THIS AUCTION AGREEMENT is by and between You, as Seller or Bidder, and House Bid, LLC. You agree to the terms of this Auction Agreement, and agree that House Bid may sell the Item(s) identified on Exhibit A attached hereto by means of an online auction for the price and on the terms and conditions set forth on Exhibit B attached hereto and in this Auction Agreement.
2. ACCESS TO WEBSITE MATERIALS AND SERVICES 2 The House Bid website (“Website”) includes without limitation all information, documents, communications, files, test, graphics, software, and products available through the Website (collectively, “Materials”) and all services, including auction services (“Auctions”) operated by House Bid and third parties through the Website (collectively, the “Services”). House Bid controls and operates its Website from various locations and makes no representation that this Website is appropriate or available for use in all locations. House Bid Materials and Services may not be available in Your location, and deliverables may vary among locations. If You are using the Website on behalf of Your employer, You represent and warrant that You are authorized to accept these Terms on Your employer’s behalf, and that Your employer agrees to indemnify You and House Bid for violations of these Terms. The House Bid Services, including its Auctions for equipment and other items (collectively “Items” or “Auction Items”) are provided by House Bid to You subject to the terms and conditions set forth in these Terms. When using particular House Bid owned or operated Services, You and House Bid shall be subject to any posted guidelines or rules applicable to such Services, which may be posted from time to time on the Website.
3. YOUR OBLIGATIONS AND CONDUCT In consideration of Your use of the Website, You agree to: (a) provide accurate, current, and complete information about You as may be prompted by a registration form on the Website (the “Registration Data”); (b) maintain the security of Your password and identification; (c) maintain and promptly update the Registration Data, and any information You provide to House Bid, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to information and Registration Data. You have sole responsibility for adequate protection and backup of data and/or equipment used in connection with the Website; and (e) notify House Bid immediately of any unauthorized use of Your username and password or any other breach of security regarding the Services; (f) allow House Bid to send notifications to your registration email address notifying You about auctions of Items that are similar to ones you have listed. House Bid cannot and will not be liable for any loss or damage arising from Your failure to comply with this Section. When House Bid has notified users that their registration has been approved, such user shall become a ”Registered User.” Only Registered Users are eligible to participate in House Bid Services. House Bid reserves the right to disapprove, suspend or terminate Your registration for any reason, at its sole discretion, and to prohibit You from participating in the Services.
4. HOUSE BID IS NOT A PARTY TO ANY TRANSACTIONS RELATING TO AUCTION ITEMS. House Bid is only a venue for Registered Users designated as Sellers to list Items and for Registered Users designated as Buyers to make bids on such Items. You and House Bid are independent contractors. Neither party hereto is an agent, representative, broker, employee, partner or joint venturer of the other party hereto. This Auction Agreement shall not be interpreted or construed to create an association, joint venture, agency, franchise or partnership between the parties hereto or to impose any partnership obligation or liability upon either party hereto. House Bid is not a party to, nor involved in, the transactions between Buyers and Sellers. House Bid has no control over the Sellers, Buyers or any aspect of the transactions. From time to time, House Bid may have title to or possess Auction Items listed on the Website; nevertheless, House Bid is not a party to any transactions related to such items. Full Release: In the event that You have a dispute with another Registered User, You release House Bid and our members, officers, directors, agents, subsidiaries and employees from all 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.
YOU CONFIRM THAT YOU HAVE CAREFULLY READ THESE TERMS AND FULLY UNDERSTAND THEIR CONTENTS. YOU FURTHER CONFIRM THAT YOU ARE AWARE THAT THIS IS A RELEASE OF LIABILITY AND A CONTRACT BETWEEN YOU AND HOUSE BID AND YOU ENTER INTO IT OF YOUR OWN FREE WILL.
5. INTELLECTUAL PROPERTY RIGHTS The Materials and Services on the Website, as well as their selection and arrangement, are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorized use of the Materials or Services at this Website may violate such laws and these Terms. Except as expressly provided herein, House Bid does not grant any express or implied rights to use the Materials and Services. You agree not to copy, republish, frame, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Website, its Materials or it Services, or their selection and arrangement, except as expressly authorized by House Bid. “HOUSE BID” is a trademark of House Bid. All other trademarks are the property of their respective owners.
6. USE OF SOFTWARE Any software that is made available to use (or download) from the House Bid Website (“Software”) is the copyrighted work of House Bid and/or its licensors. Use of the Software is subject to the terms and conditions of the license agreement, which accompanies or is included with the Software or other applicable license agreement between You and House Bid (“License Agreement”). You must read and accept such License Agreement before You use the Software. Any use, reproduction or distribution of the Software that is not in accordance with the License Agreement is expressly prohibited. If the Software is used by the United States Government, the Software is classified as “restricted computer software” as defined in clause 52.227-19 of the FAR – The United States Government’s rights to the Software are as provided in clause 52.227-19 of the FAR.
7. USE OF CONTENT ON THE HOUSE BID WEBSITE Except as expressly stated otherwise, You are authorized to view, copy, print and distribute the content of this Website subject to the following conditions: (I) use must be for informational, non-commercial purposes only; (ii) any copy or portion thereof must include the ‘House Bid’ copyright notice “© 2016 House Bid All Rights Reserved”; and (iii) no modifications shall be made to such content. House Bid reserves the right to revoke such authorization at any time, and any such use shall be discontinued upon written notice from House Bid.
8. LINKS TO THIRD PARTY WEBSITES OR SERVICES The Services and the Website may provide links to the websites or services of others, including shipping, rigging and other services (“Third-Party Services”). Links to such Third-Party Services, or any explanation or statement regarding those Third-Party Services, do not constitute an endorsement or guarantee by House Bid of such Third-Party Services, or the products, content, materials or information presented or made available by such Third-Party Services. You acknowledge and agree that House Bid is not responsible for any damages or losses caused or alleged to have been caused by any Third-Party or the use of any Third-Party Services, or from the products, content, material, services or information presented by or made available through such Third-Party Services.
9. TREATMENT OF FEEDBACK AND RESPONSES PROVIDE TO HOUSE BID Any comments or materials sent to House Bid, including feedback data, such as questions, comments, suggestions and any other response shall be deemed to be non-confidential. House Bid shall have no obligation of any kind with respect to such response, and House Bid shall be free to use, reproduce, distribute and publicly display such comments and materials without limitation. House Bid shall also be free to use any ideas, concepts, know-how or techniques contained in such response for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such ideas, concepts or techniques.
10. AUCTIONS Auction Period: The Auction period shall be determined by House Bid and will end at a time to be determined by House Bid, at our sole discretion. Void Bids: House Bid reserves the right to reject or void bids, whether winning or not, which we believe have not been made in good faith, are intended to manipulate the Auction process, or are prohibited by applicable law. Winning Bids: House Bid is the one and only judge for the determination of winning bids, but House Bid shall not be liable for any errors or omissions relating to such determination, whether by House Bid or some other person. Postponement and Cancellation: House Bid reserves the right to postpone or cancel any Auction, or any sale resulting therefrom, at our own discretion, without notice. House Bid will have no liability to prospective bidders or Sellers as a result of any withdrawal, cancellation or postponement of Auctions or sales. Withdrawal of Auction/Auction Items: You acknowledge and agree that Auction Items may be withdrawn or sold prior to or after the end of the designated auction period, that the Auction may be discontinued, either temporarily or permanently, and that the Auction may, at House Bid’s sole discretion, be extended beyond the designated auction period, all without notice to You. Generally, Auction Items shall be sold to the highest bidder; provided, however, that some Items may be auctions with minimum reserve prices, and/or subject to Seller’s right of confirmation, all as set forth on Exhibit C attached hereto.
11. COMPLETION OF TRANSACTIONS Liability for Auction Items: Auction Items shall be and remain at the risk of the Seller (and not House Bid) until the Item is removed from the posted Auction location by the Buyer or the Buyer’s designated transportation provider. Sales and Use Tax: All bids and offers must be net of any taxes imposed with respect to the sale or purchase transaction. You acknowledge and agree that House Bid is providing a service in the calculation, reporting and remittance of sales or use tax taxes which may be assessed, due or owing to the taxing authorities of any taxing jurisdiction for transactions that arise in connection with Your use of the Services. Each Seller shall indemnify House Bid against any tax, cost or expense relating to the failure of the Seller to satisfy any sales or use tax liability related to a transaction within their jurisdiction. Other Taxes, Charges or Required Reports: If the Auction Item is real property, You assume responsibility for payment of all real estate taxes, transfer fees, and transaction costs, all according to any agreement You have with a Buyer. You assume responsibility for Your income tax liability, and all other charges or required reports, it being understood and agreed that House Bid provides only the auction services and is not acting as a broker or closing agent. Item Removal and Removal Period: The Removal Period for Auction Items shall be determined by House Bid and will be posted in the auction-specific terms and on Item detail pages. House Bid shall have no responsibility with respect to disconnecting utilities to Auction Items, including electric, gas, waste and water lines. All costs of Item removal shall be as determined between You and a Buyer, and House Bid shall have no responsibility or liability in regard thereto. Remittance: Once Constructive Receipt (as defined herein) has occurred for any Auction Item, remittance of proceeds to Seller may occur. Constructive Receipt occurs: (a) at the time Buyer or Buyer’s Authorized Agent removes the Item from the Seller’s location; or (b) at the time Buyer or Buyer’s Authorized Agent begins disassembly of the Item from its as-inspected configuration, including disassembly for transport; or (c) when Buyer becomes the lawful owner of the Item upon a deed or other transfer instrument being filed and full payment being made. House Bid does not transfer legal ownership of Items from the Seller to the Buyer, and in the case of non-real property Items, nothing in this Auction Agreement shall modify the governing provisions of Uniform Commercial Code 2-401(2), under which legal ownership of an Item is transferred upon physical delivery of the Item to the Buyer by the Seller.
12. DISCLAIMER, INDEMNITY, LIMITATION OF LIABILITY Indemnification: You agree to defend, indemnify and hold harmless House Bid, our members, 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, to the extent arising out of or in any way connected with any breach or violation by You of these Terms, any use by You of the Website or any disputes or damages arising out of Your use of or contracts formed with You through this Website. Disclaimer of Warranties: The services and the Website, including all property listed for sale, content, functions, materials, services and information made available on or accessed through the Services or the Website, are provided on an “as is”, where is”, “as available” basis “with all faults” and without representations or warranties of any kind whatsoever, express or implied, including without limitation, non-infringement, merchantability or fitness for a particular purpose. House Bid does not warrant the compliance of the property with environmental laws or other legal requirements or the presence of hazardous materials or lack thereof. House Bid does not warrant that the functions, features or content contained, made available on or accessed through Services or the Website, including without limitation any Third-Party Software, products or other materials used in connection with the Services or the Website, will be timely, secure, uninterrupted or error free, or that defects will be corrected. House Bid makes no warranty that the Website or the Services will meet Seller’s requirements, and expressly disclaims any representations, warranties or guarantees that any property for sale through the Services or the Website will be sold. If Seller is dissatisfied with the Services or the Website, Seller’s sole remedy is to discontinue using the Services and the Website. No advice or information, whether oral or written, obtained by Seller from House Bid or through the Services or the Website shall create any warranty. House Bid expressly disclaims any responsibility for any misrepresentations or breaches committed by any User. Without limiting the foregoing, House Bid shall not be liable for any act done or omitted under this Auction Agreement while acting in good faith and in the exercise of reasonable judgment. House Bid is authorized to comply with and obey orders, awards, judgments or decrees of any court of law or arbitration tribunal, notwithstanding any notices, warnings or other communications from any party or any other person to the contrary. In case House Bid obeys or complies with any such order, judgment or decree of any court or arbitration tribunal, House Bid shall not be liable to You or to any other person by reason of such compliance, notwithstanding any such order, judgment or decree being subsequently reversed, modified, annulled, set aside, vacated or found to have been entered without jurisdiction. House Bid shall not incur any such liability for any action taken or omitted in reliance upon any instrument, including any electronic transmission (such as an email) written statement or affidavit that House Bid shall in good faith believe to be genuine, nor will House Bid be liable or responsible if acting in good faith for forgeries, fraud, impersonations, or determining the scope of any representative authority. Limitation of Liability: In no event shall House Bid be liable for any special, incidental or consequential damages that are directly or indirectly related to the use of, or the inability to use, the Services, the Website or its content, including without limitation, the inspection report and Materials and functions related thereto, including without limitation, loss of revenue or anticipated profits or lost business or lost sales, even if House Bid or an authorized representative thereof has been advised advised of the possibility of such damages. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages so some of the above limitations may not apply to certain Sellers. In no event shall the total liability of House Bid 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 Auction Agreement or Your use of the Website and the Services exceed, in the aggregate, $100.00. The foregoing limitation shall apply and survive notwithstanding any failure of essential purpose of any remedy.
13. ELECTRONIC COMMUNICATIONS When You visit www.HouseBid.com or send emails to us, You are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with You be email or by posting notices on the Website. You agree that all agreements, notices, disclosures and other communications that we provide to You electronically satisfy and legal requirement that such communications be in writing.
14. REVIEWS, COMMENTS, COMMUNICATIONS, AND OTHER CONTENT To the extent that You post reviews, comments, communications or any other content, submit suggestions, ideas, comments, questions, or other information, the content shall not be illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and must not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam.” You may not use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of content. House Bid reserves the right (but does not undertake the obligation) to remove or edit such content, but does not regularly review posted content. If You do post content or submit material, unless we indicate otherwise, You grant House Bid and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant House Bid and its affiliates and sublicensees the right to use the name that You submit in connection with such content, if they choose. You represent and warrant that You own or otherwise control all of the rights to the content that You post; that the content is accurate; that use of the content You supply does not violate these Terms and will not cause injury to any person or entity; and the You will indemnify House Bid or its affiliates for all claims resulting from content You supply. House Bid has the right but not the obligation to monitor and edit or remove any activity or content. House Bid takes no responsibility and assumes no liability for and content posted by You or any third party.
15. GENERAL PROVISIONS You Acknowledge: Federal, state, and local legislation impose liability upon existing and former owners and users of property, in applicable situations, for certain legislatively defined, environmentally hazardous substances. Modification and Availability: House Bid may, at any time, delete, modify or supplement the content of this Website without prior notice. House Bid reserves the right, for any reason, at its sole discretion, to terminate, change, suspend or discontinue any aspect of the Website or the Services, including, but not limited to, content, features or hours of availability. House Bid may also impose limits on certain features of the Services or restrict Your access to part or all of the Website or the Services without notice or penalty. Monitoring: You agree that House Bid 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 Website and the Services. House Bid reserves the right at all times to edit, disclose or refuse to post any material or information or request for removal of any material or information from the Website. Access and Interference: You agree that You will not use any automatic device or manual process to monitor or copy House Bid web pages or the content contained therein. You agree that You will not use any device, software or routine to interfere or attempt to interfere with the proper working of the Website. You agree that You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website. Service Integrity: House Bid makes reasonable commercial efforts to make its Services and Website available at all times. However, House Bid 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 auction or sale. Controlling Law and Venue: This Auction Agreement, and all questions with respect to the interpretation of this Auction Agreement, shall be governed by and construed in accordance with the internal laws of the State in which the Item is physically located, without regard for conflict of laws provisions. Consistent with the Dispute Resolution section below, You expressly consent to personal and exclusive jurisdiction in the courts of the state in which the Item is physically located. Dispute Resolution: You agree to mediate and arbitrate any dispute or claim between or among You and House Bid or any Seller or Buyer and arising out of or relating to these Terms, this Auction Agreement, any sale of an Item, any inspection report or any other transaction contemplated by these Terms, including, but not limited to, all contract and tort claims, statutory claims, claims for relief whether equitable or legal, issues of arbitrability, and disputes about the scope of this clause. Dispute resolution shall be conducted pursuant to the following procedures. Before initiating any arbitration, the parties shall engage in mediation, which is a process in which parties attempt to confidentially resolve any dispute by submitting it to an impartial neutral mediator who is authorized to facilitate the resolution of the dispute but who is not empowered to impose a settlement. Mediation shall be conducted in the state in which the Item is physically located, by a mediator affiliated with the American Arbitration Association (“AAA”) unless the parties mutually agree to a different mediator and/or location. Should mediation prove unsuccessful to resolve the dispute, and within one year of the dispute arising, a party shall make a demand for binding arbitration to be conducted in accordance with the rules of commercial arbitration of AAA. A single arbitrator with knowledge of the auction industry shall conduct the arbitration in the state in which the Item is physically located. The parties shall mutually agree upon such arbitrators. In the event that the parties have not agreed to a mutually acceptable arbitrator within thirty (30) days of the date of the notice of intention to arbitrate, the AAA shall select the arbitrator from its regularly maintained list of commercial arbitrators. The arbitrator shall be bound to apply the law, including the Federal Rules of Evidence and the Federal Rules of Civil Procedure, and shall be empowered to hear and determine dispositive motions including motions to dismiss and motions for summary judgment. The parties shall have the right to conduct two depositions of each opposing party. The aggregate deposition discovery conducted in connection with any such arbitration hearing shall not exceed ten (10) hours for each party. The arbitrator shall have the right to issue injunctions and attachments and other equitable remedies and award compensatory damages. The arbitrator shall have no power to award consequential, punitive or treble damages, or any other manner of enhanced damages. The prevailing party in any arbitration shall have the right to an award of attorneys’ fees and costs. The award of the arbitrator shall be final and binding and any party to the dispute may seek to confirm the award of the arbitrator in any state or federal court of competent jurisdiction in the state in which the Item is physically located, and enforce the award as a judgment. Except for the filing of a judicial action to confirm, modify, vacate, or enforce an arbitrator’s award, including the award of an injunction or attachment, which filing is permissible, any party who initiates litigation, or who initiates arbitration without first mediating a dispute, shall forfeit any and all right to attorneys’ fees and costs as a prevailing party, and shall reimburse any other party to the litigation for their costs of litigation including attorneys’ fees and costs. 13 Notices to House Bid: To be valid, notices must be sent through the contact page and by certified mail, return receipt requested, to House Bid; Attention Legal Department; 619 S Wood Haven Road, Nixa, MO 65714, or to such other address as may be designated from time to time. Notices to House Bid shall be deemed to have been given on the date shown on the U. S. Postoffice return receipt. Notices to Seller: Notices to Seller will be sent by email at the email address reflected in Seller’s User Registration. Notices to Seller shall be deemed to have been received 24 hours after the email is sent. Termination: This Auction Agreement constitutes a legally binding agreement between You and House Bid until terminated by You or House Bid, which either party may do at any time prior to final sale of an Item. If You become dissatisfied with the Services or the Website, in any way, Your only recourse is to immediately discontinue use of the Services. Jurisdiction: The laws of the State of Iowa shall govern this Auction Agreement. Copyright and Trademarks: The trademarks, trade names and all material contained on the Website, including all portions of the Website, content, Website design, text, graphics, and all intellectual property rights thereto are the sole and exclusive property of House Bid 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 House Bid is strictly prohibited. Survival: This Auction Agreement comprises the entire agreement between You and House Bid and supersedes all prior agreements between the parties, regarding the subject matter contained herein. All provisions in this Auction Agreement regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination or conclusion of this Auction Agreement. Export Control Laws: Materials and Services derived or obtained from the Website may be subject to the U.S. export laws and the export or import laws of other countries. You agree to comply strictly with all such laws and, in particular, shall: (a) obtain any export, re-export, or 14 import authorizations required by U.S. or Your local laws; (b) not use Materials or Services to design, develop or produce missile, chemical/biological, or nuclear weaponry; and (c) not provide Materials or Services to prohibited countries and entities identified in the U.S. export regulations. By accepting these Terms You confirm that You are not a resident or citizen of any country currently embargoed by the U.S. A list of embargoed countries is available at the official website of the Office of Foreign Assets control of the U.S. Department of the Treasury at www.treas.gov/ofac. Entire Agreement: These Terms set out the entire understanding between House Bid and You with respect to the use of the Website. No other terms, whether expressed or implied, shall apply unless specifically incorporated by reference herein. Waiver and Severability of Terms: If any provision of this Auction Agreement 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 effect the intent of this Auction Agreement, and the remainder of this Auction Agreement shall continue in full force and effect. The failure by either You or House Bid to exercise or enforce any rights or provisions of this Auction Agreement shall not constitute a waiver of such right or provision.
16. Transaction Details All properties bought at auction are, “Subject to Seller Acceptance.” Both buyer and seller must sign the purchase agreement for the bid to be considered accepted.
• Buyer will be assessed a $55 Document Generation Fee paid at closing to a third party provider.
• A Buyer’s Premium equal to 5% of the Winning Bid Amount or $2,500 (whichever is greater) will be added to all Winning Bid Amounts to determine the Total Purchase Price.
• If you are the Winning Bidder, an Earnest Money Deposit of 5% of the Total Purchase Price or $2,500 (whichever is greater) is required within 24 hours.• Buyer will need to show proof of funds within 48 hours after the auction.
• Buyer may receive a Warranty Deed or equivalent. Buyer is responsibly for the costs of the title insurance policy which typically cost between $500 and $1,500 and are based on the purchase price of the property). If buyer does not purchase a title insurance policy, buyer will receive a Quitclaim Deed or equivalent, with no express or implied warranties of title.
• Title fees typically cost between $500 and $1500 and are based on the purchase price. Escrow fees typically range between $850 to $1,375. These fees may vary based on the location of the property. These fees shall be paid in accordance with the applicable purchase sale agreement.
• Any delinquent HOA/COA assessments shall be paid in accordance with the applicable purchase sale agreement.
• Property is being offered as is, where is.
• Until the seller’s reserve price is met, Housebid.com may counter bid on behalf of the seller. Counter bidding gives buyers and sellers more flexibility to find a mutually agreeable price. Counter bids do not occur after the seller’s reserve price is met.
Limitation of Action: You agree that any cause of action arising out of or related to the Services or this Auction Agreement must commence within six (6) months after the cause of action arose; otherwise, such cause of action is permanently barred.
SIGNED by selecting “Register” at account creation.