This Agreement (and the iBiD Machinery Auctions Website Terms of Use and iBiD Machinery Privacy Policy which are incorporated herein) (together “Terms”) sets forth the terms and conditions that govern the relationship between IBiD Machinery, LLC (“iBiD Machinery”) and you (“you” or “Seller”) with respect to process, terms and conditions under which you may offer or sell property such as capital equipment, industrial machinery, tooling and other similar items (collectively “Property”) on iBiD Machinery’s websites (iBiD Machinery.com and all other related websites) (collectively, the “Site”). If you wish to access or use the Site to offer or sell Property through the Site (the “Services”), you must accept the terms and conditions of this Agreement, without change. PLEASE REVIEW THE FOLLOWING TERMS CAREFULLY AS WELL AS THE AUCTIONS WEBSITE TERMS OF USE AND THE PRIVACY POLICY. BY REGISTERING AND USING THE SERVICES OF THE SITE AS A SELLER, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL POLICIES AND GUIDELINES INCORPORATED BY REFERENCE HEREIN (including, without limitation, the Property Policy and Listing Guidelines annexed hereto). We reserve the right to modify or amend these Terms (including, but not limited to, the fees set forth below) without notice. Changes are effective when posted and your continued use of our Site or Services following the posting of changes to these Terms will mean you accept those changes.

The iBiD Machinery Auctions portion of the Site provides a venue and mechanism for you to offer for sale via auction and/or the “Purchase Now” option items of Property posted by you on the Site; and for bidders to bid for such items of Property in auctions conducted by you. As such, iBiD Machinery is not a party to the actual transactions between buyers and sellers. Buyers are subject to the Master Buyer Agreement, but iBiD Machinery has no control over individual transactions, and does not guarantee in any manner that a Buyer will complete any transaction.

Use of the iBiD Machinery Auctions portion of the Site and the Services is limited to Buyers and Sellers that lawfully can enter into and form contracts under applicable law. Without limiting the generality of the foregoing, minors may not offer to sell or sell, or bid on or offer to purchase items of Property through the Site. Every Buyer and Seller who uses the Services hereby represents and warrants to iBiD Machinery that he or she is not a minor, is at least over the age of eighteen (18) and may otherwise enter into and form binding contracts under applicable law. To register, you must provide your real name, address, phone number, e-mail address and valid credit card number, along with other information that may be required from time to time. Providing inaccurate registration information constitutes breach of this Agreement.

Use of the Site

You may list Property for sale at auction or via the “Purchase Now” option on the Site during the term of this Agreement, subject to the following terms and conditions:

• You will describe all Property offered by you truthfully and accurately. This includes text descriptions, images and pictures of each item of Property including, without limitation, its physical condition, age, authenticity, provenance, and any other relevant data. All known or suspected modification of the original Property, including damage or wear and tear to Property, must be photographed and such damage clearly disclosed on the Site. Additionally, the information in your listing must not be misleading, either through misstatement or omission.
• You will adhere to the Property Policy and Listing Guidelines annexed hereto and such other policies and guidelines applicable to the Site as may be amended by us from time to time in our sole discretion.
• You are strictly prohibited from placing bids or causing bids to be placed on any item of Property for the purpose of artificially increasing or otherwise manipulating the bidding process on the Site or the bid price of any item of Property listed on the Site. iBiD Machinery, in its sole discretion, may places bids on your behalf up to the amount of the reserve in order to generate interest in the lot and to protect the reserve.
• Once an auction is live, Seller may not withdraw or make any changes to the offer of his Property. If you become aware during the auction – for example that there are misstatements in the Property description – you must notify iBiD Machinery promptly. iBiD Machinery reserves the right, in its sole discretion, to terminate any auction that has commenced and re-offer the item with a revised description. If you do not want to re-offer the item of Property, iBiD Machinery will be entitled to collect a Commission Fee (as defined below) as if the item of Property sold at the low estimate price.
• You are responsible for collecting and remitting all applicable taxes on the winning bid amount, Buyer’s Premium, and/or any other charges related to the lot at the rate and time required by the relevant law. It is your responsibility to determine whether any taxes apply to any sale transactions conducted by you through the Site and to collect, report and remit the correct tax to the appropriate tax authority. iBiD Machinery is not obligated to determine whether sales or use taxes apply and is not responsible to collect, remit, pay or report any sales or use taxes arising from any such sale transaction. We have the right to withhold relevant tax amounts from any net sale proceeds due to you for the purpose of paying taxes on your behalf if required by law to do so. You must give us all relevant information about your tax status and that of the property. If we have to pay any taxes, duties, or other amounts to any tax authorities on your behalf or as a result of any information you give us under this paragraph being incorrect or due to your failure to complete any forms required by law, you must refund us the full amount and our related costs or expenses when we ask you to do so. You agree to indemnify and hold harmless iBiD Machinery for any claim or liability arising from your breach of these provisions.
• You will complete the transaction(s) as described by this Agreement. You agree to honor the transaction contract. You will not fail to deliver an item for which payment was accepted, significantly misrepresent an item by not meeting the terms and Property description in the listing, or refuse to accept payment for an item at the end of a successful sale. You acknowledge that by not fulfilling these obligations, your action or inaction may be legally actionable.
  • By offering Property on the Site, you agree that iBiD Machinery may, at its sole discretion, elect to facilitate a transaction between Buyer and Seller by passing the transaction through iBiD Machinery’s escrow. In such event, Buyer and Seller agree to complete the transaction in that manner. Any such election is at iBiD Machinery’s sole discretion and under no circumstances shall iBiD Machinery be required to offer its escrow services or be liable to any party if it refuses to do so.
• You will adhere to iBiD Machinery’s Return Policy with respect to items of Property sold by you through the Site. You acknowledge that you have read the Return Policy and agree to cooperate with a Buyer who invokes the Return Policy, including refunding the purchase price to Buyer in the event the Property is materially different from the posted description and paying the cost to return the Property to you. Notwithstanding the aforementioned Return Policy, you agree to rescind, during the maximum period permitted under applicable law, the sale of any Property sold by you on the Site and to refund the purchase price to the Buyer, if said Property is shown to be inauthentic.
• You will not offer Buyers the opportunity through the Site to purchase any items of Property outside of the Site.
• You confirm that your name and address provided to us are accurate. You also agree to give us any information and documents we may reasonably need to satisfy our client identification and registration procedures, and you confirm that all the information and documents you give us are accurate and are originals or true copies of the originals.
• You agree that you will disclose to Buyer all identifying information necessary to complete the transaction, including but not limited to, identifying information required by applicable law to send or receive funds pursuant to anti-money laundering regulations, know your customer regulations, or any similar regulation or law. If you fail to comply with this obligation in a timely manner, you agree that iBiD Machinery may, at its sole discretion, (i) disclose such information to Buyer if known; (ii) complete the transaction through iBiD Machinery’s escrow; and/or (iii) cancel the transaction in which case iBiD Machinery shall be entitled to collect from Seller a fee equal to the Withdrawal Fee.
• The Site and its Services only may be used for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations regarding your use of the Site and its Services, including in regard to bidding, and purchasing Property. The minimum regulatory venue is deemed to be United States of America and the State of Georgia.
• You will not allow other persons or entities to post items on the Site using your membership name. Unauthorized use of passwords or user accounts is also prohibited. You agree not to share account information with other parties. iBiD Machinery will not be held liable for any activity resulting from compromised account information.
• You will not interfere with the operation of the Site or with any auction being conducted on the Site, through any device, software, virus or other means, including without limitation, sniping, time bombs, etc.
• Except as authorized herein and unless otherwise authorized or consented, you agree not to use any information regarding other participants which is accessible from the Site or disclosed to you through the Site except to enter into and complete transactions. You agree not to use any such information for purposes of solicitation, advertising, unsolicited e-mail or spamming, harassment, invasion of privacy, otherwise objectionable conduct or otherwise inconsistent with our Terms of Use and/or Privacy Policy.
• You will immediately notify iBiD Machinery if you suspect that your information or listing data has been compromised.
• You agree that iBiD Machinery can cancel a sale if we reasonably believe that completing the transaction is or may be unlawful or we reasonably decide that the sale of the item of Property places us or you under any liability to anyone else or may damage our reputation. In these circumstances you authorize us to notify the Buyer of the cancelled sale and of their obligation to return of the item of Property. If the Buyer has already paid you for the purchase, you must repay the Buyer the purchase price when we ask you to do so. You may contact iBiD Machinery for assistance with identifying the source of funds that you receive from the Buyer.

Fees

There are no membership fees to use the iBiD Machinery Auctions portion of the Site and its Services. However, iBiD Machinery will be entitled to receive, and you will be responsible to pay iBiD Machinery, a commission percentage fee (“Commission Fee”) payable on the selling price of all items of Property sold by you through the Site, excluding any tax, shipping or handling charges. IBiD Machinery reserves the right to charge storage fees for any Property left in iBiD Machinery’s physical possession more than 30 days. For Auction Items that sell for less than $15,000 the Seller Fee is 20%.  For Auction Items that sell between $15,000 and $30,000 the seller fee 15%. For Auction Items that sell for more than $30,000 the Seller Fee is 10%.  If you withdraw a lot from an auction, whether or not it has gone live, iBiD Machinery will be entitled to receive, and you will be responsible to pay iBiD Machinery, a withdrawal fee (“Withdrawal Fee”) for the lot in the amount of $500.  In the event the lot sells, and the sale is not consummated for any reason related to the Seller’s Warranties, the withdrawal fee is the amount of 20% of the sale price.  

You will pay all fees owed to iBiD Machinery upon receipt of any invoice therefor. iBiD Machinery reserves the right to deliver any invoice to you by: (i) posting an invoice to your account section of the Site; (ii) emailing an invoice to you at the address you have provided in your account settings; or (iii) mailing an invoice to the address provided by you at registration to the Site, as such may be updated from time to time by you in accordance with the procedures designated on the Site. Transmission of any invoice in this manner shall constitute receipt. Additionally, you agree not to interfere with the billing process or attempt to circumvent the fees in any way.

Unless otherwise stated, all fees are listed and shall be paid in US Dollars. You are responsible for all fees and taxes associated with posting to the Site and any sale of Property through the Site. iBiD Machinery reserves the right to collect on accounts due by various means including but not limited to the use of collection agencies, legal counsel, and direct charge to payment methods that are on file. You will be responsible for all costs of collection (including reasonable attorneys’ fees) in the event you fail to pay any amounts due to iBiD Machinery hereunder.

Seller’s Warranties

Seller warrants that (i) Seller has the right to offer the Property for sale through the Site; (ii) Seller has good and unencumbered title to any Property offered for sale by Seller through the Site (or acts as authorized agent for same) and good and unencumbered title and right to possession to the Property will pass to the Buyer of such Property at the time of sale; and (iii) if applicable, the Property has been lawfully imported into the jurisdiction in which it is currently located and that any applicable tariffs and taxes have been properly paid. Seller further warrants the accuracy of the posted information on all items of Property listed by Seller, or by iBiD Machinery on Seller’s behalf, for bidding or purchase on the Site. iBiD Machinery reserves the right to terminate any auction or sale of any item which it believes in its sole discretion is not authentic or where authenticity is substantially not as described in the listing. iBiD Machinery will have no liability to the Seller or other person or entity (including any bidder) in any auction terminated by iBiD Machinery.

Purchase Now, After-Sales and Private Sales

A purchase made on iBiD Machinery’s “Purchase Now” option is subject to these Terms as if it were the winning bid at auction. In the event that a lot remains unsold at the close of an auction and a Buyer makes an offer through iBiD Machinery to purchase the work that is accepted by the you, you shall pay iBiD Machinery a fee as set forth above (or such other fee as shall be agreed upon between iBiD Machinery and Seller in writing in advance) and the transaction shall be governed by the terms of this Master Seller Agreement. All private sales are governed by any agreement entered into between iBiD Machinery and the Seller for each particular private sale. To the extent they are not in conflict, the terms of the Master Seller Agreement shall be incorporated therein.

Shipping and Escrow

iBiD Machinery may from time to time contract with outside vendors for such services as crating, shipping and escrow payment (“Designated Vendors”). To the extent that iBiD Machinery determines, in its sole discretion, that the use of Designated Vendors’ services is mandatory in connection with any transaction entered into through the use of iBiD Machinery’s Site and Services, the applicable procedures and terms of use will be made available on the Site. Seller acknowledges and agrees that, in the event an item of Property is sold on the Site or in private sale, Seller will use the Designated Vendors’ services to affect the transaction, and will comply with iBiD Machinery’s and Designated Vendors’ procedures and terms of use therefor.

Use of Content

You, the Seller, grant to iBiD Machinery and its affiliated entities an irrevocable, non-exclusive, worldwide, royalty-free, perpetual license and right to publish, reproduce or otherwise use all materials, text, information, images, photographs or other content, including prices, submitted by you to the Site (collectively, the “Materials”) for all purposes, in any medium whatsoever. It shall be Seller’s sole and exclusive responsibility to secure any necessary permissions and/or authorizations to list, post or display any Materials on the Site where such rights are held by third parties.

Monitoring, Investigation and Disclosure

iBiD Machinery has the right, but not the obligation, to monitor any activity and content associated with the Site. iBiD Machinery may, but shall not be obligated to, investigate any reported violation of this Agreement or any of its policies and guidelines (including, without limitation our Privacy Policy and Auction Website Terms of Use) or complaints and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of service, denying access and/or removal of any materials on the Site, including bids, all of which may be taken by iBiD Machinery without liability to you or any other person or entity. iBiD Machinery reserves the right and has sole discretion, to remove, screen or edit any content that violates these provisions or is otherwise objectionable. In addition, iBiD Machinery may, in its sole discretion, remove any item of Property or cancel any auction in progress that it determines has been posted on the Site in violation of this Agreement or any of its policies and guidelines (including, without limitation our Privacy Policy and Auction Website Terms of Use). In the event of a removal or cancellation, iBiD Machinery will not have any liability to you, any seller or any other person or entity with respect to the offer of such item or the cancellation of the auction. iBiD Machinery also reserves the right to terminate this contract or to suspend use of the Site and/or Service to any user at any time and for any reason without notice or explanation.

All information we collect on this Site is subject to our Privacy Policy. By using the Site you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Further, as permitted by applicable law, iBiD Machinery also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. In order to cooperate with information requests, to protect iBiD Machinery’s systems and customers, to allow users to resolve disputes, or to ensure the integrity and operation of the Site, iBiD Machinery’s business and systems or other purposes deemed reasonable by iBiD Machinery, iBiD Machinery may access and disclose any information it considers necessary or appropriate, including, without limitation, user contact details, IP addressing and traffic information, usage history and posted content.

Dispute Resolution

It is iBiD Machinery’s policy that Sellers carefully describe all items of Property offered for sale on the Site and you warrant that the information is truthful and accurate and contains no material misrepresentations or omissions. This includes text descriptions and images of each item of Property, including, without limitation, its physical condition, age, authenticity, provenance, and any other relevant data. iBiD Machinery’s policy requires you to photograph all known modification of the original Property, including damage or wear and tear to Property, and to clearly disclose such damage on the Site.

Because iBiD Machinery is not a party in the actual transaction between a seller and buyer conducted through the Site and is not the agent of either for any purpose, iBiD Machinery does not have the duty to attempt to resolve or resolve any disputes between participants related to or arising out of any such transaction. iBiD Machinery has no control over and does not guarantee the quality, safety or legality of an item offered for sale through the Site, the truth or accuracy of listings, the authority of sellers to sell items or pass title, the ability of buyers to pay for items, or that a buyer or seller will actually complete a transaction. No statement by any seller regarding condition, kind, value or quality of a lot shall be construed to be an expressed or implied warranty, representation or assumption of the liability by iBiD Machinery.

Accordingly, Sellers and Buyers should resolve amongst themselves all disputes between them arising from the use of this Site. iBiD Machinery reserves the right, but has no obligation, to investigate either a Seller’s or a Buyer’s complaint with respect to any item of Property offered for sale through the Site. You agree to cooperate with any investigation that iBiD Machinery may conduct in response to a claim, and to provide iBiD Machinery with any documentation in your possession or control.

Indemnification

You agree to indemnify, defend and hold harmless iBiD Machinery, and all its officers, directors, owners, agents, employees, content providers, affiliates, licensors and licensees (collectively, the “Indemnified Parties”) from and against any and all claims, actions, losses, damages, liabilities, and all fees, costs and expenses of any kind related thereto (including without limitation, attorneys’ fees and settlement amounts) incurred or suffered by the Indemnified Parties in connection with any claim arising out of, based upon or resulting from: (i) your use of, or inability to use, the Site or Services (including without limitation any claim related to any Property offered for sale or sold by you on the Site); (ii) any negligence, willful misconduct or any breach of this Agreement and any terms and/or policies incorporated by reference herein (including without limitation, breach of any warranty, covenant or obligation hereunder by you); (iii) your violation of any State, Federal, Foreign or International laws, codes or regulations; and (iv) your violation of any third party’s rights, including but not limited to, infringement of copyright, violation of any proprietary right or invasion of any privacy rights. You agree to use counsel reasonably satisfactory to the Indemnified Parties to defend each indemnified claim or action. iBiD Machinery reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You shall not in any event consent to the entry of any judgment or settle any claim, action or other matter without the prior written consent of iBiD Machinery.

Limitation of Liability; Exclusion of Damages

UNDER NO CIRCUMSTANCES SHALL IBID MACHINERY LLC, ITS SUBSIDIARIES, AFFILIATES OR THEIR LICENSORS, EMPLOYEES, OFFICERS OR DIRECTORS BE LIABLE FOR ANY DAMAGE, TO PERSON OR PROPERTY, INCURRED DURING THE INSPECTION OF LOTS, RIGGING, PREPPING, REMOVAL, TRANSPORT, UNLOADING, RE-ASSEMBLY, INSTALLATION OR OPERATION IN RELATION TO ITEMS OR MACHINERY REFERRED TO OR LISTED ON THE IBID MACHINERY WEBSITE.

FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENCIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THESE TERMS, THE CONTENT, THE SITE, OR SERVICES, INCLUDING WITHOUT LIMITATION LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS, EVEN IF SUCH ENTITIES OR AN UNAUTHROIZED REPRESENTATIVE THEREOF HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE TOTAL LIABILITY OF IBID MACHINERY, ITS SUBSIDIARIES AND AFFILIATES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SITE OR ANY SERVICES EXCEED, IN THE AGGREGATE, $100.00.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Disclaimer of Warranties

iBiD Machinery does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed or distributed through the Site or Services. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information shall be at your sole risk. iBiD Machinery reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Site or Services.

THE SITE AND SERVICES, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE, IS PROVIDED ON AN “AS IS” “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

THIS SITE IS INTENDED FOR PEOPLE OVER THE AGE OF 18.

NEITHER IBID MACHINERY NOR ITS CONTENT PROVIDERS WARRANT THAT THE FUNCTIONS, FEATURES OR CONTENT CONTAINED IN THE SITE OR SERVICES WILL BE UNINTERRUPTED, ACCURATE, OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY OTHER SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Release

BECAUSE IBID MACHINERY IS NOT THE SELLER IN TRANSACTIONS BETWEEN BUYERS AND SELLERS, IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, YOU RELEASE IBID MACHINERY (AND ITS SUBSIDIARIES, PARENTS, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, 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 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.” YOU, BEING AWARE OF SAID CODE SECTION, HEREBY EXPRESSLY WAIVE ANY RIGHTS YOU MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. YOU ACKNOWLEDGE AND AGREE THAT THIS WAIVER IS AN ESSENTIAL AND MATERIAL TERM OF THIS AGREEMENT, AND THAT WITHOUT SUCH WAIVER, THIS AGREEMENT WOULD NOT HAVE BEEN ENTERED INTO BY IBID MACHINERY.

Non-United States Residents

iBiD Machinery makes no representation that any Property offered by you for auction or sale on this Site or purchased by Seller on this Site may be legally exported from the country of location of the Property or imported into any other country, including that of Buyer. Buyer and Seller are responsible for obtaining and completing all necessary import and export forms, permissions, licenses in conformance with the law of the applicable location to effectuate the transactions contemplated by this Agreement.

Survival

The following sections survive any termination of this Agreement: Use of the Site; Fees (with respect to fees owed for our services); Seller’s Warranties; After-Sales and Private Sales; Shipping and Escrow; Use of Content; Monitoring, Investigation and Disclosure; Dispute Resolution; Indemnification; Non-United States Residents; and General Provisions.

General Provisions

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to conflicts of laws provisions. YOU AGREE THAT ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR OUR SERVICES SHALL BE SETTLED BY BINDING ARBITRATION IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY SUCH CONTROVERSY OR CLAIM SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND SHALL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY CLAIM OR CONTROVERSY OF ANY OTHER PARTY. THE ARBITRATION SHALL BE CONDUCTED IN CHEROKEE COUNTY, GEORIA, AND JUDGMENT ON THE ARBITRATION AWARD MAY BE ENTERED INTO ANY COURT HAVING JURISDICTION THEREOF. EITHER YOU OR IBID MACHINERY MAY SEEK ANY INTERIM OR PRELIMINARY RELIEF FROM A COURT OF COMPETENT JURISDICTION IN CHEROKEE COUNTY, GEORGIA. IF NECESSARY TO PROTECT THE RIGHTS OR PROPERTY OF YOU OR IBID MACHINERY PENDING THE COMPLETION OF ARBITRATION AND YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY CONSENT AND SUBMIT TO THE EXCLUSIVE JURISDICTION OF SUCH COURTS OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF THESE TERMS AND CONDITIONS.

These Terms constitute the entire agreement between you and iBiD Machinery with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. You shall not assign these Terms to any other entity or person without the prior written consent of iBiD Machinery. No term or condition of this Agreement shall be held to be waived, modified or deleted except by a written instrument signed by the parties hereto. No waiver by either you or iBiD Machinery of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import. Any cause of action you may have with respect to iBiD Machinery must be commenced within one year after the claim or cause of action arises or such claim or cause of action is barred.

Subject to the foregoing, this Agreement shall be binding upon and to the benefit of each of the parties hereto and their respective heirs, executors, beneficiaries, successors and assigns.

Property policy and listing guidelines

1. Restricted Property

A Seller shall not offer for sale any Property on the Site if the offering or sale of such Property violates applicable laws or regulations or may subject the Seller or iBiD Machinery to potential liability. Without limiting the foregoing, a Seller may not post the following types of property for sale on the Site:

• Property containing ivory, tortoiseshell, or any other product of a plant or animal species that is protected as endangered or threatened under applicable national or local law
• Wine, beer, liquor, distilled spirits or any product containing alcohol
• Products containing tobacco or tobacco derivatives
• Any firearms or explosives
• Any artifacts or materials connected with or related to the “Nazi” regime that in iBiD Machinery’s sole discretion lacks appropriate artistic merit, offensive material, “hate” literature or other material, or any other property that iBiD Machinery deems, in its sole discretion, to be inappropriate or offensive
• Any perishable products
• Livestock or other living creatures
• Any item containing human remains including but not limited to blood, hair, bone or tissue
• Slot machines and gaming equipment
• Pornographic material, including MPA-rated X, home porn, and hard-core material
• Stolen property
• Any property that a Seller is prohibited from selling under applicable “foreign asset control” or “economic sanction” restrictions and regulations promulgated from time to time, or if under a court’s control or under a court’s order prohibiting sale
• Property whose sale or offering for sale would infringe any proprietary rights (including without limitation copyright, patent, trademark or other intellectual property rights), or privacy or publicity rights of any third party
• Property whose sale or offering for sale is prohibited under applicable laws, rules or regulations
• Defamatory or libelous material

Notwithstanding the items set forth above, iBiD Machinery reserves the right. in its sole discretion, to restrict or prohibit any item of Property from being offered for sale through the Site.

2. Code of Conduct

iBiD Machinery is committed to maintaining high standards of business, legal and ethical practices. Given the complex international legal and ethical environment in which international art and other markets operate, each Seller is required to fully endorse and agree to the following policy statements regarding Property to be offered for sale on the Site.

• No item of Property will be sold or offered for sale, if a Seller knows or has reason to believe that such item of Property was illegally exported or imported.
• Seller agrees to comply with the laws of the countries in which the Seller is doing business, including applicable export or import laws.
• Seller endorses the regular review by the Art Loss Register of the Site.

3. Listing Guidelines

Each Seller is required to fully endorse and agree to the following listing guidelines regarding Property to be offered for sale on the Site

• Seller agrees to list the items within the appropriate categories on the Site.
• Seller agrees to deliver the item of Property purchased from it unless the buyer of such item of Property fails to make payment.
• Seller agrees to fully disclose all shipping information to the buyer and to not misrepresent where the item of Property will be shipped from.
• Seller agrees to arrange for the work to be available for pickup, including, but not limited to, paying all release fees for the seller’s chosen storage facility.
• Seller agrees to disclose the states where it is are obligated to collect sales taxes. Seller shall be responsible for the collection and remittance of all applicable sales taxes.
• Seller agrees not to misrepresent the estimate of any item of Property.
• Seller agrees not to use profanity or obscene images in any listing of Property.

VIOLATION OF ANY OF THE FOREGOING POLICIES AND GUIDELINES SET FORTH ABOVE MAY RESULT IN THE IMMEDIATE TERMINATION OF ANY AUCTION BEING CONDUCTED BY A SELLER ON A SITE, BY THE REMOVAL OF THE PROPERTY FROM THE SITE AND/ OR THE IMMEDIATE TERMINATION OF THE SELLER’S MASTER SELLER AGREEMENT.