omissions including after an order has been submitted and whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, we will issue a credit to your credit card account in the amount of the charge. Individual bank policies will dictate when this amount is credited to your account. If you are not fully satisfied with your purchase, you may return it in accordance with the return policy of the applicable Direct Marketplace.
On our Direct Marketplaces, we may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. We also reserve the right to reject any order you place with us. These restrictions may include orders placed by the same user account, the same credit card, and orders that use the same billing and/or shipping address. In the event we make a change to an order, we will attempt to notify you by contacting the e-mail and/or billing address provided at the time the order was made. We reserve the right to limit or prohibit sales to dealers on our Direct Marketplaces.
8.Truckcenter.com Bid Deposits
Live Auctions Bid Deposits. Bid deposits must be submitted via wire transfer. Wire transfer instructions have been posted below. No cash bid deposits please.
All wire transfers must include the following information: Customer / Company Name, Customer/Bidder Number, Sales Event Number.
Bank Name: Bank of America
103 West 33rd Street
New York, NY 10001
Account Name: TruckCenter.com, LLC
Account Number: 2260 0443 3033
ABA / Routing No.: 026009593
Swift Code: BOFAUS3N (International Wire)
If you are a Winning Buyer, you agree to make immediate payment for the total amount of the transaction, including the stated buyer's premium, shipping costs, any other amounts specified in the Listing, and all taxes due, if applicable.
Timing of Payment. Unless otherwise indicated in the Listing or stated in separate written agreement with us, you must make payment in full within the time period set by the marketplace. There will be no extensions of the payment period granted.
Set-Offs. We reserve the right to set-off any fees or other amounts that you owe us from any of your funds in our possession or that are paid or received from you in connection with one or more sale(s) or purchase(s) of Assets. You will continue to be liable for any funds that are used for any such set-off and will pay them upon an accounting and demand by us of the amounts used for the set-off.
Holds. To protect against the risk of liability, Liquidity Services has at times restricted access to funds in a seller's or buyer's account based on certain factors, including, but not limited to, transaction history, performance, riskiness of the Listing category, government inquiry or investigation, our investigation of an alleged breach of this User Agreement by either the seller or the buyer, or the filing of a claim by a buyer.
Currency of Payment. Unless specified for particular Assets, you will pay in U.S. Dollars. Where another currency has been identified in the Listing, you will pay using the stated currency.
Forms of Payment. Unless otherwise specified in a Listing or on a marketplace on our Site, acceptable forms of payment include PayPal®, VISA®, Discover®, MasterCard®, American Express®, cashier's check, money order, wire transfer and company check with a bank letter of guarantee. Not all of our marketplaces provide all of these forms of payments and certain Listings may specify additional restrictions or requirements.
Credit Cards. In certain marketplaces on our Site, a valid credit card must be entered at the time of bid or order submission regardless of the form of payment. Unless otherwise specified by a listing or a marketplace, credit cards and PayPal accounts may be accepted for up to $10,000. Except where a credit card is used or as otherwise authorized by us in writing, buyers must submit payment via certified funds (i.e., wire transfer, cashier's check or money order). No charges will be made to the credit card until the sales event has been closed and a Winning Buyer has been determined. We reserve the right to charge a $25.00 fee for any credit card transaction that is rejected. We encourage you to review the data in your user profile prior to submitting bids or orders and to make any corrections necessary to your credit card information at the time of bidding or ordering.
No Third Party Funds. Except in the case of a cashier's check or money order from a financial institution, all funds must come from you and we will not accept third party funds of any kind for any reason.
Charge-Backs. If you attempt to rescind a credit card transaction without our express advance written consent (i.e., a "charge-back"), then we may immediately and permanently de-activate your account in our sole discretion. If you perform a charge-back after receiving the Assets, we may file charges with the appropriate law enforcement agency, and reserve the right to pursue all remedies available to us to recover any and all incurred damages.
Discounts and Promotions. We may offer alternative fee structures, rebates, discounts, coupons or incentives, at our sole discretion and for any reason, and we are under no obligation to offer such alternatives to all users or to continue offering such alternatives to any user to whom we have made an offer in the past.
10.Liquidated Damages for Failure to Pay
Without limiting the foregoing, Winning Buyers will be held liable for any expenses, legal fees, court costs, and other damages incurred by us or the seller in connection with the collection of such obligations that are not paid on their due date if their bid or offer is accepted. If a Winning Buyer does not timely fund a transaction within the requisite period of time set by a marketplace or Listing, the Winning Buyer forfeits all rights to the Asset. Without limiting other claims, damages or other remedies available to Liquidity Services, upon winning an auction or sales event and failing to complete a transaction in the required time for any reason, a Winning Buyer agrees to pay liquidated damages in the amount of the greater of $100 or 25% of the winning bid or offer price for each unpaid Listing of Assets. If you owe liquidated damages or other amounts, your account may be placed on hold and you will be unable to log-in or bid until you have paid all outstanding amounts owed.
11.Our Fees for Services
Fees. Our fees vary depending on the type of Assets and the marketplace within our Site on which the Assets are sold. We disclose our fees in Listings and on our marketplaces on our Site. Except where we have agreed otherwise in writing with you, we may change our fees listed on our Site for our marketplaces by posting such changes on our Site fourteen (14) calendar days in advance. We may change fees for specific Listings or temporary promotions with no advance notice.
Buyer's Premium. Except for our Direct Sales Marketplaces, we charge an industry standard buyer's premium on each transaction. The amount of the buyer's premium is provided in the Listing. A buyer's premium is a fee charged to the buyer that is a percentage of the bid or order amount. In most cases, the buyer's premium is considered a taxable amount, and will be taxed at the appropriate rate depending on the location of the Assets.
12.Inspection of Assets
Inspection. Most Listings permit inspection prior to or during bidding or ordering. In some cases, inspection requires an advance appointment or viewing Assets at specified public viewing times. Most Assets offered for sale are used and may contain defects. Where a Listing permits inspection of the Assets, a buyer should inspect the Assets prior to bidding or ordering. A buyer who bids or orders without having inspected the Assets does so at the buyer's own risk.
Claims for Incorrect or Inaccurate Description When Inspection Is Prohibited. If a Listing expressly provides that no prior inspection of the Assets will be permitted, you must make a claim for any incorrect or inaccurate Listing description of the Assets prior to the removal of the Assets. You or your agents are responsible for unit count of the Assets and verification of Assets purchased at the time of removal. If the Assets are not acceptable for any reason, do not remove them.
Claims for Incorrect or Inaccurate Description Where Inspection Not Permitted; Returns Process. In limited circumstances, our sellers only permit inspection on buyer's receipt of the Assets after their shipment. For example, this may occur in a drop-ship arrangement where there is no inspection permitted by the seller and the seller or Liquidity Services coordinate shipping of the Assets directly to the buyer. In such circumstances, buyer must make a claim for any incorrect or inaccurate Listing description of the Assets within three (3) Business Days after delivery of the Assets to buyer. Thereafter, a buyer's right to make a claim expires. Buyer's right expires regardless of whether buyer actually conducts an inspection of the Assets. Where a buyer has a legitimate claim, refunds or returns of merchandise must be approved by our customer support department and must be preceded by an honored dispute. Any attempt to rescind a payment or return Assets prior to an authorization by Liquidity Services will result in a delay of claim resolution, and may adversely impact the buyer's ability to transact additional business. Unauthorized returns will be refused at delivery. When a return is authorized, we or the seller perform a full inspection of all Assets upon return and units must be the same as when shipped out to buyer (including serial numbers, accessories, etc.) to be eligible for a full refund. Title to Assets remains with the buyer until the returned Assets are accepted by Liquidity Services or the seller
Secondipity and Uncle Sam's Retail Outlet Marketplace Return Policies. Our Secondipity and Uncle Sam's Retail Outlet marketplaces permit buyers to return Assets purchased within thirty (30) calendar days of receipt by mailing the Assets to the applicable marketplace's return center. Your only option is to receive a credit for your purchase. Please follow the instructions provided by the applicable marketplace's customer care department. Failure to coordinate returns with the customer care department will mean that Assets returned via other means will take longer to process and the buyer will not be reimbursed by Liquidity Services for freight charges.
Personal and Property Risk. Persons attending during exhibition, inspection or sale of Assets assume all risks of damage of or loss to person and property and specifically release the seller and Liquidity Services from liability.
Unit Price Transactions and Variances. When Assets are sold on a unit price basis, a seller may reserve the right to vary the quantity delivered by a percentage explicitly disclosed in the Listing. In such cases, the buyer agrees to accept any quantity within these limits. Outside these limits, the purchase price will be adjusted upwards or downwards in accordance with the quantity actually delivered and accepted by the buyer.
13.Delivery of Assets.
Shift of Risk of Loss and Title Transfer. Unless specified otherwise in a Listing, delivery of the Assets is Ex Works the location of the Assets (Incoterms 2010) and delivery of title to the Assets will take place from the Seller's premises and buyer is responsible for all title, registration, freight and transportation costs; provided, however, that title will not transfer from seller to buyer until the seller has received payment in full for the Assets and buyer has removed the Assets from the seller's premises in their entirety.
Removal of Purchased Property. You agree to remove Assets purchased by you from the facility where the Assets are located within the time frame specified in the Listing or, if no time frame is specified, within the period of time set by the marketplace or the Listing. You may be required to schedule an appointment in advance with the facility where the Assets are located and you should check the Listing for details. We must receive payment for Assets prior to their removal. In the event we voluntarily extend the removal period to accommodate your needs, you understand and accept that any liability and risk of loss does not rest with us, but is at your own risk. Unless stated otherwise, all Assets sold in lots include dunnage (cartons, pallets, shrink-wrap, bands, crates, etc.), and you must remove the entire lot. You are responsible for the disposal of your unwanted Assets and dunnage. Liquidity Services or any Associated Auctioneer reserves, in their sole discretion the right to rescind an auction or sale by notice to the buyer if the removal of the Assets would cause serious damage to the seller's premises or would be a serious risk to health and human safety. You agree to defend and indemnify Liquidity Services and the Seller against any claims brought by third parties related to the removal of Assets.
Buyer Responsibility for Loading and Transportation. Unless we have entered into a separate written agreement with you, you are responsible for transportation of the Assets that you purchase. Transportation includes rigging, loading, securing and transporting the purchased Assets, including all costs and risks associated with removal. Where we indicate the Assets must be loaded by you, you must provide all material handling equipment and properly trained and certified operators to operate such equipment. Your employees or agents are responsible for compliance with all federal, state, local and facility (the location where the Assets are located) security, environmental, safety and health laws and regulations while operating equipment on the loading site. You are responsible for any damages to property, including spills or releases of hazardous substances, which might occur during the removal process. Failure by you or your agent to clean up any releases or to repair any damages may result in you being banned from future participation in our auctions or sales events, and you may be reported to the appropriate authorities, as well as other remedies that may be available to us or to any other party damaged by your actions.
Tailgate Loading Assistance at Certain Liquidity Services Warehouse Facilities. In our sole discretion, we will sometimes provide a free tailgate loading at certain Liquidity Services warehouse facilities. We do not guarantee providing this service and we will NOT guarantee a specific loading time. In consideration for this ‘no cost' loading service, you agree to release, defend and indemnify against third party claims, and hold us harmless and waive any and all claims, causes of actions, damages (including consequential damages or loss of use) or liabilities of any kind or nature associated with or caused by tailgate loading service.
Buyer Required to Have Insurance Covering Its Loading and Transportation of Assets. In order to pick up the Assets, you and your agents must maintain adequate automobile and commercial general liability insurance, and minimum legally required workers compensation for your employees picking up Assets. Upon request, you will provide us with proof of such insurance. Further, upon request, you will name us as an additional insured to your policy.
Personal and Property Risk. If you bring third parties to attend or assist in the removal of Assets, you assume all risks of damage of or loss to person and property and specifically agree to defend and indemnify the seller and Liquidity Services from liability for such risks.
Abandoned Assets. A schedule for removal of the Assets will be established for each auction or sale. You must remove all the Assets awarded within this time limit. If for any reason you cannot remove the Assets within the time period, it is your responsibility to arrange with us or the seller of the Assets for an extension of time. We are not responsible for Assets that are not removed within the time allotted. If Assets are not removed within the specified removal period or scheduled for removal at a later date with us or with the seller, we will consider the Assets to be abandoned Assets by you, and you will have abandoned all right, title and interest in the Assets, including their purchase price. We may dispose, resell or destroy any abandoned Assets at your cost and expense without obligation to refund any previous payments for the Assets. Time is of the essence for both payment and removal of the Assets.
14.Rules Specific to Government Liquidation.
Our Government Liquidation marketplace has special rules. Users conducting business in our Government Liquidation marketplace should refer to here for Special Rules for Government Liquidation. Such rules are hereby incorporated by reference into this Agreement for purposes of all Government Liquidation marketplace transactions.
15.Intellectual Property Rights
Trademarks and Publicity. Users have no rights to display or use Liquidity Services' tradenames, domain names, trademarks or service marks without our express written permission which we may withhold in our sole discretion.
Promotional Materials. When you provide us with images, textual materials and other information concerning Assets ("Promotional Materials"), you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise any and all copyright, publicity, trademarks, database rights and intellectual property rights you have in the Promotional Materials. Further, to the fullest extent permitted under applicable law, you waive your moral rights and promise not to assert such rights against us, our sub-licensees or assignees. You represent and warrant that none of the following infringe any intellectual property right of any third party: (1) your provision of Promotional Materials to us; (2) your posting of Promotional Materials using our Services; and (3) our use of such Promotional Materials in connection with our Services.
Liquidity Services' Ownership of Intellectual Property related to our Services and Site. You acknowledge and agree that our Services, our Site and any software and information used in connection with our Site contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that any content contained on the Site is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by us, you agree not to use, modify, sell, disclose, distribute or create derivative works based on our Services or Site, in whole or in part.
Data. You may not record, store, duplicate, reproduce, re-broadcast or otherwise exploit any data or audio/video content transmitted to you as part of our Services or your use of the Site (collectively, "Auction Data"). We own all right, title and interest in and to all Auction Data. We grant no rights to you with respect to our Site, its marketplaces or any of our proprietary databases collecting data from our marketplaces, which we maintain as a proprietary trade secret. Notwithstanding the terms of this User Agreement or any written agreement entered into with you, Liquidity Services may: (1) gather transaction data from customers, including you, in order to improve its marketplaces and its services; and (2) compile, collect, copy, modify, publish, display, distribute and use aggregate transactional and performance data related, generated from or based on customer sales of Assets (including your sales and purchases) and may prepare summary or derivative information based thereon, for Liquidity Services' analytical and other business purposes, including, without limitation, incorporation into its proprietary databases; provided, however, in the case of either (1) or (2) that we will not identify you as the source of such information to any third party.
Copyright & Intellectual Property Policy. We respect the intellectual property of others, and we expect our users to do the same. We respond to notices of alleged copyright or other intellectual property infringement. If you believe that your copyrights or other intellectual property rights have been infringed by postings of others through the Site, you should contact our Copyright Agent. This link provides details on how to reach our Copyright Agent and what information you should provide.
Upon our request, sellers must furnish to us valid proof of original purchase or valid license from a trademark owner to sell branded Assets with a third party's official brand name or logo. Absent valid proof of purchase or a valid license may lead to the removal of a Listing and you may be subject to a range of other actions, including limits of your buying and selling privileges and suspension of your account. Further, we may cooperate with owners of the trademark to investigate and report information concerning you and your sales to the relevant legal authorities.
16.Disclaimer of Warranties
Our Services. We try to keep our Services safe, secure, and functioning properly, but we cannot guarantee the continuous operation of or access to our Services or our Site. Bid or order update and other notification functionality in our applications may not occur in real time. Such functionality is subject to delays beyond our control.
You agree that you are making use of our Services at your own risk, and that they are being provided to you on an "AS IS" and "AS AVAILABLE" basis. ACCORDINGLY, TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE EXCLUDE ALL EXPRESS OR IMPLIED WARRANTIES, TERMS AND CONDITIONS INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
Seller Assets. Unless expressly stated in writing in a Listing or with respect to our Secondipity marketplace (as described below), if you purchase Assets or place bids on or orders of Assets, then you agree to accept such Assets AS IS, WHERE IS and WITH ALL FAULTS. UNLESS EXPRESSLY STATED IN WRITING IN THE LISTING, WE AND OUR SELLERS DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT TO THE ASSETS, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE ASSETS ARE FREE FROM LATENT DEFECTS. YOU WAIVE ANY AND ALL CLAIMS AGAINST US AND THE SELLER FOR DAMAGES, LOSSES, COSTS, INJURIES, PENALTIES, EXPENSES, ATTORNEYS' FEES AND LIABILITIES OF WHATEVER NATURE WHETHER IN TORT, CONTRACT, WARRANTY OR STRICT LIABILITY (COLLECTIVELY, "SPECIFIED CLAIMS"). UNDER NO CIRCUMSTANCES ARE WE RESPONSIBLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES TO YOU OR ANY OTHER PARTY. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD US AND, EXCEPT TO THE EXTENT A SELLER HAS PROVIDED AN EXPRESS WARRANTY IN THE LISTING, THE SELLER HARMLESS FROM AND AGAINST ANY AND ALL SPECIFIED CLAIMS. UNLESS OTHERWISE STATED IN A LISTING, PHOTOGRAPHS, VIDEO, AND WRITTEN DESCRIPTIONS ARE NOT INTENDED AS REPRESENTATIONS, BUT ARE PROVIDED SOLELY TO AID YOU IN DETERMINING WHICH LISTINGS YOU WISH TO PHYSICALLY INSPECT.
Secondipity Marketplace. All Assets purchased via our Secondipity marketplace are warrantied as merchantable for a period of thirty (30) calendar days from the date of purchase. With respect to its Secondipity marketplace, WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT TO THE ASSETS SOLD, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE ASSETS ARE FREE FROM LATENT DEFECTS. YOU WAIVE ANY AND ALL CLAIMS AGAINST US FOR SPECIFIED CLAIMS. UNDER NO CIRCUMSTANCES ARE WE RESPONSIBLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES TO YOU OR ANY OTHER PARTY. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD US AND THE SELLER HARMLESS FROM AND AGAINST ANY AND ALL SPECIFIED CLAIMS.
17.Limitation on Liability.
To the extent permitted by applicable law, we (including our officers, directors, agents and employees) are not liable, and you agree not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, damage to goodwill or reputation, lost profits, attorneys' fees, intangible losses or any special, indirect, incidental or consequential damages) resulting directly or indirectly from:
- Your use of or your inability to use our Services;
- Pricing, shipping or other guidance provided by us;
- Delays or disruptions in our Services;
- Viruses or other malicious software obtained by accessing, or linking to, our Services;
- Glitches, bugs, errors, or inaccuracies of any kind in our Services;
- Damage to your hardware device or other computer systems or software from the use of any of our Services;
- A suspension or other action taken with respect to your account or alleged breach of this User Agreement;
- The duration or manner in which your Listings appear in search results;
- Your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to this User Agreement or our Services; or
- Your inability to import or export Assets, or fines or costs incurred related to import or export of Assets.
Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to: (a) where we are selling on a consignment basis, the amount of our fees in the disputed transaction(s), which in no event will exceed the total fees in disputed transactions paid to us in the twelve (12) months prior to the action giving rise to the liability; or, (b) where we are the seller, the price the Asset sold for on one of our marketplaces on our Site (including any applicable sales tax) and its original shipping costs.
Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.
18.Defense and Indemnity
You will defend, indemnify and hold us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement, your improper use of our Services or our Site or your breach of any law or the rights of a third party.
19.Disputes Among Users
Liquidity Services Arbitrates Disputes Among Users. As a general rule, an accepted bid or order is final. We will not adjust winning bids or orders after an auction or sales event is closed unless we determine in our sole discretion that the integrity of an auction or sales event was materially impaired. Detailed procedures for submitting disputes and claims for each marketplace are on our Site and all users agree to submit themselves to these processes in the event of a dispute among users and to abide by our decision as a consequence of these dispute processes.
While we may help facilitate the resolution of disputes between buyers and sellers using any of our marketplaces on our Site, we have no control over and do not guarantee the existence, quality, safety or legality of Assets advertised; the truth or accuracy of users' content or Listings; the ability of sellers to sell Assets; the ability of buyers to pay for Assets; or that a buyer or seller will actually complete a transaction or return an Asset or payment for an Asset.
Liquidity Services' Discretion. When a user issue arises, we may consider the user's performance history and the specific circumstances in applying our User Agreement. We may choose to be more lenient with policy enforcement in order to do the right thing for both buyers and sellers in our sole discretion.
Release of Liquidity Services. If you have a dispute with one or more users, you release Liquidity Services and their respective officers, directors, employees and agents from claims, demands and damages (actual damages, damage to goodwill or reputation, lost profits, attorneys' fees, intangible losses or any special, indirect, incidental or consequential damages) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release. If you are a California resident, this means you are agreeing to waive California Civil Code Section 1542, which says: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
Governing Law; Jurisdiction and Venue. For disputes between you and any Liquidity Services entity domiciled in the United States or Mexico, this User Agreement will be governed by the laws of the State of Delaware. For disputes between you and LSI Liquidity Services Canada Ltd., this User Agreement will be governed by the laws of the Province of Ontario, Canada. For disputes between you and any Liquidity Services entity domiciled in Europe, Asia, island nations, Australia or Africa this User Agreement will be governed by the laws of England. The United Nations Convention on Contracts for the International Sale of Goods and, if buyer is located in the United States, the Uniform Computer Information Transactions Act, do not apply.
Dispute Resolution and Arbitration. In the event of a dispute between you and Liquidity Services, you agree to attempt to resolve the dispute with Liquidity Services' applicable marketplace customer service team for a period of at least thirty (30) calendar days before taking any other action. Following such period, you and Liquidity Services agree that any dispute, claim or controversy arising out of or relating to the User Agreement will be settled by binding arbitration as specified below.
Unresolved Disputes in Mexico and U.S. All your disputes with us with respect to any transaction in the United States, Canada or Mexico that arise out of or in connection with this User Agreement will be arbitrated and finally resolved through the American Arbitration Association ("AAA") in accordance with the commercial arbitration rules of the AAA before a single, neutral arbitrator mutually agreed to by the parties, or if the parties cannot agree, by striking from a list of arbitrators supplied by the AAA. The place of arbitration will be as follows based on the marketplace:
- Toronto, ON, Canada for disputes related to any of our marketplaces for sales or auctions in Canada;
- Montgomery, AL for disputes related to our GovDeals marketplace;
- Maricopa County, Arizona for disputes related to our GoIndustry DoveBid North America, Government Liquidation, Network International and TruckCenter.com marketplaces
- Washington, DC for disputes related to Secondipity and Liquidation.com marketplaces and all other disputes not specific to a marketplace or involving several marketplaces.
In any arbitration, the parties and AAA will comply with the following procedures: (a) the arbitration is a confidential proceeding, closed to the general public, (b) the arbitrator will be empowered to hear and determine dispositive motions, including motions to dismiss and motions for summary judgment, (c) the arbitrator will have the right to issue injunctions and attachments and other equitable remedies and award compensatory damages, and (d) any judgment on the award enforced by the arbitrator may be rendered in any court of competent jurisdiction.
Unresolved Disputes in Canada. Any dispute arising under this User Agreement with respect to auctions and sales within Canada will be subject to binding arbitration by a single arbitrator with the Canadian Arbitration Association (CAA), in accordance with its relevant industry rules, if any. For purposes of auctions and sales within Canada, the parties agree that this User Agreement will be governed by and construed and interpreted in accordance with the laws of the province of Ontario, Canada. The arbitration will be held in Ontario.
Any dispute, controversy or claim arising out of or relating to this User Agreement with respect to an auction or transaction in Canada, including any question regarding its existence, interpretation, validity, breach or termination or the business relationship created by it shall be referred to and finally resolved by arbitration under the Canadian Arbitration Association Arbitration Rules. The place of the arbitration shall be Toronto, Ontario. In any such arbitration, the following shall apply:
- There shall be 1 arbitrator.
- The language of the arbitration shall be English.
- The Arbitral Tribunal must select its award from one of the final offers made by each of the Parties, in its entirety and without modification. The Arbitral Tribunal need not provide detailed reasons for its award.
- An oral hearing need not be held.
- There will be no appeal from the decision of the Arbitral Tribunal on questions of fact, law, or mixed fact and law.
- The arbitrator will have the authority to grant injunctive relief and specific performance to enforce the terms of this User Agreement.
- Judgment on any award rendered by the Arbitrator may be entered in any Court of competent jurisdiction.
Parties may also wish to decide what Rules will apply with respect to pre-hearing disclosure of documents and examinations for discovery, especially where Parties from more than one country or province are involved.
Unresolved Disputes outside North America. All your disputes with us with respect to any transaction outside of the United States, Canada or Mexico that arise out of or in connection with this User Agreement will be submitted to mediation under the Mediation Rules of the International Centre for Dispute Resolution. If settlement is not reached within sixty (60) calendar days after service of a written demand for mediation, any unresolved dispute or claim arising out of or in connection with this User Agreement will be settled by binding arbitration in accordance with the International Arbitration Rules of the International Centre for Dispute Resolution by a sole arbitrator appointed in accordance with those Rules. The seat of arbitration will be London, United Kingdom.
English Controlling Language. All performance under this User Agreement and the resolution of disputes, including through arbitration or mediation, will be conducted in the English language. If a translation of this User Agreement into any other language is required by law, the English version will prevail to the extent that there is any conflict or discrepancy between the English version and any translation. If this User Agreement is provided to you in a language other than English, we do so solely for your convenience. Translations are provided "as is" and you hold us harmless from any errors or deviations between the translation and the English language version.
Power of Arbitrator or Mediator. The arbitrator or mediator will have no power to award damages for injury to goodwill or reputation, lost profits, intangible losses, or indirect, incidental, consequential, punitive, treble or any other manner of enhanced damages. The arbitrator or mediator will issue a written opinion stating the essential findings and conclusions upon which the arbitrator's award is based. The prevailing party in any arbitration will have the right to an award of attorneys' fees and costs. YOU AGREE THAT ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST BE COMMENCED WITHIN SIX (6) MONTHS AFTER THE DISPUTE AROSE. OTHERWISE, SUCH CLAIM IS PERMANENTLY BARRED.
Improperly Filed Legal Disputes. Any claims that are filed or brought contrary to this User Agreement will be deemed to be improperly filed and of no force and effect.
California Residents Only. If you are a California resident, you may report, in accordance with Cal. Civ. Code §1789.3, any complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Tax. All bids and orders must be net of any taxes imposed with respect to the purchase. You are liable for all such taxes or for establishing to our satisfaction a valid exemption certificate from such taxes. You acknowledge and agree that we are providing a service in the calculation, reporting and remittance of sales or use taxes for transactions that arise in connection with your use of the Site, and you ultimately remain liable for any sales or use tax liability. You must submit a valid re-sale or tax-exemption documentation. We are not obligated to refund sales tax due to late submission of sales tax exemption documentation. Submission of all appropriate tax exemption forms must be received by us before the closing date of the auction or sales event. You will be liable for all taxes, surcharges or other charges imposed on the sale of Assets by any taxing authority if tax forms are not received by the scheduled closing time of the sales event in which you are participating. Requests for refunds of sales taxes must be submitted directly to the appropriate taxing authority.
Value Added Tax or General Sales Tax ("VAT"). In some countries such as the United Kingdom, VAT (as defined below) applies to auctions or sales events. All bids and offers are net of any VAT and other indirect taxes imposed with respect to the sale or purchase transaction. Buyers are liable for all such taxes for all purchases. Accordingly, the amount of the successful bid in respect of any Asset will be exclusive of VAT and other indirect taxes, and the amount payable by the buyer will be increased by VAT and other indirect taxes that are owed. Similarly, all fees and other amounts payable to us are calculated without regard to VAT so the amount payable by a buyer will be increased by the amount of VAT which may be chargeable in respect of the relevant supply. The amount payable will be subject to VAT if you as buyer fail to provide necessary documentation to seller to substantiate a VAT rate other than the standard VAT rate (e.g., 0% export rate or 0% rate for intracommunity supplies within the EU). Each buyer will enter its VAT registration number on becoming a registered user of our Site and will immediately notify us if that number ceases to be valid for any reason. You will indemnify us and our respective officers, directors, agents and employees against any tax, cost or expense relating to your and/or seller's failure to satisfy any VAT chargeable in relation to a transaction. For the avoidance of doubt, it is your responsibility to satisfy yourself that any VAT (or similar) charges or related obligations have been met in relation to a transaction. For the purposes of these Terms, "VAT" means value added tax as provided for in the EU VAT Directive 2006/112/EEC or similar tax in countries outside the EU.
Certain Assets may have components, parts, constituents or ingredients that may be corrosive, reactive, ignitable or exhibit other hazardous or toxic properties. You are cautioned to use and ultimately dispose of any hazardous components or constituents according to all applicable laws and regulations in a manner safe for the public and the environment.
Certain Assets or components of Assets may contain residual chemicals, friable asbestos, petroleum products and ozone depleting substances or other hazards. You acknowledge and agree that we are not responsible for providing documentation or certification regarding the identification or status of these substances. Certain Assets have design features that may be hazardous if warning labels are not heeded.
Environmental responsibility and sustainability are important to us and the users of our Site. In some cases, buyers elect to dispose of Assets, or select components of Assets, that they purchase, particularly in the case of Assets that are salvage. Winning Buyers must comply with all environmental laws when disposing of Assets, including all laws related to waste disposal, air emissions, discharges, toxic substances and hazardous waste disposal. In the event a buyer decides to dispose of consumer electronics purchased through our Site or Services, such a buyer must dispose of such electronics using a certified electronics recycler (for example, R2 or eSteward certified). In the case of buyers of salvage consumer electronics, we reserve the right to audit your records to confirm the use of a certified electronics recycler and your failure to use a certified electronics recycler or to provide reasonably acceptable records in audit may subject your account to restriction and even deactivation, and other legal or equitable remedies that may be available to us.
23.Disclaimer of Third Party Content
While we may provide links to third party sites and services on our Site, they are provided to you solely for informational purposes. You agree that we are not responsible or liable for:
- the availability or accuracy of such sites, services or resources,
- the content, advertising or products on or available from such sites or resources, and
- the privacy policies and data collection, use or retention practices of such sites.
The inclusion of any link on our Site does not imply that we endorse the linked site. You use such links solely at your own risk.
24.Communication & Notices
Electronic Communications. When you use any of our Services, or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or posting notices on our Site or through the other Services provided through our marketplaces. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Any notice given under this User Agreement will be in writing and in English and will be served as set forth below:
United States, Canada and Mexico. Any notice given under this User Agreement with respect to transactions in the United States, Canada and Mexico will be served by hand delivering it or by prepaid recorded or special delivery post or prepaid international recorded airmail to: Legal Department, Liquidity Services, Inc., 1920 L Street, NW, Suite 600, Washington, DC 20036, USA, fax: (202) 467-4056 or to such other address as Liquidity Services may notify from time to time.
Outside U.S., Canada & Mexico. Any notice given under this User Agreement with respect to transactions outside the United States, Canada and Mexico will be in writing and in English and will be served by hand delivering it or sending it by prepaid recorded or special delivery post or prepaid international recorded airmail to: Legal Department, GoIndustry DoveBid, Suite 107, First Floor, 1 Alie Street, London E1 8DE, United Kingdom, fax: +44 (0) 20 7098 3795 or to such other address as GoIndustry DoveBid may notify from time to time.
Receipt of Notice. Any such notice will be deemed to have been received:
Provided that if deemed receipt occurs before 9.00am on a Business Day the notice will be deemed to have been received at 9.00am on that day, and if deemed receipt occurs after 5.00pm on a Business Day or on any day that is not a Business Day, the notice will be deemed to have been received at 9.00am on the next Business Day. For the purpose of this clause, "Business Day" means any day which is not a Saturday and Sunday or a public holiday in Washington, DC USA or London, UK (as the case may be) and reference to any time will be to Washington, DC USA or London, UK time (as the case may be).
Severability. If any provision of this User Agreement is held to be invalid, void or for any reason unenforceable, such provision will be struck out and will not affect the validity and enforceability of the remaining provisions.
Assignability. In our sole discretion, we may assign this User Agreement. Users may not assign this User Agreement or their account without our prior written consent.
Waiver. Our failure to exercise or enforce any right or provision of this User Agreement will not be deemed a waiver of such right or provision. Any waiver of any right, provision, term or condition must be in writing, signed by our authorized representative and be effective only for the instance specified in writing.
Amendments. We may amend this User Agreement (including any document incorporated by reference) at any time by posting the amended terms on our Site. Our right to amend the User Agreement includes the right to modify, add to, or remove terms in the User Agreement. Except for Listings (which can be modified at any time), all amended terms will automatically be effective thirty (30) calendar days after they are posted on our Site. This User Agreement may not otherwise be amended except through mutual agreement by you and a Liquidity Services' representative who intends to amend this User Agreement and is duly authorized to agree to such an amendment.
Force Majeure. Neither party to this User Agreement will be liable for any delay or failure to comply with its obligations under this User Agreement if such delay or failure results from circumstances beyond its control. Neither party will be considered in breach of this User Agreement to the extent that any of its respective obligations (excluding payment obligations) are prevented by a force majeure event that arises after the date an obligation is due to be performed. The term "force majeure event" will mean an event beyond the control of either party that prevents one party from complying with any obligations under this User Agreement, including, but not limited to, severe weather, war or hostilities, insurrection, riot or civil unrest, strike or other labor action, environmental contamination or release of radioactive, chemical or biological agent into the atmosphere, epidemic, pandemic, terrorist act(s), cyber-attack, or similar events beyond the reasonable control of a party.
Records The User's Responsibility. We do not guarantee the preservation or maintenance of records relating to any buyer or seller transactions or the Services. We encourage you to keep individual records and an accounting of all activity conducted through our Site.
Independent Contractors. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this User Agreement.
Third Party Rights. A person who is not a party to this User Agreement has no right to enforce any term of this User Agreement. You acknowledge that this includes no rights under the United Kingdom's Contracts (Rights of Third Parties) Act 1999 or otherwise.
Service Provider. You acknowledge that we are entitled to subcontract any of our contractual obligations related to the provision of Services described herein to third parties selected by us, including, without limitation, Associated Auctioneers.
Survival. The following Sections survive any termination of this User Agreement: Content, Liquidated Damages for Failure to Pay, Intellectual Property Rights, Disclaimer of Warranties; Limitation on Liability; Defense and Indemnity, Disputes Among Users and Legal Disputes.
Electronic Signatures in Global and National Commerce Act. Prospective bidders are notified by this statement that you consent to this User Agreement by clicking the electronic link indicating your agreement to be bound to these terms, and you meet the requirements of the Electronic Signatures in Global and National Commerce Act (ESIGN), as amended. You may print this User Agreement, but it is subject to change by us. Changes to this User Agreement will be effective from the time they are placed on our Site, in the User Agreement section of the site, or any other section where they may appear. You will not receive any other notice of a change in this User Agreement outside of the posting of updates to the User Agreement displayed on our website. You are encouraged to read the User Agreement before submitting any bids or otherwise transacting on this site.
It is the policy of Liquidity Services, Inc. and its subsidiaries and affiliates (“LSI” or “we”) to comply with all applicable export control laws. Export control laws restrict certain types of information, technologies and assets that can be transmitted or transferred from one country to another or from individuals in one country to individuals in another country. Except as otherwise defined herein, all defined terms shall have the same meaning as given in our User Terms and Conditions Agreement as posted on our website.
- Your purchased Asset may be subject to export restrictions including, but not limited to, the export control laws of the United States, European Union, or other applicable laws. Your purchased Asset may not be eligible for export to your intended destination, or from the country where the Asset is located to any destination, without prior authorization (e.g., export license) from the applicable government. You accept and expressly assume full responsibility for determining licensing requirements and obtaining license authority for the export or import of any Asset you purchase. Diversion of your purchased Asset contrary to applicable law is prohibited.
- Assets will be subject to the export laws of the country in which Asset is located
- Assets may also be subject to the export laws of other countries, depending on the country of manufacture. For example, Assets manufactured in the U.S. are subject to U.S. laws regardless of the location of the sale.
- All Assets are sold ex works. If you wish to ship Assets to a country other than the location of the Asset at the time of sale (“export”), you or your agent will be the exporter from the country of sale and the importer in the destination country. LSI is not the exporter or importer and will not be identified as the exporter or importer on any shipping or export documentation.
- You hereby expressly assume responsibility for determining licensing requirements and obtaining license authority under all applicable export control laws and regulations. If you are not located within the country where the sale occurs, it may be necessary for you to designate an agent by Power of Attorney within the country to be responsible for the export. You hereby expressly agree to take with reasonable diligence all such actions as may be necessary to affect the release of the Assets to you or your agent. You hereby acknowledge and agree that the sale will be cancelled unilaterally by LSI without prior notice and you will immediately forfeit any and all rights in the purchased Assets, including any monies paid to LSI, if LSI discovers, knows, or has reason to know that you or your agent will violate applicable law.
- For sales of Assets located within the U.S.:
- All sales to persons located outside the United States are structured as “routed export transactions” as defined in 15 C.F.R. § 758.3 and 15 C.F.R. § 30.3. In the event that you export Assets purchased from an LSI marketplace, you will be (a) the U.S. Principal Party in Interest; or (b) if you are not eligible to be the U.S. Principal Party in Interest, you will authorize a U.S. agent to be the “Exporter” in accordance with the Foreign Trade Regulations and the Export Administration Regulations. We will not release an Asset sold to a Buyer outside the United States unless and until all appropriate documentation has been provided to LSI to establish a “routed export transaction”.
- Export controls and sanctions are administered by several U.S. Government agencies including, but not limited to: (a) the Directorate of Defense Trade Controls (“DDTC”) which administers export controls applicable to defense services, defense articles, and related technical data controlled under the International Traffic in Arms Regulations (“ITAR”), 22 C.F.R. Parts 120-130; (b) the Bureau of Industry and Security (“BIS”) which administers export controls applicable to certain defense, commercial, and “dual-use” items, software, and technology under the Export Administration Regulations (“EAR”), 15 C.F.R. Parts 730-774; and (c) the Office of Foreign Assets Control (“OFAC”) which prohibits certain activities relating to sanctioned countries, persons, and activities.
This notice is not intended to be a comprehensive summary of these laws. It is your responsibility to ensure compliance with applicable laws. For more information on your obligations under U.S. export laws, please consult the appropriate U.S. Government agency.
- For sales of Defense Logistics Service (“DLA”) surplus Assets
- If you purchase an Asset classified as DEMIL B or Q you must complete a DLA Form 1822 (“End-Use Certificate” or EUC”). When an EUC is required to complete the transaction, no property will be released or removed until the EUC is complete and the Assets has been cleared for release by DLA. There will be no exceptions or exclusions to this requirement. The edition of the EUC, DLA Form-1822, provided online is the ONLY valid form accepted for this sales event.
- Once it is determined that you are the high bidder, after the sale close date, the following deadlines apply: You will have seven business days from the sale closing date to submit a completed EUC. If revisions to the EUC are necessary, you will have an additional five business days to make revisions and submit an EUC capable of being accepted by LSI or the DLA Office of Criminal Investigations Trade Security Control (“TSC”) Office, whichever will be reviewing the EUC. Buyers who have not submitted an acceptable EUC within 12 business days will have their winning bids voided and liquidated damages assessed equal to the greater of 25% of the winning bid or thirty dollars ($30).
- You are responsible to ensure the EUC is complete, correct and legible. You understand that LSI does not control the amount of time required for approval or the final decision to allow or disallow the release of the property to the individuals completing and filing the EUC
- DLA surplus assets are subject to DEMIL Code changes as imposed by the DLA Disposition Services or the U.S. Government. If an item's DEMIL status changes to “B” or “Q”, you agree to complete a DLA Form-1822 when informed of the change, if requested.
- Sales of DLA Assets for which EUCs have not been approved by TSC within 60 days of submission may be canceled by LSI at our sole discretion.
- All sales of Asssets requiring an EUC must be to a U.S. person.
- LSI and its subsidiaries world-wide comply with U.S. sanctions laws, and the sanctions laws of the countries in which it operates. Under various U.S. sanctions programs, an Asset may not be acquired for, shipped to, transferred (in-country), or re-exported, directly or indirectly, to or for (a) prohibited persons; (b) countries subject to U.S. sanctions; or (c) restricted end-uses such as, but not limited to, weapons of mass destruction, nuclear activities, chemical/biological weapons, or missile projects, unless specifically authorized by the U.S. Government for such purposes. You will comply strictly with all U.S. law, as well any other applicable law such as the law of the country in which the Assets are located, and assume sole responsibility for obtaining appropriate authorizations from the applicable government to export, re-export or transfer as may be required.
- Any Assets manufactured or purchased from locations in the U.S. should be considered “U.S. Origin” Assets. For a full definition of “U.S. Origin”, please refer to the U.S. Bureau of Industry and Security's website. You may not, without prior U.S. Government authorization, export, re-export, or transfer any U.S. Origin Assets, including, goods, software, or technology, either directly or indirectly, to any person who may be restricted by U.S. law, including, but not limited to, those persons identified in the Denied Persons List, Entity List, Unverified List, the U.S. Department of State's Debarred and Nonproliferation Lists, or the Specially Designated Nationals List.
- You agree to cooperate fully with any request from LSI relating to your compliance with this Policy, including, but not limited to, providing copies of shipping records or allowing LSI to inspect original documents upon request.
- Failure to comply with the export and sanctions laws of the U.S. or any other applicable country may result in fines and penalties, up to and including imprisonment and detention, seizure, or forfeiture of the purchased Asset, in addition to delays in the delivery or use of purchased Asset.
GovDeals Marketplace Probationary Period Rules
Our GovDeals marketplace employs a phased entry approach or probationary period for new bidders to place bids and purchase items on our GovDeals marketplace. The reason for these rules is that we have experienced a recurring problem with new bidders placing numerous amounts of bids and winning numerous items, but not following through with the payment and pick up process. To limit the frequency of this situation, new bidders are restricted to the number of items they are allowed to bid on during the first ninety (90) days after they register. The probation policy depends on the number of completed transactions and a time period. A completed transaction is an auction that is won, paid for and picked up. The probationary period is made up of three (3) thirty (30) day periods or levels.
Level One. During the first thirty (30) days of probation a bidder may only have three (3) transactions open at any one time. As soon as a transaction is completed another transaction may be opened. At the end of the first thirty day period if a bidder has a minimum of three (3) completed transactions, they will be moved to Level Two.
Level Two. During the second thirty (30) days of probation a bidder may only have six (6) transactions open at any one time. As soon as a transaction is completed another transaction may be opened. At the end of the second thirty day period if a bidder has a minimum of six (6) completed transactions, they will be moved to Level Three.
Level Three. During the third thirty (30) days of probation a bidder may only have nine (9) transactions open at any one time. As soon as a transaction is completed another transaction may be opened. At the end of the thirty day period if a bidder has a minimum of nine (9) completed transactions, they will be removed from probation and will be allowed to bid freely.
To move to the next level both number of completed transactions and time must be met. If the bidder does not want to be restricted to the amount of items they are allowed to purchase during the probationary period, the bidder may send GovDeals a $1,000 refundable deposit and the restriction will be removed from the bidder's account upon receipt of the deposit. The deposit must be made to GovDeals, Inc. in the form of a Certified Cashier's Check or U.S. Postal Money Order. Once the bidder has completed nine (9) transactions, GovDeals will return the bidder's deposit.
All bidders are continuously monitored based on the number of transactions they have open at any given time.
If it is discovered that the bidder is opening multiple accounts in order to circumvent the probationary period, all of the bidder's accounts will be locked and the bidder will be barred from future use of the GovDeals online auction website.
If the bidder does not pay for and pick up the items won within the stated time frame, the bidder will be assessed liquidated damages equal to 40% of the successful bid price thereon and, at our discretion, be subject to suspension or de-activation of the bidder's account, which will prevent the bidder from using the GovDeals and other Liquidity Services marketplace on-line auction services in the future. These conditions may be listed in the item's description or linked to from the asset to the terms and conditions. This paragraph notwithstanding, the bidders are not obligated to complete a transaction that is in violation of this Agreement or is otherwise unlawful.
LIST OF LEGAL ENTITIES
Corresponding LSI entity with which you are contracting
Capitol Commerce Center
100 Capitol Commerce Blvd
Montgomery, AL 36117
LSI Liquidity Services Canada, Ltd. d/b/a GovDeals
Liquidity Services Capital Assets Americas LLC
See the following link for current addresses:
Liquidity Services UK Ltd
Liquidity Services Global Solutions Pty. Ltd.
GoIndustry (Canada) Ltd.
GoIndustry-DoveBid (Shanghai) Co. Limited
Liquidity Services France SAS
Ireland – ASSOCIATED AUCTIONEER
McKay and Associates
GoIndustry DovBid Japan K.K.
GoIndustry DoveBid (Malaysia) Sdn. Bhd.
GoIndustry-DoveBid Mexico SA de CV
GoIndustry-DoveBid Philippines, Inc.
GoIndustry DoveBid Valuations (S) Pte. Ltd.
South Africa –ASSOCIATED AUCTIONEER
GoIndustry DoveBid S.A. (Pty) Limited
GoIndustry DoveBid S.L.
Government Liquidation – Scrap Material
DOD Surplus, LLC
15051 N. Kierland Blvd.
Scottsdale, AZ 85254
Government Liquidation – useable surplus materials
Surplus Acquisition Venture, LLC
Asset Recovery Division, LLC – if goods sold by LSI
LSI Commercial Services, LLC – if goods sold on consignment
1920 L Street, NW
Washington, DC 20036
Liquidiation.com – U.S.
Asset Recovery Division, LLC – if goods sold by LSI
LSI Commercial Services, LLC – if goods sold on consignment
Liquidation.com – Canada
LSI Liquidity Services Canada, Ltd.
Network International, Inc.
3555 Timmons Lane
Houston, TX 77027
LIST OF PROHIBITED ASSETS
- Products subject to recall;
- Products produced, manufactured or packaged by forced prison labor or child labor;
- Pornography in any form of media;
- Alcoholic beverages, cigars, cigarettes or tobacco products;
- Live animals or taxidermy;
- Grave or other funeral-related items;
- Charity fundraising activities;
- Used cosmetics;
- Credit or debit cards;
- Gift cards;
- Illegal and prescription drugs, illegal drug paraphernalia, and materials describing how to make illegal drugs;
- Embargoed Assets from prohibited countries currently listed by the U.S. Office of Foreign Assets Control;
- Government documents, government identifications, and government licenses;
- Human parts or human remains;
- Surveillance equipment (including but not limited to lock picking devices, wiretapping devices, telephone bugging devices);
- Event tickets;
- Lottery tickets;
- Mailing lists and personal consumer information;
- Manufacturer's coupons;
- Federal or state regulated medical devices;
- Plants (including live plants and seeds);
- Firewood or lumber (not including artificial or manufactured firelogs);
- Postage meters or stamps;
- Real estate;
- Stocks and other securities;
- Travel services;
- Products containing ingredients that are regulated by the U.S. Drug Enforcement Administration as a controlled substance or listed chemical;
- Textile fiber, fur or wool products misbranded or falsely or deceptively labelled or advertised under the Textile Fiber Products Identification Act, the Fur Protection Labelling Act, the Wool Products Labelling Act and the rules and regulations promulgated under such Acts; or
- Illegal products, illegal services, stolen or recalled products.
INSTRUCTIONS ON HOW TO CONTACT LSI'S COPYRIGHT AGENT
Copyright & Intellectual Property Policy. We respect the intellectual property of others, and we expect our users to do the same. We respond to notices of alleged copyright or other intellectual property infringement. If you believe that your copyrights or other intellectual property rights have been infringed by postings of others through the Site, you should contact our Copyright Agent. Provide our Copyright Agent with the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Site;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
LSI's designated agent to receive notifications of claimed infringement can be reached by:
Copyright Agent – Legal Department
Liquidity Services, Inc.
1920 L Street, NW, Sixth Floor
Washington, DC 20036
For additional information regarding this procedure, please reference 17 USC 512.
SPECIAL RULES FOR GOVERNMENT LIQUIDATION
Surplus Acquisition Venture, LLC (“SAV”), and DOD Surplus, LLC (“DS”) are companies established by Liquidity Services, Inc. to administer the sale of Useable Surplus (as defined below) by SAV and Scrap Material (as defined below) by DS for the U.S. Defense Logistics Agency (“DLA”) Disposition Services, other agencies of the U.S. Government and their contractors (collectively, the “U.S. Government”) and other persons, organizations or agencies selling Assets consistent with our DLA Disposition Services offerings (“Sellers”). Government Liquidation and Uncle Sam's Retail Outlet (collectively, “GL”) are the marketplaces from which we sell all Assets and is the name you will encounter most often in communications, on our web site, and in direct dealings with our employees. Contracts, invoices and some other correspondence may be sent in the name of SAV, GL or DS. We have two companies simply because we are required to do so under our sales contracts with the DLA Disposition Services. We refer to Surplus Acquisition Venture, LLC, and DOD Surplus, LLC both as GL.
These Special Rules for Government Liquidation supplement the User Agreement solely with respect to sales on a GL marketplace on the Site. In the event of a conflict between the User Agreement and these Special Rules for Government Liquidation, these special rules will have priority.
Definitions Specific to Government Liquidation. The following are definitions specific to GL transactions:
A “Term Contract” is an agreement between GL and a buyer in which GL will deliver specific Assets to a buyer at a specific location or locations for a specific period of time, not less than one hundred eighty (180) calendar days (six months). Term Contracts are governed by specific terms and conditions that are in addition to the User Agreement. Buyers are billed on Term Contracts based on deliveries made by GL.
A “Spot Sale” is an Agreement between GL and a buyer in which GL will deliver specific Assets to a buyer at a specific location or locations for a specific period of time, not more than one hundred seventy nine (179) calendar days (one day short of six months). Buyers are invoiced for the entire bid amount, buyer's premium and any applicable taxes at the time they are notified of their high bid. Any adjustment based on actual deliveries made to the buyer will be made after all Assets have been removed by the buyer
“Useable Surplus” is an Asset sold for its originally intended purpose, or a reasonable alternative purpose, which may require substantial repair, refurbishment or replacement of parts or components, or modification, but is nonetheless sold for some purpose other than the value of its material.
“Scrap Materials” are Assets sold for their material content value, and for which it is not intended that the Assets or any of its parts or components be used for their originally intended purpose. Scrap Material can be identified by the grey recycling symbol () as outlined under the Government Liquidation Event Calendar legend. The Listing is also another way to identify Scrap Materials. Most Scrap Materials are sold with a requirement that it be mutilated beyond any ability to reconstitute it for its originally intended purpose. Most Scrap Material is sold by weight; however, some Scrap Material is sold by unit. Where mutilation of the Scrap Material is not required, the Scrap Material may be sold by units rather than by weight. Some Assets sold with a unit quantity may still require mutilation. The absence of a requirement to mutilate should not be construed as an implication by us that the Assets are fit for their originally intended purpose or should be purchased with a useable purpose in mind.
Special Eligibility Requirements.
If you are a registered user and desire to use our GL marketplace, you must:
- Be capable of receiving a Trade Security Control (“TSC”) clearance to buy any Assets that require such a clearance; and
- Agree to abide by any existing access, security, conduct, environmental, health, and safety regulations at any military installation from which you pick up Assets or at which you wish to inspect Assets prior to placing a bid or order.
Special Rules for Payment for Assets.
SCRAP DEMIL B AND Q PROPERTY SOLD IN SCRAP SALES, UNLESS BEING OFFERED UNDER A TERM CONTRACT SALE, WILL BE INVOICED IMMEDIATELY UPON THE DETERMINATION OF A WINNING BUYER FOR THE ENTIRE AMOUNT DUE, AND MUST BE PAID WITHIN THREE (3) BUSINESS DAYS OF NOTICE OF AMOUNT DUE. Credit cards submitted online will automatically be charged the full amount of your purchase (including buyer's premium and taxes) the next business day after the sale closes, unless the total amount due exceeds $10,000, unless otherwise noted on our Site, and unless you contact us prior to the close of the sale to specify alternative payment arrangements. No charges will be made to the credit card until the sales event has been closed and a Winning Buyer has been determined.
Unless otherwise indicated in another written agreement with GL, all payments must be received within three (3) business days of the date of the invoice. For purposes of calculating time, the date of the invoice will not be counted as the first day.
In the event you fail to pay the entire purchase price within the time set forth by us or fail to comply with any of this User Agreement, we will assess as liquidated damages the greater of 25% of the winning bid or thirty (30) dollars. Note: Refunds will not be issued for amounts less than $2.50 nor will invoices be issued for sums less than $2.50.
We reserve the right to require an earnest money deposit prior to or during bidding on certain Listings at our sole discretion. We will notify potential bidders via language on the Listing details page of any earnest money deposits required prior to bidding. Deposits from Winning Buyers will be retained and applied to (1) any past due balances owed by the customer or (2) the pending invoice, in that order. Deposits from non-winning bidders will be returned. For term contract sales, the earnest money deposit will be 25% of the high bid amount unless the Winning Buyer has previously successfully performed a term contract with GL, in which case the earnest money deposit requirement will be 10% of the high bid amount.
Restricted Parties. You represent that you and the business for which you are acting as an agent are not an excluded party listed on the System for Award Management (SAM), that is maintained at www.sam.gov, or any successor website to www.sam.gov, and that if it is discovered that you were an excluded party at the time you bid, any sale resulting from your bid is void, and you are liable to LSI for damages resulting from your misrepresentation.
Your purchased commodity may be subject to United States export control laws. Diversion of such materials contrary to United States law is prohibited. A commodity subject to U.S. export control laws may not be acquired for, shipped to, transferred (in-country), or re-exported, directly or indirectly to, prohibited entities or persons, or sanctioned or embargoed countries or their nationals, nor may it be used in support of restricted end-uses such as, but not limited to, nuclear activities, chemical biological weapons, or missile projects, unless specifically authorized by the United States Government for such purposes. You will comply strictly with all United States export laws and assume sole responsibility for obtaining appropriate export authorizations to export, re-export or transfer as may be required.
You may not, without prior U.S. Government authorization, export, re-export, or transfer any goods, software, or technology, either directly or indirectly, to any person, or entity named in the following, but not limited to, U.S. Department of Commerce Denied Persons, Entities and Unverified Lists, the U.S. Department of State's Debarred and Nonproliferation Lists, the U.S. Department of Treasury's lists of Specially Designated Nationals, Specially Designated Narcotics Traffickers, or Specially Designated Terrorists, or Executive Order 13315. Export controls are administered by several U.S. Government agencies including, but not limited to: the U.S. Department of State Directorate of Defense Trade Controls (“DDTC”) which administers export control of defense articles controlled under the International Traffic in Arms Regulations (“ITAR”) 22 C.F.R. 120-130; the U.S. Department of Commerce Bureau of Industry and Security (“BIS”) which administers export control of so-called “dual-use” technology exports controlled under the Export Administration Regulations (EAR) 15 C.F.R. 730-774; and the U.S. Department of the Treasury Office of Foreign Assets Control (“OFAC”) which administers exports to embargoed countries and designated entities.
This notice is not intended to be a comprehensive summary of the export laws. It is your responsibility to ensure compliance with applicable laws. For more information on your obligations under U.S. export laws, please consult:
- U.S. Department of Commerce, Bureau of Industry and Security (BIS)
- U.S. Department of State, Directorate of Defense Trade Controls (DDTC)
- U.S. Department of Treasury, Office of Foreign Assets Control (OFAC)
We do not sell or assist sellers in the sale of Assets to persons from the countries that are prohibited from receiving transfers of military equipment or technology. Please check with the appropriate government agency for a current list of prohibited countries. Buyers are advised that purchasing from us and then reselling or attempting to export to these countries is prohibited. The list of prohibited countries is subject to change at the discretion of the U.S. Government.
You must obtain proper export authorizations, as may be required, prior to our transfer of title and release of goods. You are encouraged to seek expert legal advice regarding export licensing. We may assist buyers by providing information related to applying for an export authorization, including information, for the purpose of completing required export license applications, US PPI information, or other forms.
NOTE: Export license applications for the export of horses by sea for the purposes of slaughter will be denied.
End-Use Certificates (EUC).
GOVERNMENT LIQUIDATION WILL NOT SELL ANY DEMIL B OR Q PROPERTY WITHOUT AN APPROVED END-USE CERTIFICATE (“EUC”). When an EUC is required to complete the transaction, no Assets will be released or removed until all certificates are filed and the Asset has been cleared for release. Where an EUC is required, the Asset will only be sold to U.S. persons. There will be no exceptions or exclusions to this requirement. The edition of the EUC, DLA Form-1822, provided online is the ONLY valid form accepted for this sales event. Once it is determined that you are the Winning Buyer, after the sale close date, the following deadlines apply: You will have seven (7) business days from the sale closing date to submit a completed EUC. If revisions to the EUC are necessary, you will have an additional five business days to make revisions and submit an EUC capable of being accepted by GL or the DLA Office of Criminal Investigations Trade Security Control (“TSC”) Office, whichever will be reviewing the EUC. Buyers who have not submitted an acceptable EUC (DLA Form-1822) within twelve (12) business days will have their winning bids voided and liquidated damages assessed equal to the greater of 25% of the winning bid or thirty dollars ($30).
The requirement that the EUC be complete, correct and legible is your obligation. We do not control the amount of time required for approval or the final decision to allow or disallow the release of the Asset to the individuals completing and filing the EUC.
Prospective buyers of Assets originating from the DLA Disposition Services or the U.S. Government are notified that Assets sold are subject to Demil Code changes as imposed by the DLA Disposition Services or the U.S. Government. If an Asset's Demil status changes to “B” or “Q”, you agree to complete a DLA Form-1822 when informed of the change, and if requested by the U.S. Government. Buyers will be notified in writing, with an explanation of the Listing and Asset in question, and a copy of the End-Use Certificate will be provided for completion. This becomes a condition of sale.
Sales of DLA Disposition Services origin Assets for which EUCs have not been approved by TSC within 60 days of submission will be canceled by GL at our sole discretion without liquidated damages to the buyer.
Special Rules Pertaining to Assets Auctioned or Sold on GL marketplace.
The information and descriptions found in the advertising materials for specific auctions or sales events are not guaranteed. We neither assume responsibility nor make any warranty regarding the sale's contents. Condition codes, National Stock Numbers (NSN), Local Stock Numbers (LSN), National Item Identification Numbers (NIIN), and Scrap Condition List (SCL) codes are provided as received from the DLA Disposition Services as assistance to our buyers. We do not guarantee the accuracy of this information. It is your responsibility to verify an Asset's information and description, including, but not limited to, product condition, estimated weight, count, measure or other factors that determine the bid price. Information provided by us is not guaranteed and should not be considered as a substitute for your due diligence and physical inspection of the Asset.
Special Rules for Bidding on and Paying for Scrap Materials.
Assets offered for sale as Scrap Material or “scrap” require mutilation or demilitarization as a condition of sale. These Assets must be totally destroyed prior to re-sale or export and must be rendered useless beyond the possibility of restoration within thirty (30) calendar days of the removal of the Asset from the location of the sale, unless otherwise agreed to in writing by an authorized GL representative. IF MUTILATION OR OTHER DESTRUCTIVE SCRAPPING IS NOT REQUIRED, IT WILL BE ANNOUNCED IN THE LISTING AT THE TIME OF THE OFFERING. GL must witness the mutilation of any Scrap Material requiring mutilation that has not been mutilated prior to sale. You agree to allow GL personnel access to your facility to witness such mutilation as is required. Mutilation may be accomplished at the local DLA Disposition Services site (where an Asset is located) prior to removal if permitted by the DLA Disposition Services - Battle Creek, MI, or at the buyer's facility. The DLA Disposition Services or its designated U.S. Government representatives may accompany GL in witnessing the mutilation of the Asset, and you agree to allow such people to witness the mutilation of the Asset. GL personnel, in their sole discretion, will determine whether or not mutilation has been accomplished.
Unless a Listing expressly states that scrapping is not required, your act of bidding for Scrap Materials on our Site will constitute an acknowledgement of your responsibility to perform destructive mutilation and demilitarization of any Assets purchased by you.
SCRAP MATERIALS ARE SOLD BY COMMODITY, AND WE RESERVE THE RIGHT TO REMOVE ASSETS FROM ANY SCRAP MATERIAL ACCUMULATION THAT ARE OUTSIDE OF THE SCOPE OF THE COMMODITY ADVERTISED FOR IN THE AUCTION OR SALES EVENT. For example, if an accumulation of Scrap Material contains both ferrous and non-ferrous material, but the Listing is described as 50,000 lbs. of heavy unprepared iron and steel, you will not be permitted to remove as part of the Listing, aluminum or copper, which was located in the same scrap accumulation at the time you inspected the Assets.
Bidding on Scrap Materials is based on price. However, when the lot is advertised with a weight quantity, the actual amount due will be determined based on the actual weight removed multiplied by a unit price per pound. This price per pound will be calculated by taking the total price bid divided by the estimated weight of the Asset. There will be no adjustments made for weight variances between the estimated weight and the actual weight that result in a discrepancy equaling a refund or supplemental invoice of two hundred fifty dollars ($250) or less. Variances that exceed two hundred fifty dollars ($250) will be adjusted for the full amount of the variance.
No allowance for pallets, spools, drums or any other materials included in or with the material (sometimes referred to as “dunnage”) loaded out will be permitted in calculating the total weight of the Scrap Materials purchased.
When our representatives are unavailable to weigh out your truck, weight tickets from a licensed or certified third-party public scale will be required for all scrap sales. Failure to provide weight tickets will result in pricing at 2.5 times the maximum legal load capacity of the container used to remove the Asset. Estimated amounts will be adjusted upon the receipt of weight tickets from a third-party licensed or certified public scale. Falsification of weight tickets will result in your immediate banning from future bidding, and referral to appropriate law enforcement authorities.
SCRAP DEMIL B AND Q PROPERTY SOLD IN SCRAP SALES, UNLESS BEING OFFERED UNDER A TERM CONTRACT SALE, WILL BE INVOICED IMMEDIATELY UPON THE DETERMINATION OF A WINNING BUYER FOR THE ENTIRE AMOUNT DUE, AND MUST BE PAID WITHIN THREE (3) DAYS OF NOTICE OF AMOUNT DUE. Credit cards submitted online will automatically be charged the full amount of your purchase (including buyer's premium and taxes) the next business day after the sale closes, unless the total amount due is equal to or more than $10,000, unless otherwise noted on our Site, and unless you contact us prior to the close of the sale to specify alternative payment arrangements. No charges will be made to the credit card until the sales event has been closed and a Winning Buyer has been determined.
Demilitarization as a Condition of Sale Assets.
Demilitarization as a Condition of Sale (“DCS”) Assets are Assets that must be demilitarized pursuant to applicable Department of Defense regulations before title to the residue can pass to the buyer. We will advise you of the demilitarization procedures for DCS Assets offered for sale on our Site. Demilitarization will be effected by melting, popping, crushing, deforming, or otherwise mutilating the Asset so as to completely destroy its military purposes. The use of precision torch fixtures, saws, tools of any kind to minimize mutilation or demilitarization is forbidden. Buyers of DCS Assets are subject to surveillance and verification by the Department of Defense. Failure to perform the required demilitarization within 30 days of Asset removal may result in the buyer being referred to the Defense Logistics Agency (“DLA”) Office of Criminal Investigations (“DCIA”) or other appropriate enforcement authorities, as well as the suspension of bidding privileges with us. You represent that only U.S. persons (U.S. citizens or legal permanent residents) will perform or have access to the demilitarization procedures communicated by GL.
You agree that you are not purchasing any shell cases for military use. You agree that you will not, directly or indirectly, use or dispose of in any fashion the Assets for military use. You agree that you will include this clause in its entirety in any later sale or transfer of title, or possession by you or your successor in title or interest. You agree that the Assets will not be exported for military use and, if exported for any reason, a full disclosure of their origin by reference to our Listing will be made to the appropriate export licensing department or agency. Any Assets you plan to export must be completely destroyed prior to exportation.
Demil Code Changes – Return of Restricted Property.
In the event that DLA Disposition Services changes a Demil Code for an Asset or determines that Assets offered for sale by GL may not be sold, or must be sold with additional restrictions, GL may withdraw such Assets from sale or place additional restrictions on the sale at any time prior to the removal of the Assets by the buyer. The buyer will be limited in remedy to a refund of the purchase price and cancellation of the sale.
Assets sold by us, which are changed to a Demil Code status of other than B or Q from Demil Codes A, B or Q, or are otherwise determined to be restricted by DLA Disposition Services or the U.S. Government, must be returned by you to the nearest DLA Disposition Services facility or other U.S. Government facility (if not originating from DLA), and you will be reimbursed for the purchase price and any documented transportation costs incurred by you. If you have already transferred the Assets to another party, you agree to provide the name and contact information of that party to the Department of Defense or other federal government agency charged with the investigation of the transfer or recovery of the Assets. Your failure to cooperate in returning these Assets, providing contact information of transferees or completing and submitting EUCs upon any Demil Code change may constitute grounds for suspension of your account and prohibition from bidding in future GL or U.S. Government sales, and we reserve the right to suspend your participation without providing you any additional notice or warning.
In the event that a buyer is requested to return Assets subsequently determined by the DLA Disposition Services or the U.S. Government to be restricted, buyer understands that any certification to GL regarding what has been returned will be forwarded to the U.S. Government and be the basis for determining any refund due the buyer. If you falsely claim a refund for Assets you have not returned to DLA Disposition Services or the U.S. Government, you may be liable under the False Claims Act, 18 U.S.C. 287. Included with the request to return Assets, you will receive contact information for our designated carrier, who will be responsible for returning the Assets to the U.S. Government at no cost to the buyer.
You agree to cooperate with DLA Disposition Services and the U.S. Government in the recovery of Assets that were sold to you, which is later determined to have been restricted, and understand that if you fail to do so you will be deemed by the DLA Disposition Services or the U.S. Government to be “uncooperative” and may be denied access to future sales events at the discretion of the DLA Disposition Services or the U.S. Government.
Hazardous Components or Constituents.
According to the terms of our contract with the DLA Disposition Services, GL sells only useable electronic devices, including reparable devices. GL makes no warranties or representations regarding the electronic devices it sells, and strongly encourages bidders to personally inspect Assets prior to bidding. Any device which is damaged in transit or is found to be cracked, shattered or broken may subject the buyer to regulations pertaining to the handling, storage, transportation, re-sale or disposal of electronic waste. Buyers are encouraged to check with their local and state department of environmental services to determine what regulations, if any, might apply under these circumstances.
DLA Disposition Services cautions that certain Assets may have components, parts, constituents or ingredients that may be corrosive, reactive, ignitable or exhibit other hazardous or toxic properties. You are cautioned to use and ultimately dispose of any hazardous components or constituents according to all applicable laws and regulations in a manner safe for the public and the environment.
Certain Assets or components of Assets may contain residual chemicals, friable asbestos, petroleum products and ozone depleting substances or other hazards. You acknowledge and agree that we are not responsible for providing documentation or certification regarding the identification or status of these substances. Certain Assets have design features that may be hazardous if warning labels are not heeded.
Specific Disclosure Relating to Sunray Gas Ranges.
ADDITIONAL CAUTIONS REGARDING PROPERTY: With regard to the “Sunray” brand gas range, 30 size, Model No. 26JAOOX13, NSN 7310-01-046- 2869, and electric range, 30 size, Model No. STC-26, NSN 7310-00-823-7386, manufactured by Glenwood Range Co., Delaware, OH, the following information is provided to prospective buyers. “While the oven is in operation and for a short period of time after the unit is shut off, the surface temperature of the oven door becomes excessively hot which may cause burns to anyone touching the door.”
Medical and Dental Assets.
If you buy medical and dental Assets from us, you must complete the online Food and Drug Administration (FDA) form before the Assets will be released. Submittal of this form is a one-time requirement and will remain valid for all future purchases. You must complete either section A or section B of the form (whichever applies). It is your responsibility to provide an updated FDA Certificate in the event of a status change (from "A" to "B" or "B" to "A"). The FDA form may be completed prior to bidding or after the sale is closed and notification is sent to you informing you of your successful bid on the Asset. Payment will not be accepted nor will any medical or dental Assets be released without the form. We decide what constitutes "medical" or "dental" Assets. It is your responsibility to complete and submit the form. In the event the FDA form is not completed within the specified period of time (stated for the sale), we reserve the right to withdraw the objects from the sale and dispose of them at our discretion. Should this occur, we will assess as liquidated damages the greater amount of 25% of the winning bid, or $30. GL does not review the form to ensure it is completed correctly, and our acceptance of the form does not guarantee that the completed form will be considered acceptable by the FDA. If you have questions about how the form should be completed, you should seek legal counsel.
Transfer of Title – Assets Other Than Vehicles and Vessels.
Unless Assets are sold with a requirement for demilitarization or other destructive mutilation, title will transfer to you upon removal of the Assets from the military installation or other location. Assets that are paid for, but not removed within a timely manner, as defined by the removal instructions provided, will be considered abandoned, and we will resell the Assets. We will retain as liquidated damages monies paid by you for Assets that are subsequently abandoned for failure to remove in a timely manner. Title to DCS Assets or Assets that require some other form of destructive mutilation will not pass to you until the demilitarization or destructive mutilation has been completed and evidence of completion has been provided to us. Under no circumstances will title to any Assets pass to the buyer until payment in full has been made to GL.
Transfer of Title – Vehicles.
GL will supply a SF97 to buyers under the following conditions: The vehicle must have been sold in a Useable Surplus sale (Sale No. is less than 6000). GL will not issue SF97s for vehicles sold in Scrap material sales. There is a processing fee of $60 for each SF97 requested. Customers requiring a Florida state certificate of title or duplicate state certificate of title will be charged $77.75. GL will determine whether your state requires a state certificate of title or a SF97. Customer must verify the following pertinent information required to complete a SF97:
- Trailers – VIN#, Year, Make, Model, Body Style, and Weight
- Vehicles – VIN#, Year, Make, Model, Body Style, Weight, MILEAGE, Number of engine cylinders and Fuel type
(Any missing information will delay our processing of your request)
Complete the electronic Request for SF97 form found in the “Forms” section of the GL portion of the Site (must be logged in to access this section). You are solely responsible for researching state requirements for titling and registration in your state and determining if the documentation provided by us will be accepted by your state or local department of motor vehicles.
We are not responsible for, nor liable for, any unauthorized use or operation of vehicles sold by us, for vehicles that are not legally registered with the state in which they are intended to be operated in, or for obtaining insurance and insuring vehicles that have been sold prior to any operation of the vehicle.
You are solely responsible for obtaining any necessary state or local permits allowing you to move any vehicle from the location of the sale. You agree to defend, indemnify and hold us harmless for your failure to comply with the provisions of this section. Vehicles described as “residue” will be provided SF-97s and will not be issued any title documents.
Any inspections required in order to complete a title application must be done at your expense and under your supervision. Check with your state regarding the requirements for applying for title prior to placing a bid.
Where an original SF97 was provided to the buyer for a conveyance sold by GL, requests for duplicate SF97s will be considered by GL; however, GL has no obligation to provide duplicate documentation, and cannot guarantee that duplicate documentation will be made available. Where an original SF97 is provided to the customer for a conveyance sold by GL, at the time of transfer GL will assign the SF97 to customer via a Letter of Re-assignment.
Purchasers of NSN 2320010502084 please note: CHANGE OPERATING PROCEDURE BEFORE USE. APPLICATION OF ANTI-LOCK BRAKING SYSTEM (ABS) IS REQUIRED. FOR FURTHER INFORMATION ON ABS CONTACT JAMES D. CURTIS, 586-574-6484.
Transfer of Title to Vessels.
Title to vessels will be passed via our invoice. In the event that you desire additional documentation, such as a vessel bill of sale, we will provide it to you at a cost of $25.00 per vessel.
We do not warrant that the ownership documents provided by us will meet any state's requirements for titling vessels, and encourage you to research the title documentation requirements in your state to determine whether or not our procedure will meet its documentation needs.
Requests for documents on vessels sold more than one year prior to the date of the request will not be honored.
Buyers of “mil-spec” vessels must apply for a quasi title from the Naval Surface Warfare Center, Carderock Division, Combatant Craft Department, by completing a Request for Certificate of Build and Quasi Title to Vessel.
The cost for a quasi title is $75.00. The form is available on the “Forms” section of “My Account” on the GL marketplace portion of the Site.
When operated in California, any off-road diesel vehicle may be subject to the California Air Resources Board In-Use Off-Road Diesel Vehicle Regulation. It therefore could be subject to retrofit or accelerated turnover requirements to reduce emissions of air pollutants. For more information, please visit the California Air Resources Board website at www.arb.ca.gov/msprog/ordiesel/ordiesel.htm
Last Revised: August 19, 2015