THIS TERMS OF SERVICE AGREEMENT ("Agreement") is a legally binding contract between you, your business, your agents, and your representatives (collectively referred to as, "You"), and J. Moore Auctioneers, LLC, a New Hampshire limited liability company with a mailing address of P.O. Box 981, Portsmouth, NH 03802 ("Auctioneer"). You shall mean a party selling an automobile ("Seller"), a party bidding on an automobile and a party buying an automobile (collectively, "Buyer"), and any person accessing and using the auction sale services provided by AutoAuctioneer.com.
This Agreement governs Your access and use of the services provided by Auctioneer at AutoAuctioneer.com. By accessing and using any of the services at AutoAuctioneer.com You hereby agree that the terms and conditions of this Agreement, as amended, are in full force and effect at all times from the date this Agreement, as amended, is posted on AutoAuctioneer.com. READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE SIGNING OR CLICKING "I AGREE". BY SIGNING OR CLICKING ON "I AGREE" YOU ARE AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT AND YOU REPRESENT THAT YOU HAVE AUTHORITY TO ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT ON BEHALF OF THE BUSINESS ASSOCIATED WITH YOUR USERNAME IDENTIFICATION AND PASSWORD.
Auctioneer's Limited Role.
Auctioneer, via AutoAuctioneer.com, provides limited facilitation to dealer-to-dealer automobile auctions. Auctioneer does not take or hold title, at any time, to any automobile listed for sale on AutoAuctioneer.com. Auctioneer is neither a Buyer, nor a Seller of any automobile listed for sale on AutoAuctioneer.com, and Auctioneer is neither an agent, express or implied, of Buyer, nor an agent, express or implied, of Seller to any automobile listed for sale on AutoAuctioneer.com. Auctioneer does not and shall not collect the purchase price of any automobile, or otherwise facilitate the exchange of funds of any kind between Buyer and Seller of any automobile purchased on AutoAuctioneer.com. Auctioneer and AutoAuctioneer.com does not hold, store, or save Your electronic payment information and Your electronic payment information. Auctioneer does not perform or arrange for the pick-up or transportation of any automobile. Auctioneer is not a party to the automobile sale contract between Buyer and Seller. Instead, Auctioneer, via AutoAuctioneer.com, provides limited services to facilitate automobile auction sales between Buyers and Sellers of which sales shall be fully consummated at a location, date, and time that are determined by Buyer and Seller after Buyer wins an auction at AutoAuctioneer.com. The terms of payment regarding the purchase price of the automobile shall be determined only between Buyer and Seller. Auctioneer does not bear responsibility nor liability related to, or arising out of the consummation of the transaction between Buyer and Seller.
As a sophisticated commercial party, You are responsible for Your own due diligence regarding the condition and value of any given automobile before posting a bid at AutoAuctioneer.com. Buyer or Seller are the only parties responsible for consummating the auction sale. You understand and hereby agree that Auctioneer shall not hold funds, serve as escrow agent, receive funds (other than Buyer Fee, as set forth below), or deliver funds in connection with any auction on AutoAuctioneer.com. You agree that any legal claims arising out of an auction and/or transaction on AutoAuctioneer.com shall be only between You and the other party (either Buyer or Seller) in the transaction, and not against Auctioneer, and/or Auctioneer's agents, representatives, and assigns. You agree to pay all costs including, without limitation, reasonable attorney's fees, court costs and other expenses reasonably incurred by Auctioneer related to or arising out of the terms and conditions of this Agreement.
Eligibility. Only licensed dealerships are eligible to post, sell, bid on, buy and otherwise participate in the auction of automobiles on AutoAuctioneer.com. By accessing and using AutoAuctioneer.com, You represent and warrant that you are a licensed retail and/or wholesale automobile dealer and/or a business that is otherwise legally eligible to purchase or sell automobiles at retail and wholesale automobiles auctions. A state issued dealer's license and federal tax identification number are among the documents that you may be required to produce to register for and use the services on AutoAuctioneer.com . You agree that these terms and conditions of this Agreement shall apply to all transactions conducted by You on AutoAuctioneer.com. Auctioneer reserves the right to assess penalties, suspend, and/or refuse Your access to AutoAuctioneer.com. Auctioneer reserves the right to refuse Your access any of its services to anyone who breaches the terms and conditions of this Agreement.
Registration. To access and use the services on AutoAuctioneer.com, You must complete AutoAuctioneer.com's online registration process. Upon receipt and approval of Your registration documents, You and Your designated authorized users ("Authorized Users") will be issued unique user names and passwords to access AutoAuctioneer.com's services. You are solely responsible for all actions, omissions, and/or failure to act on behalf of Your Authorized Users. You represent and warrant that all information You provide to AutoAuctioneer.com is complete and accurate. You hereby agree that You shall notify AutoAuctioneer.com, via electronic submission, of any changes to the information You provided. You hereby authorize Auctioneer to share the information You provide (including, without limitation, financial information) with Auctioneer's affiliates as needed to provide You with the services. You agree not to give any person access to AutoAuctioneer.com and its services other than You and Your Authorized Users. Further, You represent and warrant to Auctioneer that: (a) You and Your Authorized Users are in compliance with and shall comply with all laws and regulations that apply to Your business; and (b) You and Your Authorized Users have secured and will maintain all permits, licenses and governmental approvals required to operate Your business. Auctioneer reserves the right to temporarily suspend or permanently terminate Your access rights and/or the access rights of any of Your Authorized Users at any time, for any reason, without notice.
You agree that You will use AutoAuctioneer.com and its services solely for Your internal business purposes and will not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the services available on AutoAuctioneer.com to any third party, other than to Your Authorized Users or as otherwise contemplated by these Terms of Service; (ii) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (iii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material that violates third party privacy rights; (iv) send or store malicious code, viruses, worms, Trojans, software that bypasses normal authentication mechanisms or exploits or attacks software security or any software or data designed to disable, modify or damage AutoAuctioneer.com or any portion thereof; (v) interfere with or disrupt the integrity or performance of the services or the data contained therein; or (vi) attempt to gain unauthorized access to the services or its related systems or networks.
You further agree that You will not (i) modify, copy or create derivative works based on the Services; (ii) frame or mirror any content forming part of the Services; (iii) reverse engineer or decompile the services; (iv) access the services in order to (A) build a competitive product or service, or (B) copy any ideas, features, functions or graphics of the services; or (v) permit or authorize any third party to do any of the above.
Sharing Customer Names and Passwords. Sharing or lending your Customer name or password is strictly prohibited. You are responsible for maintaining the confidentiality and security of the usernames and passwords issued to you and your Authorized Users. You will be responsible and liable for all acts, omissions, failure to act, and/or transactions conducted with the Customer name and passwords issued to you or any of your Authorized Users. You will immediately notify Auctioneer in writing of any unauthorized use of a Customer name or password.
Amendments to Terms and Conditions. Auctioneer may, in its sole and absolute discretion, amend these terms and conditions at any time. Any amendment to the terms and conditions will be effective as of the date indicated. The continued access and use of the Services by you or any of your Authorized Users will constitute your full acceptance of the amended terms and conditions.
Buyer Fee. In consideration of accessing, utilizing, bidding, and winning on any given automobile, Buyer agrees to pay Auctioneer a Buyer Fee. Auctioneer does not collect any fee for any other service it provides. Buyer Fee are subject to change when notice is posted on AutoAuctioneer.com. Winning Purchase Price Buyer Fee for Online Auction
Winning Purchase Price ..... Buyer Fee for Online Auction
a) $1.00 thru $249.00 ............................................ $50.00
b) $250.00 thru $499.00 ........................................ $75.00
c) $500.00 thru $999.00 ...................................... $120.00
d) $1,000.00 thru $2,499.00 ................................ $155.00
e) $2,500.00 thru $4,999.00 ................................ $180.00
f) $5,000.00 thru $7,499.00 ................................. $210.00
g) $7,500.00 thru $9,999.00 ................................ $235.00
h) $10,000.00 thru $12,499.00 ............................ $260.00
i) $12,500.00 thru $14,999.00 ............................. $285.00
j) $15,000.00 and up ........................................... $325.00
Payment Terms. Payment of Buyer Fee to Auctioneer shall be made at the time the auction closes, and Buyer becomes the winning bidder of an automobile at AutoAuctioneer.com. Payment of Buyer Fee shall be made by credit card only. Auctioneer reserves the right to decline payment at any time for any reason. Buyer Fee is non-refundable. Buyer Fees are subject to change when notice is posted on AutoAuctioneer.com. You agree to pay all costs including, without limitation, reasonable attorney's fees, court costs and other expenses reasonably incurred by Auctioneer to collect any monies You owe Auctioneer.
E-commerce Payment Data. AutoAuctioneer.com uses _____________ as its third-party service provider for payment processing of Buyer Fee. By bidding on AutoAuctioneer.com You, as Buyer, hereby consent and authorize Auctioneer, via AutoAuctioneer.com, and __________________to share any information and payments instructions you provide to Auctioneer and __________________, to Seller, and to the extent required to complete your transactions, with any third-party service provider(s). Your financial credit card information will be stored in accordance with ______________Customer Terms which are located at: _________________ . Your electronic payment details are not stored by Auctioneer or AutoAuctioneer.com and cannot be accessed by Auctioneer. Your payment detail stored by __________________, the third-party billing service provider.
Customer Data and Content. You agree that all information, data and records, whether written, visual, electronic, digital, or tangible that is transmitted, received, or stored at AutoAuctioneer.com or using the systems, equipment, computers, servers, or premises of Auctioneer at AutoAuctioneer.com (collectively the "Data") is the property of Auctioneer. You further agree that Auctioneer has the right to receive, use, disseminate, control access to, aggregate, modify, package, derive benefits from, remove, destroy or sell Your Data in whole or in part.
Links to Third Party Websites. To the extent AutoAuctioneer.com contains links to third party web sites or services that are not owned or controlled by Auctioneer, Auctioneer has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. Auctioneer does not warrant the offerings of any third party entities/individuals and/or their respective websites. You acknowledge and agree that Auctioneer shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services. Auctioneer recommends that You read the terms and conditions and privacy policies of any third-party web sites or services that You visit.
Errors and Inaccuracies. The information found on AutoAuctioneer.com, and in its advertising may contain errors or inaccuracies and may not be complete or current. Products or services may be mispriced, described inaccurately, or unavailable and Auctioneer does not guarantee the accuracy or completeness of any information found on the AutoAuctioneer.com. Auctioneer reserves the right to change or update information and to correct errors, inaccuracies or omissions at any time without prior notice. By using AutoAuctioneer.com and its Services, You hereby agree to indemnify, defend, pay, reimburse, and hold Auctioneer harmless from and against all liabilities, losses, suits, claims, demands, costs, fines and actions of any kind or nature whatsoever to which Auctioneer, its agents, employees, successors and assigns, may incur or may be liable.
Termination. You have the right to cease doing business with Auctioneer at any time and Auctioneer has the right to cease doing business with You at any time.
Third Party Vendor Terms and Conditions. Additional terms and conditions as required by Auctioneer's third party vendors, including Buyer's and Seller's terms and conditions may be applicable dependent upon type of product and/or service provided. By agreeing to these terms and conditions, You explicitly agree to all third party vendor terms and conditions as applicable. To the extent that there is any inconsistency between the terms and conditions of this Agreement and such third party terms and conditions this Agreement controls.
Buyer's Obligations. Buyer represents, warrants and hereby agrees: a) that Buyer is a licensed automobile dealer in good standing; b) that Buyer is solvent; c) to purchase pick up the automobile for Buyer's bid price within seven (7) calendar days; d) not to resell the automobile until Buyer has paid for the automobile; e) that Auctioneer is entitled to non-refundable Buyer Fee regardless of whether a sale is consummated; f) that in the event that the vehicle is used for any purpose other than for resale, Buyer will pay directly to the proper taxing authorities such sale or use tax as may then be accrued and become payable; g) Auctioneer reserves the right to limit the number of vehicles purchased by a Buyer at any time; and h) Auctioneer reserves the right to restrict Buyer from accessing AutoAuctioneer.com; i) To indemnify, defend, pay, reimburse, and hold Auctioneer harmless from and against all liabilities, losses, suits, claims, demands, costs, fines and actions of any kind or nature by which Auctioneer may suffer or incur by reason of: (i) Your breach of these terms and conditions; (ii) any other obligation hereunder or any agreement between Buyer and Seller; (iii) Your negligence or willful misconduct; (iv) transportation losses; (v) any personal injury or property damage that You and our respective agents, employees, successor and assigns may incur or may be liable for.
Seller's Obligations. Seller represents, warrants and hereby agrees: a) that Seller is a licensed dealer in franchised automobiles; b) to sell the automobile to Buyer at Buyer's winning bid price within seven (7) calendar days; c) that Seller guarantees the year, make, model, and odometer mileage statement pertaining to the automobile, and on the certificate of title of the automobile; d) Seller has good right and full power and authority to sell and transfer title to Buyer except as set forth in the automobile's announcements; e) Auctioneer reserves the right to restrict Seller from accessing AutoAuctioneer.com; and f) that Seller will warrant and defend the same against the claims and demands of all persons whomsoever; and g) To indemnify, defend, pay, reimburse, and hold Auctioneer harmless from and against all liabilities, losses, suits, claims, demands, costs, fines and actions of any kind or nature by which Auctioneer may suffer or incur by reason of: (i) Your breach of these terms and conditions; (ii) any other obligation hereunder or any agreement between Buyer and Seller; (iii) Your negligence or willful misconduct; (iv) transportation losses; (v) any personal injury or property damage that You and/or Your respective agents, employees, successor and assigns may incur or may be liable for.
DISCLAIMER OF WARRANTIES. AUCTIONEER PROVIDES THE SERVICES TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND HEREBY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES RELATED TO YOU AND/OR YOUR AUTHORIZED USERS OR USE OF AND ACCESS TO THE SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY WARRANTIES WHICH MAY BE CREATED THROUGH COURSE OF DEALING OR USAGE OF TRADE. YOU UNDERSTAND THAT THERE MAY BE INTERRUPTIONS, DELAYS, INACCURACIES, OMISSIONS AND/OR OTHER PROBLEMS WITH AUTOAUCTIONEER.COM, INFORMATION OR VEHICLE LISTINGS PUBLISHED ON AUTOAUCTIONEER.COM, AND THAT AUCTIONEER WILL NOT BE LIABLE TO YOU, YOUR AUTHORIZED USERS, AND/OR ANY THIRD PARTY THEREFOR. AUCTIONEER DOES NOT WARRANT THAT AUTOAUCTIONEER.COM WILL BE ERROR FREE, CONTINUOUSLY AVAILABLE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR MEET YOU, YOU AUTHORIZED USERS, AND/OR ANY THIRD PARTY'S REQUIREMENTS.
NO LIABILITY. YOU AGREE THAT AUCTIONEER SHALL HAVE NO LIABILITY WHATSOEVER, ACTUAL OR OTHERWISE, TO YOU OR YOUR AUTHORIZED USERS BASED ON ANY OF THE FOLLOWING: (i) ANY DELAY, INTERRUPTION IN USE OF, FAILURE IN OR BREAKDOWN OF AUTOAUCTIONEER.COM OR ERRORS OR DEFECTS IN TRANSMISSION OCCURRING IN THE COURSE OF ACCESSING OR USING AUTOAUCTIONEER.COM; (ii) ANY UNLAWFUL OR UNAUTHORIZED USE OF AUTOAUCTIONEER.COM; (iii) ANY LOSS OF OR DAMAGE TO YOUR RECORDS OR INFORMATION; (iv) ANY CLAIM RESULTING FROM THE TERMINATION OF ACCESS TO AUTOAUCTIONEER.COM OR ANY RELATED SERVICES.
Indemnification. You hereby agree to indemnify, defend and hold Auctioneer harmless from and against all liabilities, losses, suits, claims, demands, costs, fines and actions of any kind or nature whatsoever to which Auctioneer may incur or become liable for, or which Auctioneer may suffer (each an "Indemnified Claim") by reason of: (i) Your breach of these terms and conditions; (ii) any other obligation hereunder or any agreement between Buyer and Seller; (iii) Your negligence or willful misconduct; (iv) transportation losses; (v) any personal injury or property damage that You and/or Your respective agents, employees, successor and assigns may incur or may be liable for.
Taxes. Any sales, use or other tax imposed by any governmental authority on any amount payable by You in connection with this Agreement or otherwise relating to this Agreement shall be paid by You to Auctioneer upon written demand within seven (7) calendar days. You agree to pay Auctioneer any and all costs including, without limitation, reasonable attorney's fees, court costs, taxes, and other expenses reasonably incurred by Auctioneer related to or arising out of the terms and conditions of this Agreement.
Auctioneer may rely and act upon any purported signature whether written or electronic, and other communications in connection with AutoAuctioneer.com purportedly sent by You and/or any of Your Authorized User(s) or any person purporting to be an agent or employee of Yours;
Auctioneer: has no obligation to scrutinize, inquire, or confirm any signature or communication, whether electronic or otherwise, with You, any of Your Authorized User(s), or any other person purporting to be an agent or employee of Yours. Auctioneer may conduct business with You through nonexclusive use of electronic, computer, digital, or other paperless means, including the good faith reliance on electronic mail, facsimile transmittal, telephonic or other usual and regular forms of communication without confirmation or authentication of the communication by receipt of an original signature, document, paper or otherwise.
Governing Law. This Agreement and any and all agreements or authorizations executed by You, Your Authorized Users, and/or Auctioneer in connection herewith shall be governed and interpreted in accordance with the laws of the State of New Hampshire without resort to conflict of laws. You hereby submit to the personal jurisdiction of the courts of the State of New Hampshire and to venue in the District and Superior Courts of Rockingham County, New Hampshire, and the federal courts of the United States sitting in New Hampshire, for the adjudication of any matters arising under or in connection with these Terms of Service. Any action initiated by You against Auctioneer relating to this Agreement shall be filed and conducted in said Courts without option, and any action filed in a court outside New Hampshire shall be dismissed with prejudice. Auctioneer may bring any suit against You related to this Agreement in any Court of competent jurisdiction.
Miscellaneous. No waiver of the provisions hereof shall be effective unless in writing and executed by Auctioneer. If any provision of this Agreement is held invalid or unenforceable, under any statute, court decision, or any governmental rule or regulation, the remainder of this Agreement shall remain in full force and effect. This Agreement is binding on You, Your agent, representatives, successors and assigns, and, Your heirs, executors, administrators, if applicable, and shall inure to the benefit of Auctioneer and Auctioneer's successors and assigns.
Dispute Resolution: Any party that has a dispute with Auctioneer shall first attempt to resolve the dispute through settlement negotiations directly with the Auctioneer or its duly authorized agent. If the parties cannot resolve the dispute through settlement negotiations, the parties hereby agree to submit the matter to mediation where an active, member of the New Hampshire bar shall serve as mediator. The parties shall agree upon a mediator, and the costs for mediation shall be split equally by the parties. No suit, in law or in equity, shall be filed by any party, other than Auctioneer, until mediation fails.
Complete Agreement. The terms and conditions of this Agreement constitute the entire Agreement with reference to the subject matters herein, and may not be changed, waived , or modified except in writing. This Agreement shall survive any expiration or termination of these terms and conditions.
Contact Notices. Notices to You may be sent to the applicable e-mail account address that You provide Auctioneer, and said notice is deemed received by You when sent by Auctioneer. Notices to Auctioneer must be sent via first class U.S. mail, postage prepaid, to Auctioneer at:
J. Moore Auctioneers,
LLC P.O Box 981
Portsmouth, NH 03802