Revised December 15, 2017 Site Usage Terms and ConditionsThe following Site Usage Terms and Conditions ("Site Usage Terms") establish the terms of your use of IronPlanet's sites and services (e.g., www.ironplanet.com, eu.ironplanet.com, www.truckplanet.com, www.govplanet.com, www.salvagesale.com and any third party marketplace, as well as on-site events to be held by an IronPlanet company or affiliate) (together, the "Site"). If you ("User") are located within the European Union, Middle-East and Africa, you are contracting with IronPlanet Limited, an entity organized under the laws of Ireland or IronPlanet UK Limited an entity organized under the laws of England and Wales. If you are located in Canada, you are contracting with IronPlanet Canada Ltd., a corporation organized under the laws of the Province of Alberta, Canada. In the United States and for all other areas not otherwise mentioned above, you are contracting with IronPlanet, Inc., a Delaware corporation. In each case, the respective entity to which you are contracting shall be referred to as "we" or "IronPlanet". The Site Usage Terms were last revised on December 15, 2017. 1. CAPACITY TO CONTRACT. The Site is available only to individuals acting in a professional capacity (non-consumers) If you are acting on behalf of another person or entity, you represent and warrant that such person or entity has authorized you to act and enter into legally binding contracts on its or his/her behalf. Without limiting the foregoing, (i) minors in any jurisdiction, (ii) consumers that reside in one of countries of the European Union and (iii) individuals who have been suspended from the Site may not use the Site. For Sellers in one of the countries in the European Union, the Site may only be used by commercial (non-consumer) parties, who have a valid VAT ID number that is verifiable through the EU Commission's VIES database (accessible via the following web link: http://ec.europa.eu/taxation_customs/vies/vatResponse.html) 2. REGISTRATION. Registration is required to use certain features of the Site. IronPlanet reserves the right, in its sole discretion, to disapprove of any request to become a registered user (a "Registered User") and to suspend or terminate your authorization to use the Site for any reason. By registering with the Site, you agree to comply with these Site Usage Terms and Conditions and, when buying or selling equipment through the Site, with the Buyer Terms and Conditions and Seller Terms and Conditions, respectively. You represent and warrant that (i) all information provided to IronPlanet is accurate and complete and (ii) you will update such information so that it is kept current, accurate and complete at all times. You acknowledge and accept that IronPlanet may contact you using the contact information you provide during registration and that you may incur wireless charges, depending upon the method of communication, which are your sole responsibility. IronPlanet reserves the right, in its sole discretion, to disapprove of any application to list Equipment and to suspend or terminate your authorization to use the Site at any time and for any reason, with or without cause. 3. LOGIN ID, PASSWORD, SECURITY. You are solely responsible for protecting the confidentiality of your login ID and password and are responsible for all use of your Site account. You agree to notify IronPlanet immediately of any unauthorized use of any login ID and/or password or any other breach of security regarding the Site. We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk. 4. USER RESPONSIBILITIES. You agree to comply with all applicable laws and regulations regarding your use of the Site. You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated "scraping"; (ii) using any automated system, including without limitation "robots", "spiders", "offline readers", etc., to access the Site in a manner that sends more request messages to IronPlanet's servers than a human can reasonably produce in the same period of time by using a conventional online web browser; (iii) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (iv) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (v) uploading invalid data, viruses, worms, or other software agents through the Site; (vi) collecting or harvesting any personally identifiable information, including account names, from the Site; (vii) using the Site for any commercial solicitation purposes; (viii) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; or (ix) bypassing the measures we may use to prevent or restrict access to the Services. 5. USER INFORMATION AND PRIVACY STATEMENT. IronPlanet has made a commitment to protect the confidentiality and privacy of your personally identifiable information. Please see IronPlanet's Privacy Statement, located at http://eu.ironplanet.com/main/privacy.jsp and incorporated herein by reference, for more information about our collection, use and protection of your personal information. By using the Site, you are specifically consenting and agreeing to IronPlanet's Privacy Statement and, if you're located in the European Union, you expressly consent that IronPlanet may transfer, process and store your personal data within and without the European Union. 6. THIRD PARTY LINKS. The Site may contain links to third-party websites, advertisers, or services that are not owned or controlled by IronPlanet. Where IronPlanet provides such third-party links, no representations or endorsements are made in connection with such sites. IronPlanet has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. If you access a third-party website from the Site, you do so at your own risk, and you understand that these Site Usage Terms and IronPlanet's Privacy Statement do not apply to your use of such sites. You expressly relieve IronPlanet from any and all liability arising from your use of any third-party website or services or third-party owned content. Additionally, your dealings with or participation in promotions of advertisers found on the Site, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such third parties. You agree that IronPlanet shall not be responsible for any loss or damage of any sort relating to your dealings with such third parties. We encourage you to be aware of when you leave the Site, and to read the terms and conditions and privacy policy of any third-party website or service that you visit. 7. MODIFICATION AND AVAILABILITY. IronPlanet may, at any time, delete, modify or supplement the content of this Site without prior notice. IronPlanet reserves the right, for any reason, at its sole discretion, to terminate, change, suspend or discontinue any aspect of the Site, including, but not limited to, content, features or hours of availability. IronPlanet may also impose limits on certain features of the Site or restrict your access to all or part of the Site without notice or penalty. 8. MONITORING. You agree that IronPlanet has the right, but not the obligation, to monitor at any time, for any reason at its sole discretion, all material and content on the Site and usage of the Site. 9. SERVICE AVAILABILITY. IronPlanet makes reasonable commercial efforts to make its Services and Site available. However, IronPlanet is not responsible for any service interruptions, including, but not limited to, interruptions that may affect the receipt, processing and acceptance of bids or other aspects of an Advertisement. 10. SECURITY. We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk. 11. COPYRIGHT AND TRADEMARKS. The trademarks, trade names, designs and all material contained on this Site or through other Services, including all portions of the website, content, site design, text, graphics, and all intellectual property rights thereto are the sole and exclusive property of IronPlanet or its licensors. The use of any such property for any other reason, on any other website, or the modification, distribution or republication of this material without the prior written permission from IronPlanet is strictly prohibited. 12. TERMINATION. Without limiting any other remedies, IronPlanet shall have the right to terminate your access to the Site and features to which you may have registered at any time, without notice, in IronPlanet's sole discretion for any reason, including, without limitation, if we determine that you have violated the Site. 13. DISCLAIMER; LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SITE AND SERVICES, PROVIDED BY OR THROUGH IRONPLANET ARE 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. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL IRONPLANET 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 IRONPLANET OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 14. GOVERNING LAW. For users contracting with IronPlanet, Inc., these Site Usage Terms shall be governed by the laws of the State of Washington. For users contracting with IronPlanet Limited, these Site Usage Terms shall be governed by the laws of Ireland. For users contracting with IronPlanet Canada Ltd., these Site Usage Terms shall be governed by the laws of the Province of British Columbia. For users contracting with IronPlanet UK Limited, these Site Usage Terms shall be governed by the laws of England and Wales. In each case, the Site Usage Terms shall be governed by the laws of such jurisdiction without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods and, if user is located in the United States, the Uniform Computer Information Transactions Act, do not apply. 15. AMENDMENT OF SITE TERMS. IronPlanet may, modify, add or remove any portion of the Site Usage Terms from time to time, in its sole discretion with or without notice to you, by posting such changes on the Site. Once posted such changes shall come into full force and effect. In addition to other forms of acceptance, use of the Site constitutes acceptance of these Site Usage Terms, including continued use after such changes are posted. It is your responsibility to check periodically for changes to the Site Usage Terms. 16. NOTICES. Any notice to IronPlanet Limited or IronPlanet UK Limited must be in writing and must be sent via email to EuropeCare@ironplanet.com and by registered mail or overnight courier to IronPlanet Limited, c/o IronPlanet, Inc., 3825 Hopyard Road, Suite 250, Pleasanton, CA 94588, U.S.A, Attn: General Counsel. Any notice to IronPlanet, Inc. or IronPlanet Canada Ltd. must be in writing and must be sent via email to CustomerCare@ironplanet.com and by registered mail or overnight courier to IronPlanet, Inc., 3825 Hopyard Road, Suite 250, Pleasanton, CA 94588, U.S.A, Attn: General Counsel. Any notice to you shall be given by email to the email address provided to you during registration as a Registered User, or as subsequently updated by you, or via posting on the Site, any of which you agree shall be sufficient notice to you. Notice shall be deemed to have been given to you upon twenty-four (24) hours after it has been sent or at the time the information was posted on the Site. If you change your email address, you are responsible for updating your account profile. 17. MISCELLANEOUS. If any provision of these Site Usage Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible so as to affect the intent of these Site Usage Terms, and the remainder of these Site Usage Terms shall continue in full force and effect. The failure by IronPlanet to exercise or enforce any rights or provisions of these Site Usage Terms shall not constitute a waiver of such right or provision. All provisions in these Site Usage Terms regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination of these Site Usage Terms. If a translation of these Site Usage Terms into any other language is required by law, the English version will prevail to the extent that there is any conflict or discrepancy in meaning between the English version and any translation thereof. If these Site Usage Terms are provided to you in a language other than English, IronPlanet does so solely for your convenience. These Site Usage Terms contain the entire agreement with respect to the use of the Site, and supersede all previous communications, representations, understandings and agreements, either oral or written, between us.
Copyright Policy IronPlanet respects the intellectual property of others, and we expect our users to do the same. IronPlanet may suspend and/or terminate listings and/or the accounts of users who infringe the rights of others. If you believe that your copyrights or other intellectual property rights have been infringed by postings of others through the Site, you should provide IronPlanet's copyright agent with the following information:
Revised March 30,2018 Buyer Terms and ConditionsKEY BUYER POINTS IronPlanet is a marketplace for used heavy equipment that enables sellers to list and advertise their items for sale to a global audience of buyers. The actual contract for sale is directly between sellers and buyers. IronPlanet is not a traditional auctioneer, but a marketplace for promoting equipment for sale.
The Key Buyer Points above provide an overview of the terms and conditions for participating as a buyer in IronPlanet's marketplace and are subject to the complete Buyer Terms and Conditions below. BUYER TERMS AND CONDITIONS These Buyer Terms and Conditions ("Buyer Terms") 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 (e.g., www.ironplanet.com, eu.ironplanet.com, www.truckplanet.com, www.govplanet.com,www.ironplanet.com.au, www.govplanet.eu and any third party marketplace) (together, the "Marketplace") to bid on and purchase equipment and other items ("Equipment"). The listing of items on the Marketplace is further referred to as an "Advertisement(s)". The Buyer Terms were last revised on March 30, 2018. 1. ACCEPTANCE OF TERMS. Before you ("Buyer") attempt to buy any Equipment from a Seller through the 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 Marketplace. If you have any questions, please contact CustomerCare@ironplanet.com or EuropeCare@ironplanet.com. 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 Marketplace, which functions as a platform on which Sellers can list and advertise Equipment for sale to potential Buyers. Each party is acting on its own behalf, and 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. Nor does RB Group represent either party in the transaction that results from use of the Marketplace. 2.2. Sale of Government Equipment. RB Group may administer the sale of usable surplus assets for the U.S. Defense Logistics Agency ("DLA") Disposition Services, other agencies of the U.S. Government and their Contractors (collectively, the "U.S. Government") and other persons or organizations selling property consistent with our DLA Disposition Services 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. Notice to Marketplace Direct Bidders. Where a listing permits inspection of the Equipment, you should inspect the Equipment prior to bidding. Items offered for sale via Marketplace Direct are used and may contain defects. 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 Marketplace is the legal equivalent of a firm commitment and an irrevocable offer to purchase. Unless the transaction is prohibited by law or regulation or the 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 Sale Price" or "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. 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. RB Group DOES NOT GUARANTEE THAT BIDS PLACED ON THE MARKETPLACE WILL BE RECEIVED AND PROCESSED IN A TIMELY MANNER. 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) 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 shall have no liability to you as a result of any withdrawal, postponement or cancellation. 2.11. Intellectual Property. RB Group owns all right, title and interest in and to all data that is generated by the Marketplace, including, without limitation, data that is generated during a listing. 2.12. Notification of Assignment of Rights. If you are in the United States, RB Group hereby notifies you that the consigners of certain pieces of Equipment may have assigned to a qualified intermediary their rights, but not their obligations, for purposes of effecting a deferred Like-Kind Exchange under section 1031 of the United States Internal Revenue Code of 1986, as amended, and applicable regulations. 2.13. California Diesel Vehicle Regulation. The following disclosure applies to self-propelled, diesel-fueled vehicles twenty-five (25) horsepower and greater: "An on-road heavy-duty diesel or alternative-diesel vehicle operated in California may be subject to the California Air Resources Board Regulation to Reduce Particulate Matter and Criteria Pollutant Emissions from In-Use Heavy-Duty Diesel Vehicles. It, therefore, could be subject to exhaust retrofit or accelerated turnover requirements to reduce emissions of air pollutants. For more information, please visit the California Air Resources Board website at http://www.arb.ca.gov/dieseltruck. When operated in California, any off-road diesel vehicle may be subject to the California Air Resources Board In-Use Off-Road Diesel Vehicle Regulation. It, therefore, could be subject to retrofit or accelerated turnover requirements to reduce emissions of air pollutants. For more information, please visit the California Air Resources Board website at http://www.arb.ca.gov/msprog/ordiesel/ordiesel.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 a Marketplace, 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 the 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 Marketplace. 3.2. Payment and Payment Schedule.You shall remit the Final Selling Price, applicable taxes, duties, Value Added Tax or Vehicle Registration Taxes,Impuesto al Valor Agregado tax,Transaction Fees and any other required fees within three (3) 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 vis-a-vis 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 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 Marketplace, 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 Marketplace, and your entering into a transaction on the Marketplace. RB Group disclaims any and all liability in respect of your use of the Marketplace 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 Marketplace. 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 concluded through IronPlanet Limited or IronPlanet UK Limited. All bids and offers are net of any VAT and other indirect taxes imposed with respect to the sale or purchase transaction. You are liable for all such taxes for all purchases. 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 without regard to 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 RB Group's platform 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/EEC or similar tax in countries outside the EU. 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 (named place of delivery, Incoterms® 2010) from Seller's premises. 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 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 (and never of RB Group) until the earlier of: (a) your removal of the Equipment (or removal of the Equipment by your designated transportation provider); 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 (and in no event RB Group). 4.3. Default. If, after five (5) business days (which includes a two (2) business day grace period) 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 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 Marketplace with one of our transportation partners; however, RB Group shall not be liable for any acts or omissions arising from any transportation arrangements. 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 Marketplace 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 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. You shall provide all relevant shipping information with respect to the transaction by uploading the bill of lading and other requested documents by means of the Marketplace, in order to prove that you have fulfilled your obligation to remove the Equipment under the Binding Obligation. 4.9. Liens and Encumbrances. RB Group will identify and arrange for the release of liens and encumbrances on the Equipment listed on the Marketplace. 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 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 MARKETPLACE. IF YOU ARE DISSATISFIED WITH THE MARKETPLACE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE MARKETPLACE. 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. 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 MARKETPLACE 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 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 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 Marketplace, 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 terminate your access to the Marketplace 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 Marketplace, in any way, your only recourse is to immediately discontinue use of the Marketplace. 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 Marketplace, which you agree is sufficient notice to you. Once posted such changes shall come into full force and effect. Your continued use of the Marketplace 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. IronPlanet's Privacy Statement, located at http://eu.ironplanet.com/main/privacy.jsp, is hereby incorporated by reference. By entering into this Agreement, Buyer consents to the processing, international transfer and disclosure of the Buyer's information in accordance with RB Group's Privacy Statement, available at http://eu.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 Buyer's country of residence. Buyer consents to their information being shared by RB Group among RB Group's parent company, subsidiaries and affiliate 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. To learn more, please click here. 11. GENERAL. 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 Buyer Terms and the Site Usage Terms and Conditions, the Buyer Terms shall control. 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 March 22, 2019 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 August 17, 2018 Surplus Terms and ConditionsThese Surplus Terms and Conditions pertain to the sale of usable surplus assets for the U.S. Defense Logistics Agency ("DLA") Disposition Services, other agencies of the U.S. Government and their Contractors (collectively, the "U.S. Government") and other persons or organizations selling property consistent with our DLA Disposition Services offerings. The Surplus Terms and Conditions were last revised on August 17, 2018. 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 DLA Office of Criminal Investigations Trade Security Control ("TSC") Office, whichever will be reviewing the EUC. Buyers who have not submitted an acceptable EUC (DLA Form-1822) within 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 DLA Disposition Services or the U.S. Government are notified that property sold is subject to Demil Code changes as imposed by the DLA Disposition Services or the U.S. Government. If an item's Demil status changes to "B", "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 DLA Disposition Services 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 DLA Disposition Services as assistance to our buyers. We do not guarantee the accuracy of this information. It is your responsibility to verify an asset's information and description, including, but not limited to, product condition, estimated weight, count, measure or other factors that determine the bid price. Information provided by us is not guaranteed and should not be considered as a substitute for your due diligence and physical inspection of the asset. 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 Department of Defense 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 Department of Defense. Failure to perform the required demilitarization within 30 days of property removal may result in the Buyer being referred to the Defense Logistics Agency ("DLA") Office of Criminal Investigations ("DCIA") or other appropriate enforcement authorities, as well as the suspension of bidding privileges with us. You represent that only U.S. persons (U.S. citizens or legal permanent residents) will perform or have access to the demilitarization procedures communicated by 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 DLA Disposition Services 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 DLA Disposition Services or the U.S. Government, must be returned by you to the nearest DLA Disposition Services facility or other U.S. Government facility (if not originating from DLA), and you will be reimbursed for the purchase price and any documented transportation costs incurred by you. If you have already transferred the property to another party, you agree to provide the name and contact information of that party to the Department of Defense or other federal government agency charged with the investigation of the transfer or recovery of the 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 DLA Disposition Services 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 DLA Disposition Services or the U.S. Government, you may be liable under the False Claims Act, 18 U.S.C. ?287. Included with the request to return 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 DLA Disposition Services 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 DLA Disposition Services or the U.S. Government to be "uncooperative" and may be denied access to future sales events at the discretion of the DLA Disposition Services or the U.S. Government. 3.5. Hazardous Components or Constituents. According to the terms of our contract with the DLA Disposition Services, 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 DLA Disposition Services 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 DLA Disposition Services 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/DLA Disposition Services 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 DLA Disposition Services, 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 +1-925-225-8600 OR CUSTOMERCARE@IRONPLANET.COM.
Revised May 25, 2018
Privacy StatementThis Privacy Statement describes the privacy practices of the Ritchie Bros. multi-channel brand solutions identified in the chart below with respect to their collection, use, and disclosure of personal information, including information collected:
In this Privacy Statement, "personal information" means any information about an identified or identifiable individual, excluding any information that has been anonymized or that is excluded from the definition of "personal information" under applicable laws. Please read this Privacy Statement carefully as it affects your rights. References in this Privacy Statement to "Ritchie Bros.", a particular brand such as "Ritchie Bros. Auctioneers" or "IronPlanet", "we" or "us" refers to the Ritchie Bros. company that is the data controller and responsible for your information under this Privacy Statement as noted in the chart below. The information in this Privacy Statement may be supplemented or modified through other agreements with us or other notices we make available. We may update, replace or amend this Privacy Statement at any time. Any changes to this Privacy Statement will be posted on our websites and we will update the date of last revision. The revised Privacy Statement will be effective once posted unless we state otherwise. Please check back frequently. Where RBA has 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 of this Privacy Statement and any such translation, the English language version takes precedence. This statement will notify you of:
Data Controllers
Information CollectionWe collect personal information from individuals when they voluntarily take certain actions with us such as:
We also collect your information automatically when you use our online sites, apps and services or attend our live events by way of:
Registered users with an account may add additional accounts to their primary account created when first registering. If you choose to create multiple accounts under you profile, you acknowledge that all the information associated with those accounts will be governed by this Privacy Statement. Information UseWe use information collected from individuals to provide products or services, to respond to requests for information regarding our products and services, to protect our rights and the rights of others, to provide you with digital advertising and marketing, provide customer service, to detect, prevent, mitigate and investigate fraudulent or illegal activities, and to communicate with you about important site and service announcements or updates. Depending on the preferences you've communicated to us, we may communicate with you by email, phone or regular mail. We use your personal information for a range of different business purposes and according to different legal bases of processing. Necessary to fulfil a contract with you and provide you services and products, take steps at your request, to comply with our legal obligations, to protect vital interests, or as may be required in the public interest. This includes to:
To pursue our legitimate interest (or our common legitimate interests with a third party) where your rights and freedoms do not outweigh these interests. This includes to:
With your consent. This includes to:
You can withdraw your consent at any time. Contact us as indicated at the end of this Privacy Statement for further instructions or details. International Transfer and StorageData we collect is transferred to central databases located in various countries, including Canada, Europe and the United States. In addition, our personnel and our third-party service providers whom we transfer your information to may also store and access (and in the case of service providers, onward transfer) 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. When we transfer your personal information, we ensure that there are in place contractual and technological means designed to mitigate the threat of unauthorized access, use or disclosure of your information, and where appropriate, to ensure there is a lawful basis for the initial transfer or onward transfer of the information. Please contact us as noted below at the end of this Privacy Statement if you have any questions about our policies regarding service providers outside of Canada. Information Sharing and DisclosureOriginal Equipment Manufacturers. If you make a bid during a Ritchie Bros. Auctioneers or an IronPlanet sales event, we may share your personal information with the original equipment manufacturer (OEM) of the offered lot you bid on and any of the OEM's dealers or representatives in your geographic area and their respective service providers. 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 "Choice / Opt-Out" below for information on how to opt-out of this sharing. We have no liability for information used by the OEM, its dealers, representatives and service providers. You may request information on which OEM your personal information was disclosed to by contacting us at dataprotection@ritchiebros.com, attention: Data Protection Officer or by mail at Ritchie Bros., 9500 Glenlyon Parkway, Burnaby, BC, Canada, V5J 0C6. Affiliated Entities. In pursuit of our common interests we share 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 here for more information: www.rbauction.com/data-sharing-faq Unaffiliated Third Parties. We in our legitimate interest, and in certain cases, where necessary to ensure we perform our contractual obligations with you, may use third parties to perform functions in connection with our services (for example, email marketing automation, market research, data analytics and data enhancement, fraud detection, OFAC compliance verification, customer service, site operations and hosting, systems management, accounting, auditing, billing, reconciliation, and collection activities). We may transfer limited information about you into their platforms so that we can utilize their services. If we partner with another party to provide specific services (for example, extended service plans, transportation services or equipment refurbishment services), and you request or contract for these services, we will share the contact information or other information necessary for the third party to provide the requested services. We may also disclose personal information to legal, financial, and other professional advisors and to our lenders or insurers in connection with the operation of our business where such parties have agreed to confidentiality restrictions. Financing Partners. We may, in our legitimate interests, share your information with our trusted broker partners who provide you with access to unique, customized lending or financing products that we believe may be of value to you. We also share your personal information with our lending partners that you provide us when you apply to be approved for financing through Ritchie Bros. Financial Services. Customer Payment Solutions. If you have elected to complete a purchase of an asset in a currency other than the currency noted, in order to complete your transaction, the payment and currency exchange will be provided through a third-party financial institution. In order to complete the transaction, we may need to collect personal information and share this personal information with the third-party financial institution providing payment solutions. During this process, we will seek your further approval and notify you of the personal information being collected by us and provided to the third-party financial institution. Once disclosed, this information will be governed by the third-party financial institution's privacy policy and will be subject to the laws of the jurisdiction in which the third-party financial institution processes the information. Anonymous Information. We may share aggregated demographic information or other de-identified information with our trusted third-party partners. Business Changes. If we become involved in a merger, acquisition, sale of assets, joint venture, securities offering, bankruptcy, reorganization, liquidation, dissolution, or other transaction or if the ownership of all or substantially all of our business otherwise changes, we may share or transfer your information in our legitimate interest and in certain cases, where necessary to ensure we perform our contractual obligations with you, to a third party or parties in connection with such business change. Investigations and Law. To the extent required or permitted by applicable law, we disclose information about you to third parties to:
Cookies and Other TechnologiesWhen you interact with our websites or mobile apps, we or our authorized third-party service providers may place cookies, web beacons (also known as action tags or single-pixel gifs), and other non-cookie based technologies on your device to collect and store information that helps us track and analyze usage, provide a more efficient and personalized experience to our users, and to personalize online display advertising tailored to users' interests. This information collected by us may be associated with personal information we already have or collect from other sources for the purposes noted above under "Information Use". Some of these technologies may be permanently placed on your device until you choose to remove them (i.e. persistent cookies); while others are temporary and are removed after you close your browser (i.e. session cookies). You are always free to block our cookies if your browser or device permits, although doing so may interfere with your use of some of our services' and websites' features or content. For more information on how you can block, delete, or disable cookies, please review your specific browser or device settings. Please review your browser settings for further details. Please also note that you may choose to opt-out of some of these technologies as explained in "Choice/Opt Out" below. Our use of these technologies falls into four categories:
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. If you believe your Ritchie Bros. Auctioneers account has been abused, please contact us at csg@rbauction.com. If you believe your IronPlanet account has been abused, please contact us at customercare@ironplanet.com. To the extent permitted by applicable law, you also agree that we will not be liable for access to or the use or acquisition of your information by any third party without our knowledge or consent in contravention of our safeguards. ChildrenWe do not attempt to collect personal information from individuals under the age of 18. Note that we cannot always determine if a user of our websites or apps is a child under the age of 18. LinksOur websites contain links to other sites, including sites maintained by our third party partners for the provision of online payment services and online shipping quotes. Please be aware that we are not responsible for the privacy practices of such other sites. We encourage our users to read the privacy statements of all websites that collect personal information. Choice / Opt-OutYou have a choice about how we use your personal information to communicate with you and how we provide relevant advertising. 1. Email Communications We use your email address to communicate with you in order to fulfill any contractual obligations with you, including those associated with your online account. In addition, where permitted by applicable law, we may send you relevant marketing communication if you have registered and created a profile 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 registered to sell or 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 separately, 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 an affiliated Ritchie Bros. entity that provides goods 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. 2. Original Equipment Manufacturers If you are a bidder and do not want your personal information shared with the original equipment manufacturer ("OEM") of any offered lot and any of the OEM's dealers, representatives and service providers, please contact OEMoptout@rbauction.com. We will communicate your preference to the OEMs on a go-forward basis; however, we have no liability for information previously obtained and used by the OEM, its dealers, representatives and service providers. 3. Advertising, Personalization & Analytics As of the date of this Privacy Statement, we use the following service providers to assist us with serving interest based ads and to analyze your interactions with our services, websites and apps using the technologies described above under "Cookies and Other Technologies". Please note that this list is subject to change. You may contact us as noted at the end of this Privacy Statement for up-to-date information on the service providers we are using. Google Analytics and Google Optimize - These cookies allow us to understand how you use and interact with our services. If you don't want data to be collected and reported by Google Analytics or Google Optimize, you can opt-out by installing a browser add-on. Visit the Google Analytics opt-out page for more information. Google DoubleClick and AdSense - We use these services to serve advertisements we think may be of interest to you based on your previous interactions with our websites and your activity across multiple other websites. You may opt-out of the DoubleClick cookie for interest based advertising by updating your Google Ads Settings. There you will also find instructions to permanently opt-out through the use of an installed browser plug-in. Lotame and TradeDesk - These service providers assist us in our digital advertising campaigns based on your interaction with our websites and to better understand the effectiveness of our digital ads. You can find more information about their privacy practices by reviewing their respective privacy policies - Lotame and TradeDesk. You can opt-out of the collection of information by these service providers by visiting their respective opt-out webpages and following the relevant instructions - Lotame and TradeDesk. HubSpot, Marketo - If you receive marketing communications from us, we use HubSpot and Marketo to collect and use information about your visits and interactions with our websites or email communications to send you personalized email alerts for goods and services. You may unsubscribe from these marketing emails by clicking the unsubscribe link in any email received. To opt-out of further collection of your information for these personalized emails, you can change your browser settings as described in "Cookies and Other Technologies" above. Monetate - We work with Monetate to test and adapt our websites to offer an improved customer experience. We also use Monetate to provide personalized content on our websites based on your interactions with our websites, our advertisements or our email communications. More information on how Monetate processes information is found here. To opt-out of further collection of your information for this personalized experience, you can change your browser settings as described in "Cookies and Other Technologies" above. Hotjar and Optimizely - We use these services to help us analyze and test your interactions with our websites. The information collected is then used to optimize your experience while using our websites. You can find more information about their privacy practices by reviewing their respective privacy policies - click here for Hotjar and click here for Optimizely. You can opt-out of further data collection by these service providers by visiting their respective opt-out webpages and following the relevant instructions - click here for Hotjar and click here for Optimizely. Criteo - We use the services of Criteo to collect and use anonymous information about your visits to and interactions with our websites and others across the internet to personalize online ads for goods and services. We take appropriate steps to ensure that the recipient safeguards this personal information and uses the information only for authorized purposes. For more information about Criteo's privacy practices generally or to opt-out of further anonymous data collection by Criteo, please click here. To opt-out of our sharing of your limited, non-sensitive personal information, please contact us at csg@rbauction.com. Social Media Plugins - We invite you to socialize and share certain content on our websites with others using your social media tools such as Facebook, Twitter, Google+ and LinkedIn. If you choose to use these tools, you may be sharing certain profile elements, including your comments. This sharing is subject to each social media program's privacy policies. Facebook Custom Audiences - We use this service to ask Facebook to show you ads that are customized based on your interactions with our websites or our Facebook applications and to measure how you interact with those ads. We may do this using web tracking tools or by converting the email address, phone number or other contact information you have provided to us into a unique value that Facebook may compare to a unique value created from information you provided to Facebook. Facebook's Data Use Policy describes how Facebook protects information collected through Facebook Custom Audiences. You may opt-out of Facebook Custom Audiences by visiting Facebook's ad preferences page, logging-in and adjusting your settings. Note that opt-out choices selected above may be browser and device specific. As well, deleting cookies can remove your opt-out preferences, so you may need to periodically refresh your opt-out preferences. Please also note that opting-out of our interest based advertising is not the same thing as opting out of ads. You will still see ads, possibly the same ads, and you may even see our ads, however, they will be random. For more information about targeting and advertising cookies and how you can opt-out from certain third parties generally, visit:
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" Do Not Track. At this time, we do not respond to "Do Not Track" signals sent from web browsers. Your RightsYou may request to exercise any of the rights described in this part by contacting our Data Protection Officer as noted below under "Contacting Us". Note, we may ask you to verify your identity before taking further action on your request. Access to Information. In some jurisdictions, applicable law may entitle you to information about who, where, why, how and for long we will hold and process information about you. Access to this information may be subject to payment to cover our costs in providing you with the information requested. Should you wish to receive details about personal information that we hold about you please contact us using the contact details below. California Privacy Rights. California law entitles residents to ask us once per calendar year for a notice describing what categories of personal information we share with third parties or with our corporate affiliates for those entities direct marketing purposes. If you want to request a notice or have any questions about our privacy practices, please contact as noted below. Rectification of Inaccurate or Incomplete Data. You have the right to ask us to correct inaccurate or incomplete personal data concerning you. Please contact us using the details below. You may also use your online account profile page to review and edit some of your personal information. Data Portability. In some jurisdictions, applicable law may entitle you to request copies of personal information you provided to us in a structured, commonly used, and machine-readable format and/or request us to transmit this information to another service provider (where technically feasible). Data Retention and Erasure. We generally retain your personal information for as long as is necessary for the performance of the contract between you and us and to comply with our legal obligations. If you no longer want us to use your personal information to provide our services to you, you can request that we erase your personal information and close your
Withdrawing Consent and Restricting Processing. Where you have provided your consent to our processing of your personal information you may withdraw your consent at any time by sending a communication to us at the location below specifying which 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. Additionally, in some jurisdictions, applicable law may give you the right to restrict the ways in which we use your personal information, in particular where:
Objecting to Processing. In some jurisdictions, applicable law may entitle you to require us not to process your personal data for certain specific purposes (including profiling) where such processing is based on our legitimate interest. If you object to such processing we will no longer process your 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. Where your personal information is processed for direct marketing purposes, you may, at any time ask us to cease processing your data for these direct marketing purposes by sending an e-mail to opt-out at the email address below. Lodging Complaints. You have the right to lodge complaints about the data processing activities we carry out before competent data protection 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 above to see which supervisory authority to contact. Contact UsFeel free to reach out to us by emailing us at dataprotection@ritchiebros.com or by regular mail using the addresses noted in the table above under "Data Controllers". 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 November 8, 2018 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 March 28, 2018. 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"). 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. The following seller-specific terms will not apply to you if you have entered into a separate contract with RB Group or an RB Group subsidiary or affiliate to list and sell Equipment on the SalvageSale Marketplace. 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@salvagesale.com (U.S., Canada or Mexico) or london@salvagesale.com (Europe or United Kingdom). 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. 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 certificate of title for titled Equipment,(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. 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@salvagesale.com (U.S., Canada or Mexico) or london@salvagesale.com (Europe or United Kingdom). 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 five (5) business days (which includes a two (2) business day grace period) 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 Default Fee and Late Payment Fee, as detailed on the Listing. 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 OR THE SELLER SHALL NOT PROVIDE ANY CUSTOMS, EXPORT, 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." 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. 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. The Seller hereby instructs RB Group 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 paid by the Buyer. 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. 5. PICK-UP OF EQUIPMENT; RISK OF LOSS. 5.1 Removal of Equipment. Upon RB Group's receipt of full payment 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. 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. 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 Void Bids. 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. 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 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 global 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.
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 Site Usage Terms and Conditions, the SalvageSale Terms shall control. 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 February 25, 2019 BIDDING TERMS & CONDITIONS1. Terms: All purchases are to be "PAID IN FULL" in negotiable U.S. Funds on Sale Day. Company or Personal Checks or Wire Transfers will be accepted as payment. Bank wires and company or personal checks will be accepted provided they are accompanied by a "BANK LETTER OF GUARANTEE" guaranteeing payment. Credit Cards will be accepted when the full payment amount is $5,000.00 or less. The buyer waives the right to stop payment on any check or monies given as payment. No drafts or ACH accepted. The buyer may receive purchases upon completion and execution of all funds (check-out procedures are defined in the inside cover of auction catalog). The Auctioneer reserves the right to hold any purchases until all funds have cleared the Auctioneer's Bank and to hold ALL purchases on partial payment. A 2% late fee will be charged if payment is not received in full within 5 business days of receipt of the invoice. 2. Bidder Registration: All perspective Buyers and Bidders must register and receive a bidder number at each Kruse Energy & Equipment Auctioneers auctions. Anyone bidding on behalf of a third party must also register to bid and will be held responsible and liable for all purchases. No person shall bid on any item they own or on behalf of the owner. Buyers names are to remain confidential. The Auctioneer reserves the right to refuse any person a bidder number and may revoke the bidder's privileges at any time. 3. Resale of Merchandise: The Auctioneer reserves the right to reclaim any or all merchandise for any unpaid purchases in part or in full. Buyer agrees to pay any deficiencies from the initial sales price and all expenses incurred including attorney's fees on merchandise that must be resold. In the event a buyer chooses to resale a lot, they must make up any deficiencies from the initial sales price. The resale of any merchandise is at the sole discretion of the Auctioneer. Any lots left over 30-days will be considered abandoned property and may be resold by Kruse. 4. Sales Tax: Buyer agrees to pay all applicable sales tax on all purchases, unless the buyer provides proof of exemption that is issued by the appropriate state or local Government Agency. Buyers must meet exemption requirements of the state or local Government Agency at the location of the asset. Buyer also agrees to pay any sales tax that may be assessed after payment has been received. 5. Warranty or Guarantee: Every item is sold "AS IS, WHERE IS, WITH ALL FAULTS" and without warranty or guarantee of any kind, either written, expressed or implied, as to merchantability or fitness for a particular purpose or otherwise. There are no warranties or guarantees as to year, make, model, serial number, condition, performance, and/or lotting & numbering, and/or digital slide production. All items are listed as accurately as possible and information is derived from sources deemed reliable. However, Buyer must inspect all items personally and accept with any faults or defects. Buyer in no way holds Auctioneer or Seller responsible for any defects, inaccuracies or errors in any way. All announcements sale day supersede any printed material. Your bid indicates you have previously inspected the lot and you know what you are bidding on. 6. Contested or Tie Bid/Lotting: In the event two (2) or more parties claim the same bid when the Auctioneer states the item "SOLD", the Auctioneer may re-open the sale and commence the bidding between said parties until a high bidder and new owner is established. This is entirely at the sole discretion of the Auctioneer and he may elect not to re-open the bidding if he deems the bid was late and the item was considered sold. The Auctioneer may also refuse any bid he deems as a mere fractional advance. The Auctioneer reserves the right to group, withdraw or break-apart any lot he determines is necessary. 7. Indemnification & Hold Harmless/Injury & Damages: Bidders and their agents, employees or representatives agree to hold harmless Kruse Energy & Equipment Auctioneers, its agents, employees or representatives along with the same for the Seller for any damages, injury or death occurring on or near the auction site. The auction site shall include any yard or location at which any lot is located as well as the actual location where the bid calling is conducted. The Bidder agrees to enter any site at their own risk. No person shall have any claim against Kruse Energy & Equipment Auctioneers, its agents, employees or representatives along with the same for the Seller or Site Owner for any injury, damages or loss of life which may occur from any cause or nature. The Buyer also agrees to the same terms for load-out and check-out on all auction sites and will provide certificate of insurance where applicable. 8. Titles/Bills of Sale: All Titles and Bills of Sale, along with other pertinent documents will be mailed from Kruse Energy & Equipment Auctioneers' Odessa office within a reasonable time period following the auction, allowing for satisfactory collection of all negotiable funds. Delivery of such documents is subject to receiving the documents from the Seller. Kruse Energy & Equipment Auctioneers is acting as agents only and any loss of title must be reconciled either through the Seller or the appropriate Government Agency. 9. Agreement: This Agreement is between the Bidder and the "Auctioneer" (Kruse Energy & Equipment Auctioneers, LLC) and shall be governed by and interpreted by the laws of the State of Texas. 10. Administrative Fee: A 2.5% Administrative Fee will be charged on all purchases. An additional 2.5% Fee will be charged for Internet bidding if available, see auction's webpage for details. 11. Load-Out/Transportation Disclaimer: Kruse Nor The Seller(s) Are Involved In Arranging Load-Out or Transportation Services On Behalf of Buyer(s). All Load-Out and/or Transportation Charges/Arrangements Are The Responsibility of Buyer(s). Kruse Nor the Seller(s) Are To Be Considered The Shipper, The Consignor Or The Consignee. Additionally, Kruse Nor The Seller(s) Have Any Contractual or Agency Relationship With Buyer(s) For Any Load-Out Or Transportation Services. 12. Charges for Late Pickup of Lots:
All lots must be removed during posted Checkout Period. Checkout dates for each yard are listed in the YARD DIRECTIONS & CHECK-OUT INFO section. Charge for late pickup is $25.00 per lot, per day. 13. 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. 14. 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 Kruse Energy Terms and the Site Usage Terms and Conditions, the Kruse Energy Terms shall control. 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. |
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Revised December 15, 2017 Site Usage Terms and ConditionsThe following Site Usage Terms and Conditions ("Site Usage Terms") establish the terms of your use of IronPlanet's sites and services (e.g., www.ironplanet.com, eu.ironplanet.com, www.truckplanet.com, www.govplanet.com, www.salvagesale.com and any third party marketplace, as well as on-site events to be held by an IronPlanet company or affiliate) (together, the "Site"). If you ("User") are located within the European Union, Middle-East and Africa, you are contracting with IronPlanet Limited, an entity organized under the laws of Ireland or IronPlanet UK Limited an entity organized under the laws of England and Wales. If you are located in Canada, you are contracting with IronPlanet Canada Ltd., a corporation organized under the laws of the Province of Alberta, Canada. In the United States and for all other areas not otherwise mentioned above, you are contracting with IronPlanet, Inc., a Delaware corporation. In each case, the respective entity to which you are contracting shall be referred to as "we" or "IronPlanet". The Site Usage Terms were last revised on December 15, 2017. 1. CAPACITY TO CONTRACT. The Site is available only to individuals acting in a professional capacity (non-consumers) If you are acting on behalf of another person or entity, you represent and warrant that such person or entity has authorized you to act and enter into legally binding contracts on its or his/her behalf. Without limiting the foregoing, (i) minors in any jurisdiction, (ii) consumers that reside in one of countries of the European Union and (iii) individuals who have been suspended from the Site may not use the Site. For Sellers in one of the countries in the European Union, the Site may only be used by commercial (non-consumer) parties, who have a valid VAT ID number that is verifiable through the EU Commission's VIES database (accessible via the following web link: http://ec.europa.eu/taxation_customs/vies/vatResponse.html) 2. REGISTRATION. Registration is required to use certain features of the Site. IronPlanet reserves the right, in its sole discretion, to disapprove of any request to become a registered user (a "Registered User") and to suspend or terminate your authorization to use the Site for any reason. By registering with the Site, you agree to comply with these Site Usage Terms and Conditions and, when buying or selling equipment through the Site, with the Buyer Terms and Conditions and Seller Terms and Conditions, respectively. You represent and warrant that (i) all information provided to IronPlanet is accurate and complete and (ii) you will update such information so that it is kept current, accurate and complete at all times. You acknowledge and accept that IronPlanet may contact you using the contact information you provide during registration and that you may incur wireless charges, depending upon the method of communication, which are your sole responsibility. IronPlanet reserves the right, in its sole discretion, to disapprove of any application to list Equipment and to suspend or terminate your authorization to use the Site at any time and for any reason, with or without cause. 3. LOGIN ID, PASSWORD, SECURITY. You are solely responsible for protecting the confidentiality of your login ID and password and are responsible for all use of your Site account. You agree to notify IronPlanet immediately of any unauthorized use of any login ID and/or password or any other breach of security regarding the Site. We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk. 4. USER RESPONSIBILITIES. You agree to comply with all applicable laws and regulations regarding your use of the Site. You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated "scraping"; (ii) using any automated system, including without limitation "robots", "spiders", "offline readers", etc., to access the Site in a manner that sends more request messages to IronPlanet's servers than a human can reasonably produce in the same period of time by using a conventional online web browser; (iii) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (iv) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (v) uploading invalid data, viruses, worms, or other software agents through the Site; (vi) collecting or harvesting any personally identifiable information, including account names, from the Site; (vii) using the Site for any commercial solicitation purposes; (viii) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; or (ix) bypassing the measures we may use to prevent or restrict access to the Services. 5. USER INFORMATION AND PRIVACY STATEMENT. IronPlanet has made a commitment to protect the confidentiality and privacy of your personally identifiable information. Please see IronPlanet's Privacy Statement, located at http://eu.ironplanet.com/main/privacy.jsp and incorporated herein by reference, for more information about our collection, use and protection of your personal information. By using the Site, you are specifically consenting and agreeing to IronPlanet's Privacy Statement and, if you're located in the European Union, you expressly consent that IronPlanet may transfer, process and store your personal data within and without the European Union. 6. THIRD PARTY LINKS. The Site may contain links to third-party websites, advertisers, or services that are not owned or controlled by IronPlanet. Where IronPlanet provides such third-party links, no representations or endorsements are made in connection with such sites. IronPlanet has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. If you access a third-party website from the Site, you do so at your own risk, and you understand that these Site Usage Terms and IronPlanet's Privacy Statement do not apply to your use of such sites. You expressly relieve IronPlanet from any and all liability arising from your use of any third-party website or services or third-party owned content. Additionally, your dealings with or participation in promotions of advertisers found on the Site, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such third parties. You agree that IronPlanet shall not be responsible for any loss or damage of any sort relating to your dealings with such third parties. We encourage you to be aware of when you leave the Site, and to read the terms and conditions and privacy policy of any third-party website or service that you visit. 7. MODIFICATION AND AVAILABILITY. IronPlanet may, at any time, delete, modify or supplement the content of this Site without prior notice. IronPlanet reserves the right, for any reason, at its sole discretion, to terminate, change, suspend or discontinue any aspect of the Site, including, but not limited to, content, features or hours of availability. IronPlanet may also impose limits on certain features of the Site or restrict your access to all or part of the Site without notice or penalty. 8. MONITORING. You agree that IronPlanet has the right, but not the obligation, to monitor at any time, for any reason at its sole discretion, all material and content on the Site and usage of the Site. 9. SERVICE AVAILABILITY. IronPlanet makes reasonable commercial efforts to make its Services and Site available. However, IronPlanet is not responsible for any service interruptions, including, but not limited to, interruptions that may affect the receipt, processing and acceptance of bids or other aspects of an Advertisement. 10. SECURITY. We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk. 11. COPYRIGHT AND TRADEMARKS. The trademarks, trade names, designs and all material contained on this Site or through other Services, including all portions of the website, content, site design, text, graphics, and all intellectual property rights thereto are the sole and exclusive property of IronPlanet or its licensors. The use of any such property for any other reason, on any other website, or the modification, distribution or republication of this material without the prior written permission from IronPlanet is strictly prohibited. 12. TERMINATION. Without limiting any other remedies, IronPlanet shall have the right to terminate your access to the Site and features to which you may have registered at any time, without notice, in IronPlanet's sole discretion for any reason, including, without limitation, if we determine that you have violated the Site. 13. DISCLAIMER; LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SITE AND SERVICES, PROVIDED BY OR THROUGH IRONPLANET ARE 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. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL IRONPLANET 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 IRONPLANET OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 14. GOVERNING LAW. For users contracting with IronPlanet, Inc., these Site Usage Terms shall be governed by the laws of the State of Washington. For users contracting with IronPlanet Limited, these Site Usage Terms shall be governed by the laws of Ireland. For users contracting with IronPlanet Canada Ltd., these Site Usage Terms shall be governed by the laws of the Province of British Columbia. For users contracting with IronPlanet UK Limited, these Site Usage Terms shall be governed by the laws of England and Wales. In each case, the Site Usage Terms shall be governed by the laws of such jurisdiction without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods and, if user is located in the United States, the Uniform Computer Information Transactions Act, do not apply. 15. AMENDMENT OF SITE TERMS. IronPlanet may, modify, add or remove any portion of the Site Usage Terms from time to time, in its sole discretion with or without notice to you, by posting such changes on the Site. Once posted such changes shall come into full force and effect. In addition to other forms of acceptance, use of the Site constitutes acceptance of these Site Usage Terms, including continued use after such changes are posted. It is your responsibility to check periodically for changes to the Site Usage Terms. 16. NOTICES. Any notice to IronPlanet Limited or IronPlanet UK Limited must be in writing and must be sent via email to EuropeCare@ironplanet.com and by registered mail or overnight courier to IronPlanet Limited, c/o IronPlanet, Inc., 3825 Hopyard Road, Suite 250, Pleasanton, CA 94588, U.S.A, Attn: General Counsel. Any notice to IronPlanet, Inc. or IronPlanet Canada Ltd. must be in writing and must be sent via email to CustomerCare@ironplanet.com and by registered mail or overnight courier to IronPlanet, Inc., 3825 Hopyard Road, Suite 250, Pleasanton, CA 94588, U.S.A, Attn: General Counsel. Any notice to you shall be given by email to the email address provided to you during registration as a Registered User, or as subsequently updated by you, or via posting on the Site, any of which you agree shall be sufficient notice to you. Notice shall be deemed to have been given to you upon twenty-four (24) hours after it has been sent or at the time the information was posted on the Site. If you change your email address, you are responsible for updating your account profile. 17. MISCELLANEOUS. If any provision of these Site Usage Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible so as to affect the intent of these Site Usage Terms, and the remainder of these Site Usage Terms shall continue in full force and effect. The failure by IronPlanet to exercise or enforce any rights or provisions of these Site Usage Terms shall not constitute a waiver of such right or provision. All provisions in these Site Usage Terms regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination of these Site Usage Terms. If a translation of these Site Usage Terms into any other language is required by law, the English version will prevail to the extent that there is any conflict or discrepancy in meaning between the English version and any translation thereof. If these Site Usage Terms are provided to you in a language other than English, IronPlanet does so solely for your convenience. These Site Usage Terms contain the entire agreement with respect to the use of the Site, and supersede all previous communications, representations, understandings and agreements, either oral or written, between us.
Copyright Policy IronPlanet respects the intellectual property of others, and we expect our users to do the same. IronPlanet may suspend and/or terminate listings and/or the accounts of users who infringe the rights of others. If you believe that your copyrights or other intellectual property rights have been infringed by postings of others through the Site, you should provide IronPlanet's copyright agent with the following information:
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