Terms Agreed Upon For Both Buyers and Sellers
United States Terms of Service
1. Agreement Between User and Gavel Technologies Corporation
These terms and conditions create a contract between you and Gavel Technologies Corporation hereinafter referred to as the “Agreement”. Please read the Agreement carefully. To confirm your understanding and acceptance of the Agreement, click “Agree.”
These Terms of Service ("Terms") govern your access or use, from within the United States and its territories and possessions, of the applications, websites, content, products, and services (the "Services," as more fully defined below in the section titled “Services”) made available in the United States and its territories and possessions by Gavel Technologies Corporation and its parents, subsidiaries, representatives, affiliates, officers and directors (collectively, "Gavel"). PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND Gavel. In these Terms, the words "including" and "include" mean "including, but not limited to."
Gavel provides an E-Commerce mobile application that is a platform which allows Users to buy and sell used automobiles.
This Agreement governs your use of Gavel’s services (“Services”), through which you are provided a platform for the buying and selling of used automobiles. Our Services are currently available for use in the United States only. To use our Services, you need compatible hardware, software (latest version recommended and sometimes required) and Internet access (fees may apply); our Services’ performance may be affected by these factors.
By accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede any and all prior agreements or arrangements with you. Gavel may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.
IMPORTANT: PLEASE REVIEW THE ARBITRATION AGREEMENT SET FORTH BELOW CAREFULLY, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH GAVEL ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.
Supplemental terms may apply to certain Services, such as policies for a particular event, program, activity or promotion, and such supplemental terms will be disclosed to you in a separate, region-specific disclosure (e.g., a particular city or state webpage on Gavel’s website) or in connection with the applicable Service(s). Supplemental terms are in addition to, and shall be deemed a part of the Terms for the purposes of the applicable Service(s). Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.
Gavel may amend the Terms from time to time. The Amendment shall be deemed effective and Notice shall be deemed given upon Gavel’'s posting of such updated Terms at this location or in the amended policies or supplemental terms on the applicable Service(s). Your continued access or use of the Services after such posting confirms your consent to be bound by the Terms, as amended. If Gavel changes these Terms after the date you first agreed to the Terms (or to any subsequent changes to these Terms), you may reject any such change by providing Gavel written notice of such rejection within 30 days of the date such change became effective, as indicated in the "Effective" date above. This written notice must be provided either (a) by mail or hand delivery to our registered agent for service of process, or (b) by email from the email address associated with your Account to: firstname.lastname@example.org . In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to these Terms. Notwithstanding any and all rejections submitted regarding any changes, you are agreeing that you will continue to be bound by the provisions of these Terms as of the date you first agreed to the Terms (or to any subsequent changes to these Terms).
2. Arbitration Agreement
By agreeing to the Terms, you agree that you are required to resolve any and all claims that you may have against Gavel on an individual basis in binding, final arbitration, as set forth in this Arbitration Agreement. This will preclude you from bringing any class, collective, or representative action against Gavel, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against Gavel by someone else.
Agreement to Binding Arbitration Between You and Gavel
You and Gavel agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding arbitration between you and Gavel, and not in a court of law.
You acknowledge and agree that you and Gavel are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and Gavel otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and Gavel each retain the right to bring an individual action to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.
Rules and Governing Law
The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.
The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitration issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the state of California.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration - Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879). The Arbitrator will be either (1) a retired judge or (2) an attorney specifically licensed to practice law in the state of California and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.
Location and Procedure
Unless you and Gavel otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Gavel submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. The prevailing party in arbitration will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law.
You are responsible to pay any and all AAA filing, administrative and arbitrator fees. Such fees will be determined solely as set forth in the AAA Rules.
Notwithstanding the provisions in Section I above, regarding consent to be bound by amendments to these Terms, if Gavel changes this Arbitration Agreement after the date you first agreed to the Terms (or to any subsequent changes to the Terms), you may reject any such change by providing Gavel written notice of such rejection within 30 days of the date such change became effective, as indicated in the "Effective" date above. This written notice must be provided either (a) by mail or hand delivery to our registered agent for service of process, or (b) by email from the email address associated with your Account to: email@example.com . In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this Arbitration Agreement. Notwithstanding any rejection to any changes, you are agreeing that you will arbitrate any dispute between you and Gavel in accordance with the provisions of this Arbitration Agreement as of the date you first agreed to the Terms (or to any subsequent changes to the Terms).
Severability and Survival
If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from these Terms; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
3. Electronic Communications
Visiting Gavel’s mobile application or Gavel’s website or sending emails to Gavel constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures, and other communications that we provide you electronically, via email and on the mobile application or on the website(“Site”), will satisfy any legal requirement that such notice be in writing.
4. Your Account
If you use Gavel’s mobile application or Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that Gavel is not responsible for third party access to your account that results from theft or misappropriation of your account. Gavel and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.
Gavel does not knowingly collect, either online or offline or through use of Gavel’s mobile application, personal information from persons under the age of eighteen. If you are under 18 you may NOT use any of Gavel’s services.
5. The Services
The Gavel Platform provides a marketplace where “Buyers” who are users who wish to purchase a used automobile can be matched with “Sellers” who are users who wish to sell their used automobile. Buyers and Sellers are collectively referred to herein as “Users,” and each User shall create a User account that enables access to the Gavel Platform. For purposes of this Agreement, the services provided by Sellers to Buyers through the Platform shall be referred to collectively as the “User Services”. Any decision by a User to offer or accept User Services is a decision made in such User’s sole discretion. User Services provided by a Seller to a Buyer shall constitute a separate agreement between such persons.
The Gavel Platform may only be used by individuals who can form legally binding contracts under applicable law. The Gavel Platform is not available to children (persons under the age of 18) or Users who have had their User account temporarily or permanently deactivated, or persons who are otherwise unable to enter into legally binding agreements. By becoming a User, you represent and warrant that you are at least 18 years old and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement. You may not allow other persons to use your User account, and you agree that you are the sole authorized user of your account.
As a User, you agree to pay the amounts charged for your use of the Gavel Platform and Gavel Services (“Charges”). Charges include any service and processing of payment fees and other applicable fees, taxes as set forth in your market, any applicable transportation fees (see Transportation section). Gavel has the authority and reserves the right to determine and modify pricing by posting applicable pricing terms on its mobile application and website. Pricing may vary based on the type of Gavel Service you request (e.g., Buyer, Gavel Seller, Gavel Plus Seller) as described. You are responsible for reviewing the applicable charges and shall be responsible for all Charges incurred under your User account regardless of your awareness of such Charges or the amounts thereof.
The Gavel Services and Charges page is also available at ( http://gavelcorp.com/SC/ ) .
IMPORTANT: Only used automobiles that qualify for the Gavel Platform will be listed for sale on the Gavel Platform. In order to qualify for the Gavel Platform, an automobile must be less than eight (8) years old AND have an annual average mileage of no more than ten-thousand (10,000) miles or less at the time the listing is made public.
Gavel® Process, Services and Charges :
Gavel Process : Sellers that sign up for the Gavel service are required to upload their vehicle information, including their own photographs for their Seller profile. Each Seller must be verified and have their vehicle inspected to ensure the accuracy of their listing before their used automobile can be listed on the Gavel Platform. At the time of the upload, the Seller will be required to schedule an appointment to have their automobile inspected. At the time of scheduling the inspection, the Seller must provide Gavel with a valid credit card. IMPORTANT: If the scheduled appointment is missed by the Seller, there will be a missed appointment fee of $125.00 (US dollars) charged to the credit card provided by the Seller. This charge will be assessed ONLY if the Seller is a no-show by more than 15-minutes for their vehicle inspection appointment, or denies their vehicle inspection once the inspector is on-site, and AFTER the scheduled appointment is missed by more than 15-minutes or denies the inspection. A requirement of the inspection process is verification of the Seller and their ownership of the vehicle being sold. For verification, the Seller must provide to the inspector at the time of their appointment the following documents: Personal Government Issued Identification (Valid Driver’s License, Passport, etc), Vehicle Registration, title or copy of title (if applicable), lien holder information (if applicable) (this includes: name of lien holder, name of individual who owes the lien, amount of lien, date of lien). Once the vehicle has been inspected, the inspector will verify the information provided by the Seller to ensure the accuracy of the listing before the listing can be made public. Once the inspector has completed the inspection and had the opportunity to upload the inspection report, the Seller will be provided with a “Sell it Now” price for their vehicle. The Seller then has the option of accepting the “Sell it Now” price, or they can list their vehicle for Buyers (licensed auto-dealers) to bid on. If they choose to accept the “Sell it Now” price, they will then be provided information to arrange delivery and receipt of payment of the vehicle. If they choose to list their vehicle for bidding, the Seller then must decide the length of time for the listing to be open. Once their listing closes, the Buyer who submitted the winning Bid on the vehicle will be notified along with the Seller. Both the Buyer and Seller will be able to communicate on the Gavel App to arrange delivery of the vehicle. IMPORTANT: the Selling of a used vehicle from a Seller to a Buyer using the Gavel Platform constitutes a separate binding legal agreement between ONLY the Seller and Buyer and no third-party beneficiary. As such, Gavel bears no responsibility in any cause of action arising out of this transaction.
Gavel Services: Gavel provides the platform for Sellers and Buyers (licensed auto-dealers) to arrange for the purchase of the Seller’s used vehicle. Gavel’s platform provides the listing, inspection appointment, a “Sell it Now” price for each vehicle listed, and access to Gavel’s network of licensed-auto dealers to purchase the listed vehicle. Each listing contains the electronic vehicle inspection report and Experian autocheck report for each used automobile listed on the Gavel Platform. IMPORTANT: Sellers must have their automobile inspected before using the Gavel Platform. The automobile inspection is for quality control purposes ONLY. The electronic vehicle inspection report is ONLY to verify the accuracy of the listing and Seller. In addition, ONLY the information provided in the electronic vehicle inspection report as part of the listing has been verified. As such, Gavel offers no warranties or guarantees for any vehicle’s listed on the Gavel Platform.
Gavel Charges : For vehicles that qualify to be listed for sale on the Gavel Platform, Sellers will be required to pay a missed inspection fee of $125.00 (US dollars) ONLY if they miss their scheduled inspection appointment by more than 15-minutes or denies the vehicle inspection once the inspector is on-site. This fee will be charged to the credit card provided by the Seller. If after the vehicle inspection the Seller decides to cancel the listing, there is a cancellation fee. Please see the Cancellation Policy below for more details.
Sell it Now Charge : If a Seller accepts the “Sell it Now” price generated from the Vehicle Inspection Report before their listing is made public, the Seller will be required to pay $99.00 (US dollars) to Gavel. This fee will ONLY be owed to Gavel if the Seller accepts the “Sell it Now” price, and will be charged to the credit card provided by the Seller.
Gavel Plus® Process, Services, and Charges:
Gavel Plus Process : The process is the same as the “Gavel Process” described above. The difference in the process between Gavel and Gavel Plus, is for Gavel Plus, Gavel personnel will establish the listing profile on behalf of the Seller. The Seller will provide their name, vehicle’s VIN number, and schedule an inspection appointment.
Gavel Plus Services: In addition to the services provided in the “Gavel Process” described above, Gavel Plus Sellers are provided with a completed listing profile, and an eco-friendly waterless car wash provided by ENVI. During the vehicle inspection, the inspector will complete the profile and take the photographs necessary for the listing. A requirement of the inspection process is i) verification of the Seller, ii) verification of their ownership of the vehicle being sold and iii) verification of any amounts owing on the vehicle. For Seller verification, the Seller must provide to the inspector with the following: Personal Government Issued Identification (Valid Driver’s License, Passport, etc), Vehicle Registration, title or copy of title (if applicable), lien holder information (if applicable) (this includes: name of lien holder, name of individual who owes the lien, amount of lien, date of lien). IMPORTANT: Sellers must have their automobile inspected before using the Gavel Platform. The automobile inspection is for quality control purposes ONLY. The electronic vehicle inspection report is ONLY to verify the accuracy of the listing. In addition, ONLY the information provided in the electronic vehicle inspection report as part of the listing has been verified. As such, Gavel offers no warranties or guarantees for any vehicle purchased using the Gavel Platform.
Gavel Plus Charges: For Sellers that choose the Gavel Plus Service for their vehicle, and accepts the offer of a Buyer from the Gavel Platform, the Seller will pay to Gavel Technologies Corp., a two-percent (2%) Platform Fee not to exceed $999.00 (US dollars), based on the final gross selling price of the vehicle. (The Platform fee does not apply if the Seller accepts the “Sell it Now” offer, for details on accepting the “Sell it Now” offer, please see below) (THIS FEE IS WAIVED FOR THE FIRST 100 SELLERS TO LIST THEIR VEHICLE USING THE GAVEL PLUS SERVICE). This fee will be charged to the credit card provided by the Seller. In addition, Sellers will be required to pay a missed inspection fee of $150.00 (US dollars) ONLY if they miss their scheduled inspection time. If after the vehicle inspection the Seller decides to cancel the listing, there is a cancellation fee. Please see the Cancellation Policy below for more details.
Sell it Now Charge : If a Seller accepts the “Sell it Now” price generated from the Vehicle Inspection Report, the Seller will be required to pay $199.00 (US dollars) to Gavel. This fee will ONLY be owed to Gavel if the Seller accepts the “Sell it Now” price, and will be charged to the credit card provided by the Seller.
Buyer Services and Charges
Buyer Services: Gavel provides Buyers with a platform to bid on listed used vehicles for Sale. In addition, if the Seller wishes to lease or purchase a new or used vehicle, Buyers will be notified, and where possible, be provided with the specifications a Seller has provided in regards to the particular vehicle the Seller wishes to lease or purchase. PLEASE NOTE: Buyers are required to be licensed (issued by each State) auto-dealers in order to sign up for the Gavel Services as a Buyer. Buyers are required and responsible to do any necessary paperwork or State filing for any transaction resulting from the lawful use of Gavel’s Platform. The Selling of a used vehicle from a Seller to a Buyer using the Gavel Platform constitutes a separate binding legal agreement between ONLY the Seller and Buyer, no third-party beneficiary. As such, Gavel encourages Buyers to conduct their own inspection before purchasing a vehicle listed on the Gavel Platform. Gavel bears no responsibility, and disclaims all liability for any damages, losses, or cause of action arising out of this transaction. In addition, Buyers should read their Buyer agreement with Gavel for any additional services.
Buyer Charges : Buyers should read their specific Buyer agreement for specific charges they agree to pay Gavel for any purchase the Buyer makes of a used vehicle listed on the Gavel platform.
Inspection Charges and Details
Inspection Charges : Sellers must have their vehicle inspected before it can be listed on the Gavel Platform. The inspection will verify the details of the listing and provide an inspection report for interested Buyers. Sellers agree to pay a missed inspection fee of $125.00 (US dollars) if the Seller misses their inspection appointment by more than 15-minutes or denies their vehicle inspection once the inspector is on-site. The credit card provided by Seller will be charged and the missed inspection fee will be assessed ONLY if the Seller is a no-show by more than 15-minutes for their scheduled vehicle inspection appointment, or denies their vehicle inspection once the inspector is on-site. IMPORTANT: The automobile inspection is for quality control purposes ONLY. The electronic vehicle inspection report is ONLY to verify the accuracy of the listing and Seller’s information. In addition, ONLY the information provided in the electronic vehicle inspection report as part of the listing has been verified. As such, Gavel offers no warranties or guarantees for any vehicle listed on the Gavel Platform.
The purchase of a used vehicle listed on the Gavel Platform from a Buyer using the Gavel Platform is a separate and binding agreement between the Buyer and Seller. As such, if there is no transaction there is no fee owed from the Buyer to Gavel for services provided on the Gavel Platform. If there is a cancellation of such a transaction, Gavel reserves the right to access any Buyer and Seller records necessary to verify that such a transaction did not take place. Buyers should read their specific Buyer agreement for more information on such records. In addition, if after the inspection the Seller decides to cancel their listing there will be a Cancellation Fee of $149.00 (US dollars) for Gavel, and $199.00 (US dollars) for Gavel Plus assessed to the credit card provided by the Seller upon scheduling their inspection appointment. This Cancellation Fee will be assessed only after the Seller’s vehicle has been inspected and after the Seller has cancelled their listing on the Gavel Platform.
● No Refunds. All Charges are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Gavel Platform, any disruption to the Gavel Platform or Services, or any other reason whatsoever.
● Credit Card Authorization. Upon addition of a new payment method, Gavel may seek authorization of your selected payment method to verify the payment method, ensure that any cost will be covered, and protect against unauthorized behavior. The authorization is not a charge, however, it may reduce your available credit by the authorization amount until your bank’s next processing cycle. Should the amount of the authorization exceed the total funds on deposit in your account, you may be subject to overdraft of NSF charges by the bank issuing your debit or check card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing bank.
If you are a Seller, you will receive payment for your used automobile only if it is sold using the Gavel Platform. All payments are subject to the “Gavel Charge” or “Gavel Plus Charge”, discussed in section 7 titled “Charges”. For details on the Payment processing, including when the Seller will receive funds, please review the Gavel Services and Charges page ( http://gavelcorp.com/SC/), which are incorporated and made part of these terms. You are responsible for reviewing the Services and Charges page and shall be responsible for all Charges incurred under your User account regardless of your awareness of such Charges or the amounts thereof.
9. Your Information
Any information you provide, publish or post to or through the Gavel Platform (including any profile information you provide) or send to other Users (including via in-application feedback, any email feature, or through any Gavel-related Facebook, Twitter or other social media posting) is your information (“Information”). You consent to us using your Information to create a User account that will allow you to use the Gavel Platform and participate in the Services. You are solely responsible for your Information and your interactions with other members of the public, and we act only as a passive conduit for your online posting of your Information. You agree to provide and maintain accurate, current and complete information and that we and other members of the public may rely on your Information as accurate, current and complete. To enable Gavel to use your Information, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate into other works, such Information, in any media now known or not currently known. Gavel does not assert any ownership over your Information; rather, as between you and Gavel, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Information and any intellectual property rights or other proprietary rights associated with your Information.
You may be able to create or log-in to your Gavel User account through online accounts you may have with third party social networking sites (each such account, an "SNS Account"). By connecting to Gavel through an SNS Account, you understand that Gavel may access, store, and make available any SNS Account content according to the permission settings of your SNS Account (e.g., friends, mutual friends, contacts or following/followed lists (the “SNS Content”)). You understand that SNS Content may be available on and through the Gavel Platform to other Users. Unless otherwise specified in this Agreement, all SNS Content, if any, shall be considered to be your Information.
10. Restricted Activities
With respect to your use of the Gavel Platform and your participation in the Services, you agree that you will not:
a. impersonate any person or entity;
b. stalk, threaten, or otherwise harass any person, or carry any weapons;
c. violate any law, statute, rule, permit, ordinance or regulation;
d. interfere with or disrupt the Services or the Gavel Platform or the servers or networks connected to the Gavel Platform;
e. post Information or interact on the Gavel Platform or Services in a manner which is false, inaccurate, misleading (directly or by omission or failure to update information), defamatory, libelous, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, or illegal;
f. use the Gavel Platform in any way that infringes any third party’s rights, including but not limited to: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
g. post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;
h. forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Gavel Platform;
i. “frame” or “mirror” any part of the Gavel Platform, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other web site for any purpose; or
j. modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Gavel Platform or any software used on or for the Gavel Platform;
k. rent, lease, lend, sell, redistribute, license or sublicense the Gavel Platform or access to any portion of the Gavel Platform;
l. use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Gavel Platform or its contents;
m. link directly or indirectly to any other web sites;
n. transfer or sell your User account, password and/or identification to any other party
o. discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or
p. cause any third party to engage in the restricted activities above.
11. Seller Representations and Warranties
By submitting your used automobile to be sold as a Seller on the Gavel Platform, you represent, warrant, and agree that:
a. You are the lawful owner of the submitted automobile with verification
b. If there is a lien holder on the automobile, you are able to provide necessary information regarding the lien.
c. You will not engage in reckless behavior in the process of selling your automobile on the Gavel Platform.
d. You will not make any misrepresentation regarding Gavel, the Gavel Platform, the Services or your status as a Seller.
e. You will not attempt to defraud Gavel or other Users on the Gavel Platform or in connection with your provision of Services. If we suspect that you have engaged in fraudulent activity we may withhold applicable Fees or other payments for the Sale(s) in question.
f. You agree that we may obtain information about you, including your vehicle reports, and you agree to provide any further necessary authorizations to facilitate our access to such records during the term of the Agreement.
g. You have a valid policy of liability insurance (in coverage amounts consistent with all applicable legal requirements) that names or schedules you for the operation of the automobile during the time that your automobile is listed for Sale on the Gavel Platform until the completion of the Sale.
h. You will pay all applicable federal, state and local taxes based on the Sale of your automobile and any payments received by you.
12. Intellectual Property
All intellectual property rights in the Gavel Platform shall be owned by Gavel absolutely and in their entirety. These rights include and are not limited to database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the Gavel Platform are the property of their respective owners. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information (“Submissions”) provided by you to us are non-confidential and shall become the sole property of Gavel. Gavel shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Gavel and other Gavel logos, designs, graphics, icons, scripts and service names are registered trademarks or trade dress of Gavel in the United States and/or other countries (collectively, the “Gavel Marks”).
You acknowledge that Gavel is the owner and licensor of the Gavel Marks, including all goodwill associated therewith, and that any use of the Gavel Marks will confer no interest in or ownership of the Gavel Marks in you but rather inures to the benefit of Gavel.
You agree that you will not: (1) create any materials that incorporate the Gavel Marks or any derivatives of the Gavel Marks other than as expressly approved by Gavel in writing; (2) use the Gavel Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Gavel Marks other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair Gavel’s rights as owner of the Gavel Marks or the legality and/or enforceability of the Gavel Marks, including, without limitation, challenging or opposing Gavel’s ownership in the Gavel Marks; (4) apply for trademark registration or renewal of trademark registration of any of the Gavel Marks, any derivative of the Gavel Marks, any combination of the Gavel Marks and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Gavel Marks; (5) use the Gavel Marks on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard; (6) or any other act or omission that would otherwise impair or affect in any way the goodwill associated with Gavel Technologies Corporation.
Violation of any provision may result in immediate termination of the Gavel Service, in Gavel’s sole discretion. If you create any materials bearing the Gavel Marks (in violation of this Agreement or otherwise), you agree that upon their creation Gavel exclusively owns all right, title and interest in and to such materials, including without limitation any modifications to the Gavel Marks or derivative works based on the Gavel Marks. You further agree to assign any interest or right you may have in such materials to Gavel, and to provide information and execute any documents as reasonably requested by Gavel to enable Gavel to formalize such assignment.
Gavel respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials on the Gavel Platform or Services infringe upon your copyrights, please email firstname.lastname@example.org to make a copyright complaint.
The following disclaimers are made on behalf of Gavel, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.
The Gavel Platform is provided on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Gavel Platform and/or the Services, including the ability to provide or receive Services at any given location or time. We specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
We do not warrant that your use of the Gavel Platform or Gavel Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error- free, or will meet your requirements, that any defects in the Gavel Platform will be corrected, or that the Gavel Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the Gavel Platform or Gavel Services.
We cannot guarantee that each User is who he or she claims to be. Please use common sense when using the Gavel Platform and Services, including looking at the photos of the automobile before placing a bid. Gavel is not responsible for any unintentional consequences for Users who fail to use reasonable caution while using the Gavel Platform. Please note that there are also risks of dealing with underage persons or people acting under false pretense, and we do not accept responsibility or liability for any content, communication or other use or access of the Gavel Platform by persons under the age of 18 or without the legal capacity to enter into a legally binding agreement, in violation of this Agreement. We encourage you to communicate directly with each potential Seller or Buyer prior to engaging in an arranged transaction.
Gavel is not responsible for the conduct, whether online or offline, of any User of the Gavel Platform or Services. You are solely responsible for your interactions with other Users. We do not procure insurance for, nor are we responsible for, personal belongings left in the automobile by Users. By using the Gavel Platform and participating in the Services, you agree to accept such risks and agree that Gavel is not responsible for the acts or omissions of Users on the Gavel Platform or participating in the Services.
Gavel expressly disclaims any liability arising from the unauthorized use of your User account. Should you suspect that any unauthorized party may be using your User account or you suspect any other breach of security, you agree to notify us immediately.
It is possible for others to obtain information about you that you provide, publish or post to or through the Gavel Platform (including any profile information you provide), send to other Users, or share during the Services, and to use such information to harass or harm you. We are not responsible for the use of any personal information that you disclose to other Users on the Gavel Platform or through the Services. Please carefully select the type of information that you post on the Gavel Platform or through the Services or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Users (including unauthorized users, or “hackers”).
Opinions, advice, statements, offers, or other information or content concerning Gavel or made available through the Gavel Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted by third parties, whether on the Gavel Platform or otherwise. We reserve the right, but we have no obligation, to monitor the materials posted on the Gavel Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others.
Location data provided by the Gavel Platform is for basic location purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither Gavel, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the Gavel Platform. Any of your Information, including geolocational data, you upload, provide, or post on the Gavel Platform may be accessible to Gavel and certain Users of the Gavel Platform.
Gavel advises you to use the Gavel Platform with a data plan with unlimited or very high data usage limits, and Gavel shall not be responsible or liable for any fees, costs, or overage charges associated with any data plan you use to access the Gavel Platform.
You agree to indemnify, defend and hold harmless Gavel, its officers, directors, employees, agents, and third parties, for any losses, costs, liabilities and expenses (including attorneys’ fees) relating to or arising out of your use of or inability to use Gavel Services on the Gavel Mobile Application or Site, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. Gavel reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Gavel in asserting any available defenses.
15. Liability Disclaimer
THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE MOBILE APPLICATION OR SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS, CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. GAVEL TECHNOLOGIES CORPORATION AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE MOBILE APPLICATION OR SITE AT ANY TIME.
GAVEL TECHNOLOGIES CORPORATION AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. GAVEL TECHNOLOGIES CORPORATION AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT.
16. Term and Termination
This Agreement is effective upon your creation of a User account. This Agreement may be terminated: a) by User, without cause, upon seven (7) days’ prior written notice to Gavel or b) by either Party immediately, without notice, upon the other Party’s material breach of this Agreement. In addition, Gavel may terminate this Agreement or deactivate your User account immediately in the event: (1) you no longer qualify to be a User (2) Gavel has the good faith belief that such action is necessary to protect the safety of the Gavel community or third parties, provided that in the event of a deactivation, you will be given notice of the potential or actual deactivation and an opportunity to attempt to cure the issue to Gavel’s reasonable satisfaction prior to Gavel permanently terminating the Agreement. For all other breaches of this Agreement, you will be provided notice and an opportunity to cure the breach. If the breach is cured in a reasonable time and to Gavel’s satisfaction, this Agreement will not be permanently terminated.
17. Choice of Law Provision
This Agreement shall be governed by the laws of the State of California without regard to choice of law principles. This choice of law provision is only intended to specify the use of California law to interpret this Agreement and is not intended to create any other substantive right to non-Californians to assert claims under California law whether by statute, common law, or otherwise.
If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the invalid or non- binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. You agree that this Agreement and all incorporated agreements may be automatically assigned by Gavel, in our sole discretion by providing notice to you. Except as explicitly stated otherwise, any notices to Gavel shall be given by certified mail, postage prepaid and return receipt requested to email@example.com . Any notices to you shall be provided to you through the Gavel Platform or given to you via the email address or physical you provide to Gavel during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches.
19. Merger Clause
This Agreement sets forth the entire understanding and agreement between you and Gavel with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to Gavel’s business, operations and properties, including User information (“Confidential Information”) disclosed to you by Gavel for your own use or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of Gavel in order to prevent it from falling into the public domain. Notwithstanding the above, you shall not have liability to Gavel with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by Gavel or has entered the public domain through no fault of yours; was known to you, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; is disclosed with the prior written approval of Gavel; becomes known to you, without restriction, from a source other than Gavel without breach of this Agreement by you and otherwise not in violation of Gavel’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that You shall provide prompt notice of such court order or requirement to Gavel to enable Gavel to seek a protective order or otherwise prevent or restrict such disclosure.