Revised March 19, 2020 Site Usage Terms and ConditionsIronPlanet provides industry leading equipment disposition services and market insights through its software, marketplace services and tools that enable you to learn about, and bid on and sell, items through marketplace auctions and events offered by IronPlanet, Marketplace-E, GovPlanet, TruckPlanet, SalvageSale, hosted third-party direct marketplaces, as well as sellers using the IronPlanet online bidding engine for their on-site events. This page explains the terms and conditions by which you may visit our websites, access and participate in marketplace auctions and other sales events and use our related mobile and web services and tools (collectively, the “Services”). By accessing, participating in or using the Services, including activating your User Account, you signify that you have read, understood, and agree to be bound by these Site Usage Terms and Conditions (this “Agreement”), and that you acknowledge the collection and use of your information as set forth in our Privacy Statement available at https://www.ironplanet.com/main/privacy.jsp, whether or not you registered for a free account. We reserve all rights to modify this Agreement, and we will provide you with notice of any such modifications as described below. This Agreement applies to all visitors, guests, users and others who access or participate in the Services, including all guests, sellers and bidders participating in our auctions and other sales events (“Users”). PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY CLASS ACTION/JURY TRIAL WAIVER PROVISION BY WHICH YOU AGREE TO THE USE OF A BENCH TRIAL ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, AND NOT TO USE JURY TRIALS OR CLASS ACTIONS. 1. Services 1.1 Eligibility 1.2 Access and Use 1.3 Restrictions 1.4 User Accounts
We may maintain different types of User Accounts for different types of Users. If you open a User Account on behalf of a company, organization, or other entity, then (i) “you” includes you and that entity, (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and (iii) you agree to this Agreement on the entity’s behalf. You may never use another User’s User Account without permission. When creating your User Account, you must provide accurate and complete profile information, and you must keep this information current. You are solely responsible for the activity that occurs on your User Account, and you must keep your User Account password secure. We encourage you to use “strong” passwords (passwords that use a combination of upper and lowercase letters, numbers and symbols) with your User Account. You must notify us immediately of any breach of security or unauthorized use of your User Account. We will not be liable for any losses caused by any unauthorized use of your User Account. You may control your User profile and how you interact with the Services by changing the settings in your settings page. By providing us your email address you agree to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. Where the law permits, we may also use your email address to send you other messages, such as changes to features of the Services and special offers. If you do not want to receive such email messages, you may opt out or change your preferences in your settings page. Opting out may prevent you from receiving email messages regarding improvements, auctions, equipment, events and offers; however, opting out will not prevent you from receiving Services-related notices. You acknowledge that you do not own the User Account you use to access the Services. Notwithstanding anything in this Agreement to the contrary, you agree that we have the absolute right to manage, regulate, control, modify and/or eliminate any data stored by us or on our behalf on our (including on our third party hosting providers’) servers as we see fit in our sole discretion, in any general or specific case, and that we will have no liability to you based on our exercise of such right. All data on our servers are subject to deletion, alteration or transfer. NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH DATA BY YOU OR ANY THIRD PARTY, YOU UNDERSTAND AND AGREE THAT ANY DATA, USER ACCOUNT HISTORY AND CONTENT AND USER AND SYSTEM DATA (DEFINED BELOW) RESIDING ON OUR SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN OUR SOLE DISCRETION, WITH OR WITHOUT NOTICE AND WITH NO LIABILITY OF ANY KIND. WE DO NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIM, ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON OUR SERVERS. 1.5 User and System Data 1.6 Seller Generated Content 1.7 Changes to the Services 1.8 Disputes with Other Users 1.9 Export Control 1.10 Additional Terms for Auctions and Bidding 2. Auction Data You may access and use Auction Data only in order to assist you in bidding, via the Services, on items and equipment similar to the items and equipment to which such Auction Data relates, or to assist you in making determinations with respect to selling your own items and equipment via the Services, such as, for example, determining the potential value of your items and equipment or the appropriate time to sell your items and equipment (the “Permitted Uses”). With respect to Auction Data, you will not, and you will not permit any third party to, use any Auction Data in any manner or for any purpose other than the Permitted Uses, without our prior express written consent. For clarity, and without limiting the foregoing, the following activities are not permitted: (a) recording, copying or storing any Auction Data in any manner or for any purpose whatsoever, other than for the Permitted Uses; (b) directly or indirectly publishing, transmitting or distributing Auction Data, or any derivative works thereof, including reports or other analyses regarding the secondary equipment market in any manner for any form of monetary or other valuable consideration; (c) using or referencing Auction Data in connection with any securities trading activities; or (d) incorporating Auction Data in any manner into used equipment pricing tools, dashboards or other visualization products. 3. Our Proprietary Rights You may choose to, or we may invite you to submit, comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place us under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, we do not waive any rights to use similar or related ideas previously known to us, or developed by our employees, or obtained from sources other than you. 4. Additional Terms for Mobile Applications 4.1 Mobile Applications. We may make available software to access the Services via a mobile device (“Mobile Applications”). To use any Mobile Applications, you must have a mobile device that is compatible with the Mobile Applications. We do not warrant that the Mobile Applications will be compatible with your mobile device. You may use mobile data in connection with the Mobile Applications and may incur additional charges from your wireless provider for these services. You agree that you are solely responsible for any such charges. We hereby grant you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Applications for your User Account on one or more mobile devices owned or leased solely by you, solely for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Applications, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Applications to any third party or use the Mobile Applications to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Applications; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Applications, features that prevent or restrict use or copying of any content accessible through the Mobile Applications, or features that enforce limitations on use of the Mobile Applications; or (v) delete the copyright and other proprietary rights notices on the Mobile Applications. You acknowledge that we may from time to time issue upgraded versions of the Mobile Applications, and may, where your device settings permit, automatically electronically upgrade the version of the Mobile Applications that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Applications is covered by the applicable open source or third-party license terms, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Applications or any copy thereof, and we or our third-party partners or suppliers retain all right, title, and interest in the Mobile Applications (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. We reserve all rights not expressly granted under this Agreement. If the Mobile Applications are being acquired on behalf of the United States Government, then the following provision applies. The Mobile Applications will be deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, reproduction, release, performance, display or disclosure of the Services and any accompanying documentation by the U.S. Government will be governed solely by this Agreement and is prohibited except to the extent expressly permitted by this Agreement. The Mobile Applications are subject to United States export laws and regulations. The Mobile Applications may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Applications may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Applications and the Services. 4.2 Mobile Applications from Apple App Store. The following applies to any Mobile Applications you acquire from the Apple App Store (“Apple-Sourced Software”): You acknowledge and agree that this Agreement is solely between you and us, not Apple, Inc. (“Apple”) and that Apple has no responsibility for the Apple-Sourced Software or content thereof. Your use of the Apple-Sourced Software must comply with the App Store terms of use. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Apple-Sourced Software. In the event of any failure of the Apple-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to us as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the Apple-Sourced Software or your possession and/or use of the Apple-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to us as provider of the software. You acknowledge that, in the event of any third-party claim that the Apple-Sourced Software or your possession and use of that Apple-Sourced Software infringes that third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and we acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as relates to your license of the Apple-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the Apple-Sourced Software against you as a third-party beneficiary thereof. 4.3 Mobile Applications from Google Play Store. The following applies to any Mobile Applications you acquire from the Google Play Store (“Google-Sourced Software”): (i) you acknowledge that the Agreement is between you and us only, and not with Google, Inc. (“Google”); (ii) your use of Google-Sourced Software must comply with Google’s then-current Google Play Store terms of use; (iii) Google is only a provider of the Google Play Store where you obtained the Google-Sourced Software; (iv) we, and not Google, are solely responsible for Google-Sourced Software; (v) Google has no obligation or liability to you with respect to Google-Sourced Software or the Agreement; and (vi) you acknowledge and agree that Google is a third-party beneficiary to this Agreement as it relates to our Google-Sourced Software. 4.4 Precedence. To the extent of any conflict between this Agreement and the terms of any end-user license agreement distributed with the Mobile Applications, the terms of this Agreement will prevail and govern. 5. Fees and Payment 5.1 Fees/Requesting Bidding Privileges. There are no fees or costs associated with signing up for or maintaining a User Account. However, when requesting bidding privileges for your User Account, you will be required to provide us with a current, valid credit card in your name as part of our assessment of your assigned bidding limit. All information that you provide in connection with this process must be accurate, complete, and current. Depending on our assessment, you may be required to post a deposit prior to placing bids online in any auction. 5.2 Third-Party Payment Provider. We use Paysafe as our third-party service provider for payment services. By using the Services, you agree to be bound by any terms of use for the Paysafe service as we may make available to you from time to time. Please visit paysafe.com for more information. 6. Privacy 7. Security 8. Disclaimer of Third-Party Links and Materials 9. Indemnity 10. No Warranty FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 11. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER DATA OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE GREATER OF THE AMOUNTS YOU PAID TO THE APPLICABLE RITCHIE BROS. GROUP MEMBER FOR ITS SERVICES OR USD 50.00. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 12. Contracting Entity, Governing Law and Class Action/Jury Trial Waiver 12.1 Contracting Entity. The “Ritchie Bros. Group Member” party to this Agreement is:
12.2 Contracting Entity/Governing Law/Jurisdiction. This Agreement shall be governed by the internal substantive laws of the State of Washington, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You hereby attorn to and agree to submit to the exclusive personal jurisdiction of the federal and state courts located in King County, Washington for any action relating to this Agreement. 12.3 Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. SOME JURISDICTIONS DO NOT ALLOW THIS WAIVER, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THE WAIVER IN THIS SECTION WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 13. General 13.1 Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof will be null and void. 13.2 Notification Procedures. We may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as we determine in our sole discretion. We reserve the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain notifications as required under applicable laws or as described in this Agreement or our Privacy Statement. We are not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. 13.3 Changes to the Agreement. We may, in our sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to the Agreement. Your continued use of the Services after any such change constitutes your acceptance of the new Site Usage Terms and Conditions. If you do not agree to any of these terms or any future Site Usage Terms and Conditions, do not use or access (or continue to access) the Services. YOU HEREBY ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNLESS OTHERWISE STATED, ANY AND EACH MODIFIED OR NEW SITE USAGE TERMS AND CONDITIONS WILL FULLY GOVERN YOUR USE OF THE SERVICES, AND IS EFFECTIVE, BEGINNING AS OF YOUR FIRST ACCESS TO AND USE OF THE SERVICES, EVEN IF PRIOR TO YOUR ACCEPTANCE OF SUCH MODIFIED SITE USAGE TERMS AND CONDITIONS. 13.4 Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with us in connection with the Services, will constitute the entire agreement between you and us concerning the Services. None of our employees or representatives are authorized to make any modification or addition to this Agreement. Any statements or comments made between you and any of our employees or representatives are expressly excluded from this Agreement and will not apply to you or us or your use of the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of this Agreement, which will remain in full force and effect. Where we have provided any translation of the English language version of this Agreement, such translation is provided for your convenience only. To the extent there is any inconsistency between the English language version and any such translation, the English language version shall govern. 13.5 No Waiver. No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision. 13.6 Contact. Please contact us at customercare@ritchiebros.com or eucustomercare@ritchiebros.com with any questions regarding this Agreement. 13.7 California Users. The provider of the Services is IronPlanet, Inc. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report 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 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254. 13.8 Quebec Users. It is the express wish of the parties that the Site Usage Terms and Conditions and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que tous les documents y afférents soient rédigés en anglais. 14. DMCA Notice 1. An electronic or physical signature of a person authorized to act on behalf of the copyright or other intellectual property owner; 2. Identification of the copyrighted work or other intellectual property that you claim has been infringed; 3. Identification of the material that is claimed to be infringing and where it is located on the Services; 4. Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, e-mail address; 5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or other intellectual property owner, its agent, or law; and 6. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright or other intellectual property owner or are authorized to act on behalf of the owner. The above information must be submitted to the following DMCA Agent: Attn: Infringement Notice UNDER US FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES. Please note that this procedure is exclusively for notifying us that your intellectual property rights have been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws. In accordance with the DMCA and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. We may also at our sole discretion limit access to the Services and/or terminate the User Accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. Revised April 5, 2020 Buyer Terms and ConditionsKEY BUYER POINTS RB Group's sites and services incorporating these Buyer Terms are Marketplaces that enable Sellers to list and advertise their Equipment for sale to a global audience of Buyers. Buyers purchasing through a Marketplace agree to do so in accordance with these Buyer Terms. The actual contract for sale is directly between Sellers and Buyers. The RB Group operating the Marketplace is not acting as a traditional auctioneer, but an intermediary between Sellers and Buyers offering services to support their purchase and sale transactions, such as advertising, transmitting relevant transaction information, facilitating payment and coordinating logistics and transportation of purchased Equipment.
The Key Buyer Points above provide an overview of the terms and conditions for participating as a buyer in RB Group's Marketplaces and are subject to the complete Buyer Terms and Conditions below. BUYER TERMS AND CONDITIONS These Buyer Terms and Conditions ("Buyer Terms" or "Agreement") by and between you and the contracting entity outlined in Section 6.1 below (collectively, "RB Group") establish the terms of your use of RB Group's sites and services for IronPlanet, Marketplace-E, GovPlanet, and TruckPlanet, and other third party marketplaces hosted by RB Group) (together, the "Marketplaces") to bid on and purchase equipment and other items ("Equipment"). The Buyer Terms were last revised on April 5, 2020. 1. ACCEPTANCE OF TERMS. Before you ("Buyer") attempt to buy any Equipment from a Seller through a Marketplace, RB Group requires that you read and accept the Buyer Terms. BY CHECKING ON THE SPACE NEXT TO "ACCEPT TERMS & CONDITIONS", YOU HEREBY REPRESENT THAT YOU HAVE READ, UNDERSTOOD AND ACCEPTED THE BUYER TERMS AND ALL OTHER TERMS AND CONDITIONS INCORPORATED HEREIN BY REFERENCE AND THAT YOU WILL BE FINANCIALLY RESPONSIBLE FOR YOUR USE OF THE MARKETPLACE AND PURCHASE OF EQUIPMENT. If you choose not to accept the Buyer Terms, you may not bid on or purchase Equipment by means of the Marketplaces. If you have any questions, please contact customercare@ritchiebros.com, eucustomercare@ritchiebros.com or customercare@ritchiebros.com.au . 2. RB GROUP'S SERVICES 2.1. Services of RB Group. Under the terms of this Agreement, RB Group offers you the use of the Marketplaces to bid on and buy Equipment advertised by Sellers using a Marketplace to list and advertise their Equipment for sale to potential Buyers. Each party is acting on its own behalf, and RB Group does not represent either party in the transaction that results from use of the Marketplace. RB Group is not a party to the subsequent binding obligation to sell/buy the Equipment that is entered into between a Seller and a Buyer unless RB Group is the owner of the Equipment sold. 2.2. Sale of Government Equipment. RB Group may administer the sale of usable surplus assets for the U.S. Department Of Defense ("DoD") Disposition Services, other agencies of the U.S. Government and their Contractors (collectively, the "U.S. Government") and other persons or organizations selling property consistent with our DoD offerings. Equipment selling for the U.S. Government may be subject to supplemental Surplus Terms and Conditions located at Surplus Terms and Conditions and incorporated herein by reference. All Equipment subject to the Surplus Terms and Conditions shall be identified as such on the item page of the Equipment Listing. 2.3. Advertisement Period. For select listings, the period during which bids can be placed on Equipment shall be determined by the Seller. For all other listings, the period during which bids can be placed on Equipment shall be determined solely by RB Group. 2.4. Buyer Conduct. Any deliberate attempt to artificially influence the sales price, directly or indirectly, by any user is prohibited, including bidding through a secondary account, agent or representative on Equipment that you may be selling, communicating with other Buyers or shill bidding. 2.5. Inspections. Where a listing permits inspection of the Equipment, you should inspect the Equipment prior to bidding. Items offered for sale via the Marketplaces may be used and may contain defects. Except as covered under the IronClad Assurance Policy, where applicable, if you bid without having inspected the Equipment, you do so at your own risk. You or your agents are responsible for final verification of Equipment purchased at the time of removal. 2.6. Binding Offer to Purchase. You acknowledge and agree that bidding on the Marketplaces is the legal equivalent of a firm commitment and an irrevocable offer to purchase. Unless the transaction is prohibited by law or regulation or as otherwise noted in these Buyer Terms, once placed a bid may not be retracted and you are obligated to complete the transaction as follows:
2.7. Declining and Countering Bids. For Make Offer listings, you may submit a bid for less than the Asking Price. The Seller has the option, but not the obligation, to accept, decline or counter each bid submitted. In the event that the Seller counters your bid ("Counter Offer"), you have up to two (2) business days to accept. Counter Offers may be automatically rescinded earlier than two (2) business days when (a) the Seller issues another Counter Offer; or (b) the Seller accepts another bid, but in no event shall a Counter Offer be rescinded after it is accepted by you. 2.8. Winning Bids. RB Group is the final judge for the determination of winning bids ("Final Selling Price"). Nonetheless, RB Group shall not be liable for any errors or omissions relating to such determination, whether by RB Group, the Seller or another third party. Before RB Group can establish the winning bid for Make Offer listings, (a) your bid must meet or exceed the Asking Price; (b) your bid must be accepted by the Seller; or (c) you must receive and accept a Counter Offer. Before RB Group can establish the winning bid for Reserve listings, the Reserve Period must have ended and (a) your bid must meet or exceed the Reserve Price; or (b) your bid must be accepted by the Seller; or (c) you must receive and accept a Counter Offer. Subject to ections 2.9 and 2.10, after the winning bid is established by RB Group, or you have committed to purchase the Equipment at the Buy Now Price, the bid or purchase commitment of Buyer will be automatically accepted by Seller and a binding obligation to purchase and sell between Buyer and Seller is automatically created ("Binding Obligation"). All applicable terms and conditions of this Agreement shall apply to the Binding Obligation. You and Seller will be notified of the conclusion of the Binding Obligation by an email or other notification that is generated automatically by the Marketplace. 2.9. Voiding Bids. RB Group reserves the right to reject or void bids, whether winning or not, which it believes (a) have not been made in good faith, (b) are intended to manipulate the listing process or (c) result from application or system errors or outages, (d) are prohibited by any applicable law or regulation. 2.10. Postponement and Cancellation. RB Group reserves the right to withdraw, postpone or cancel any listing, or any sale that results from a listing, in its own discretion, with or without notice. RB Group's sole liability to you as a result of any withdrawal, postponement or cancellation shall be a return of any funds paid by you and still in RB Group's possession with respect to such sale. 2.11. Availability of Marketplace. YOU ACKNOWLEDGE THAT RB GROUP CANNOT GUARANTEE THE CONTINUOUS OR SECURE OPERATION OF, OR ACCESS TO, THE MARKETPLACES. RB GROUP'S SERVERS, COMPUTER OR COMMUNICATIONS COMPONENTS AND SYSTEMS, OR CERTAIN APPLICATION FUNCTIONALITY, ARE SUBJECT TO FAILURES, OUTAGES AND DELAYS. RB GROUP WILL NOT BE HELD LIABLE FOR ANY CLAIMS OR ALLEGED LOSSES ARISING OUT OF OR RELATING TO ANY OF THE FOREGOING EVENTS. 2.12. Intellectual Property. You acknowledge and agree that: (i) the bid amounts, pricing and overall results, any data obtained from or noted in our online listings or the audio/video associated with a sale (collectively, "Marketplace Data") may only be accessed, displayed and used by you for the sole purpose of your participating in such sale; (ii) you may not without our express written permission, directly or indirectly, through any means whatsoever, record, capture, store, reproduce, rebroadcast, retransmit, redistribute, or create derivative works from any Marketplace Data; (iii) we and our licensors own all right, title and interest in and to all Marketplace Data; and (iv) you shall not repackage, resell or otherwise commercialize or exploit any Marketplace Data in any manner whatsoever. 2.13. California Air Resources Board Disclosures. When operated in California, any on-road heavy-duty diesel vehicle, alternative-diesel vehicle, off-road diesel vehicle, or portable diesel engine may be subject to the California Air Resources Board's Regulation to Reduce Particulate Matter and Criteria Pollutant Emissions from In-Use Heavy-Duty Diesel Vehicles, In-Use Off-Road Diesel Vehicle Regulation, or Airborne Toxic Control Measure For Diesel Particulate Matter From Portable Engines Rated At 50 Horsepower And Greater. It therefore could be subject to retrofit, exhaust retrofit, or accelerated turnover requirements to reduce emissions of air pollutants. For more information, please visit the California Air Resources Board websites at https://www.arb.ca.gov/dieseltruck, http://www.arb.ca.gov/msprog/ordiesel/ordiesel.htm, or https://www.arb.ca.gov/portable/portable.htm". 2.14. Services in the Middle East. You confirm that you have approached RB Group to seek assistance in respect of the purchase of the Equipment. You acknowledge and agree that RB Group, as a Marketplace, does not have the ability to approach, solicit, engage, induce, initiate or select any sellers or buyers. The Marketplace is a platform connecting the buyers and sellers. Any actions undertaken by RB Group or an entity acting on its behalf (such as providing logistical support or collecting monies) are pursuant to and solely in order to facilitate the sale and purchase of the Equipment and enable smooth conclusion to the Binding Obligation between you and Seller. RB Group does not conduct business or carry out any commercial activities in the Middle East, outside of the Jebel Ali Free Zone in the United Arab Emirates. As Marketplace operator, RB Group accepts and allows all eligible persons to register, buy and/or sell Equipment in accordance with and subject to the terms and conditions and laws applicable to such buyers and sellers. 3. FEES AND TAXES 3.1. Transaction Fee. For each piece of Equipment purchased from the Seller through a Marketplace, you agree to pay a transaction fee ("Transaction Fee"). RB Group may change or add fees from time to time, in its sole discretion, with or without notice to you. Other fees that may be payable by you are detailed on the applicable Marketplace. 3.2. Payment and Payment Schedule.You shall remit the Final Selling Price, applicable taxes, duties, Value Added Tax or Vehicle Registration Taxes, VAT, Transaction Fees and any other required fees within seven (7) business days after conclusion of the Binding Obligation. At Seller's option, receipt of the purchase price may be facilitated by RB Group, in which case Seller (as mandator) would instruct RB Group (as a mandatory) so that RB Group can enforce the Seller's right to payment from the Buyer, and full payment of the amounts noted above shall be posted to a secure payment account designated by RB Group. Buyers from the United States and Canada must tender payments via wire transfer (recommended) or credit card (when full payment is USD/CAD 10,000.00 or less. For payment by credit card, a 2.95% iClosing service fee will apply). Any foreign currency exchange fees or charges are your responsibility as the Buyer. BUYERS FROM OUTSIDE THE UNITED STATES AND CANADA MUST TENDER ALL PAYMENTS VIA WIRE TRANSFER. All amounts that are due and payable must be paid prior to releasing any Equipment for pick-up or transport. After receipt of payment and completion of any additional, required documents, you and Seller will be notified that the Equipment is available for pick-up via an email that is generated automatically by the applicable Marketplace ("Item Release"). 3.3. Taxes and Compliance with Laws. All bids and offers for Equipment must be net of any taxes imposed with respect to the purchase. You are liable for all such taxes or for establishing to RB Group's satisfaction, on behalf of the Seller, a valid exemption certificate from such taxes. You acknowledge and agree that RB Group is 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 Marketplaces, and you ultimately remain liable for any sales or use tax liability. RB Group calculates and collects sales tax on items sold from the U.S. and Canada based on the state and local tax rates in effect at the location of the items purchased. To support sales tax treatment of the transaction, you are responsible for providing RB Group with any necessary documentation (e.g., Bills of Lading, export documents, etc.) no later than ten (10) business days from your date of purchase. If you have an exemption certificate that was not submitted at the time of sale, you have ten (10) business days from your date of purchase to submit a valid exemption certificate in order for RB Group to process a refund. After ten (10) business days, you will need to submit any refund request directly to the state for which the original sales tax was collected and remitted by RB Group. In the event your credit card is charged for taxes on a purchase that is subsequently exempted from such tax, the amount shall be refunded to your credit card used in the purchase. You shall indemnify RB Group against any tax, cost or expense if you fail to provide RB Group with a valid exemption certificate or other supporting documents necessary to calculate tax in relation to a transaction. You acknowledge and undertake to make yourself aware of and comply with all laws that may be applicable to your access and use of the Marketplaces, and your entering into a transaction on a Marketplace. RB Group disclaims any and all liability in respect of your use of the Marketplaces and your purchase of any Equipment resulting in any taxes (whether direct, indirect, local or federal), fines or penalties being levied on you. For the avoidance of doubt, it is your responsibility to satisfy yourself of any charges, taxes (whether direct, indirect, local or federal) or related obligations becoming applicable in respect of the transactions that you enter into on the Marketplaces. You shall indemnify RB Group and its affiliates (and the officers, directors, agents and employees thereof) against any tax, cost or expense arising from your failure to satisfy any laws or regulations in relation to a transaction. 3.4. VAT. This section shall only apply to Binding Obligations subject to VAT or other indirect taxes. All bids and offers are net of any VAT and other indirect taxes imposed with respect to the sale or purchase transaction. In the event that VAT is applicable to a bid or other consideration payable by you under this Agreement, you are liable for all such taxes. Accordingly, the amount of the successful bid in respect of any item of Equipment shall be exclusive of VAT and other indirect taxes, and the price payable by you shall be increased by such taxes (e.g., VAT) chargeable in respect of the supply of the Equipment to you. Similarly, all fees and other amounts payable to RB Group are calculated exclusive of VAT so the amount payable by you shall be increased by the amount of VAT which may be chargeable in respect of the relevant supply. The amount payable shall 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). You shall enter your VAT registration number upon becoming a registered user of the Marketplaces and shall immediately notify RB Group if that number ceases to be valid for any reason. You shall indemnify RB Group and its Affiliates (and the officers, directors, agents and employees thereof) 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/EC, the Federal Decree-Law No. 8 of 2017 for UAE or similar tax in countries outside the EU and the United Arab Emirates, respectively. 3.5. Payment Authorization. In order to establish bidding privileges on the Site, you understand and agree that RB Group, through its third-party payment processor, reserves the right, in its sole discretion, to request a Zero Dollar Value authorization check on your credit card as part of verifying your identity. In connection with your purchase, you will be asked to provide customary billing information such as name, billing address, credit card information, or routing and account numbers for payments by electronic funds transfer either to RB Group or its third-party payment processor(s). You agree to pay RB Group for any purchases made in connection with your account in accordance with these Buyer Terms by credit card or electronic funds transfer. You hereby authorize the collection of such amounts by charging the credit card provided or by processing an electronic funds transfer utilizing the routing and account number provided, either directly by RB Group or indirectly, via a third-party online payment processor. If you are directed to RB Group's third-party payment processor(s), you may be subject to terms and conditions governing use of that third party's service and that third party's personal information collection practices. Please review such terms and conditions and privacy policy before using the services. 4. COMPLETION OF TRANSACTIONS 4.1. Removal of Equipment. As per the Binding Obligation, Seller shall deliver the Equipment EXW - Ex Works (Seller's named premises, Incoterms® 2020). You are responsible for dismantling, loading and shipping the Equipment for transportation, unless otherwise noted in the Equipment Listing. You shall remove the Equipment from Seller's premises no later than eight (8) business days after availability of the Item Release unless otherwise stated in the Equipment Listing, after which you may be responsible for payment of Storage Fees, and in some cases payment of cost to transport Equipment to an alternate location, as detailed on the applicable Marketplace and incorporated herein by reference. Unless otherwise noted in the Equipment Listing, standard Storage Fees are 25.00 (in the listing currency) per day, beginning on the 9th day after availability of the Item Release, with the total amount not to exceed 1,500.00 (in the listing currency). 4.2. Liability for Equipment. The responsibility and risk of loss for Equipment shall be and remain at the risk of Seller until the earlier of: (a) your taking custody of the Equipment (or when your designated transportation carrier takes custody of the Equipment); or (b) receipt by Seller of all proceeds from the sale of Equipment. Thereafter, the Equipment shall be and remain at the risk of you or your designated transportation provider. 4.3. Default. If, after seven (7) days following the conclusion of a Binding Obligation, you have not made full payment of the Final Selling Price and all other applicable fees to Seller, you are in default and shall be subject to a Default Fee and Late Payment Fee, as detailed on the applicable Marketplace. In such event, as well as in regard to any other fees owed by you to RB Group in regard to other transactions, RB Group reserves the right to, and you hereby consent that RB Group may, offset any such charges from amounts paid by you and invoice you for the remainder, with the invoice to be paid within fifteen (15) days following the date of the invoice. 4.4. Abandoned Equipment. Unless otherwise stated in the Equipment Listing, your failure to claim and remove Equipment within sixty (60) days following the Item Release is deemed to be evidence of your intention to abandon the Equipment, and RB Group on behalf of Seller may take action that is adverse to your interest in the Equipment, including, but not limited to, any appropriate steps under the law to dispose of the Equipment. RB Group's Abandonment Policy is located at http://ironplanet.com/main/abandonment.jsp and is hereby incorporated by reference. 4.5. Freight and Transportation. You are responsible for all freight, shipping and other costs related to transporting the Equipment from the posted Equipment location to its final destination. These costs include dismantling, special handling, loading, transportation costs and permits required to move the Equipment. You may arrange transportation of Equipment on the Marketplaces with one of our transportation partners; however, RB Group shall not be liable for any acts or omissions arising from any transportation arrangements. Unless otherwise agreed in writing you shall not list RB Group as sender/shipper/exporter on any transport/shipping/export documents and you hereby appoint RB Group, its affiliates and its authorized representatives as your attorney-in-fact with a limited power of attorney to â where needed â execute on your behalf, all documents required to load and/or transport/ship/export purchased Equipment. 4.6. Export. You are advised to have all such certificates and permits issued and completed prior to transporting the Equipment otherwise you may be subject to clearing, permit, and/or other payments if the Equipment is stopped and held at a port of entry to a state, province or country. If you are in the United States and plan to export Equipment through U.S. Customs, we, on behalf of Sellers recommend that you engage the services of a U.S. forwarding agent to prepare documents that are required by U.S. Customs Control. These documents may include a power of attorney that authorizes a forwarding agent to complete the necessary Shipper Export Declaration (SED) and filing the Automated Export System (AES) record. For a fee, RB Group can provide equipment invoices or a notarized Bill of Sale to facilitate exports. RB Group cannot provide Manufacturing Statements of Origin (MSO's) on used equipment bought on the Marketplaces nor can RB Group be held responsible for lack of manufacturers' identifying numbers or engine or serial numbers. 4.7. Power of Attorney. You hereby appoint RB Group and its authorized representatives as your limited attorney-in-fact for the sole purpose of executing a Bill of Sale, if required, to finalize transfer of ownership to you. 4.8. Finalization of the Transaction. In order to prove that you have fulfilled your obligation to remove the Equipment under the Binding Obligation, you shall provide all relevant shipping information with respect to the transaction by: (a) in case of transport carriers services arranged and paid for by you on the Marketplace, confirming the relevant information during the checkout process, or (b) in the case of transport carrier services arranged and paid for by you outside of the Marketplace, uploading the bill of lading and other requested documents by means of the Marketplace. 4.9. Liens and Encumbrances. RB Group will identify and arrange for the release of liens and encumbrances on the Equipment listed on the Marketplaces. If for any reason RB Group is unable to clear the title to the Equipment, RB Group's sole liability, if any, shall be the return of any funds paid by you with respect to such Equipment. 5. DISCLAIMER; LIMITATION OF LIABILITY; INDEMNITY 5.1. Disclaimer. TO THE FULLEST EXTENT PERMITTED BY LAW, THE MARKETPLACES PROVIDED BY OR THROUGH RB GROUP IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. EACH PIECE OF EQUIPMENT IS SOLD "AS IS, WHERE IS," AND NEITHER SELLER NOR RB Group MAKES ANY GUARANTEES, REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, OF ANY KIND WHATSOEVER, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER SELLER NOR RB GROUP MAKES ANY WARRANTY THAT THE EQUIPMENT WILL PROPERLY FUNCTION OR OPERATE WHEN DELIVERED TO YOU NOR THAT IT WILL CONTINUE TO OPERATE OR FUNCTION FOR ANY PERIOD OF TIME AFTER DELIVERY. RB GROUP EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR ANY ACTS OR OMISSIONS OF OTHER USERS OF THE MARKETPLACE. IF YOU ARE DISSATISFIED WITH THE MARKETPLACES, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE MARKETPLACES. 5.2. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RB GROUP OR SELLER BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, COVER, INCIDENTAL OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE, ANTICIPATED PROFITS, BUSINESS OR SALES, ANY LOSS OF GOODWILL OR REPUTATION, OR THE COSTS OF SUBSTITUTE GOODS OR SERVICES, EVEN IF RB GROUP OR SELLER, OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO SECTIONS 2.10 AND 4.9, IN NO EVENT SHALL THE TOTAL LIABILITY OF RB GROUP TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) ARISING FROM THIS AGREEMENT, THE PURCHASE OR USE OF EQUIPMENT, OR YOUR USE OF THE MARKETPLACES EXCEED, IN THE AGGREGATE, THE TOTAL COMMISSION EARNED BY RB GROUP FROM THE LISTING(S) RELATED TO SUCH CLAIM. 5.3. Indemnity. You agree to defend, indemnify and hold harmless RB Group and its Seller, their subsidiaries and affiliate and each of their respective officers, directors, employees, agents, successors and assigns ("indemnified parties") from and against any claim or demand (including reasonable attorneys' and experts' fees and costs), made by any third party due to or arising out of (a) your breach of this Agreement, (b) your improper use of the Marketplaces, including without limitation any personal injury, death or property damage caused by or arising out of the subsequent use of any Equipment sold or purchased from the Marketplace, or (c) your violation of any law or the rights of a third party. Furthermore, you agree to defend, indemnify and hold RB Group and its Seller harmless from and against any and all damages, costs, claims or liability (including reasonable attorneys' fees) for any injuries to persons or property of any type, occurring during your or your agent's inspection of property, your or your agent's presence at a Seller's site or any Government facility or resulting from the sale, removal, use or operations of the purchased property. RB Group shall promptly notify you in writing of any threatened or actual claim or demand and reasonably cooperate with you to facilitate the settlement or defense thereof. You shall have sole control of the defense or settlement of any claim or demand, provided that RB Group, at its option and expense, may participate and appear on an equal footing with you. You shall not settle any claim or demand without the written consent of the indemnified parties, with such consent not to be unreasonably withheld or delayed. 5.4. Release. In the event that you have a dispute with one or more users of RB Group's Marketplaces, you release RB Group (and our officers, directors, agents, subsidiaries and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you expressly waive any rights you may have under California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." 6. LEGAL DISPUTES 6.1. Contracting Party, Notice, Governing Law. The applicable RB Group contracting entity, notice address, governing law/venue, and currency will depend on the location of Equipment at the time of sale, and shall be as set forth in the table below. Any notice sent shall be sent to the attention of Legal Affairs at the notice address for the applicable RB Group contracting entity set out below with a copy to legal@ritchiebros.com. Any legal action brought by the Seller arising from or relating to this Agreement shall be litigated exclusively in the jurisdiction of the applicable RB Group contracting entity set out in the table below and the parties irrevocably attorn to such jurisdiction for the resolution of such disputes. Any legal action brought by RB Group arising from or relating to this Agreement shall be litigated exclusively in the jurisdiction of the applicable RB Group contracting entity set out in the table below or, at the sole discretion of such RB Group contracting entity, any jurisdiction in which the Buyer maintains a place of business, assets or an agent for the service of process, and the parties irrevocably attorn to such jurisdiction for the resolution of such disputes. Where applicable, the parties irrevocably waive the right to demand a trial by jury in any dispute arising from or relating to this Agreement.
6.2. English Controlling Language. All performance under this Agreement and the resolution of disputes shall be conducted in the English language. If a translation of this 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 Agreement is provided to you in a language other than English, RB Group does so solely for your convenience. 6.3. Limitation Period. 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. 6.4. Improperly Filed Legal Disputes. Any claims that are filed or brought contrary to this Agreement shall be improperly filed and of no force and effect. 7. TERMINATION. Without limiting any other remedies, RB Group shall have the right to suspend or terminate your access to the Marketplaces at any time, without notice, in RB Group's sole discretion for any reason, including, without limitation, if RB Group (a) determines that you have violated this Agreement (for example, violation of the prohibition on shill bidding), or (b) is unable to verify your bidder information. If you become dissatisfied with the Marketplaces, in any way, your only recourse is to immediately discontinue use of the Marketplaces. 8. AMENDMENT OF BUYER TERMS. RB Group may, in its sole discretion, change, modify, add or remove any portion of the Buyer Terms, in whole or in part, from time to time with or without notice to you, by posting such changes on the Marketplaces, which you agree is sufficient notice to you. Once posted such changes shall come into full force and effect. Your continued use of the Marketplaces after changes are posted will constitute your agreement to such changed Buyer Terms. The Buyer Terms may not be otherwise amended except in writing signed by both you and RB Group. 9. EXPORT CONTROL. As applicable, all Equipment is subject to U.S., Canadian, and other foreign export control laws and regulations, including but not limited to, the Export Administration Regulations ("EAR") "),15 C.F.R. Parts 730-774 maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the U.S. Department of Treasury Office of Foreign Assets Control ("OFAC"), and the International Traffic in Arms Regulations ("ITAR"), 22 C.F.R. Parts 120-130, maintained by the U.S. Department of State. RB Group will not allow participation from by person nor allow sales or shipments in violation of U.S. export and re-export control laws and regulations, including EAR, OFAC, and ITAR. You represent that you are not restricted from purchasing Equipment by any such requirements and that you shall not take any actions in violation of these laws and regulations or, directly or indirectly, sell, export, re-export, transfer, divert, or otherwise dispose of any Equipment to any destination, entity, or person as prohibited by these laws and regulations, without obtaining prior authorization from the competent government authorities as required by those laws and regulations. Your purchased Equipment may not be eligible for export to your intended destination, or from the country where the Equipment 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 all Equipment you purchase. Diversion of your purchased Equipment contrary to applicable law is prohibited. In the event that Buyer is a reseller, Buyer shall in no event, directly or through any intermediary, sell or supply any Equipment to customers or into countries if to do so that would, directly or indirectly, violate any legal requirement. If Buyer acts in a manner that is contrary to any of the foregoing RB Group and its Sellers do not assume any liability and Buyer cannot claim any indemnity, reimbursement or compensation of any kind arising out of or in connection with such activity. 10. PRIVACY. RB Group collects and uses the information you supply during the registration process for the purpose of identifying you as a bidder on the Marketplaces and processing your bids and purchases of items and/or other related goods and services that you contract or request RB Group, its affiliates or service providers to perform or supply or that are necessary to complete your purchases on the Marketplaces. Additional information regarding RB Group's purposes and handling of personal information is available in our Privacy Statement accessible at http://ironplanet.com/main/privacy.jsp. Your information will be shared with the Seller in order to facilitate the completion of your Binding Obligation and pick-up of your purchased Equipment. Your information is also shared among other members of the Ritchie Bros. group of companies in accordance with the Privacy Statement, including to offer certain financial related products to you in relation to your purchased Equipment. If you authorize or where the law permits, RB Group and/or its affiliates will communicate with you by electronic means about Ritchie Bros.' products and services or to gather insights about your Marketplace experience. RB Group will also use your email contact to communicate for invoicing purposes. Personal information collected by or on behalf of the RB Group is transferred, stored, accessed and used in various jurisdictions, including the United States, and is subject to the laws of those other jurisdictions which may differ from those of where you reside. Subject to those laws, RB Group will use reasonable safeguards as further described in the Privacy Statement to maintain protections of personal information. RB Group discloses information regarding Buyer and their winning or runner up bid to the original equipment manufacturer ("OEM") of any listing that a Buyer places a bid on and the OEM's dealers in Buyer's geographic area, if the OEMs and their respective dealers have entered into certain contractual arrangements. Once disclosed, this information will be governed by the OEM's or OEM dealer's privacy policy and will be subject to the laws of the jurisdiction in which the OEM or OEM dealer processes the information. OEMs and their dealers or service providers use this information to pursue their legitimate interests in understanding the secondary market for their equipment, to communicate with Buyers and bidders about warranties and their products and services, and for other purposes disclosed in their privacy policies. Buyer may exercise certain rights relating to the handling of personal information, including the right to stop the disclosure of information to OEM's, and their dealers going forward To stop such disclosures, contact OEMoptout@rbauction.com. For further information on exercising any available personal information rights, please review the Privacy Statement or contact our Data Privacy Office at dataprotection@ritchiebros.com. If you are a California resident, you may have specific rights in respect of personal information. Further information about those rights and how to exercise them are described in a dedicated part of the Privacy Statement. By indicating acceptance to these Buyer Terms, you consent to the processing, international transfer and sharing/disclosure of your information described above and in accordance with RB Group's Privacy Statement. 11. GENERAL. This Agreement, Site Usage Terms and Conditions and any noted Equipment Listing terms contain the entire agreement of the Buyer and RB Group in respect of Equipment bid on and/or purchased by Buyer on the Marketplaces and supersedes all previous communications, representations, understandings and agreements, either oral or written. In the event of any conflict between the Buyer Terms, Site Usage Terms and Conditions and noted Equipment Listing terms, the inconsistency will be resolved in the following order: (a) the Equipment Listing terms, (b) the Buyer Terms, and (c) the Site Usage Terms and Conditions. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be struck out and the remaining provisions shall continue in full force and effect. The failure by either party to exercise or enforce any rights or provisions of this Agreement shall not constitute a waiver of such right or provision. No partnership, joint venture, franchisor-franchisee, or agency relationship is intended or created by this Agreement. You may not assign or transfer this Agreement or your obligations hereunder in whole or in part, whether by operation of law or otherwise, without RB Group's prior written consent. In the event of a permitted transfer, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. To the extent any novation is required for RB Group to assign this Agreement, you hereby appoint the officers of RB Group as your attorney-in-fact to execute all documents necessary to effect such novation. All provisions in this Agreement regarding representations and warranties, indemnification, disclaimers, limitations on liability, and payment obligations for fees incurred prior to the termination date shall survive any termination of this Agreement. Any delay in the performance of any duties or obligations of either party will not be considered a breach of this Agreement if such delay is caused by a labor dispute, market shortage of materials, fire, earthquake, flood or any other event beyond the control of such party, provided that such party uses reasonable efforts, under the circumstances, to resume performance as soon as reasonably practicable.
Revised May 7, 2020 Seller Terms and ConditionsThe following terms and conditions (the "Terms") apply to any listing agreement, marketplace services agreement, preferred provider agreement or multi-channel sales agreement between you and RB Group (each a "Sales Agreement", collectively with the Terms, the "Agreement") and are in addition to the terms and conditions set out in the Sales Agreement. These Terms are separated into four sections as follows:
Please ensure you review each and every section relevant to your Agreement. Unless otherwise defined in these Terms, capitalized words have the meanings provided in the Sales Agreement. A. TERMS AND CONDITIONS APPLICABLE TO BOTH LIVE AUCTION EVENTS AND ONLINE MARKETPLACES 1. Contracting Party, Notice, Governing Law Unless otherwise indicated in the Sales Agreement,the applicable RB Group contracting entity, notice address, governing law/venue, and currency will depend on the location of Equipment at the time of sale, and shall be as set forth in the table below. Any notice sent shall be sent to the attention of Legal Affairs at the notice address for the applicable RB Group contracting entity set out below with a copy to legal@ritchiebros.com. Any legal action brought by the Seller arising from or relating to this Agreement shall be litigated exclusively in the jurisdiction of the applicable RB Group contracting entity set out in the table below and the parties irrevocably attorn to such jurisdiction for the resolution of such disputes. Any legal action brought by RB Group arising from or relating to this Agreement shall be litigated exclusively in the jurisdiction of the applicable RB Group contracting entity set out in the table below or, at the sole discretion of such RB Group contracting entity, any jurisdiction in which the Seller maintains a place of business, assets or an agent for the service of process, and the parties irrevocably attorn to such jurisdiction for the resolution of such disputes. In the event that the below table provides for more than one jurisdiction applicable to the Sales Agreement, RB Group may elect which of the applicable jurisdictions applies to any legal action brought by RB Group. Where applicable, the parties irrevocably waive the right to demand a trial by jury in any dispute arising from or relating to this Agreement.
2. Limitation Period. YOU AGREE THAT ANY CLAIM YOU BRING ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST BE COMMENCED WITHIN SIX MONTHS AFTER THE DISPUTE AROSE, AND IF NOT COMMENCED TIMELY SHALL BE PERMANENTLY BARRED. B. TERMS AND CONDITIONS APPLICABLE TO ONLY LIVE AUCTION EVENTS Unless otherwise noted in the Sales Agreement, the below terms and conditions will apply to all sales of equipment through a Live Auction Event. All references to "Equipment" in this Section B shall refer to equipment that the Seller is selling through a Live Auction Event.
1. RB Group Obligations and Responsibilities.
C. TERMS AND CONDITIONS APPLICABLE TO ONLY ONLINE MARKETPLACES Unless otherwise noted in your Agreement, the below terms and conditions will apply to all sales of equipment through a Marketplace. All references to "Equipment" in this Section C shall refer to equipment that the Seller is listing for sale through a Marketplace.
1. RB Group's Services.
D. GENERAL FEES FOR EQUIPMENT
Revised June 27, 2019 Surplus Terms and ConditionsThese Surplus Terms and Conditions pertain to the sale of usable surplus assets for the U.S. Department Of Defense ("DoD") ,other agencies of the U.S. Government and their Contractors (collectively, the "U.S. Government") and other persons or organizations selling property consistent with our DoD offerings. The Surplus Terms and Conditions were last revised on June 27, 2019. 1. END-USE CERTIFICATES (EUC) (DLA FORM-1822) IRONPLANET WILL NOT SELL ANY DEMIL B, D, E, F, Q OR C PROPERTY WITHOUT AN APPROVED END-USE CERTIFICATE. When an END-USE-CERTIFICATE (EUC) is required to complete the transaction, no property will be released or removed until all certificates are filed and the property has been cleared for release. 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 these sales events. 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 IronPlanet or the the Defense Logistics Agency Office of Criminal Investigations Trade Security Control Office, whichever will be reviewing the EUC. Buyers who have not submitted an acceptable EUC (DLA Form-1822) 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). 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 property to the individuals completing and filing the EUC. Prospective Buyers of property originating from the DoD or the U.S. Government are notified that property sold is subject to Demil Code changes as imposed by the DoD or the U.S. Government. If an item's Demil status changes to "B", "D", "E", "F", "Q" OR "C", 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 sale/lot/item in question, and a copy of the End-Use Certificate will be provided for completion. This becomes a condition of sale. Sales of DoD origin property for which EUCs have not been approved by TSC within 60 days of submission will be canceled by IronPlanet at our sole discretion without liquidated damages to the Buyer. 2. DESTINATION CONTROL STATEMENT IRONPLANET WILL REQUIRE A SIGNED DESTINATION CONTROL STATEMENT ACKNOWLEDGING THE BUYER IS RESPONSIBLE FOR ALL EXPORT REGULATIONS AND DOCUMENTATION. When a Destination Control Statement is required to complete the transaction, no property will be released or removed until all certificates are filed and the property has been cleared for release. There will be no exceptions or exclusions to this requirement. The edition of the Destination Control Statement 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, you will be required to fill out and acknowledge the Destination Control Statement prior to checkout. 3. THE PROPERTY 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), and National Item Identification Numbers (NIIN) are provided as received from the DoD 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. 3.1. Demilitarization as a Condition of Sale ("DCS") Property. Demilitarization as a Condition of Sale ("DCS") property are items that must be demilitarized pursuant to applicable DoD regulations before title to the residue can pass to the Buyer. We will advise you of the demilitarization procedures for DCS property offered for sale on this website. Demilitarization will be effected by melting, popping, crushing, deforming, or otherwise mutilating the property 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 property are subject to surveillance and verification by the DoD. Failure to perform the required demilitarization within 30 days of property removal may result in the Buyer being referred to the Defense Logistics Agency Office of Criminal Investigations 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 IronPlanet. 3.2. Shell Cases.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 Equipment Listing will be made to the appropriate export licensing department or agency. Any asset you plan to export must be completely destroyed prior to exportation. 3.3. 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. IronPlanet 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. 3.4. Demil Code Changes; Return of Restricted Property. In the event that DoD changes a Demil Code or determines that an item offered for sale by IronPlanet may not be sold, or must be sold with restrictions, IronPlanet may withdraw the item from sale or place additional restrictions on the sale at any time prior to the removal of the item by the Buyer. The Buyer will be limited in remedy to a refund of the purchase price and cancellation of the sale. Items sold by us, which are subsequently changed to a Demil Code status determined to be restricted by DoD or the U.S. Government, must be returned by you to the nearest DoD facility or other U.S. Government facility (if not originating from DoD), and you will be reimbursed for the purchase price and any documented transportation costs incurred by you. If you have already transferred the property to another party, you agree to provide the name and contact information of that party to the DoD or other federal government agency charged with the investigation of the transfer or recovery of the property. Your failure to cooperate in returning these items, providing contact information of transferees or completing and submitting End-Use Certificates upon any Demil Code change may constitute grounds for suspension of your account and prohibition from bidding in future IronPlanet 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 property subsequently determined by the DoD or the U.S. Government to be restricted, Buyer understands that any certification to IronPlanet regarding what has been returned will be forwarded to the Government and be the basis for determining any refund due the Buyer. If you falsely claim a refund for property you have not returned to DoD 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 property, you will receive contact information for Fast Track Logistics, who will be responsible for returning the property to the Government at no cost to the Buyer. You agree to cooperate with DoD and the U.S. Government in the recovery of property that was 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 DoD or the U.S. Government to be "uncooperative" and may be denied access to future sales events at the discretion of the DoD or the U.S. Government. 3.5. Hazardous Components or Constituents. According to the terms of our contract with the DoD, IronPlanet sells only useable electronic devices, including reparable devices. IronPlanet makes no warranties or representations regarding the electronic devices it sells. 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. Further, certain property 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 local, national or international laws and regulations in a manner safe for the public and the environment. Certain pieces of property 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 pieces of property have design features that may be hazardous if warning labels are not heeded. 4. REMOVAL OF PROPERTY You understand and agree that the DoD reserves the right to withdraw any and all property offered for sale up to the time the property is removed. If this occurs, IronPlanet's liability is limited to return of the purchase price paid for the lot. IronPlanet has no liability for specific performance, incidental or consequential damages. You are responsible for rigging, loading, securing and transporting purchased property, including all costs and risks associated with removal. Please note that IronPlanet does not package items prior to pickup. Buyers need to make arrangements for packing of purchased items with a packing and shipping store, or other suitable vendor. Where IronPlanet indicates the property must be loaded by the Buyer, you must provide all material handling equipment and properly trained and certified operators to operate said equipment. Additionally, you must provide proof of adequate general liability insurance, and proof of worker's compensation insurance. IronPlanet and the DoD must be listed as additional insured on the general liability insurance. Your employees or agents are responsible for compliance with all federal, state, local and host installation (the military installation where the property is located) environmental, safety and health regulations while operating equipment on the site. In the event IronPlanet/DoD extends the removal period to accommodate your needs, you understand and accept that any liability and risk of loss does not rest with IronPlanet or the DoD, but is at your own risk. Buyer certifies that Buyer maintains the minimum legally required workers compensation insurance on any employees performing work for Buyer at any government facility. 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 your being banned from future participation in IronPlanet sales, and you may be reported to the appropriate authorities. Either you or your agent will be required to sign for all material in the presence of an IronPlanet representative (unless otherwise approved by an authorized IronPlanet agent) prior to removing property. 5. TRANSFER OF TITLE 5.1. Timing of Transfer of Title. Unless property is being sold with a requirement for demilitarization or other destructive scrapping, title will transfer to you upon removal of the entire lot from the military installation or other location. Title to property that requires demilitarization as a condition of sale (DCS) or that requires some other form of destructive scrapping will not pass to you until the demilitarization or destructive scrapping has been completed and evidence of completion has been provided to us. Under no circumstances will title to any property pass to the Buyer until payment in full has been made to IronPlanet. 5.2. Transfer of Title to Vehicles. If requested, IronPlanet will supply a SF97 to Buyers under the following conditions: The vehicle must have been sold in a "usable" property sale. There is a processing fee of $50, £50 or €50, depending on where the item is purchased, for EACH SF97 requested. Buyers that purchase items located in the United States and that request a state certificate of title or duplicate state certificate of title will be charged $50. In addition, IronPlanet will charge a document preparation fee of $100 for each state certificate of title or duplicate state certificate of title. Buyer must verify the following pertinent information required to complete a SF97:
(Any missing information will delay our processing of your request) Complete the Request for SF97 available during the Checkout Process. 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 IronPlanet, requests for duplicate SF97s will be considered by IronPlanet; however, IronPlanet 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 IronPlanet, at the time of transfer IronPlanet 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 CUSTOMER CARE AT 1-800-211-3983 OR customercare@ritchiebros.com. Privacy StatementEffective as of February 27, 2020.
1. Scope of and updates to this Privacy StatementBeing the trusted choice for your global asset management and disposition needs starts with Ritchie Bros.' unrivaled commitment to customer service. As part of that commitment, we respect the privacy of our customers and users. Whether we are helping to appraise, sell, inspect, buy, refurbish, transport or finance your heavy equipment, trucks, and other assets around the world, we are guided by our desire to meet your needs in a convenient, fair and transparent manner - and that includes making sure you understand how we handle personal information and what corresponding rights are available to you. Ritchie Bros. is a global organization with companies located around the world that operate our multi-channel solutions for buying and selling, as well as our related service offerings. Our brand solutions include:
This Privacy Statement applies to ritchiebros.com and other Ritchie Bros. websites, services and solutions that collect information and display or link to this Statement, and that are owned and operated by a member of the Ritchie Bros. group of companies. This Privacy Statement does not apply if the Ritchie Bros. website, service or solution does not display or link to it or where the website, service or solution makes its own privacy notice available. This Privacy Statement applies equally to our digital handling of your information as it does to our offline collection and handling. To understand which Ritchie Bros. company is responsible for the collection and further processing of your personal information, see the section below entitled "Data Controllers". We may change this Privacy Statement at any time by posting the revised statement on this website and indicating the effective date of the revised statement. The revised Privacy Statement will be effective once posted unless we state otherwise. We may also supplement or modify our privacy commitments in this Privacy Statement through other notices we make available to you or through contractual commitments we enter in writing. Where we've provided a translation of the English language version of this Privacy Statement, such translation is provided for your convenience only. To the extent there is any inconsistency between the English language version and such translation, the English language version takes precedence. 2. Who to contact with questions or for more informationIf you have any questions or comments about this Privacy Statement or our practices, you can reach our Data Protection Officer through our Data Privacy Office at: Ritchie Bros. Data Privacy Office Or use our privacy contact form. 3. What personal information we collect and processOur multiple solutions are designed to help your business Move, Build and Grow. Most of the information we collect, and process, is equipment related information and business contact information relating to, and provided by, our customers' employees or other workers. In general, information is collected when a customer engages one of our brand solutions to provide services by entering a contract, creating an online account, coming into one of our auction locations to register for an auction, providing us information through a webform, or otherwise interacting with us. Information may also be obtained from other sources. For instance, brand solutions may share information, or an outside service provider is used to verify or supplement what we've received. In some cases, the information we obtain is generated automatically when users engage with our digital services, such as browsing our websites, using our mobile applications, opening our communications or clicking on our advertisements. While our solutions are generally not targeted at individuals buying or selling for personal, family or household purposes, individuals do engage with certain of our solutions from time to time for these purposes. Some information we obtain from you may be more sensitive in nature and depends on the services you are engaging us to perform. For instance, we may require ID numbers from a driver's license or other identity documentation to process transactions or facilitate the extension of financing to your business. Some of this information may be considered more sensitive in nature. Certain of our brand solutions obtain and store personal information for the benefit of our corporate or government customers to provide those customers specific technology services. In those circumstances, we are acting as a service provider and collect and process that information in accordance with our customers written instructions and our contractual arrangement. Offering you the choice of multiple solutions for different needs means that each solution operates somewhat differently. To learn more about the categories of information handled by specific solutions and their sources, read on. 3.1 Core asset disposition servicesOur core asset disposition services include:
The list below describes examples of the collection and processing of personal information by category and source for the core asset disposition services. Check marks indicate the relevant brand practices. Note that since online bidding and private treaty sales for Kruse Energy and Leake Auction are facilitated through, and managed and supported by, IronPlanet's online auction platform, bidders and sellers (in the case of private treaty) must first create an IronPlanet account. Accordingly, the information collected automatically (including through cookies or other similar tools) as identified under "IronPlanet" in the list below applies equally for Kruse and Leake online bidders and buyers. Category: Account Registration DataDescription: Data that identifies you - name, title, employment status, addresses, telephone numbers, email addresses, account password and in some cases, personal ID document numbers (driver's license, passport, national or state identity card, or SSN), age, nationality, tax identification numbers, and your signature
Sources:
Personal information you provide when buying or selling at an auction or by private sale, purchasing value-added services (appraisals, inspections, shipping, logistics, or repair & refurbishment), creating or updating an account or otherwise interacting with us Information from your business colleagues or partners who add you to their online account Personal Information contained on motor vehicle titles and other equipment registration documents we handle in a transaction Ritchie Bros. Auctioneers
 IronPlanet
Mascus
KruseEnergy
Leake
Sources:
Personal information you provide when posting an ad on the marketplace, inquiring about a seller's item, registering for an account or otherwise interacting with us Information from your organization who posts equipment ads on the marketplace Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Source:
Information from third-party business data providers or publicly available sources to supplement our sales leads and prospects Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Description: Data needed to complete a check of the US Federal System for Award Management and an End User Certificate facilitating the transfer of an asset to a party outside the US Department of Defense - name, social security number or other personal ID number, date of birth, place of birth, telephone number, address, purpose of buying, signature and if applicable, their role as officer, partner or agent with the purchaser
Source:
Information US individuals provide when registering an account to bid and when buying certain GovPlanet equipment Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Description: Social security number along with other identifying information on tax exemption forms
Source:
Personal information you provide when relying on a tax exemption for purchases of a sole proprietorship Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Transaction DataDescription: Data regarding self-listings, bids, purchases, or sales in a transaction
Sources:
Personal information you provide when listing, buying or selling at an auction or by private sale, purchasing value-added services or otherwise interacting with us Information collected automatically when you use our websites, mobile apps and webservices to bid or buy Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Source:
Information from other solutions operated by members of the Ritchie Bros. group of companies Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Description: Data regarding your online purchase of tickets to our auction events
Source:
Information from our third-party service providers managing the sale of tickets to our events and processing ticket payments Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Payment DataDescription: Banking information (account numbers and payment details) and credit card information necessary to process a bidding deposit or transaction
Source:
Personal information you provide when listing, buying or selling at an auction or by private sale, purchasing value-added services, creating or updating an account or otherwise interacting with us Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Description: Payment information (account numbers and payment details) and credit card information necessary to process ad placements or other services
Source:
Personal information you provide when posting an ad on the marketplace or entering into a listing contract Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Shipping and Logistics DataDescription: Shipping, billing, and other information you provide in connection with the purchase or shipping of an asset, as well as information required for bills of lading or customs clearance (such as tax identification numbers or other identification numbers)
Source:
Personal information you provide when listing, buying or selling at an auction or by private sale, purchasing value-added services or otherwise interacting with us Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Industry Preference, Interest and Feedback DataDescription: Data regarding industry and equipment interests and preferences or assets you wish to value or sell when you complete a webform, engage with us on social media or at tradeshows, or participate in surveys, feedback forms, our online community discussion platform, contests and focus groups
Source:
Personal information you provide when interacting with us Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Customer Service DataDescription: Information relating to inquiries about services, dispute resolution, and, where applicable, recorded customer service calls
Source:
Personal information you provide when interacting with us Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Visitor and Incident Log DataDescription: Log data collected in connection with your entering our physical offices or auction sites, or in the event of an incident (motor vehicle collision, injury or environmental event) you are involved in or witness while onsite
Source:
Personal information you provide when visiting our offices or auction sites Ritchie Bros. Auctioneers
IronPlanet
GovPlanet
Mascus
KruseEnergy
Leake
Category: CCTV DataDescription: CCTV video footage at our physical offices and sites
Source:
Personal Information collected automatically when you visit our physical offices and sites Ritchie Bros. Auctioneers
IronPlanet
GovPlanet
Mascus
KruseEnergy
Leake
Category: Online Account Usage DataDescription: Data generated through actions you take which are linked to an online account, for instance when you create watchlists or saved searches, search inventory or results, change your communication and marketing preferences, register to bid or enter a Ritchie Bros. Auctioneers' auction ring online, whether you bid or not (including assigned bidder numbers, bid amounts, winning bids), or register for bidding privileges on an IronPlanet marketplace
Source:
Information collected automatically when you browse or login to our website, use our mobile apps and webservice Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Source:
Information collected by our online auction bidding engine service provider on our behalf Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Geolocation DataDescription: Geolocation data, including that of your mobile device when you enable the use of location services in your device settings or in app
Source:
Information from your device collected automatically when you browse or login to our website, use our mobile apps and webservices using cookies, web beacons and similar tools Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Device Connection DataDescription: Computer and other device connection data, such as page view statistics, data traffic to and from websites, referral URL, your IP address, access times, browser, language settings and web server log information
Source:
Information from your device we collect automatically when you browse or login to our website, use our mobile apps and webservices, and in some cases, using cookies, web beacons and similar tools Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Description: Model or device type, operating system and version, browser type and settings, device ID or individual device identifier, advertisement ID, cookie ID, or IP address from which the device accessed our services
Source:
Information from your device collected automatically when you browse or login to our website, use our mobile apps and webservices using cookies, web beacons and similar tools Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Source:
Information collected by our electronic signature solution service provider on our behalf when interacting with contractual and related documents we send to you Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Category: Online Activity DataDescription: Webpages of ours you visit, time of access, frequency and duration of visits, the links you click or other actions you take as part of your use of the website or mobile app
Source:
Information collected automatically when you browse or login to our website, use our mobile apps and webservices using cookies, web beacons and similar tools Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Description: Information about your activities and interactions with sponsored or featured digital advertising content or our marketing emails, such as advertisements you were shown, when and where they were shown, and whether you clicked and took any subsequent action like filling out a webform or telephoning a seller on Mascus about their equipment
Source:
Information from our advertising and analytical service providers collected automatically when you browse or login to our website, use our mobile apps and webservices using cookies, web beacons and similar tools Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Source:
Information collected by our phone call analytics service provider on our behalf when you call us at a phone number (displayed for instance on our marketing landing pages or webforms) Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
Source:
Information collected by our phone call analytics service provider on our behalf when you call a seller at the phone number displayed on the ad listing page Ritchie Bros. Auctioneers
IronPlanet
Mascus
KruseEnergy
Leake
For further information about the collection of data using cookies, web beacons and similar tools when you interact with our digital services, such as website or email communications, interact with advertisements or initiate certain telephone calls, check out "Cookies & similar technologies and your preferences" below. We combine or link the personal information we collect from you with information we receive from the other sources identified in the chart above. Where we receive data from third parties, we try to confirm the information was lawfully collected and disclosed to us. IronPlanet's other technology solutions - Marketplace Direct, Super Marketplace Direct, and GovPlanet Direct - power the direct marketplaces of some of our corporate and government customers. To participate in their online sales events, you must have an IronPlanet account. We do not handle the exchange of funds or otherwise participate in the closing of any transactions between you and our direct marketplace customers. Information regarding your bidding activity - user name, location, bids placed - as a user of their direct marketplace is collected and made available to our customers for use and handling in accordance with their respective privacy policies. As a service provider, we do not use this information for our own commercial purposes other than to perform the services of hosting and managing the functionality of the marketplaces for our customers. If you have concerns about the use and handling of your information by these customers, you will need to contact them directly. Mascus also provides tools for professionals to help manage their inventory, understand the used equipment market, publish listings on the Mascus online listing marketplace and reach bigger buying audiences. Mascus' tools for professionals are part of the suite of tools offered under the Ritchie Bros. Asset Solutions brand. Mascus systems power these tools for our professional customers. For more information about the handling of personal information when interacting with these tools, refer to the Ritchie Bros. Asset Solutions section below. 3.2 Other asset disposition-related servicesOur other asset disposition-related services include:
Ritchie Bros. Asset Solutions (RBAS) is a collection of tools - cloud-based inventory management system (IMS), managed and hosted custom webshops, mobile apps for inspection and inventory management, marketing tools and a data insights module - that we make available to our OEM, corporate and government customers on a subscription basis. The tools are configured for use by our customers' end users - both for their employees and other personnel and for interested buyers of their equipment. If you are an RBAS customer, your end users need to understand how you (and we) collect and process their personal information. Accordingly, if you use a custom webshop or mobile app, you agree to post an up-to-date and accurate privacy notice on those tools that complies with the laws applicable to your business. You also agree to obtain consent from your end users for the use and access of their personal information by us and other third parties. Except as noted below, information about end users interacting with RBAS tools is collected and processed by us as a processor on behalf of our customer in which case we act on the instructions of, or as permitted by, our customer or their authorized internal end users. We don't use the personal information we maintain about your end users who interact with your custom webshop to independently contact or market to them. If you are an end user and have questions or concerns regarding the handling of your information, refer to the privacy policies made available by our customer (who may be your employer) through the relevant RBAS tool. If you are a representative of our corporate or government customer subscribing for services, we collect your business contact information to establish and maintain our relationship with our customer as their service provider (e.g. customer service and invoicing). We also collect IMS end user credentials and interactions with the IMS to monitor, log, analyze and test the security of the systems, networks, databases and applications supporting the IMS and to ensure compliance by the customer with our contractual arrangements. We also use this interaction data to monitor and improve the general performance and usability of the IMS such as enhanced features, GUI layouts, and page responsiveness. Information and data collected by us through management of RBAS tools will be used as necessary to comply with our legal and regulatory obligations.
Ritchie Bros. Financial Services facilitates financing and leasing solutions for auction customers and other equipment owners and dealers referred through our partner networks. We do not offer financial products for personal, family or household purposes. Personal information collected includes:
For further information about the collection of data using cookies, web beacons and similar tools when you interact with the Ritchie Bros. Auctioneers or IronPlanet website, our custom webforms or our email communications, check out "Cookies & similar technologies and your preferences" below. We combine or link the personal information we collect from you with information we receive from the other sources identified in the chart above. Where we receive data from third parties, we try to confirm the information was lawfully collected and disclosed to us. 4. Purposes and legal basis for handling your informationWe use your personal information for a range of different business and other purposes and according to different legal bases of processing. We use information collected to primarily provide solutions and services, to respond to requests about our solutions and services, to protect our rights and the rights of others, to provide you with personalized digital advertising and marketing, to provide customer service, to detect, prevent, mitigate and investigate fraudulent or illegal activities, and to communicate with you about your account and our solutions and services. See the table below to learn more about examples of our processing purposes. 4.1 What we process information for
4.2 Data sharing with OEMs and their dealersAs noted above, if you make a bid during a Ritchie Bros. Auctioneers or an IronPlanet sales event, we may share your bid and contact information with the OEM of the lot you bid on and any of the OEM's dealers or representatives in your geographic area, if the OEM or dealer/representative entered into a contractual arrangement with us. We do not trade this information in exchange for money. OEMs and their dealers or representatives use this information to pursue their legitimate interest of understanding the lifecycle of their equipment and the secondary market for their equipment, to communicate with you about their products and services, and for other purposes disclosed in their privacy policies. Once disclosed, this information will be governed by the OEM's or the OEM dealer's privacy policy and will be subject to the laws of the jurisdiction in which the OEM or OEM dealer processes the information. See "Privacy related requests and your preferences" below on how to opt-out of this sharing and how to request which OEMs and dealers your information was disclosed to during the 12-month period preceding the date of your request. For more information, visit our "Data Handling and Sharing FAQ". 4.3 Data usage between Ritchie Bros. corporate family membersIn pursuit of our common interests we permit access to personal information among members of the Ritchie Bros. corporate family for purposes consistent with this Privacy Statement. Where permitted by law, you may receive promotional and other communications from these related family members. See our "Data Handling and Sharing FAQ" for more information. To the extent that Ritchie Bros. corporate family members have access to your personal information, they will follow practices that are at least as restrictive as the practices described in this Privacy Statement. 4.4 Automated decision-makingRitchie Bros. Auctioneers and IronPlanet use automated decision-making technologies to assist in determining a user's bidding privileges and whether a deposit is required prior to bidding. This processing assists us in protecting our interests and the integrity of our auctions and efficiently make decisions to extend to you the contractual right to bid at an auction. Our decision on bidding privileges or a deposit may be reviewed by a Customer Care agent. 5. International transferData we collect is transferred to database servers located in various regions, including Canada, European member states, Serbia and the United States. In addition, our personnel and our third-party service providers whom we transfer your information to for our business purposes may also store and access (and in the case of service providers, onward transfer to) your personal information in other countries. These countries may offer a different level of data protection and may have different data protection rules than your country of residence. In certain circumstances courts, law enforcement agencies, regulatory agencies or security authorities in those other foreign jurisdictions may be entitled to access your information. Under the General Data Protection Regulation (GDPR) and other data protection laws, information about individuals who are entitled to protection under those laws may only be transferred from their region to other regions if certain requirements are met. When we transfer your personal information from outside the EEA or UK, we rely on a variety of measures to support the transfer under EU or UK law, as applicable. As the European Commission and UK government consider Canada to be a country which provides adequate data protection, information may be transferred from the EEA or UK to Canada. In other cases, we may rely on a service provider's registration in the EU-US Privacy Shield and Swiss-US Privacy Shield (if sent to the US) and/or contractual means to require administrative and technological safeguards designed to mitigate the threat of unauthorized access, use or disclosure of your information (such as standard data protection clauses issued or approved by the European Commission (2010/87/EU, 2001/497/EC or 2004/915/EC). Please contact us if you have any questions about the transmission of information among members of the Ritchie Bros. corporate family or our transfers to service providers. 6. Storage and erasureWe and our service providers store personal information in accordance with applicable data protection laws to the extent necessary for the purposes set out in this Privacy Statement or for which you are otherwise notified. We will destroy or obfuscate data in accordance with our data retention and deletion policy unless we are obliged to keep your personal data longer (i.e. for legal or audit purposes). In general, Ritchie Bros.' retention periods are 7 years. Permanent deletion of data can be difficult due to the impact on applications and systems. Where legally permissible, we may restrict further access or usage of data instead of deleting it. Retention periods vary by region, the service or product in question and applicable law. We consider the following factors:
7. Data securityWhile we take reasonable administrative, technical and physical measures to protect the information you submit or that we collect online and offline against loss, theft and unauthorized use, disclosure, or modification, we cannot guarantee its absolute security. No Internet, email or mobile application transmission is ever fully secure or error free, nor are firewalls and physical access restrictions impenetrable. If you believe your account has been abused, please contact us at customercare@ritchiebros.com. 8. Privacy related requests and your preferencesYou may request to exercise the data subject rights described in this part by using our dedicated privacy contact form. If you prefer, you can send correspondence to Ritchie Bros., Attn: Data Privacy Office, 9500 Glenlyon Parkway, Burnaby, British Columbia, Canada, V5J0C6, or call our Customer Service group. California Residents. If you are a resident of California, see our State Privacy Disclosures page for specific information on Your California Privacy Rights. Access to Information. In some jurisdictions, applicable law provides the right to be informed of and request access to the personal information we hold and process about you. For instance, for individuals with rights under the GDPR, you may request information on the purposes of the processing, the categories of personal information concerned, the categories of recipients to whom the personal information have been or will be disclosed, the envisaged period for which the personal information will be stored, the existence of the right to request rectification or erasure of personal information or restriction of processing of personal information or to object to such processing, the right to lodge a complaint with a supervisory authority, any available information as to the personal information's source (where not collected from you), the existence of automated decision-making, including profiling and, where appropriate, meaningful information on its details. Access to information may be subject to certain exemptions. Rectification of Inaccurate or Incomplete Data. You have the right to ask us to correct inaccurate or incomplete personal information concerning you. For certain services, you may also use your online account profile page to review and edit some of your personal information. Data Portability. For individuals with rights under the GDPR, you may request personal information about you, that you provided to us, be delivered to you in a structured, commonly used, and machine-readable format and/or request us to transmit this information to another service provider (where technically feasible). Erasure. You can request that we erase your personal information and deactivate your applicable user account. Please note that exemptions and restrictions may apply depending on applicable law. In some cases, we will not erase the data, but instead restrict further processing (e.g. where the information is still necessary in relation to the purpose for which it was collected or is needed to establish, exercise or defend a legal claim). We may also obfuscate/pseudonymize or aggregate data where permitted. Withdrawing Consent. Where you have provided your consent to our processing of your personal information you may withdraw your consent at any time. Please specify if the request is a general withdrawal or which specific consent you want to withdraw. Please note that the withdrawal of your consent does not affect the lawfulness of any processing activities based on such consent before its withdrawal. Restricting Processing. In some jurisdictions, applicable law may give you the right to restrict the ways in which we use your personal information. For instance, under the GDPR, where:
Objecting to Processing. The GDPR entitles individuals to object to our processing their personal information for certain specific purposes (including profiling) where such processing is based on our legitimate interest. If an individual entitled to do so objects to such processing we will no longer process their personal information for these purposes unless we can demonstrate compelling legitimate grounds for such processing or such processing is required for the establishment, exercise or defence of legal claims. If personal information is processed by us for direct marketing purposes, individuals have the right to object at any time to the processing of their personal information for such marketing, which includes profiling to the extent that it is related to such direct marketing. Lodging Complaints. You have the right to lodge complaints about the personal information processing activities we carry out before competent supervisory authorities. We hope though that if you reach out to us first, we can resolve your complaint amicably. If not, then refer to the chart below under "Data Controllers" to see which supervisory authority to contact. Email Communications. We use your email address to communicate with you in order to fulfill any contractual obligations with you (e.g. to send you invoices or settlement statements) and to notify you about important account information (e.g. updates to our terms of use or security notices). These communications are mandatory. Where permitted by applicable law, we may send you relevant marketing communications if you have registered and created a account through one of our websites (including rbauction.com, ironplanet.com, truckplanet.com, or govplanet.com) and agreed to our terms of use for your account. We may also send you marketing communications if you have contracted to sell with us or registered to bid in person at any of our live sales events and agreed to our terms at the time of registration. In certain jurisdictions, by doing so, you infer or imply your consent. If you reside in a country that requires that we obtain your express consent, we will ask for you to expressly opt-into communications. Marketing communications may come from the Ritchie Bros. entity that you contracted with when registering an account or registering to sell or bid, or from another member of the Ritchie Bros. corporate family that provides products or services that we think may be of interest to you. If you are receiving marketing emails, you can unsubscribe from these marketing emails by clicking the unsubscribe link in any marketing email you receive. Data sharing with OEMs and their dealers. We provide you with the right to know what identifiable information and which OEMs and dealers and representatives we have disclosed information to for their use during the 12-month period preceding the date of your request. Depending on where you live, you may have the right to request data for a greater period of time. To obtain a list of these OEMs, OEM dealers or representatives who we have disclosed your identifiable information to and/or to stop any further disclosure, use the privacy contact form or other options noted above at the beginning of this section. 9. Cookies & similar technologies and your preferencesWhen you interact with our online offerings and digital content (e.g. emails or banner ads) or mobile apps, we, our service providers and selected third parties may use cookies and similar technologies (e.g. web beacons) to make our offerings, content and apps better, faster and safer, to personalize our advertising across the web, or to provide users a personalized experience. Cookies are small text files that are automatically created by your browser and stored on your device when triggered by the online offering or mobile app. Web beacons operate in conjunction with cookies as a small imperceptible graphic image that tracks a user action when taken (e.g. clicking on a link in an email). Our use of these technologies falls into four categories:
Some of these technologies may be permanently placed on your device until you remove them (persistent cookies) while others are temporary and are removed after you close your browser (session cookies). Our service providers use of your data on our behalf is subject to contractual arrangements between us and them. When you take certain actions, or engage with advertisements of our services, on other websites across the internet, selected third-party organizations place and use cookies and similar technologies to collect data about your activities. This data may be combined with other data they have acquired and used to profile your interests and serve you advertisements of interest. The processing of your data by these third parties is subject to their privacy practices over which we have no control. You are always free to completely block cookies if your browser or device permits, although doing so will interfere with your use of some of our websites' features or content. Review your browser settings to do so. For more information about targeting and advertising cookies and how you can opt-out from a range of third parties generally, visit:
Note that using the opt-out tools provided are browser and device specific. As well, deleting cookies can remove your opt-out preferences, so you will need to periodically refresh your opt-out preferences. To set "Limit Ad Tracking" on various iOS devices, please click here. To opt-out of Google interest-based ads on Android, open your Google Settings app > Ads > Enable "Opt out of interest-based advertising" Certain of our service providers allow you to directly limit their ability to target you with advertising. Follow their respective instructions below. Please note this list is subject to change. Contact us as noted at the beginning of this Privacy Statement for the most up-to-date listing.
10. Data ControllersThe Ritchie Bros. company responsible for the handling of your personal information depends on the brand you are interacting with and where you are located: A. Core asset disposition services
B. Other asset disposition-related services
11. Other information regarding privacy11.1 Responsibilities for receipt of information through servicesWhen using our solutions, you may receive or have access to another person's information. For example:
You may use the information received or which you've been given access only to interact with the other person as part of your transaction or to comply with regulatory obligations. You must comply with all applicable law and, in particular, provide the other person with any data subject rights to which they are entitled. You are solely responsible for determining whether you may lawfully use the information received or accessed for other purposes. Note that certain information may also be subject to usage restrictions in accordance with our terms of use or buyer terms and conditions. 11.2 Providing us with third party personal informationIf you provide us with personal information relating to another person, you must obtain the consent of the person or the disclosure of the information to us must be otherwise legally permissible. You must inform the other person of how we process personal data in accordance with this Privacy Statement. 11.3 Children's privacyOur solutions are not intended for use by children. We do not knowingly collect information from users or participants who are considered children under applicable laws. To participate in an auction or use our services, you must be 18 or older. 11.4 Logging in to IronPlanet's online marketplaces using your Ritchie Bros. Auctioneers web accountWe permit you to use your Ritchie Bros. Auctioneers online web account credentials to log in to IronPlanet's online marketplaces. To facilitate this cross-solution authentication, when you register an account with Ritchie Bros. Auctioneers, we automatically create a dormant account for you on IronPlanet that becomes active only when you first sign-in. 11.5 Logging in to a preferred provider's site using Ritchie Bros. credentialsWe permit certain of our preferred partners to authenticate your online access to their website or webservices using your IronPlanet or Ritchie Bros. Auctioneers online credentials. If you choose to do so, when logging-in you will be redirected to our website to enter your credentials. Once you successfully login, you will be redirected again back to the partner's site. Your personal information collected by the partner when using their site will be handled by them for the purposes they disclose to you (such as in their privacy notices). 11.6 Links and Social Media PresencesOur websites contain links to other sites including sites maintained by our customers, third party service providers or preferred or recommended providers. We are not responsible for the privacy practices of such other sites. We encourage our users to read the privacy notices of all websites they choose to visit that collect personal information. Ritchie Bros. maintains publicly accessible profiles in various social networks listed below. Our social media presence ensures an internet presence that is as comprehensive as possible - which supports our legitimate commercial and marketing interests. Social networks are able to analyze your user behaviour when you visit their websites or other sites with integrated social media plug-ins, or you use their mobile apps. When you're logged-in to your social media account and you visit our social media presence, or you click on a hyperlink to our social media presence and then log-in to your account, the social media operator associates your visit with your social media user account. It may also be possible for the operator to identify you when you are not logged-in or do not have an account. All of this is made possible by the placement of tracking tools on your browser or device that are associated with the social media operator. These allow the operator to receive information from our websites which it combines with information it receives elsewhere on the internet or from other sources. Social media operators use the information gathered about you to create user profiles that store your preferences and interests. The profiles are used to tailor advertising to you based on your interests both within and outside of their respective social media sites and across any device you've used to access the social media site. The information is also used by operators to provide anonymous measurement statistics and demographic data to us as administrators of our social media presence. We use this data to create content more relevant to our target audiences. For details of other uses of this data by operators, please refer to their respective privacy notices. For further information about our collection of data using cookies, web beacons and similar tools when you interact with our digital services, check out "Cookies & similar technologies and your preferences". For individuals with rights under the GDPR, when you visit one our social media presences, we are jointly responsible as controllers together with the social media operator for the data processing activities triggered by your visit. You may assert your rights against either of us, but please note, despite having joint responsibility we have no real influence over the data processing activities conducted by the social media operator. Refer to the information below for the specifics of each social media operator.
11.7 Regional disclosuresThis Privacy Statement establishes our global principles for the collection, use, disclosure and storage of personal information that is processed by Ritchie Bros. member companies in the course of our operations. Certain places where you are doing business with us or where the website or application you are interacting with is located or hosted may have specific requirements concerning personal information which may be found under our State Privacy Disclosures. Last Revised: January 22, 2018 Abandonment PolicyIronPlanet provides this Abandonment Policy to inform you of our policies and procedures with respect to its Marketplaces regarding Equipment that has not been removed by Buyers in a timely manner after availability of the Item Release. This Abandonment Policy only applies to Equipment sold on the Marketplace and does not apply to any Equipment sold through a Ritchie Bros. Auctioneers live auction event. All matters relating to abandonment are governed by the terms of this Abandonment Policy, and by the Buyer Terms and Conditions (located at http://www.ironplanet.com/pop/terms_page.jsp?noh1=yes&kwtag=footer) governing the purchase of the Equipment. This policy applies to all Equipment sold on the Marketplace unless a more specific policy or contractual agreement has been established. IronPlanet may deem a Buyer's failure to claim and remove Equipment within sixty (60) calendar days following availability of the Item Release to be evidence of Buyer's intention to abandon the Buyer's Equipment. In these instances, IronPlanet may take action that is adverse to Buyer's interest in the Equipment, including, but not limited to, steps to dispose of the Equipment on the Buyer's behalf. Disposition of the Equipment may include a variety of approaches and IronPlanet will determine the appropriate disposition approach which may include:
*If a Buyer has not removed the Equipment from its existing location within eight (8) business days after availability of the Item Release, the Buyer will be responsible for paying any and all storage fees levied on the Equipment. The maximum storage fees allowed to be levied on Equipment sold through an IronPlanet Marketplace will be 25.00 (in the listing currency) per day, beginning on the 9th day after availability of the Item Release, with the total amount not to exceed 1,500.00 (in the listing currency). Revised January 22, 2018 IronClad Assurance PolicyIronPlanet provides this IronClad Assurance® Policy to inform you of our policies and procedures regarding Equipment that has been inspected by IronPlanet and received the IronClad Assurance certification. All matters relating to IronClad Assurance are governed by the terms of this IronClad Assurance Policy, and by the Buyer Terms and Conditions (located at http://www.ironplanet.com/pop/terms_page.jsp?noh1=yes&kwtag=footer) governing the purchase of the Equipment.
IronClad Assurance. Under the IronClad Assurance inspection certification program, if you discover that a piece of Equipment purchased by you is not substantially in the condition as represented in the Inspection Report and you are within the Eligible Dispute Period specified below, you may contact IronPlanet Customer Care and submit a written dispute ("Dispute Claim") to IronPlanet. To be considered, the Dispute Claim must be (a) in writing, (b) within the Eligible Dispute Period, (c) delivered to IronPlanet as specified herein, and (d) satisfy the Dispute Conditions below. A deductible in the amount of 750.00 in the listing currency will be applied to any settlement of a Dispute Claim. Eligible Dispute Period. For a Dispute Claim to be considered, without penalty, you must review the Equipment and submit a Dispute Claim prior to the first occurrence of any of the following:
A Dispute Claim will be considered subject to a penalty (equal to 50% of the final dispute resolution value) if submitted after the first occurrence of any aforementioned period and prior to the twenty-first (21st) business day after the date of the sale. You may elect to waive any resolution and resell the item through an IronPlanet auction at the cost of the deductible (Equipment must be located in a country IronPlanet is authorized to sell from and all Dispute Conditions listed below must be satisfied). Any Dispute Claim submitted after the twenty-first (21st) business day will not be considered, with or without penalty. At the time of Export and/or Disassembly (as defined above) you forfeit your right to any unresolved Dispute Claim on the Equipment and any future Dispute Claim will not be considered with or without penalty (unless IronPlanet has provided their written consent). You may elect to resell the item through an IronPlanet auction at the cost of the deductible (Equipment must be located in a country IronPlanet is authorized to sell from and Dispute Conditions listed below must be satisfied). Dispute Conditions. Dispute Claims are subject to the following conditions:
Adjudication of Equipment and Dispute Claims. IronPlanet shall be solely responsible for the review and adjudication of any Dispute Claims. All determinations made by IronPlanet shall be final. In the event of a refund to Buyer relating to a Dispute Claim, IronPlanet shall remit all funds in the manner in which Buyer submitted payment (i.e., wire transfer to Buyer's account or refund on Buyer's credit card).
Revised April 25, 2019 SalvageSale Terms And Conditions
General TermsThese SalvageSale Terms and Conditions ("SalvageSale Terms") by and between you and the contracting entity outlined in Section 9.1 below (collectively, "RB Group") establish the terms of your use of RB Group's sites and services on the SalvageSale platform at www.salvagesale.com and www.salvagesale.co.uk (collectively, the "SalvageSale Marketplace") to list and sell or to bid on and purchase equipment, assets and other items ("Equipment"). The SalvageSale Terms were last revised on April 25, 2019. 1. Services of RB Group. Under the terms of this agreement ("Agreement"), RB Group offers you the use of the SalvageSale Marketplace, which functions as a platform on which a seller ("Seller") can list and advertise Equipment for sale to a potential buyer ("Buyer"). RB Group is not involved in the actual transaction between Buyers and Sellers, we are - other than an escrow agent - not an agent of the Buyer or Seller, and we do not take title to the Equipment at any point of the sales process. Any agreement reached between a Buyer and Seller with respect to the terms of sale for Equipment is solely between such Buyer and Seller. As a result, we have no control over and do not guarantee the quality, safety, or legality of listed Equipment, the truth or accuracy of Seller's listings, the ability of Sellers to sell Equipment, the ability of Buyers to pay for Equipment, or that a Buyer or Seller will actually complete a transaction. 2. SELLER-SPECIFIC TERMS. The following seller-specific terms will apply if you, as a Seller, are selling Equipment on the SalvageSale Marketplace. If you are acting as a Seller under this Agreement, then all obligations of the Seller setout herein are applicable to you. 2.1 ACCEPTANCE OF TERMS. Before you attempt to sell any Equipment through the SalvageSale Marketplace, RB Group requires that you read and accept the SalvageSale Terms. BY PROVIDING A LISTING TO YOUR SALVAGESALE SALES REPRESENTATIVE, YOU HEREBY REPRESENT THAT YOU HAVE READ, UNDERSTOOD AND ACCEPTED THE SALVAGESALE TERMS AND ALL OTHER TERMS AND CONDITIONS INCORPORATED HEREIN BY REFERENCE AND THAT YOU WILL BE LEGALLY AND FINANCIALLY RESPONSIBLE FOR YOUR USE OF THE SALVAGESALE MARKETPLACE AND SALE OF EQUIPMENT. If you choose not to accept the SalvageSale Terms, you may not list or sell Equipment by means of the SalvageSale Marketplace. If you have any questions, please contact customercare@ritchiebros.com (U.S., Canada or Mexico) or london@salvagesale.com (Rest of the world). 2.2 Listing Requirements. When you list Equipment for sale on the SalvageSale Marketplace, you represent and warrant that you have the authority to sell such goods, free and clear of any liens, claims or other encumbrances. You further agree to use commercially reasonable efforts to supply accurate information for each listing (each, a "Listing"), and will be solely responsible for the listing information you provide. From the information you provide regarding the Equipment, RB Group will prepare and send you the Listing for your review prior to posting on the SalvageSale Marketplace, and if no response is received from you, the Listing will be deemed to be approved by you twenty-four (24) hours after being sent. 2.3 Representations and Warranties. You represent and warrant that: (a) no Equipment shall be fraudulent, stolen or counterfeit, (b) you are duly authorized to enter into this Agreement, (c) you are solvent and have not made any assignment, proposal or other proceeding for the benefit of your creditors, and (d) you own all right, title and interest in and to the Equipment and the Equipment is free and clear of all liens, claims or other encumbrances, except as otherwise disclosed by you to RB Group in writing. 2.4 Seller Commission Fee. For goods sold by a Seller on the SalvageSale Marketplace, RB Group will be paid a commission (deducted from the purchase price) equal to twelve and one-half percent (12.5%) of the purchase price, unless otherwise agreed to between RB Group and the Seller in writing. 2.5 Seller Lien Search Fee. RB Group may carry out lien searches regarding the Seller and may charge the Seller a lien search fee equal to 50.00. 2.6 General Fees. You are responsible for paying all fees and penalties associated with using RB Group's services and the SalvageSale Marketplace as well as all applicable taxes, as set out in these SalvageSale Terms. Any fees payable by the Seller under this Agreement shall be deducted from the purchase price prior to such proceeds being sent to the Seller. 2.7 Power of Attorney. You hereby appoint RB Group and its authorized representatives as your attorney-in-fact for the sole purpose of executing a bill of sale, if required, to finalize transfer of ownership from you to the Buyer.The Seller may nominate a loss adjuster to instruct RB Group on Seller's behalf in relation to the sale of the Equipment and to carry out the obligations of Seller under this Agreement. RB group shall carry out the instructions of any loss adjuster nominated by the Seller as if they were the instructions of the Seller. 2.8 DISCLAIMER. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SALVAGESALE MARKETPLACE PROVIDED BY OR THROUGH RB GROUP IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 2.9 LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RB GROUP BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, COVER, INCIDENTAL OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING LOSS OF REVENUE, PROFITS, OR BUSINESS, ANY LOSS OF GOODWILL OR REPUTATION, OR THE COSTS OF SUBSTITUTE GOODS OR SERVICES, EVEN IF RB GROUP OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE TOTAL LIABILITY OF RB GROUP TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) ARISING FROM THIS AGREEMENT, THE SALE OF EQUIPMENT, OR YOUR USE OF THE SALVAGESALE MARKETPLACE EXCEED, IN THE AGGREGATE, THE TOTAL COMMISSION EARNED BY RB GROUP FROM THE LISTING(S) RELATED TO SUCH CLAIM. 2.10 Indemnification. You agree to defend, indemnify and hold harmless RB Group, its subsidiaries and affiliates, and each of their respective officers, directors, employees, agents, successors and assigns ("Indemnified Parties") from and against any claim or demand (including reasonable attorneys' and experts' fees and costs) made by any third-party, including, but not limited to Buyers, due to or arising out of (a) your breach of this Agreement, (b)due to or arising from your failure to provide a proper (VAT) invoice and/or certificate of title for titled Equipment, where applicable, (c) your improper use of the SalvageSale Marketplace, (d) your violation of any law or the rights of a third party or (e) any breach of the representations, warranties or covenants set out in this Agreement. RB Group shall promptly notify you in writing of any threatened or actual claim or demand and reasonably cooperate with you to facilitate the settlement or defense thereof. You shall have sole control of the defense or settlement of any claim or demand, provided that RB Group, at its option and expense, may participate and appear on equal footing with you. You shall not settle any claim or demand without the written consent of the Indemnified Parties, with such consent not to be unreasonably withheld or delayed. 2.11 Exclusive Listing. The SalvageSale Marketplace shall be the exclusive listing site for Equipment and you shall not offer for sale or sell the Equipment in any other manner until the earlier of (a) the date such Equipment is sold via the SalvageSale Marketplace or (b) the date you withdraw the Equipment from the SalvageSale Marketplace (but in such event no less than ninety (90) days). By entering into an Agreement for use of the SalvageSale Marketplace, you hereby extend an irrevocable offer to sell the Equipment, as applicable, (a) to a Buyer who is the highest bidder and who meets or exceeds the Asking Price, as applicable, (b) to a Buyer who commits to purchase Equipment at the Buy Now Price; (c) to a Buyer who commits to purchase Equipment at price negotiated between you and the Buyer in a Make Offer Listing; or (d) a Buyer who you've selected pursuant to the Seller Bid Selection process. 2.12 Termination, Rescission and Default. RB Group shall have the right, in its sole discretion, to terminate this Agreement in whole or in part if (a) there are liens, claims or other encumbrances on or to any Equipment in addition to those already disclosed to RB Group, (b) your net proceeds are insufficient to discharge creditor claims and pay RB Group's fees after title is cleared, (c) you are in breach of the Agreement, (d) you have provided inaccurate, fraudulent, outdated or incomplete information during the registration or listing process or thereafter, (e) you have violated applicable laws, regulations or third party rights, (f) RB Group believes in good faith that such action is reasonably necessary to protect the safety or property of other customers, RB Group personnel or third parties, or (g) termination is required for fraud prevention, risk assessment, security or investigation purposes. In the event of such termination, in addition to any other remedies available to RB Group, you shall pay RB Group any costs incurred by RB Group. In addition to the foregoing, in the event of a termination as a result of items (c), (d), (e), (f), or (g), you shall pay RB Group 25% of the estimated market value of Equipment as determined by RB Group. 3. BUYER-SPECIFIC TERMS. The following terms will apply if you, as a Buyer, are purchasing Equipment on the SalvageSale Marketplace. If you are acting as a Buyer under this Agreement, then all obligations of the Buyer setout herein are applicable to you. 3.1 ACCEPTANCE OF TERMS. Before you attempt to buy any Equipment through the SalvageSale Marketplace, RB Group requires that you read and accept the SalvageSale Terms. BY CHECKING ON THE SPACE NEXT TO "ACCEPT TERMS & CONDITIONS", YOU HEREBY REPRESENT THAT YOU HAVE READ, UNDERSTOOD AND ACCEPTED THE SALVAGESALE TERMS AND ALL OTHER TERMS AND CONDITIONS INCORPORATED HEREIN BY REFERENCE AND THAT YOU WILL BE LEGALLY AND FINANCIALLY RESPONSIBLE FOR YOUR USE OF THE SALVAGESALE MARKETPLACE AND PURCHASE OF EQUIPMENT. If you choose not to accept the SalvageSale Terms, you may not bid on or purchase Equipment by means of the SalvageSale Marketplace. If you have any questions, please contact customercare@ritchiebros.com (U.S., Canada or Mexico) or london@salvagesale.com (Rest of the world). 3.2 Buyer's Transaction Fee. For each piece of Equipment purchased from the Seller through the SalvageSale Marketplace, you agree to pay a transaction fee ("Transaction Fee") as detailed in the Listing. RB Group may change or add fees from time to time, in its sole discretion, with or without notice to you. Other fees that may be payable by you are in the Listing. 3.3 Buyer Late Fee;Buyer Default Penalty. Unless a differing payment period is noted in the Listing, if, after seven (7) days following the date payment is due as set out in the Listing, you have not made full payment of the purchase price and all other applicable fees to Seller, you are in default and shall be subject to a Late Payment Fee, as detailed on the Listing. Should RB Group deem you in default, RB Group may, at its discretion: (a) sell the Equipment to the next highest bidder without further notice to you and you shall upon demand pay RB Group, as damages, any difference between the purchase price you accepted and the final purchase price paid for the Equipment (the "Buyer Default Penalty"); and (b) ban you from participating as either a seller or buyer on the SalvageSale Marketplace and any marketplace operated by RB Group or any of its affiliates. In such event, as well as in regard to any other fees owed by you to RB Group or its affiliated companies in regard to other transactions, RB Group reserves the right to, and you hereby consent that RB Group may, offset any such charges from amounts paid by you and invoice you for the remainder, with the invoice to be paid within fifteen (15) days following the date of the invoice. 3.4 General Fees. You are responsible for paying all fees and penalties associated with using RB Group's services and the SalvageSale Marketplace as well as all applicable taxes. 3.5 Power of Attorney. You hereby appoint RB Group and its authorized representatives as your attorney-in-fact for the sole purpose of executing a bill of sale, if required, to finalize transfer of ownership to you. 3.6 Disclaimer. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SALVAGESALE MARKETPLACE PROVIDED BY OR THROUGH RB GROUP IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. EACH PIECE OF EQUIPMENT IS SOLD "AS IS, WHERE IS," AND NEITHER SELLER NOR RB GROUP MAKES ANY GUARANTEES, REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, OF ANY KIND WHATSOEVER, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER SELLER NOR RB GROUP MAKES ANY WARRANTY THAT THE EQUIPMENT WILL PROPERLY FUNCTION OR OPERATE WHEN DELIVERED TO YOU NOR THAT IT WILL CONTINUE TO OPERATE OR FUNCTION FOR ANY PERIOD OF TIME AFTER DELIVERY. RB GROUP EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR ANY ACTS OR OMISSIONS OF OTHER USERS OF THE SALVAGESALE MARKETPLACE. IF YOU ARE DISSATISFIED WITH THE SALVAGESALE MARKETPLACE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SALVAGESALE MARKETPLACE. NEITHER RB GROUP, THE LOCATION WHERE THE EQUIPMENT IS STORED NOR THE SELLER SHALL PROVIDE ANY CUSTOMS, EXPORT, ANY DOCUMENTATION OTHER THAN AS NOTED IN THE LISTING, OR IMPORT ASSISTANCE TO THE BUYER. RB GROUP, THE SELLER AND ANY LOCATION WHERE THE EQUIPMENT IS STORED EXPRESSLY DISCLAIM THE APPROPRIATENESS OF THIS ITEM TO BE EXPORTED FROM, OR IMPORTED TO, ANY COUNTRY. SHIPPING, LOGISTICS, TRANSPORTATION, LOADING, CUSTOMS, EXPORT AND IMPORT ACTIVITES, AND ALL ASSOCIATED COSTS ARE THE SOLE RESPONSIBILITY OF THE BUYER. 3.7 Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RB GROUP OR SELLER BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, COVER, INCIDENTAL OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE, ANTICIPATED PROFITS, BUSINESS OR SALES, ANY LOSS OF GOODWILL OR REPUTATION, OR THE COSTS OF SUBSTITUTE GOODS OR SERVICES, EVEN IF RB GROUP OR SELLER, OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE TOTAL LIABILITY OF RB GROUP OR SELLER TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) ARISING FROM THIS AGREEMENT, THE PURCHASE OR USE OF EQUIPMENT, OR YOUR USE OF THE SALVAGESALE MARKETPLACE EXCEED, IN THE AGGREGATE, THE TOTAL COMMISSION EARNED BY RB GROUP FROM THE LISTING(S) RELATED TO SUCH CLAIM. 3.8 Indemnity. You agree to defend, indemnify and hold harmless RB Group, its subsidiaries and affiliates, and each of their respective officers, directors, employees, agents, successors and assigns, and the Seller ("Indemnified Parties") from and against any claim or demand (including reasonable attorneys' and experts' fees and costs), made by any third party, including, but not limited to Sellers, due to or arising out of (a) your breach of this Agreement, (b) your improper use of the SalvageSale Marketplace, including without limitation any personal injury, death or property damage caused by or arising out of the subsequent use of any Equipment sold or purchased from the SalvageSale Marketplace, or (c) your violation of any law or the rights of a third party. Furthermore, you agree to defend, indemnify and hold RB Group and its Seller harmless from and against any and all damages, costs, claims or liability (including reasonable attorneys' fees) for any injuries to persons or property of any type, occurring during your or your agent's inspection of property, your or your agent's presence at a Seller's site or resulting from the sale, removal, use or operations of the purchased property. RB Group shall promptly notify you in writing of any threatened or actual claim or demand and reasonably cooperate with you to facilitate the settlement or defense thereof. You shall have sole control of the defense or settlement of any claim or demand, provided that RB Group, at its option and expense, may participate and appear on an equal footing with you. You shall not settle any claim or demand without the written consent of the indemnified parties, with such consent not to be unreasonably withheld or delayed. 3.9 Release. In the event that you have a dispute with one or more users of the SalvageSale Marketplace, you release RB Group, its affiliated companies, their officers, directors, agents, subsidiaries and employees, and the Seller from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you expressly waive any rights you may have under California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." Each Buyer and/or Seller may enforce these SalvageSale Terms against the other party as if it had been agreed directly between the Buyer and Seller themselves. 4. PAYMENT. 4.1 Invoice and Payment. At the conclusion of a Listing and upon the selection of the winning bid by the Seller, the SalvageSale Marketplace will generate a third-party invoice that is issued to the Buyer on the Seller's behalf. In jurisdictions where VAT or other indirect taxes apply, the Seller shall raise a VAT compliant (if applicable) invoice directed to the Buyer(s) upon instruction of RB Group. The invoice shall be made available to RB Group. Notwithstanding the transaction between Seller and Buyer, Seller shall raise a VAT compliant invoice directed to the RB Group upon instruction of RB Group if the Equipment at the time of the sale is located in one of the following countries: Belgium, Denmark, Finland, France, Germany, Ireland, Italy, Netherlands, Norway, Poland, Portugal, Romania, Spain, Canary Islands, Sweden or the UK, where RB Group applies Article 14.2.c of the Directive 2006/112/EG. The Buyer is responsible for paying the Seller the purchase price for the Equipment. In connection with the Buyer's purchase, the Buyer will be asked to provide customary billing information such as name, billing address, credit card information, or routing and account numbers for payments by electronic funds transfer either to RB Group or its third-party payment processor(s). The Buyer agrees to pay RB Group for any purchases made in connection with the Buyer's account in accordance with these SalvageSale Terms by credit card or electronic funds transfer. The Buyer hereby authorizes the collection of such amounts by charging the credit card provided or by processing an electronic funds transfer utilizing the routing and account number provided, either directly by RB Group or indirectly, via a third-party online payment processor. If the Buyer is directed to RB Group's third-party payment processor(s), the Buyer may be subject to terms and conditions governing use of that third party's service and that third party's personal information collection practices. Please review such terms and conditions and privacy policy before using the services. 4.2 Payment of Proceeds and Escrow. The Seller hereby instructs RB Group, as an escrow account holder, to facilitate receipt of the purchase price. Further, the Seller hereby grants RB Group the right, in its own name, to enforce the Seller's right to payment. The Seller agrees that no monies shall be payable to the Seller until (a) such monies are paid by the Buyer to RB Group, (b) where applicable, a proper invoice, raised by Seller, has been received by RB Group, (c) the Equipment has been collected by the Buyer, and (d) no claims or dispute has been raised in accordance with these SalvageSale Terms. Once received by RB Group, any monies due to the Seller, net of any commissions and fees due to RB Group as detailed in this Agreement, shall be disbursed within fifteen (15) business days of the invoice date. The Seller hereby consents to RB Group's right to offset any other commissions and fees specified in this Agreement or that result from additional services requested by the Seller, with any remainder to be paid within fifteen (15) days following receipt of an invoice. The Seller acknowledges that the Buyer may fail to perform or pay on a timely basis and that RB Group shall not have any liability to the Seller for any act or omission of the Buyer. With respect to instructions regarding the funds held by RB Group as an escrow agent, you agree that RB Group may rely on any written instrument or e-mail reasonably believed by it to be genuine and to have been signed or sent by the proper party or parties, their officers, representatives or agents. Any interest on funds in escrow accrues to RB Group. 5. PICK-UP OF EQUIPMENT; RISK OF LOSS. 5.1 Storage and Removal of Equipment. The Seller shall provide storage for the Equipment and provide access to the storage location in order to support the pick-up of the Equipment by the Buyer. Upon RB Group's receipt of full payment, a proper invoice and the Buyer's completion of any additional, required documents, both Seller and Buyer will be notified that the Equipment if available for pick-up via an email that is generated automatically by the SalvageSale Marketplace ("Item Release"). The Buyer is responsible for dismantling, loading and shipping the Equipment for transportation, unless otherwise noted in the Listing. The Buyer shall remove the Equipment from Seller's premises no later than eight (8) business days after availability of the Item Release unless otherwise stated in the Listing (the "Pick-up Date"), after which the Buyer may be responsible for payment of Storage Fees, and in some cases payment of cost to transport Equipment to an alternate location, as detailed on the SalvageSale Marketplace and incorporated herein by reference. Unless otherwise noted in the Listing, standard Storage Fees are 25.00 per day, beginning on the ninth (9th) day after availability of the Item Release, with the total amount not to exceed 1,500.00. Any claims of material shortages in quantity or other material discrepancies of the goods from their posted description must be communicated to RB Group prior to 5:00pm (time zone of pick up location) on the business day immediately after the pick-up date. After such time, Buyer will have no rights to make any claims regarding material shortages in quantity or other material discrepancies of the goods from their posted description. 5.2 Equipment Availability. The Seller agrees to have the Equipment available for transportation, complete with ignition key, if applicable, to the Buyer no later than one (1) business day after the Buyer is deemed the winning bidder. If the Equipment is not available, the Seller may be subject to pay a post-closing delay fee ("Post-Closing Delay Fee"). The Post-Closing Delay Fee includes, but is not limited to, transportation cancellation or re-scheduling fees, transportation delay fees, hourly or daily average rental cost of equivalent replacement equipment for the Buyer, including loading, unloading and transportation costs. RB Group may assess the Post-Closing Delay Fee at its discretion. Further, if the Seller fails for any reason to release the Equipment to the Buyer once an Item Release is provided, the Seller will be subject to a seller default fee ("Seller Default Fee") in addition to any other rights or remedies that RB Group or the Buyer may have. The Seller Default Fee will be equal to twenty-five percent (25%) of the purchase price, plus the commission due to RB Group and any costs incurred by the Buyer and validated by RB Group. If the Buyer notifies RB Group that the Seller does not make the goods available by the scheduled Pick-Up Date, RB Group will notify both parties and refund the purchase price to the Buyer within ten (10) days after RB Group sends the notice, if the parties cannot agree to a pick-up schedule. 5.3 Failure to Pick Up. If the Seller notifies RB Group that the Buyer has failed to pick up the goods or assume control by the Pick-Up Date, the Buyer will be placed in Default, and will be subject to the Buyer Default Penalty and rules outlined above. In addition to the Buyer Default Penalty, the defaulting Buyer may be subject to other claims, damages or liabilities to the Seller and/or RB Group; such as storage fees, administrative fees, the amount of any reduction in sales price upon resale of the goods by the Seller, and any applicable fines. Pending payment of the Buyer Default Penalty and any other assessed claims, damages, liabilities, and fees, the defaulting Buyer will be barred from bidding on any other listings on this and any other affiliated website operated by RB Group. RB Group reserves the right to withhold any default penalties and other applicable charges from monies previously paid by the Buyer, at RB Group's sole discretion. RB Group reserves the right to use a collection agency to collect any outstanding fees and penalties, and to report any unpaid payments to credit reporting agencies. 5.4 Abandoned Equipment. Unless otherwise stated in the Listing, the Buyer's failure to claim and remove Equipment within sixty (60) days following the Item Release is deemed to be evidence of the Buyer's intention to abandon the Equipment, and RB Group on behalf of Seller may take action that is adverse to the Buyer's interest in the Equipment, including, but not limited to, any appropriate steps under the law to dispose of the Equipment. RB Group's Abandonment Policy is located at http://ironplanet.com/main/abandonment.jsp and is hereby incorporated by reference. 5.5 Risk of Loss. The responsibility and risk of loss for Equipment shall be and remain with the Seller (and not RB Group or the Buyer) until the earlier of: (a) the removal of the Equipment from the posted Equipment location by the Buyer or the Buyer's designated transportation provider or (b) receipt by the Seller of all proceeds from the sale of Equipment. Thereafter, the Equipment shall be and remain at the risk of the Buyer or the Buyer's designated transportation provider (and not RB Group or the Seller). Unless otherwise dictated in the Agreement, RB Group has no obligation to maintain insurance coverage pertaining to the Equipment in the possession of RB Group for purposes hereunder. 6. TITLED EQUIPMENT. 6.1 Titled Equipment. If selling titled Equipment, the Seller must provide RB Group with the original copy of each title in advance of RB Group making the Listing available on the SalvageSale Marketplace. RB Group will release the original title to the Buyer within fifteen (15) days of the Buyer being declared the winning bidder and after payment from the Buyer is received by RB Group. Not all transactions will result in a title transfer, and Buyers should review the Listing to determine whether a title transfer is applicable. In lieu of titles, certain transactions may result in the Seller providing a bill of sale to the Buyer. The Buyer is responsible for providing an executed document from the Buyer, executed by the Buyer and Seller, along with any other additional documentation which might be required, including, but not limited to, a fully executed equipment sales agreement and export documentation in order to obtain the bill of sale. Buyers are encouraged to review the Listing details to understand the necessary requirements which must be met before a bill of sale would be provided. RB Group may charge the Seller a title transfer fee equal to 50.00 per piece of Equipment requiring titles. 6.2 The Seller represents and warrants that (a) the Seller is the registered owner of the titled Equipment according to the applicable motor vehicle registry in the appropriate jurisdiction; and (b) if the Seller is unable to provide an original copy of each title, the Seller has undertaken their best efforts to locate or produce a duplicate title. 7. TAXES.In any transaction on the SalvageSale Marketplace, Buyer and Seller are responsible for determining whether sales, use, value added tax (VAT), Impuesto al Valor Agregado tax (IVA), goods and services tax (GST), transfer, ad valorem or other similar taxes of any taxing authority apply to the transaction and to collect, report and remit the correct tax to the appropriate tax authority. Unless otherwise agreed with the Seller, RB Group is not obligated to determine whether any such taxes apply and is not responsible for collecting, remitting or reporting any such taxes arising from any transaction. Invoices to Buyers may contain tax. When tax is due, Buyer is required to remit the stated tax. Failure to pay tax will result in Buyer being placed in default. Where applicable, all sums payable by one party to the other under the Agreement are exclusive of any VAT chargeable on any supply to which such sums relate and an amount equal to such VAT shall, in each case, be paid by the party making such payment on receipt of a proper VAT invoice. 8. BIDDING PROCEDURES FOR SALES ON THE SALVAGESALE MARKETPLACE.The bidding procedures set forth below are the rules that govern the SalvageSale Marketplace. In addition, you are subject to the listing terms for any specific Listing on the SalvageSale Marketplace for which you submit bids. In case of any conflict between the listing terms of any specific items or lots and these SalvageSale Terms, the specific listing terms shall control. 8.1 Sale Formats. RB Group has four offering formats on the SalvageSale Marketplace which are explained below: 8.1.1 Sealed Bid. Buyers submit bids for listed items prior to the set ending time for the sale. Buyers are provided their rank position for the offering and may enter subsequent bids that are higher than their current high bid. Bid amounts are not disclosed to other Buyers. For any completed sale, the final purchase price and winning Buyers are confidential and will not be publicly released on the SalvageSale Marketplace. 8.1.2 Make Offer. Buyers bid on the Equipment and the bid is a binding offer to purchase the Equipment if (a) the bid meets or exceeds the minimum price as established by the Seller; (b) the bid is accepted by the Seller; or (c) the Seller proposes a counter offer and you accept. Otherwise, a Buyers obligation to complete the transaction will expire two (2) business days after it was submitted or upon acceptance of another bid by the Seller, whichever occurs first. There is no definitive closing time for the sale unless such a time is specified in the Listing. For any completed sale, the final purchase price and winning Buyers are confidential and will not be released to other parties. 8.1.3 Buy Now. Buyers may purchase an item at a fixed price that is published with the Listing. For any completed sale, the Buy Now is disclosed, but the winning Buyer is confidential and will not be publicly released on the SalvageSale Marketplace. 8.1.4 Online Auction. Buyers bid on the Equipment and the bid is a binding offer to purchase the Equipment if you are the highest bidder and have met or exceeded the applicable opening bid at close of the auction. For any completed sale, the winning bid is disclosed, but the winning Buyer is confidential and will not be publicly released on the SalvageSale Marketplace.. 8.2 How Time Extension Works. Sealed Bid, Make Offer and Online Auction Listings will have a bid extension interval function. This interval will vary and will be published in the Listing. Any market leading bid, or bid that matches the market leading bid, placed within the bid extension interval just before a Listing's scheduled ending time will cause the Listing's ending time to be extended. The new closing time will be established by adding the bid extension interval to the time of the market leading bid. There is no limit to the number of times a Listing may be extended in this situation. This feature is also known as "extended bidding", "dynamic close" and "overtime". 8.3 How Bid Selection Works. Every Sealed Bid and Make Offer listing uses one of two possible bid selection methods. The bid selection method and process will be described in the Listing for each piece of Equipment. In each method, once a winning bid is selected, that Buyers will be emailed an invoice by RB Group within twenty-four (24) hours, at which time the Seller and winning Buyer are obligated to complete the transaction. These methods include: 8.3.1 Seller Bid Select. The Seller will select the winning bid after the conclusion of a Listing period, which may or may not be the highest bid, or may reject all bids. The amount of time allotted to the Seller to review and select or reject bids will usually be included in the lot terms. 8.3.2 Seller Bid Select with Asking Price. With a Make Offer format, an asking price ("Asking Price") will be published to the Buyer. If a lot is listed with an Asking Price, the Seller is not obligated to sell for any bid received below that price. When the Asking Price has been met, the highest bid at close of the Listing period will automatically be selected by the Seller. If the Asking Price is not met the Seller reserves the right to select a winning bid, which may be lower than the Asking Price, or the Seller may reject all bids. The amount of time allotted to the Seller to review and select or reject bids will usually be included in the Listing. 8.4 Changes to a Listing. Once a Listing has been made public, the Seller may not change the Listing without RB Group's approval. In very limited circumstances, RB Group may permit Sellers to add additional non-material descriptive information, such as pictures or text, or correct inaccuracies, which do not materially change the original listing. If material changes are needed to correct inaccuracies in a Listing, however, the Listing will be terminated and subsequently re-listed as appropriate. 8.5 Non-Retractable Bids. Bids are not retractable except in extraordinary circumstances such as when a clear typographical error is made. Buyers should carefully review their bids prior to submitting them. If a clear typographical error is made, the Buyer must immediately notify RB Group, via the Contact Us page or by phone. Notifications must be received no later than one hour after the erroneous bid is placed. RB Group reserves the right to approve or deny any bid retraction requests and retraction may result in default proceedings against the Buyer 8.6 Binding Bids. Bids made by Buyers on listed items are binding. At the end of a Listing period, if (a) Buyer is the highest bidder and has met or exceeded the applicable opening bid in an Online Auction or (b) a Buyer's bid is selected by the Seller in a Sealed Bid, Make Offer or Buy Now sale format, the winning Buyer is obligated to complete the transaction. Buyers agree that bidding for items listed for sale on the SalvageSale Marketplace is the legal equivalent of a firm purchase order. Buyers are obligated to complete transactions on all winning bids awarded to them. If a Seller chooses not to select a winner on any individual lot, Buyers are still obligated to complete transactions on all lots they were awarded. 8.7 Bids. RB Group is the final judge for the determination of winning bids. After the winning bid is established by RB Group and the winning bid is accepted by the Seller, a binding obligation to purchase and sell between Buyer and Seller is automatically created ("Binding Obligation"). All applicable terms and conditions of this Agreement shall apply to the Binding Obligation. You and Seller will be notified of the conclusion of the Binding Obligation by an email or other notification that is generated automatically by the Marketplace. RB GROUP DOES NOT GUARANTEE THAT BIDS PLACED ON THE MARKETPLACE WILL BE RECEIVED AND PROCESSED IN A TIMELY MANNER. RB Group reserves the right to reject or void any bids which RB Group believes have not been made in good faith, are intended to manipulate the bidding process, or are prohibited either by applicable law or the listing terms for such Equipment. RB Group reserves the right to withdraw, postpone or cancel any listing, or any sale that results from a listing, in its own discretion, with or without notice. RB Group shall have no liability to you as a result of any withdrawal, postponement or cancellation. 8.8 Technology Malfunction. If a technology malfunction materially affects the outcome of a Listing, RB Group reserves the right to void the Listing within 72 hours of the scheduled ending time. 8.9 Fair Bidding and Listing Practices. Sale price manipulation of any kind by users is strictly prohibited, including, without limitation, bidding through a secondary account or other party, by communicating with other Buyers, or by shill bidding. Buyers or Sellers who do not act in good faith or otherwise subvert the integrity of the SalvageSale Marketplace are subject to suspension or termination. 8.10 Collection of Statistics on Buyer Performance. As part of RB Group's monitoring of the SalvageSale Marketplace, RB Group collects statistics on each Buyer's bidding activities to determine such Buyer's performance history on this and other RB Group affiliated websites. Such statistics may include the number of completed transactions by a Buyer, failures or late funding of the purchase price, and taking late delivery of purchased goods. RB Group reserves the right to allow Sellers to access such statistics collected on a Buyer who bids on a specific item. 8.11 Pre-Qualified Buyer. Sellers may choose to limit a designated Listing to pre-qualified Buyers who will be required to place a specified amount on deposit with RB Group. Prior to the sale start, Buyers may be required to pay this deposit amount to RB Group by credit card or other approved methods. Only pre-qualified Buyers will be allowed to place bids during the sale. At the end of the Listing period, if deposits were provided, RB Group will promptly cancel the deposit charge on the credit cards of the Buyers who were not selected or declared the winning bidder. If the winning Buyer for a Listing defaults by failing to pay the agreed purchase price and other fees, the deposit amount of such Buyer will be forfeited and the Seller may exercise such other rights and remedies as are available under applicable law. In the event of such default, to the extent that the Buyer Default Penalty described above exceeds the deposit amount, RB Group will be authorized to charge such excess amount on the defaulting Buyer's credit card. 9. LEGAL DISPUTES 9.1 Contracting Entity, Notice, Governing Law. Unless otherwise indicated in a written agreement with RB Group,the applicable RB Group contracting entity, notice address, governing law/venue, and currency will depend on the location of Equipment at the time of sale, and shall be as set forth in the table below. Any notice sent shall be sent to the attention of Legal Affairs at the notice address for the applicable RB Group contracting entity set out below with a copy to legal@ritchiebros.com. Any legal action brought by the Seller arising from or relating to this Agreement shall be litigated exclusively in the jurisdiction of the applicable RB Group contracting entity set out in the table below and the parties irrevocably attorn to such jurisdiction for the resolution of such disputes. Any legal action brought by RB Group arising from or relating to this Agreement shall be litigated exclusively in the jurisdiction of the applicable RB Group contracting entity set out in the table below or, at the sole discretion of such RB Group contracting entity, any jurisdiction in which the Seller or Buyer maintain a place of business, assets or an agent for the service of process, and the parties irrevocably attorn to such jurisdiction for the resolution of such disputes. In the event that the below table provides for more than one jurisdiction applicable to a Listing, RB Group may elect which of the applicable jurisdictions applies to any legal action brought by RB Group. Where applicable, the parties irrevocably waive the right to demand a trial by jury in any dispute arising from or relating to this Agreement. Notices to you will be sent by e-mail to the e-mail address given to RB Group when you registered with RB Group or such other e-mail address as you may provide by e-mail to RB Group from time to time. Notices to you shall be deemed to have been received the day that they are sent, if sent before or within the recipient's business hours, or on the next business day if sent after the recipient's business hours.
9.2 English Controlling Language. For all transactions with an RB Group other than Ritchie Bros. Auctioneers de Mexico S. de R.L. de C.V., all performance under this Agreement and the resolution of disputes shall be conducted in the English language. If a translation of this 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 Agreement is provided to you in a language other than English, RB Group does so solely for your convenience. For all transactions with Ritchie Bros. Auctioneers de Mexico S. de R.L. de C.V., all performance under this Agreement and the resolution of disputes shall be conducted in the Spanish language. 9.3 Limitation Period. 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. 9.4 Improperly Filed Legal Disputes. Any claims that are filed or brought contrary to this Agreement shall be improperly filed and of no force and effect. 9.5 Recovery of Costs. Should RB Group be required to participate in any action to either enforce the terms of this Agreement or as a result of other activities of a Seller or Buyer, RB Group shall be entitled to recover all its costs including lawyer's fees on a solicitor and own client cost basis. 10. PRIVACY. RB Group's Privacy Statement, located at http://www.ironplanet.com/main/privacy.jsp, is hereby incorporated by reference. By entering into this Agreement, you consent to the processing, international transfer and disclosure of your information in accordance with RB Group's Privacy Statement, available at http://www.ironplanet.com/main/privacy.jsp. Information that RB Group collects is stored in the United States but may also be transferred and stored in other countries. These countries may offer a different level of data protection than your country of residence. You consent to your information being shared by RB Group among RB Group's parent company, subsidiaries and affiliates in accordance with the Privacy Statement. Buyer also consents to RB Group's disclosing information regarding the Buyer to the original equipment manufacturer ("OEM") of any item that the Buyer places a bid on and any of the OEM's dealers or service providers in Buyer's geographic area. To opt out of sharing with OEM's, their dealers or service providers going forward, contact Privacy@ironplanet.com. Once disclosed, this information will be governed by the OEM's or OEM dealer's privacy policy and will be subject to the laws of the jurisdiction in which the OEM or OEM dealer processes the information. OEMs and their dealers or service providers use this information to understand the secondary market for their equipment, to communicate with Buyers about their products and services, and for other purposes disclosed in their privacy policies. RB Group has no liability for information used by the OEM, its dealers, representatives and service providers. 11. GENERAL. Unless otherwise agreed to in writing, this Agreement contains the entire agreement of the parties and supersedes all previous communications, representations, understandings and agreements, either oral or written. In the event of any conflict between the SalvageSale Terms and the applicable Site Usage Terms and Conditions, the SalvageSale Terms shall control. We may amend the SalvageSale Terms, the RB Group's Privacy Statement and the Site Usage Terms and Conditions at any time by posting these on our website. Your continued use of any IronPlanet or SalvageSale website after our posting of any changes will constitute your acceptance of such changes. You consent to the electronic formation of contracts and agreements between you and RB Group and between you and any Buyer or any Seller. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be struck out and the remaining provisions shall continue in full force and effect. The failure by either party to exercise or enforce any rights or provisions of this Agreement shall not constitute a waiver of such right or provision. No partnership, joint venture, franchisor-franchisee, or agency relationship is intended or created by this Agreement. You may not assign or transfer this Agreement or your obligations hereunder in whole or in part, whether by operation of law or otherwise, without RB Group's prior written consent. In the event of a permitted transfer, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. To the extent any novation is required for RB Group to assign this Agreement, you hereby appoint the officers of RB Group as your attorney-in-fact to execute all documents necessary to effect such novation. All provisions in this Agreement regarding representations and warranties, indemnification, disclaimers, limitations on liability, and payment obligations for fees incurred prior to the termination date shall survive any termination of this Agreement. Any delay in the performance of any duties or obligations of either party will not be considered a breach of this Agreement if such delay is caused by a labor dispute, market shortage of materials, fire, earthquake, flood or any other event beyond the control of such party, provided that such party uses reasonable efforts, under the circumstances, to resume performance as soon as reasonably practicable. Revised May 16, 2019 Kruse Bidder Terms and Conditions1. Kruse Energy & Equipment Auctioneers, LLC ("Auctioneer") hereby grants to the party registering to bid, the right to bid at an auction sale to be conducted by Auctioneer. Such right is granted at Auctioneer's sole discretion and may be revoked at any time. By registering, the Bidder acknowledges he has read and understands these Bidder Terms and Conditions ("Terms") and agrees to comply with and be bound by such. These Terms constitute the entire agreement between Bidder and Auctioneer regarding the Bidder's participation in this auction. The Terms were last revised on May 16, 2019 2. The auction will be conducted by offering the items by lot ("Lot"), either individually or in groups. The Bidder offering the highest bid accepted by Auctioneer shall be the purchaser ("Purchaser") of the offered Lot ("Purchase") and no Purchaser shall retract his bid. Purchaser accepts a Lot when he makes a bid. All sales are final. Notwithstanding the foregoing, Auctioneer reserves the right to invalidate the sale of any lot that occurs during, or is materially impacted by, any malfunction or service outage of the online web-based auction platform (if applicable), and to re-open and/or extend the bidding deadline for such lots. Auctioneer shall not be held liable for any claims occasioned by such actions. 3. Bidder, whether acting as principal, agent, officer or director of a company or otherwise, in any capacity whatsoever, and the company he represents, both jointly and severally agree: (a) to indemnify and save harmless Auctioneer and its consignors ("Consignors") from any and all actions, causes of action, suits, damages, costs and losses of any nature, arising from the purchase or use of any item, or the attendance or participation of Bidder, his agents or employees, at the auction sale and/or on the auction site whether before, during or after the auction sale; (b) to be responsible for the payment of the purchase price, transaction fees and taxes due on all of Bidder's Purchases; and (c) that all rights and defenses available to Auctioneer hereunder shall extend to the Consignor. 4. These Terms shall be governed by and interpreted under the laws of the state of Washington without giving effect to any of the principles of conflicts of laws or the United Nations Convention on Contracts for the International Sale of Goods. Any action against Auctioneer arising from or relating to these Terms or any bid or purchase hereunder shall be commenced in a State or Federal Court in King County, Washington, and Bidder irrevocably consents to the exclusive jurisdiction of such courts. 5. The Auctioneer may at its discretion require Bidder to provide a deposit as a condition of being registered to bid, which deposit becomes non-refundable when Bidder makes a purchase and may be applied at Auctioneer's sole discretion against any Purchase made by the Bidder. The Bidder grants to the Auctioneer a security interest in the Purchases, to secure payment of the purchase price. In the event of non-payment, Auctioneer may proceed to perfect the security interest granted by these Terms. 6. THERE SHALL BE NO GUARANTEES OR WARRANTIES, EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISE OF ANY NATURE WHATSOEVER IN RESPECT OF THE LOTS OFFERED AT THE AUCTION. EACH AND EVERY LOT WILL BE SOLD "AS IS, WHERE IS". SPECIFICALLY, BUT WITHOUT LIMITATION, AUCTIONEER MAKE NO REPRESENTATION OR WARRANTY THAT ANY OF THE LOTS: (A) CONFORM TO ANY STANDARD IN RESPECT OF SAFETY, POLLUTION OR HAZARDOUS MATERIAL OR TO ANY STANDARD OR REQUIREMENT OF ANY APPLICABLE AUTHORITY, LAW OR REGULATION, OR (B) ARE FIT FOR ANY PARTICULAR PURPOSE, OR (C) ARE MERCHANTABLE OR FINANCEABLE, OR (D) ARE OF ANY PARTICULAR AGE, YEAR OF MANUFACTURE, MODEL, MAKE OR CONDITION. BIDDER AGREES HE HAS SATISFIED HIMSELF AND IS NOT RELYING ON AUCTIONEER, NOR ARE AUCTIONEER LIABLE, FOR ANY MATTER IN RESPECT OF THE ABOVE. BIDDER FURTHER AGREES TO REPAIR, AT HIS COST, ANY LOT PURCHASED AT THE AUCTION TO A SAFE OPERATING CONDITION AND, WITHOUT LIMITATION, TO A CONDITION WHICH MEETS ANY STANDARD OR REQUIREMENT OF ANY APPLICABLE AUTHORITY, LAW OR REGULATION INCLUDING THOSE CONCERNING ANY USE TO WHICH THE LOT MAY BE PUT. 7. Bidder acknowledges that an auction site is a potentially dangerous place. Flammable, noxious, corrosive and pressurized substances are present, heavy equipment is being operated and electric circuits may be live. Every person at the auction site at any time shall be there at his own risk with notice of the condition of the premises and the activities thereon and Bidder shall so advise his agents and employees. No person shall have any claim against Auctioneer, their agents, employees, or principals for any injuries sustained, nor for damages to or loss of property that may occur from any cause whatsoever. 8. If Bidder has registered to participate in this auction under other entities or identities, all purchases under such entities or identities shall be considered for the purposes of interpreting the Terms as if purchased under a single entity or identity. 9. Auctioneer, at any time, and at their sole discretion, without notice or liability to buyer may: (a) withdraw or cancel the sale of any Lot, or (b) offer any Lots in groups or with privilege. 10. No person shall bid on any Lot: (a) of which he is the consignor; or (b) as agent, associate, or on behalf of the consignor. 11. Any dispute arising as to any bidding shall be settled by Auctioneer at their sole discretion and Auctioneer may put the Lot in dispute up for sale again. Auctioneer reserve the right to refuse any bid that they consider to be an insignificant advance over the preceding bid. 12. Purchases become the responsibility of and shall be at the risk of Purchaser upon acceptance of his bid. It shall be the responsibility of Purchaser to insure his purchases immediately. Auctioneer shall not be responsible for loss or damage to any Purchase. 13. Each purchased Lot will be subject to a transaction fee of: (a) 2.5% for on-site bidders, or (b) 5% for online bidders (when available). 14. Payments may be made by company or personal checks, if accompanied by a bank letter of guarantee acceptable to the Auctioneer, or wire transfer. Payment by credit card will be accepted when full payment is USD 10,000.00 or less. For payment by credit card, a 2.95% iClosing service fee will apply. Any outstanding balance must be paid within seven (7) days of the completion of the auction. Payments received on account of this or any other auction may, at the Auctioneer's discretion, be first applied to prior outstanding accounts. Purchases will not be released until all accounts are paid. 15. Purchaser shall not be entitled to possession of any of his Purchases until the total purchase price of all his Purchases including all applicable goods, sales or use taxes, has been fully paid. In the event Purchaser fails to pay the amount due within the prescribed time, or fails to comply with any Terms, Auctioneer shall retain a possessory lien on all Purchases of Purchaser and at Auctioneer's sole discretion have the right to resell such Purchases by public or private sale without notice to Purchaser. Should Auctioneer resell any Purchase, the net proceeds therefrom (after deducting commission of: (a) 15% on Lots reselling for more than USD 2,500; (b) 25% on Lots reselling for USD 2,500 or less with a minimum commission of USD 100 per Lot; and (c) any costs) shall be credited to the original Purchaser's account and the original Purchaser shall forthwith upon demand pay Auctioneer, as damages any deficiency arising from the resale. 16. All Purchases must be removed from the auction site within the time announced or posted at the auction site and all costs, responsibility and risk of such removal shall be borne by Purchaser. Neither Auctioneer nor the Consignor are involved in arranging load-out or transportation services on behalf of Purchaser. All load-out and/or transportation charges/arrangements are the responsibility of Purchaser. Auctioneer is not to be considered the shipper, the consignor or the consignee. Additionally, Auctioneer does not have any contractual or agency relationship with Purchaser for any load-out or transportation services. Auctioneer reserve the right to require proof of adequate insurance coverage from any Purchaser for Purchases requiring dismantling, rigging or hot cutting. Purchaser agrees to indemnify and save harmless both Consignor and Auctioneer against any damage caused by the acts of Purchaser. If for any reason Purchaser fails to remove any Purchase within the time specified by Auctioneer, the Purchase shall be subject to storage charges as posted at the auction site. If Purchase is not removed within 30-days, Auctioneer, at its sole discretion may resell per term (16) above, or remove and store the said Purchase at Purchaser's sole risk and expense. Purchaser shall be liable for any rent incurred or damages suffered by Auctioneer because of Purchaser's failure to remove any Purchase. 17. Equipment descriptions and details available in any printed material and on Auctioneer's website have been prepared as a guide only, based on information from sources believed to be reliable and from the Consignor; however, their accuracy cannot be guaranteed or warranted. No sale shall be invalidated; nor shall Auctioneer be liable as a result of defects or inaccuracies in such descriptions and details. Bidder acknowledges that all Lots were available for inspection prior to the Auction and that it is his responsibility to inspect all equipment and to make his own inquiries prior to bidding. 18. All necessary documents will, if available, be delivered immediately to Purchaser upon payment in full as set out above, or will otherwise be mailed ten (10) banking days after payment is received. Documents will be prepared to be effective only in the jurisdiction in which the auction is being conducted. 19. If, for any reason, Auctioneer are unable to make available or deliver any Purchase or clear title to the same, or documentation required in respect of any Purchase, whether before or after delivery, Auctioneer's sole liability, if any, shall be the return of monies paid in respect of such Purchase upon its return by Purchaser. Any such Purchase, for which clear title cannot be provided, shall be returned and surrendered to the Auctioneer upon demand. 20. Interest on overdue amounts will be paid by Purchaser at a rate of 18% per annum or at such other maximum rate as allowed by law, together with any legal or collection costs incurred by Auctioneer. 21. If Purchaser claims an exemption based on goods being shipped out of state for use out of state, then the goods must be delivered to and shipped by a common carrier. Purchaser shall arrange for and assume all risks and costs associated therewith. 22. The Bidder consents to the processing, international transfer and disclosure of the Bidder's information in accordance with the Auctioneer's Privacy Statement, available at www.rbauction.com/legal-policies/privacy-statement. Information that Auctioneer collects is stored in Canada but may also be transferred and stored in other countries. These countries may offer a different level of data protection than Bidder's country of residence. The Bidder consents to their information being shared by Auctioneer among the Ritchie Bros. family of brand solutions in accordance with the Privacy Statement. The Bidder also consents to Auctioneers disclosing information regarding the Bidder to the original equipment manufacturer ("OEM") of any offered Lot that the Bidder places a bid on and any of the OEM's dealers or service providers in Bidder's geographic area. To opt out of sharing with OEM's, their dealers or service providers going forward, contact OEMoptout@rbauction.com. Once disclosed, this information will be governed by the OEM's or OEM dealer's privacy policy and will be subject to the laws of the jurisdiction in which the OEM or OEM dealer processes the information. OEMs and their dealers or service providers use this information to understand the secondary market for their equipment, to communicate with Bidders about their products and services, and for other purposes disclosed in their privacy policies. Auctioneers has no liability for information used by the OEM, its dealers, representatives and service providers. To learn more, review Auctioneers' frequently asked questions at www.rbauction.com/legal-policies/data-sharing-faq. 23. If Auctioneer is the prevailing party in any dispute, proceeding, or alternative dispute resolution process, related in any way to these Terms, or to the Auction, or to any bid or purchase under these Terms or at the Auction, Auctioneer shall be entitled to recover from the adverse party all costs, including attorney's fees, incurred in connection therewith. 24. These are the complete Terms and may not be amended except by agreement in writing signed by Auctioneer and the respective Bidder. |
Revised March 19, 2020 Site Usage Terms and ConditionsIronPlanet provides industry leading equipment disposition services and market insights through its software, marketplace services and tools that enable you to learn about, and bid on and sell, items through marketplace auctions and events offered by IronPlanet, Marketplace-E, GovPlanet, TruckPlanet, SalvageSale, hosted third-party direct marketplaces, as well as sellers using the IronPlanet online bidding engine for their on-site events. This page explains the terms and conditions by which you may visit our websites, access and participate in marketplace auctions and other sales events and use our related mobile and web services and tools (collectively, the “Services”). By accessing, participating in or using the Services, including activating your User Account, you signify that you have read, understood, and agree to be bound by these Site Usage Terms and Conditions (this “Agreement”), and that you acknowledge the collection and use of your information as set forth in our Privacy Statement available at https://www.ironplanet.com/main/privacy.jsp, whether or not you registered for a free account. We reserve all rights to modify this Agreement, and we will provide you with notice of any such modifications as described below. This Agreement applies to all visitors, guests, users and others who access or participate in the Services, including all guests, sellers and bidders participating in our auctions and other sales events (“Users”). PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY CLASS ACTION/JURY TRIAL WAIVER PROVISION BY WHICH YOU AGREE TO THE USE OF A BENCH TRIAL ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, AND NOT TO USE JURY TRIALS OR CLASS ACTIONS. 1. Services 1.1 Eligibility 1.2 Access and Use 1.3 Restrictions 1.4 User Accounts
We may maintain different types of User Accounts for different types of Users. If you open a User Account on behalf of a company, organization, or other entity, then (i) “you” includes you and that entity, (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and (iii) you agree to this Agreement on the entity’s behalf. You may never use another User’s User Account without permission. When creating your User Account, you must provide accurate and complete profile information, and you must keep this information current. You are solely responsible for the activity that occurs on your User Account, and you must keep your User Account password secure. We encourage you to use “strong” passwords (passwords that use a combination of upper and lowercase letters, numbers and symbols) with your User Account. You must notify us immediately of any breach of security or unauthorized use of your User Account. We will not be liable for any losses caused by any unauthorized use of your User Account. You may control your User profile and how you interact with the Services by changing the settings in your settings page. By providing us your email address you agree to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. Where the law permits, we may also use your email address to send you other messages, such as changes to features of the Services and special offers. If you do not want to receive such email messages, you may opt out or change your preferences in your settings page. Opting out may prevent you from receiving email messages regarding improvements, auctions, equipment, events and offers; however, opting out will not prevent you from receiving Services-related notices. You acknowledge that you do not own the User Account you use to access the Services. Notwithstanding anything in this Agreement to the contrary, you agree that we have the absolute right to manage, regulate, control, modify and/or eliminate any data stored by us or on our behalf on our (including on our third party hosting providers’) servers as we see fit in our sole discretion, in any general or specific case, and that we will have no liability to you based on our exercise of such right. All data on our servers are subject to deletion, alteration or transfer. NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH DATA BY YOU OR ANY THIRD PARTY, YOU UNDERSTAND AND AGREE THAT ANY DATA, USER ACCOUNT HISTORY AND CONTENT AND USER AND SYSTEM DATA (DEFINED BELOW) RESIDING ON OUR SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN OUR SOLE DISCRETION, WITH OR WITHOUT NOTICE AND WITH NO LIABILITY OF ANY KIND. WE DO NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIM, ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON OUR SERVERS. 1.5 User and System Data 1.6 Seller Generated Content 1.7 Changes to the Services 1.8 Disputes with Other Users 1.9 Export Control 1.10 Additional Terms for Auctions and Bidding 2. Auction Data You may access and use Auction Data only in order to assist you in bidding, via the Services, on items and equipment similar to the items and equipment to which such Auction Data relates, or to assist you in making determinations with respect to selling your own items and equipment via the Services, such as, for example, determining the potential value of your items and equipment or the appropriate time to sell your items and equipment (the “Permitted Uses”). With respect to Auction Data, you will not, and you will not permit any third party to, use any Auction Data in any manner or for any purpose other than the Permitted Uses, without our prior express written consent. For clarity, and without limiting the foregoing, the following activities are not permitted: (a) recording, copying or storing any Auction Data in any manner or for any purpose whatsoever, other than for the Permitted Uses; (b) directly or indirectly publishing, transmitting or distributing Auction Data, or any derivative works thereof, including reports or other analyses regarding the secondary equipment market in any manner for any form of monetary or other valuable consideration; (c) using or referencing Auction Data in connection with any securities trading activities; or (d) incorporating Auction Data in any manner into used equipment pricing tools, dashboards or other visualization products. 3. Our Proprietary Rights You may choose to, or we may invite you to submit, comments or ideas about the Services, including without limitation about how to improve the Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place us under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, we do not waive any rights to use similar or related ideas previously known to us, or developed by our employees, or obtained from sources other than you. 4. Additional Terms for Mobile Applications 4.1 Mobile Applications. We may make available software to access the Services via a mobile device (“Mobile Applications”). To use any Mobile Applications, you must have a mobile device that is compatible with the Mobile Applications. We do not warrant that the Mobile Applications will be compatible with your mobile device. You may use mobile data in connection with the Mobile Applications and may incur additional charges from your wireless provider for these services. You agree that you are solely responsible for any such charges. We hereby grant you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Applications for your User Account on one or more mobile devices owned or leased solely by you, solely for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Applications, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Applications to any third party or use the Mobile Applications to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Applications; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Applications, features that prevent or restrict use or copying of any content accessible through the Mobile Applications, or features that enforce limitations on use of the Mobile Applications; or (v) delete the copyright and other proprietary rights notices on the Mobile Applications. You acknowledge that we may from time to time issue upgraded versions of the Mobile Applications, and may, where your device settings permit, automatically electronically upgrade the version of the Mobile Applications that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Applications is covered by the applicable open source or third-party license terms, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Applications or any copy thereof, and we or our third-party partners or suppliers retain all right, title, and interest in the Mobile Applications (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. We reserve all rights not expressly granted under this Agreement. If the Mobile Applications are being acquired on behalf of the United States Government, then the following provision applies. The Mobile Applications will be deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, reproduction, release, performance, display or disclosure of the Services and any accompanying documentation by the U.S. Government will be governed solely by this Agreement and is prohibited except to the extent expressly permitted by this Agreement. The Mobile Applications are subject to United States export laws and regulations. The Mobile Applications may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Applications may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Applications and the Services. 4.2 Mobile Applications from Apple App Store. The following applies to any Mobile Applications you acquire from the Apple App Store (“Apple-Sourced Software”): You acknowledge and agree that this Agreement is solely between you and us, not Apple, Inc. (“Apple”) and that Apple has no responsibility for the Apple-Sourced Software or content thereof. Your use of the Apple-Sourced Software must comply with the App Store terms of use. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Apple-Sourced Software. In the event of any failure of the Apple-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to us as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the Apple-Sourced Software or your possession and/or use of the Apple-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to us as provider of the software. You acknowledge that, in the event of any third-party claim that the Apple-Sourced Software or your possession and use of that Apple-Sourced Software infringes that third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and we acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as relates to your license of the Apple-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the Apple-Sourced Software against you as a third-party beneficiary thereof. 4.3 Mobile Applications from Google Play Store. The following applies to any Mobile Applications you acquire from the Google Play Store (“Google-Sourced Software”): (i) you acknowledge that the Agreement is between you and us only, and not with Google, Inc. (“Google”); (ii) your use of Google-Sourced Software must comply with Google’s then-current Google Play Store terms of use; (iii) Google is only a provider of the Google Play Store where you obtained the Google-Sourced Software; (iv) we, and not Google, are solely responsible for Google-Sourced Software; (v) Google has no obligation or liability to you with respect to Google-Sourced Software or the Agreement; and (vi) you acknowledge and agree that Google is a third-party beneficiary to this Agreement as it relates to our Google-Sourced Software. 4.4 Precedence. To the extent of any conflict between this Agreement and the terms of any end-user license agreement distributed with the Mobile Applications, the terms of this Agreement will prevail and govern. 5. Fees and Payment 5.1 Fees/Requesting Bidding Privileges. There are no fees or costs associated with signing up for or maintaining a User Account. However, when requesting bidding privileges for your User Account, you will be required to provide us with a current, valid credit card in your name as part of our assessment of your assigned bidding limit. All information that you provide in connection with this process must be accurate, complete, and current. Depending on our assessment, you may be required to post a deposit prior to placing bids online in any auction. 5.2 Third-Party Payment Provider. We use Paysafe as our third-party service provider for payment services. By using the Services, you agree to be bound by any terms of use for the Paysafe service as we may make available to you from time to time. Please visit paysafe.com for more information. 6. Privacy 7. Security 8. Disclaimer of Third-Party Links and Materials 9. Indemnity 10. No Warranty FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 11. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER DATA OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE GREATER OF THE AMOUNTS YOU PAID TO THE APPLICABLE RITCHIE BROS. GROUP MEMBER FOR ITS SERVICES OR USD 50.00. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 12. Contracting Entity, Governing Law and Class Action/Jury Trial Waiver 12.1 Contracting Entity. The “Ritchie Bros. Group Member” party to this Agreement is:
12.2 Contracting Entity/Governing Law/Jurisdiction. This Agreement shall be governed by the internal substantive laws of the State of Washington, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You hereby attorn to and agree to submit to the exclusive personal jurisdiction of the federal and state courts located in King County, Washington for any action relating to this Agreement. 12.3 Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. SOME JURISDICTIONS DO NOT ALLOW THIS WAIVER, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THE WAIVER IN THIS SECTION WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 13. General 13.1 Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof will be null and void. 13.2 Notification Procedures. We may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as we determine in our sole discretion. We reserve the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain notifications as required under applicable laws or as described in this Agreement or our Privacy Statement. We are not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. 13.3 Changes to the Agreement. We may, in our sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to the Agreement. Your continued use of the Services after any such change constitutes your acceptance of the new Site Usage Terms and Conditions. If you do not agree to any of these terms or any future Site Usage Terms and Conditions, do not use or access (or continue to access) the Services. YOU HEREBY ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNLESS OTHERWISE STATED, ANY AND EACH MODIFIED OR NEW SITE USAGE TERMS AND CONDITIONS WILL FULLY GOVERN YOUR USE OF THE SERVICES, AND IS EFFECTIVE, BEGINNING AS OF YOUR FIRST ACCESS TO AND USE OF THE SERVICES, EVEN IF PRIOR TO YOUR ACCEPTANCE OF SUCH MODIFIED SITE USAGE TERMS AND CONDITIONS. 13.4 Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with us in connection with the Services, will constitute the entire agreement between you and us concerning the Services. None of our employees or representatives are authorized to make any modification or addition to this Agreement. Any statements or comments made between you and any of our employees or representatives are expressly excluded from this Agreement and will not apply to you or us or your use of the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of this Agreement, which will remain in full force and effect. Where we have provided any translation of the English language version of this Agreement, such translation is provided for your convenience only. To the extent there is any inconsistency between the English language version and any such translation, the English language version shall govern. 13.5 No Waiver. No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision. 13.6 Contact. Please contact us at customercare@ritchiebros.com or eucustomercare@ritchiebros.com with any questions regarding this Agreement. 13.7 California Users. The provider of the Services is IronPlanet, Inc. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report 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 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254. 13.8 Quebec Users. It is the express wish of the parties that the Site Usage Terms and Conditions and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que tous les documents y afférents soient rédigés en anglais. 14. DMCA Notice 1. An electronic or physical signature of a person authorized to act on behalf of the copyright or other intellectual property owner; 2. Identification of the copyrighted work or other intellectual property that you claim has been infringed; 3. Identification of the material that is claimed to be infringing and where it is located on the Services; 4. Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, e-mail address; 5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or other intellectual property owner, its agent, or law; and 6. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright or other intellectual property owner or are authorized to act on behalf of the owner. The above information must be submitted to the following DMCA Agent: Attn: Infringement Notice UNDER US FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES. Please note that this procedure is exclusively for notifying us that your intellectual property rights have been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws. In accordance with the DMCA and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. We may also at our sole discretion limit access to the Services and/or terminate the User Accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. |
