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B2B Markets Auction Terms and Conditions
THE FOLLOWING DESCRIBES THE TERMS ON WHICH B2B MARKETS INC (B2B Markets) OFFERS YOU ACCESS TO BID ONLINE AT AUCTIONS CONDUCTED THROUGH OUR USER PLATFORMS. THESE TERMS AND CONDITIONS SUPPLEMENT THE B2B MARKETS GENERAL TERMS AND CONDITIONS AND ARE SUBJECT TO ALL OF THE PROVISIONS INCORPORATED THEREIN.
B2B Markets provides its Users the software tools and online access to be able to purchase or sell products via a software driven online auction process. We are not a seller or buyer and do not participate in transactions on any User’s behalf. Nor are we an auctioneer or an auction house. We reserve the right in our sole discretion to change some or all of our services at any time. The actual contract for sale is directly between the seller and buyer.
Beta Program Terms and User Acknowledgement
BETA TESTING PROGRAM – IMPORTANT NOTICE TO USERS
The Services, including all tools, features, transactions, user interactions, and access provided by B2B Markets, Inc. (“B2B Markets,” “We,” “Us,” or “Our”), are currently made available as part of a limited Beta Release Program (“Beta Program”) for testing, feedback, and evaluation purposes only. You acknowledge and agree that:
Non-Final, Experimental Use Only
The Services are in Beta status, and are therefore subject to further development, modification, improvement, or discontinuation at any time and without notice. The Beta version may contain bugs, errors, omissions, configuration issues, security vulnerabilities, performance limitations, and other problems typical of pre-commercial releases. You agree to use the Services “as-is,”, “with all faults”, “as-available,” and entirely at Your own risk.
No Warranties; No Expectation of Fitness for Any Purpose
We disclaim any and all warranties, express or implied, including any warranties of merchantability, fitness for a particular purpose, performance, accuracy, availability, non-infringement, or that defects or errors will be corrected. The Beta Program is not a commercial product or a service-level commitment and should not be relied upon for mission-critical uses.
Waiver of Claims
To the fullest extent allowed by law, You waive, release, and forever discharge B2B Markets, its officers, directors, shareholders, employees, licensors, affiliates, agents, and contractors from any and all claims, liabilities, losses, damages, costs, and expenses, whether known or unknown, direct or indirect, arising out of or related to Your use, inability to use, or reliance upon the Beta Program or Services. This waiver includes but is not limited to: claims of platform downtime, misrepresentations by other Users, system errors, unauthorized transactions, failed communications, lost profits, lost data, and missed business opportunities.
No Duty to Users; No Fiduciary Relationship
Participation in the Beta Program does not create any duty, fiduciary obligation, or special relationship between You and B2B Markets. We are under no obligation to monitor, correct, improve, or respond to issues You encounter, and We retain sole discretion as to when and how changes are made.
Feedback & Intellectual Property
By submitting any suggestions, comments, bug reports, performance data, or other feedback during the Beta Program, You grant B2B Markets a perpetual, worldwide, irrevocable, royalty-free license to use, reproduce, modify, and incorporate such feedback into any of Our current or future services without further compensation or acknowledgment.
Indemnity for Beta Use
You agree to indemnify, defend, and hold harmless B2B Markets and its affiliates from any third-party claims or regulatory actions resulting from Your use of the Beta Services, including any transactions You initiate, services You advertise, listings You post, or content You upload during the Beta phase.
Beta Program Termination
B2B Markets may modify, suspend, restrict, or terminate the Beta Program (or Your access to it) at any time, with or without notice, and without liability of any kind. Participation in the Beta Program does not guarantee future availability of any feature, pricing, service continuity, or account privileges.
Governing Law
These Beta terms shall be governed by and construed under the same legal terms and jurisdiction specified in the General Terms and Conditions, including all dispute resolution and arbitration provisions therein.
BY USING THE SERVICES DURING THE BETA PHASE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THE ABOVE BETA TERMS, AND ASSUME FULL RESPONSIBILITY FOR ALL RISKS ARISING FROM PARTICIPATION.
- The B2B Markets Auction Process.
The B2B Markets Auction Process is initiated by Users desiring to sell by auction an item or quantity of items. A User employs our software tools to set up an auction by uploading its products to be auctioned along with a full description and other relevant & required information. In addition, the User will provide the auction start date, the reserve price, if any, the date, and time that the auction will end, and any additional costs involved, if any, including for shipping. The User can decide if it wishes the auction to be available to all Users registered with Us or only to a specially invited list of potential bidders that may or may not be registered with Us. If the User wishes to invite any person(s) not already registered with Us, We will email that person(s) an invitation to register with Us and be given an opportunity to participate in the auction.
The seller may cancel or modify the auction at any time before bidding is scheduled to begin. It may also cancel the auction if bidding has begun but no bid has been received that meets the reserve price at the time the auction is cancelled. Once bidding has started and at least one bid meets or exceeds the reserve price the auction cannot be cancelled, and the seller is obligated to sell the item(s) to the highest bidder.
The auction process is entirely automated, and all bids are submitted by Users on our User platforms and are tabulated by Our software. B2B Markets does not act on behalf of any User and does not facilitate the conduct of the auction, except through the automated software process.
Once the auction is concluded the Users have a limited time to complete the transaction, otherwise his winning bid will be canceled. The Users must arrange for payment through Our User platform. Our Users have the option of utilizing the services of third-party service providers through Our User platform, including but not limited to credit services, escrow services (if available) and shipping services.
- Eligibility
If You are not already registered with Us, You may be required to be invited or to apply for and obtain approval in order to participate in a specific auction, including in some cases providing credit card and/or bank account information, and establishing that You are a business in good legal standing. You agree to maintain at all times the accuracy of Your account information including contact information, addresses and credit card/bank account information. Approval to participate in one or more auctions does not guarantee approval to participate in any other auction. We have the sole & absolute discretion to refuse to approve Your eligibility for any auction.
- No Control
We have no control over the quality, safety or legality of the items advertised on B2B Markets, the truth or accuracy of the listings, the ability of sellers to sell or the ability of buyers to buy items. We do not ensure that a buyer or seller will actually complete a transaction. You expressly acknowledge and agree that B2B Markets makes no guarantee or representation regarding the effectiveness or success of bids & or quality of products. You expressly acknowledge that B2B Markets owes no duty to You to obtain the lowest possible price on behalf of You. The terms and conditions for participation in each auction, including the conditions the buyer must meet to purchase the item, as well as the specific conditions of sale are dependent on the terms posted by the Seller and B2B Markets General Terms of Use, this Auction Participation Terms of Use and any other documents listed from time to time. If You do not wish to abide by such terms, do not participate in the auction.
- Warranty and Release
The User warrants that it is legally qualified and fully authorized to enter into any transaction conducted through B2M Markets and/or its service providers or with any other User of these services.
Because we are not involved in the actual transaction between Users, in the event that You for any reason have any disputes with another User, You unconditionally release B2B Markets (and our officers, directors, agents, parent, subsidiaries, joint ventures, 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 waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
- Accounts and Fees
In order to participate in auctions through Our user platforms, You will be required to register for an account (“Account”) on www.b2bmarkets.com. An explanation of Our Accounts can be found on our Accounts and Service Fees Page. In registering for an Account You agree to (1) provide true, accurate, current, and complete information about You as prompted in the Website account details section and onboarding process (“Registration Data”); and (2) maintain and promptly update Your Registration Data and personal/company profile to keep it true, accurate, current, and complete. You are responsible for all activities that occur under Your Account. You may not share Your Account or password with anyone, and You agree to notify Us immediately of any unauthorized use of your password or any other breach of security; and exit from Your Account at the end of each session. If You provide any information that is untrue, inaccurate, not current, or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, We have the right to suspend or terminate Your Account and refuse any and all current or future use of the website and services (or any portion thereof).
In order to maintain Your Account and be eligible to participate in the auctions we must have on record a valid credit, debit card, ACH bank account information on other source in which service fees, or any other amounts due from You may be withdrawn upon execution of the applicable transaction as well as evidence of Your companies good legal standing, resale # and tax information. Please see our Accounts and Services Fees Page for a full disclosure of any commissions, administrative fees, percentage add-ons, credit card processing fees and other possible charges all of which are subject to change at any time. It is Your responsibility to review the then present Accounts and Services Fees before initiating any transaction with Us or utilizing our services or user platforms.
- No Warranties, Limitation of Liability
B2B Markets makes no claims, representations, or warranties with regard to the authenticity of any goods sold on its websites. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. In addition, to the extent permitted by applicable law, We are not liable, and You agree not to hold Us responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from the items posted for sale on our websites. Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to You.
If You believe that an item posted for sale on our websites violates a trademark, copyright or other intellectual property right held by You, please notify Us immediately regarding the posting in question and the basis for Your claim so we can investigate Your claim.
IN NO EVENT SHALL WE BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE FAILURE OF ANY BID OR PRICING INFORMATION TO BE TRANSMITTED OR RECEIVED BY YOU OR ANOTHER USER IN A TIMELY MANNER, THE INTERRUPTION OF ANY DATA TRANSMISSION, AUDIO OR VIDEO BROADCAST, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).
WE DO NOT WARRANT THAT THE SITES OR SERVICE WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE; NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SITES, SERVICES OR THE CONTENT. THE SERVICES AND THE CONTENT ARE DISTRIBUTED ON AN "AS IS, AS AVAILABLE" BASIS. WE DO NOT MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, WITH RESPECT TO THE SITES, SERVICES, ANY CONTENT OR ANY PRODUCTS OR SERVICES SOLD THROUGH THE SERVICES. WE DO NOT WARRANT THAT ANY FILES AVAILABLE FOR DOWNLOADING THROUGH THE SITES OR SERVICES WILL BE FREE OF VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES AND THE ACCURACY OR COMPLETENESS OF THE CONTENT IS ASSUMED SOLELY BY YOU. WITHOUT LIMITING ANY PROVISION HEREIN, WE MAKE NO WARRANTY THAT ANY PARTICULAR COMPUTER SYSTEM CONFIGURATION WILL BE COMPATIBLE WITH THE SITES. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE THAT YOUR COMPUTER SYSTEM HAS THE RECOMMENDED HARDWARE, OPERATING SOFTWARE, AND INTERNET BROWSER SOFTWARE VERSIONS TO ACHIEVE THE SITES’ FULL FUNCTIONALITY AND CAPABILITIES. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES OR LIMITATION ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE DISCLAIMER OR LIMITATION MAY NOT APPLY TO YOU. YOU MAY HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.
THE LIMITATION OF LIABILITY CONTAINED HEREIN INCLUDES ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. YOU SPECIFICALLY ACKNOWLEDGE THAT B2B MARKETS IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
UNDER NO CIRCUMSTANCES WILL B2B MARKETS OR ITS AFFILIATES, OR ANY OF ITS SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH EITHER THE CONTENT OR THE SERVICES, OR ANY LOSS OR DAMAGE CAUSED BY YOU BEING EXPOSED TO INFORMATION CONTAINED ON THE SITES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE SERVICE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC GOODS AND RELATED INFORMATION, OPINION, ADVICE OR OTHER CONTENT REGARDING THEIR VALUE.
WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO ACCESS OR USE THE SITES OR SERVICES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR LIABILITY TO YOU WILL BE LIMITED TO OUR NET INCOME RESULTING FROM THE TRANSACTION THAT IS THE SUBJECT OF THE DISPUTE. SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF B2B MARKETS, THIRD PARTY CONTENT PROVIDERS AND THEIR RESPECTIVE AGENTS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU.
- Governing Law.
ALL DISPUTES, CLAIMS OR CONTROVERSIES ARISING OUT OF THIS AGREEMENT, OR THE NEGOTIATION, VALIDITY OR PERFORMANCE OF THIS AGREEMENT, OR THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA WITHOUT REGARD TO ITS RULES OF CONFLICT OF LAWS. EACH OF THE PARTIES IS BOUND BY THE ARBITRATION AGREEMENT SET FORTH IN THE B2B MARKETS WEBSITE USER AGREEMENT GENERAL TERMS AND CONDITIONS.