Last Updated: October 29, 2021
Introduction and Agreement
These terms of use are entered into by and between you and Guys With Rides Exchange, LLC (“Company,” “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Use”), constitutes an agreement between you and the Company which will govern your access to and use of: (i) this website, located at www.guyswithrides.com, including any content, functionality, and services offered on or through www.guyswithrides.com (the “Website”), and (ii) our online and/or mobile services, and software provided on or in connection with the services offered on or through the Website (collectively, and together with the Website, the “Service”). Please read these Terms of Use carefully before you start to use the Service. For the avoidance of doubt, notwithstanding anything in these Terms of Use to the contrary, the parties acknowledge and agree that these Terms of Use, including, without limitation, with respect to the provisions set forth under the headings “Governing Law” and “Dispute Resolution; Arbitration”, are solely a contract between you and the Company and expressly do not govern any sale, transaction, or other relationship between you and any other user of the Service (each, a “User,” and collectively, the “Users”). These Terms of Use and our Privacy Policy (as defined below) apply to all Users, including visitors and others who access the Service for any reason. By accessing or using the Service or by clicking to accept or agree to the Terms of Use when this option is made available to you, you signify that you have read, understood, and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://guyswithrides.com/privacy-policy/, which is incorporated herein by reference and made a part hereof (our “Privacy Policy”). If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Service.
PLEASE BE ADVISED THAT THESE TERMS OF USE CONTAIN MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISIONS THAT REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. YOU ARE ENCOURAGED TO READ THESE TERMS OF USE CAREFULLY TO ENSURE THAT YOU UNDERSTAND AND ACCEPT EACH PROVISION.
Changes to the Terms of Use
We may revise and update these Terms of Use from time to time at our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Service thereafter. However, any changes to the dispute resolution provisions set out in the sections titled “Governing Law” and “Dispute Resolution; Arbitration” will not apply to any disputes for which the parties have actual notice prior to the date the change is posted on the Website. Your continued use of the Service following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.
About GuysWithRides.com
The Company, through the Service, provides an online community for the listing of motor vehicles, motor vehicle parts and components, and other automotive items for sale as well as for the exchange of related information by its Users, which include, among others, Users who submit motor vehicles, motor vehicle parts or components, or other automotive items for listing on the Service for sale as a seller (in such capacity, a “Seller”) and Users interested in purchasing or otherwise requesting additional information about listed vehicles, parts, components, or other items, as a buyer (in such capacity, a “Buyer”). THE COMPANY IS NOT A BROKER OR DEALER OF VEHICLES. AS SUCH, IT DOES NOT BUY, TRADE, EXCHANGE, SELL, OR OFFER FOR SALE ANY VEHICLES AND IT DOES NOT ACT AS A NEGOTIATOR FOR THE PURCHASE, SALE, TRADE, OR EXCHANGE OF ANY INTEREST IN ANY VEHICLE THAT IS LISTED FOR AUCTION OR TRADE ON THE SERVICE. IN ADDITION, THE COMPANY DOES NOT HOLD OR POSSESS TITLE TO OR FOR ANY VEHICLE LISTED FOR AUCTION OR TRADE ON THE SERVICE. THE COMPANY IS NEVER A PARTY TO ANY TRANSACTION BETWEEN A BUYER AND A SELLER, AND, OTHER THAN AS EXPLICITLY SET FORTH HEREIN, IT DOES NOT PROVIDE ANY OTHER ANCILLARY PRODUCTS OR SERVICES RELATED TO THE BUYING OR SELLING OF VEHICLES, SUCH AS VEHICLE FINANCING, REGISTRATION/TITLING, TRANSFER, ESCROW, OR OTHER SIMILAR SERVICES.
Eligibility
The Service is offered and available to Users who are 18 years of age or older and is solely directed to individuals, companies, or other entities located in the United States or any of its territories or possessions and who have not been suspended or removed from the Service by the Company for any reason. The Service is controlled and operated from facilities located in the United States. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. By accessing or using the Service, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Service.
No Brokers or Dealers
The Service’s Reserved Parking Exclusives module and Cars Still Available module are intended for use only by Users who are not licensed, registered, or otherwise acting in the capacity of an automobile broker or dealer in any jurisdiction of the United States or any of its territories or possessions (a “Dealer”). By submitting a prospective Auction Vehicle (defined below) for an Auction Listing (defined below), a Seller represents and warrants that such Seller is not itself a Dealer or a principal, employee, independent contractor, consultant, or other agents of a Dealer. By submitting an Offer (defined below) for any Auction Vehicle, or by making an offer in connection with a Cars Still Available Listing, as applicable, a Buyer represents and warrants that such Buyer is not itself a Dealer or a principal, employee, independent contractor, consultant, or other agents of a Dealer, and such Buyer intends to purchase such vehicle for his or her own enjoyment and non-commercial use. In other words, you, whether in your capacity as a Seller or Buyer using the Service, agree, acknowledge, and represent that you are a collector or classic vehicle hobbyists or enthusiasts, not a Dealer or acting on behalf of a Dealer.
Limited License
Subject in all respects to the terms and conditions set forth in these Terms of Use, you are hereby granted a non-exclusive, limited, non-transferrable, freely-revocable license to use the Service as permitted by the features of the Service. The Company reserves all rights not expressly granted herein in the Service and the Company Content (as defined below). The company may terminate this license at any time for any reason or no reason.
Company Account and Account Security
By registering to use the Service, an account (“User Account”) will be established for your personal use, which User Account will give you access to some or all of the services and functionality that we may offer from time to time and in our sole discretion as part of the Service. We may maintain different types of User Accounts for different types of Users. For Users establishing an account on behalf of a company, organization, or other legal entity, for all purposes of these Terms of Use, (i) the term “you” will be deemed to include the individual registering to use the Service and establishing such User Account, such legal entity, and all other individuals that are owners, employees, or other agents of such legal entity and use the Service by logging in through the applicable User Account, (ii) you represent and warrant that you are an authorized representative of such entity with the authority to bind such entity to these Terms of Use, and (iii) you agree to these Terms of Use on behalf of such entity.
To create or access your User Account or to access the Service or some or all of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Service that all the information you provide to the Service is correct, current, and complete. You agree that all information you provide to register with the Service or otherwise, including, but not limited to, through the use of any interactive or social media features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. If you choose or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your User Account is personal to you and agree not to provide any other person with access to the Service or portions of it using your user name, password, or other security information. When creating a password to access the Service through your User Account, we encourage you to use passwords that use a combination of upper and lower case letters, numbers, and symbols. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security relating to your User Account or the Service. THE COMPANY WILL NOT BE LIABLE FOR ANY LOSSES CAUSED BY ANY UNAUTHORIZED USE OF YOUR USER ACCOUNT. You also agree to ensure that you exit from your User Account at the end of each session. You should use particular caution when accessing your User Account from a public or shared computer so that others are not able to view or record your password or other personal information. We have the right to disable any user name, password, or other identifiers, whether chosen by you or provided by us, at any time, in our sole discretion, for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
We reserve the right to withdraw, amend, or terminate the Service or any features or functionality of the Service, and any service or material we provide as part of the Service, in our sole discretion, without notice. We will not be liable if for any reason all or any part of the Service is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Service, or the entire Service, to users, including registered Users.
YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE COMPANY IS NOT, AND UNDER NO CIRCUMSTANCES WILL BE, A PARTY TO ANY AGREEMENT OR CONTRACT BETWEEN A BUYER AND A SELLER FOR THE SALE OR TRADE OF ANY VEHICLE LISTED FOR AUCTION THROUGH THE SERVICE. YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS OF THE SERVICE. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR DISPUTES BETWEEN YOU AND OTHER USERS. THE COMPANY WILL HAVE NO LIABILITY FOR YOUR INTERACTIONS WITH OTHER USERS, OR FOR ANY USER’S ACTION OR INACTION.
By registering for the Service and providing the Company with your email address, you consent to our using your email address to send you notices concerning the Service, including any notices required by law, in lieu of sending communications by postal or other parcel delivery or courier service. You also consent to our use of your email address to send you other messages, including changes to the Service, special offers, and newsletters. You may unsubscribe to any such messages using the link provided at the bottom of the email message.
Our Proprietary Rights
Except for User Content (as defined below), the Service, including the Website and its entire contents, features, and functionality (including, but not limited to, all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) (“Company Content”) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and/or other intellectual property or proprietary rights laws. These Terms of Use permit you to use the Service for your personal use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Service, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
You may print one copy of a reasonable number of pages of the Website for your own personal use and not for further reproduction, publication, or distribution.
If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal use; provided that you agree to be bound by our end user license agreement for such applications.
If we provide social media features with certain content, you may take such actions as are enabled by such features.
You must not:
Modify copies of any materials from the Service, including any materials provided on the Website.
Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
Use any Company Content, alone or together with any other content, in a way that infringes the intellectual property rights of any third party.
If you wish to make any use of material made available through the Service, including on the Website, other than as permitted in this section, please address your request to: notify@guyswithrides.com. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Service in breach of the Terms of Use, your right to use the Service will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Service, including the Website or any content on the Website, is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Service not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Trademarks
The Company name, the term “Guys With Rides,” the Company logo, the phrases “A Story Under Every Hood”, “The Only Dealer-Free Online Community for Collector Car Enthusiasts”, “Redefining Collector Car Auctions”, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans used in the Service or on the Website are the trademarks of their respective owners.
The Listing Process
A Seller seeking to list a vehicle for auction through the Service’s “Reserved Parking Exclusives” module (such listing an “Auction Listing”) must submit the vehicle (the “Auction Vehicle”) for consideration by navigating to the following web address: https://www.guyswithrides.com/submit-a-vehicle/ and providing the Company with a minimum price (or value) at which the Seller will agree to a sale of the Auction Vehicle (the “Reserve”). Seller may be asked to, or given the option to, provide details about the Auction Vehicle and detailed, high-resolution, clear photographs or video of the Auction Vehicle. Seller hereby grants to the Company an unlimited license to use any such submitted photographs or video in any way deemed appropriate by the Company, including, without limitation, to curate an Auction Listing. If the Seller is willing to accept the highest bid, regardless of the amount, the Seller can set the Reserve amount to be zero dollars ($0.00) or “no Reserve.” If the Seller’s submission is accepted for listing on the Service, Seller will be charged a fee determined in accordance with our Pricing and Payment Terms, which can be reviewed by navigating to the following web address: https://www.Guyswithrides.com/pricing-and-payment-terms/ (the “Pricing and Payment Terms”), which Pricing and Payment Terms are incorporated herein by reference. A hold may be placed on Seller’s credit card up to the maximum fee Seller may be required to pay pursuant to the Pricing and Payment Terms.
The Company may accept or reject a vehicle submitted to be an Auction Vehicle in the Company’s sole discretion, for any or no cause, and the Company shall have no liability whatsoever to any prospective Seller in connection with a decision not to list a proposed Auction Vehicle. If the listing submission is accepted by the Company, the Seller agrees to work with the Company to prepare and approve the look, feel, and content of the Auction Listing for the applicable Auction Vehicle as well as any other promotional materials for such Auction Listing (collectively, the “Auction Ad”). Following the Seller’s review of the Auction Ad, the Company will post such Auction Ad on the Service for a period of no less than fourteen (14) days (the “ Auction Listing Period”). Although the Company may seek input from the Seller regarding the formatting, content, and appearance of an Auction Ad, the Company shall have the sole right to determine the final design of the Auction Ad.
For most Auction Vehicles accepted by the Company for listing on the Service, the applicable Seller agrees that a pre-purchase inspection will be conducted by Lemon Squad (a/k/a Juniper Inspections LLC), a third-party service that provides vehicle inspections and reports. Seller agrees to provide full cooperation to the Company and Lemon Squad and to make reasonable arrangements for Lemon Squad to inspect the Auction Vehicle before the start of the Auction Listing Period. Lemon Squad will generate and provide to the Company a pre-purchase inspection report regarding the condition of the Auction Vehicle (the “PPI Report”). If the Auction Vehicle sells during the Auction Listing Period, there shall be no charge to the Seller for the PPI Report. If the Auction Vehicle does not sell during the Auction Listing Period, and the Seller elects to include the PPI as part of the advertising on another site, the Seller agrees to pay to the Company the cost of the PPI Report, the Company shall provide a complete copy of the PPI Report to the Seller, and there shall be no restrictions on Seller’s use of the PPI Report thereafter.
Other than with respect to the PPI Report, Seller shall only be required to pay the Seller fees listed in the Pricing and Payment Terms if Seller’s Auction Vehicle sells during the Auction Listing Period.
Bidding Process
During the Auction Listing Period, the Service will accept bids from any User who has provided their payment information to the Service and any other information requested to create a User Account (a “Registered User”). The Company may place a temporary hold on a prospective Buyer’s credit card up to the maximum fee that Buyer may be required to pay to the Company in connection with a successful Offer (defined below). Buyers shall be bound by the Pricing and Payment Terms and agree that the Company may charge the payment method provided upon the completion of an Auction Listing Period in which Buyer submitted the winning Offer.
In accordance with typical reserve style auction procedures, each Registered User will only be allowed to submit as many bids as desired for the applicable Auction Vehicle during such Auction Vehicle’s Auction Listing Period one of two ways for the purchase of such Auction Vehicle (an “Offer”):
Use the “Bid Directly” option to enter one bid at a time. Bidders can enter a new bid each time they are outbid by another bidder.
Use the “Autobid” option to enter the maximum amount you are willing to bid at that point in the auction. Contingent on other bidders placing bids, the system will increment all auto bids by the increment needed to set the new hid bid. Bid increments are $100 when the high bid is $50,000 or less and increase to $500 once the high bid exceeds $50,000. If the high bid exceeds your current autobid amount, you can enter a revised higher autobid amount to reestablish yourself as the high bidder.
Prior to accepting any Offer, the Service may employ provisions to check the IP address, e-mail address, User Name, and any other measures deemed reasonably necessary to attempt to prevent any prospective Buyer from entering more than one Offer for each Auction Vehicle.
During an Auction Listing Period, the Company may provide to the applicable Seller or to other third parties analytics on the Auction Listing indicating the volume of Offers placed and the relative placement of those Offers in relation to the Reserve. The Company reserves the right to display or provide these metrics in any manner it deems appropriate, however, in accordance with typical silent auction procedures, information regarding the amount of each individual Offer will not be provided to Seller or the public.
A Seller shall not bid on his, her, or its own Auction Vehicle, nor shall any Seller instruct any other individual or entity to place a bid on Seller’s Auction Vehicle. No one may submit an Offer for an Auction Vehicle with the intent to artificially increase its price or desirability. In the event that a Seller or any individual or entity acting on Seller’s behalf submits a Winning Offer for Seller’s own Auction Vehicle, Seller shall be obligated to pay all applicable fees of both the Seller and Buyer pursuant to the Pricing and Payment Terms.
Auction End Process
At the close of each Auction Listing Period, the Company will review all submitted Offers. In accordance with typical silent auction procedures, the highest dollar amount Offer that meets or exceeds the Reserve will be the winning offer of the auction Listing (the “Winning Offer”). In the event multiple Registered Users submit the same highest Offer, the earliest Offer submitted (based on the date time stamp of Offer submission) will be the Winning Offer.
Once the Winning Offer has been determined, the Company will post the name of the Registered User that submitted such Winning Offer and the Winning Offer amount.
At the end of each Auction Listing Period, the Company will charge both the Seller and Buyer fees in accordance with its Pricing and Payment Terms in place on the first day of the Auction Listing Period. The Company will then provide the contact information of the Buyer to the Seller and the Seller to the Buyer so that they can make arrangements for payment and transfer of the Auction Vehicle. The Company shall not be responsible for the exchange of money between Buyer and Seller. The Company shall not be responsible for the transportation or delivery of an Auction Vehicle to the Buyer. The Company shall not be responsible for the condition of an Auction Vehicle.
Seller and Buyer each agree to act in good faith to arrange for the exchange of funds (i.e., the Winning Offer amount) and the Auction Vehicle as soon as reasonably practicable. Payments between Buyers and Sellers shall always be in United States currency, and Sellers agree to accept cash, cashier’s, bank, or certified check, electronic funds transfer, or wire transfer of immediately available funds. Sellers may, but shall not be required to, accept other payment methods. Unless otherwise stated in the applicable Auction Listing, winning Buyers shall be responsible for all costs and fees of transporting Auction Vehicles, including insurance. It shall be Seller’s sole responsibility to ensure that all applicable sales, registration, transfer, and other taxes and fees are collected and properly remitted to the appropriate authorities.
Rides Still Available Listings
If no Buyer places a Winning Offer on an Auction Vehicle before the end of the Auction Listing Period, such Auction Vehicle may be moved to the Service’s “Rides Still Available” portal or module (a “Rides Still Available Listing”). The Seller of an Auction Vehicle may request at any time that the applicable Auction Vehicle not be posted or listed on the Service’s Rides Still Available module or removed from the Rides Still Available Module (which removal shall occur within three (3) business days). A Seller may be asked to provide additional details about the Auction Vehicle for including in the Rides Still Available Listing, including, without limitation, manufacturer, model, model year, engine type/size, and any other notable characteristics, and detailed, high-resolution, clear photographs and/or video of the Auction Vehicle. Seller hereby grants to the Company an unlimited license to use any such submitted photographs or video in any way deemed appropriate by the Company, including, without limitation, to curate a Reserved Parking Auction Listing. The Company may determine that an Auction Vehicle is not appropriate for a Rides Still Available Listing or may otherwise decide not to move an Auction Vehicle to the Rides Still Available portal or module, in the Company’s sole discretion, for any or no cause, and the Company shall have no liability whatsoever to any prospective Seller in connection with a decision not to list an Auction Vehicle in a Rides Still Available Listing.
Rides Still Available Listings shall include a “buy it now” price, which shall be determined in the sole discretion of the Company; provided, however, that the the “buy it now” price shall not be less than the Reserve for such Auction Vehicle without the Seller’s prior consent. Potential Buyers may buy the Rides Still Available Listing vehicle at the “buy it now” price or make an alternate offer for such vehicle. If a Buyer selects the “buy it now” option, the Seller shall be obligated to accept, and the Buyer shall be obligated to pay to the Seller, such “buy it now” price in exchange for the applicable vehicle.
The applicable Seller’s contact information (phone number and/or e-mail address) will be stated in the Cars Still Available Listing. In connection with a Rides Still Available Listing, Buyers can contact the applicable Seller directly to negotiate a deal. Any negotiations between Seller and a potential Buyer regarding a Rides Still Available Listing shall occur directly between Buyer and Seller.
THE COMPANY WILL HAVE NO LIABILITY FOR YOUR INTERACTIONS WITH OTHER USERS, OR FOR ANY USER’S ACTION OR INACTION. The Company shall not be responsible for the exchange of money between Buyer and Seller. The Company shall not be responsible for the transportation or delivery of any Auction Vehicle or vehicle posted to the Rides Still Available module. The Company shall not be responsible for the condition of any vehicle whatsoever.
Rides Still Available Listings will remain active until the Seller communicates in writing to the Company to request removal of the Rides Still Available Listing, and, within three (3) business days, the Company shall remove such Rides Still Available Listing.
In the event that a Buyer selects the “buy it now” option or the Seller and Buyer otherwise agree to a mutually acceptable price for a vehicle listed in the Rides Still Available module, Seller and Buyer each agree to act in good faith to arrange for the exchange of funds and the applicable vehicle as soon as reasonably practicable. Sellers agree to accept cash, cashier’s, bank, or certified check, electronic funds transfer, or wire transfer of immediately available funds. Sellers may, but shall not be required to, accept other payment methods. Unless otherwise stated in a Rides Still Available Listing, Buyers shall be responsible for all costs and fees of transporting the applicable vehicle, including insurance.
Buyers shall be bound by the Pricing and Payment Terms and agree that the Company may automatically charge the payment method provided upon the completion of a transaction in which Buyer submits a Winning Offer or purchases a vehicle listed on a Rides Still Available Listing. It shall be Seller’s sole responsibility to ensure that all applicable sales, registration, transfer, and other taxes and fees are collected and properly remitted to the appropriate authorities.
Exclusivity of Listing
EACH SELLER HEREBY ACKNOWLEDGES AND AGREES THAT, FOLLOWING OUR PUBLICATION ON THE SERVICE OF AN AUCTION LISTING OR RIDES STILL AVAILABLE LISTING, SELLER MAY NOT LIST, OFFER, OR OTHERWISE MAKE AVAILABLE FOR SALE OR TRADE SUCH VEHICLE ON ANY OTHER AUCTION, TRADE, DEALERSHIP, OR OTHER SIMILAR SALE, AUCTION, OR LISTING SERVICE (WHETHER OR NOT SUCH SERVICE IS INTERNET-BASED); PROVIDED, HOWEVER, THAT THE FOREGOING RESTRICTION SHALL NOT LIMIT THE ABILITY OF THE SELLER TO PROMOTE THE COMPANY’S LISTINGS ON THIRD-PARTY WEBSITES OR SERVICES IF, AND ONLY IF, SUCH POSTED DETAILS INCLUDE A LINK TO, OR INSTRUCTIONS DIRECTING ANY INTERESTED PARTIES TO, THE COMPANY’S LISTINGS ON SUCH OTHER SERVICE. FURTHERMORE, EACH SELLER HEREBY ACKNOWLEDGES AND AGREES THAT, FOLLOWING THE START OF THE APPLICABLE AUCTION LISTING PERIOD, SUBJECT TO THE TERMS OF OUR PRIVACY POLICY, SUCH AUCTION LISTING (AND ANY RIDES STILL AVAILABLE LISTING FOR THE SAME AUCTION VEHICLE) MAY BE REMOVED FROM THE SERVICE SOLELY AND ENTIRELY AT THE COMPANY’S DISCRETION.
Questions Concerning a Listed Vehicle
Registered Users with questions concerning a vehicle listed for auction through the Service are encouraged to contact the Seller directly via the contact information provided, and the Company shall have no responsibility or liability whatsoever for the content, veracity, or responsiveness of any communication between any User or Users and any Seller.
Parts Listings and Sale of Merchandise
Any sale of merchandise or any other good or product by the Company on or through the Service (for example, but without limitation, GuysWithRides branded clothing or other items) shall be subject to the Terms and Conditions for the Online Sale of Goods should the Company decide to offer them.
Any listing for sale of a motor vehicle part or component directly by the Company shall be subject to the Terms of Company Sales. Any listing for sale of a motor vehicle part or component by a third‑party Seller shall be subject to separate terms and conditions provided to such Seller and prospective Buyers at or before the time of such listing and/or sale.
Prohibited Uses
You may use the Service only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Service:
In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries).
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.
To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation, including any commercial solicitation not expressly authorized by the Company.
To collect or harvest any personally identifiable information, including account names, from the Service.
To impersonate or attempt to impersonate the Company, a Company employee, another User, or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing), or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, or hiding or attempting to hide your identity.
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm the Company or any User of the Service or expose them to liability.
Additionally, you agree not to:
Use the Service in any manner that could disable, overburden, damage, or impair the Service or the Website or interfere with any other party’s use of the Service, including their ability to engage in real-time activities through the Website.
Copy, distribute, or disclose any part of the Service in any medium, including without limitation, by any automated or non-automated “scraping.”
Use any robot, spider, or other automatic devices, process, or means to access the Service for any purpose, including monitoring or copying any of the material on the Website (except that the Company grants the operators of public search engines revocable permission to use spiders to copy publicly available material from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials).
Use any manual or automated process to monitor, copy or decipher any of the material or information transmitted to or from, or made available on or through the Service or for any other unauthorized purpose.
Use any device, software, or routine that interferes with the proper working of the Service.
Use any means or technology other than those provided or authorized by the Service to access any content on the Service.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempt to gain unauthorized access to, bypass security measures, interfere with, damage, or disrupt any parts of the Service, the server on which the Website is stored, or any server, computer, or database connected to the Service.
Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with or compromise the proper working of the Service or the integrity or security of the system on which the Service operates.
Without limiting the foregoing, we reserve the right, in our sole discretion and without limiting any other available remedies, to limit, suspend, or terminate your User Account(s) and access to the Service and remove any hosted content, remove or demote any auction listings, reduce or eliminate any discounts, and take technical and/or legal steps to prevent you from using the Service in the event that we believe you are abusing the Service, in any way.
User Content
Users may provide content and materials to us in connection with the Service (collectively, “User Content”), some or all of which may be included on the Website. All User Content must comply with the Content Standards set out in these Terms of Use. Any User Content you post to the Website will be considered non-confidential and non-proprietary. By providing any User Content on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns a perpetual, irrevocable, royalty-free, worldwide, sublicensable, and transferrable license to copy, publish, translate, modify, reformat, create derivative works from, distribute, reproduce, sell, display, transmit, broadcast, host, archive, store, cache, use, or otherwise exploit all or any portion of the User Content, as well as your name, persona and likeness included in any User Content and your social media account handle, username, real name, profile picture, and/or any other information associated with the User Content, in any commercial or noncommercial manner whatsoever, in whole or in part, in any and all distribution channels, forms, media, or technology, whether now known or hereafter developed, including but not limited to in stores, printed marketing materials, emails, web pages, social media accounts, and for any other marketing, advertising, public relations, sales, or promotional purposes with or without attribution and without further notice to you. Neither you, nor any other person or entity, will have the right to (i) receive any royalty or consideration of any kind for the use of the User Content pursuant to these Terms of Use, or (ii) inspect or approve the editorial copy or other material that may be used in connection with the User Content. The Company retains the right, in its sole discretion and without prior notice, to remove, revise, or refuse to post any User Content for any reason or for no reason. Subject to the licenses granted in these Terms of Use, you retain ownership of any copyright and other rights you may have in the User Content.
By submitting User Content, you represent and warrant that:
You own or control any and all rights in and to the User Content and have the right to grant the rights and licenses granted in these Terms of Use to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns, or, if you do not own or control such rights, the owner of such rights has completely and effectively waived all such rights and irrevocably granted you the right to grant the licenses stated above without the need for payment to you or any other person or entity.
You have obtained permission from any individuals or entities that appear in the User Content to use, and grant others the right to use, their name, image, voice, and/or likeness without the need for payment to you or any other person or entity.
You are 18 years of age or older.
The User Content does not:
contain false or misleading information,
infringe on the intellectual property, privacy, publicity, statutory, contractual, or other rights of any third party;
contain any libelous, defamatory, obscene, offensive, threatening, or otherwise harassing or hateful content,
contain any addresses, email addresses, phone numbers, or any contact information; or
contain computer viruses, worms, or other harmful files.
All of your User Content does and will comply with these Terms of Use.
Upon the Company’s request, you hereby agree to furnish the Company any documentation, substantiation, or releases necessary to verify your compliance with these Terms of Use. You understand and acknowledge that you are solely responsible for any User Content you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to any third party for the content or accuracy of any User Content posted by you or any other user of the Service. You hereby agree to indemnify and hold the Company and its members, managers, officers, employees, agents, affiliates, assigns, and licensees harmless from any and all damages, claims, expenses, costs, or fees arising from or in connection with a breach of any of the foregoing representations or your violation of any law or rights of a third party.
The Company is not responsible for and does not guarantee the truthfulness, accuracy, or reliability of any User Content or endorse any opinions expressed by you or anyone else. By submitting the User Content you fully and unconditionally release and forever discharge the Company and its members, managers, officers, directors, employees, and agents from any and all claims, demands, and damages (actual or consequential, direct or indirect), whether now known or unknown, of every kind and nature relating to, arising out of, or in any way connected with: (i) disputes between you and a Buyer or Seller, as applicable, or one or more Users or any other person or entity, or (ii) the use by Company or you of the User Content, including, without limitation, any and all claims that use of the User Content pursuant to these Terms of Use violates any of your intellectual property rights, copyrights, rights of publicity or privacy, “moral rights,” or rights of attribution and integrity. You acknowledge and agree that the Company has no control over, and shall have no liability for any damages resulting from, the use (including, without limitation, re-publication) or misuse by you or any third party of any User Content. The Company acts as a passive conduit for User Content and has no obligation to screen or monitor User Content. If the Company becomes aware of any User Content that allegedly may not conform to these Terms, the Company may investigate the allegation and determine in its sole discretion whether to take action in accordance with these Terms of Use. The Company has no liability or responsibility to Users for performance or nonperformance of such activities.
Monitoring and Enforcement; Termination
If you breach any term of these Terms of Use, or for any other reason, at the Company’s sole discretion, we have the right to:
Remove any Auction Listing or Rides Still Available Listing from the Service, or modify any such listing, at the Company’s sole discretion, without refunding any or all applicable fees.
Remove or refuse to post any User Content for any or no reason in our sole discretion.
Take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other rights of any person or entity, threatens the personal safety of users of the Service or the public, or could create liability for the Company.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service.
Terminate or suspend your access to all or part of the Service for any or no reason, including without limitation, any violation of these Terms of Use.
Impose additional fees for the reimbursement of our expenses incurred in monitoring and enforcing these Terms of Use.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Service. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY OR ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES. However, we do not undertake to review any material before it is posted on the Website, and we cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any User or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
Content Standards
These content standards apply to any and all User Content and use of the Services. User Content must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Content must not:
Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.
Be likely to deceive any person.
Promote any illegal activity, or advocate, promote, or assist any unlawful act.
Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
Impersonate any person or misrepresent your identity or affiliation with any person or organization.
Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising, other than in connection with an Auction Listing or Cars Still Available Listing and otherwise in compliance with these Content Standards.
Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Copyright Infringement
If you believe that any User Contributions violate your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement. It is the policy of the Company to terminate the user accounts of repeat infringers.
Reliance on Information Posted
The information presented on or through the Service is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other User of the Service or visitor to the Website, or by anyone who may be informed of any of its contents. The Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the Service
We may update the content on the Service, including the Website, from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Service, including the Website, may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Use of the Service and Visits to the Website
All information we collect on the Service is subject to our Privacy Policy. By using the Service, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Online Purchases and Other Terms and Conditions
All purchases of goods or services directly from the Service (e.g., branded merchandise) and any other transaction formed through the Service are governed by our Pricing and Payment Terms, which are hereby incorporated into these Terms of Use. Additional terms and conditions may also apply to specific portions, services, or features of the Website, including, without limitation, the terms and conditions stated herein regarding Auction Listings and Cars Still Available Listings. All such additional terms and conditions not included herein are hereby incorporated by this reference into these Terms of Use.
Linking to the Website and Social Media Features
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
The Service may provide certain social media features that enable you to:
Link from your own or certain third-party websites to certain content on the Website.
Send emails or other communications with certain content, or links to certain content, on the Website.
Cause limited portions of content on the Website to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
Establish a link from any website that is not owned by you.
Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
Link to any part of the Website other than the homepage.
Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.
The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use. You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice. We may disable all or any social media features and any links at any time without notice in our discretion.
Links from the Website
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Geographic Restrictions
The owner of the Service, including the Website, is based in the state of New Jersey in the United States. We provide the Service for use solely by persons located in the United States or any of its territories or possessions. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE, AND RELIANCE ON ITS CONTENT, IS AT YOUR OWN RISK. THE COMPANY, ITS AFFILIATES AND THEIR RESPECTIVE THIRD-PARTY LICENSORS DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND REGARDING THE SERVICE, INCLUDING THE WEBSITE, THE UNDERLYING SOFTWARE, THE CONTENT OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE, OR THE RESULTS THAT MAY BE OBTAINED FROM USE OF ANY OF THE FOREGOING. THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE, ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY, ITS AFFILIATES, AND THEIR RESPECTIVE THIRD-PARTY LICENSORS SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES OF MERCHANTABILITY, AND WARRANTIES OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT ON THE SERVICE IS ACCURATE, COMPLETE, RELIABLE, OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED, OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. ALL INFORMATION RELATED TO VEHICLES LISTED FOR AUCTION ON THE SERVICE IS SUPPLIED BY THE SELLER OR OTHER THIRD PARTIES. THE COMPANY AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, TO ANY ACTUAL OR PROSPECTIVE BUYER, PURCHASER, SELLER, OR OWNER OF ANY VEHICLE (INCLUDING ANY AUCTION VEHICLE) AS TO THE EXISTENCE, OWNERSHIP, OR CONDITION OF THE VEHICLE, OR AS TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION ABOUT A VEHICLE ADVERTISED OR OTHERWISE LISTED ON THE SERVICE, INCLUDING WITH RESPECT TO ANY INFORMATION PROVIDED THROUGH THE “COMMENT” FEATURES OF THE SERVICE. THE COMPANY CANNOT AND DOES NOT VERIFY OR WARRANT THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. THE COMPANY RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO CORRECT ANY ERROR OR OMISSION ON THE SERVICE, INCLUDING ON THE WEBSITE. ANY AND ALL CONCERNS, DIFFERENCES, OR DISCREPANCIES REGARDING AN VEHICLE MUST BE ADDRESSED WITH THE SELLER OR BUYER, AS APPLICABLE, PRIOR TO THE SALE OF THE VEHICLE. THE COMPANY DOES NOT MAKE AND EXPRESSLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES TO YOU REGARDING THE SERVICE INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES THAT, IF YOU ARE A SELLER, YOU WILL SELL YOUR VEHICLE, OBTAIN AN ACCEPTABLE PRICE FOR YOUR VEHICLE, ONLY RECEIVE LEGITIMATE INQUIRIES OR SOLICITATIONS FROM QUALIFIED BUYERS, OR RECEIVE ANY INQUIRIES REGARDING YOUR VEHICLE FOR SALE. FOR PURPOSES OF THIS WARRANTY DISCLAIMER, “THIRD-PARTY LICENSOR” DOES NOT INCLUDE YOU. FEDERAL LAW AND/OR SOME STATES AND OTHER JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN IMPLIED WARRANTIES; THEREFORE, SOME OF THE FOREGOING MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THESE TERMS OF USE WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
You understand that we cannot and do not guarantee or warrant that any content downloaded or otherwise obtained through the use of the service will be free of viruses or other destructive code. Any such content is downloaded at your own risk. you are solely responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT OR ON ANY WEBSITE LINKED TO IT.
WE WILL NOT BE RESPONSIBLE FOR TYPOGRAPHICAL OR OTHER ERRORS THAT MAY APPEAR ON THE SERVICE, INCLUDING WITHOUT LIMITATION, ANY INACCURATE PRICING OR OTHER INFORMATION PROVIDED RELATIVE TO A PARTICULAR VEHICLE. IF INACCURATE INFORMATION IS GIVEN ABOUT A VEHICLE, INCLUDING ITS PRICE, AVAILABILITY, DESCRIPTION, CONDITION, OR MILEAGE DUE TO A TYPOGRAPHICAL ERROR, THE COMPANY IS NOT RESPONSIBLE FOR SUCH ERROR OR ITS CORRECTION BUT WILL ATTEMPT TO CORRECT SUCH ERROR PROMPTLY. WE RESERVE THE RIGHT TO REFUSE OR CANCEL ANY LISTINGS FOR VEHICLES LISTED AT AN INCORRECT PRICE.
THE COMPANY CANNOT BE HELD LIABLE FOR ANY PERCEIVED OR ACTUAL DAMAGES ARISING FROM THE CONTENT, OPERATION, OR USE OF THE SERVICE, INCLUDING FOR ANY INACCESSIBILITY OR IMPROPER FUNCTIONALITY OF THE SERVICE WITH YOUR WEB BROWSER, MOBILE DEVICE, AND/OR OPERATING SYSTEM.
WE ARE NOT RESPONSIBLE FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD‑PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE. THE COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF SUCH PRODUCTS OR SERVICES AND THE COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY SUCH PRODUCT OR SERVICE. FOR THE AVOIDANCE OF DOUBT, THE COMPANY IS NOT RESPONSIBLE FOR ANY GOODS OR SERVICES PROVIDED BY LEMON SQUAD. ALL SUCH GOODS OR SERVICES PROVIDED BY LEMON SQUAD MAY BE SUBJECT TO LEMON SQUAD’S OWN TERMS AND CONDITIONS, AND SELLER AGREES TO ABIDE BY SUCH TERMS AND CONDITIONS.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR THIRD-PARTY LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, DIRECTORS, MANAGERS, OR MEMBERS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE, OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. UNDER NO CIRCUMSTANCES WILL THE COMPANY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FORM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. IN NO EVENT WILL THE AGGREGATE MAXIMUM LIABILITY OF THE COMPANY, ITS AFFILIATES, AND THEIR RESPECTIVE OWNERS, EMPLOYEES, AGENTS, CONTRACTORS, AND THIRD-PARTY LICENSORS FOR ANY CLAIM IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO THE COMPANY HEREUNDER IN THE PAST TWELVE (12) MONTHS. FOR PURPOSES OF THIS LIABILITY DISCLAIMER, “THIRD-PARTY LICENSOR” DOES NOT INCLUDE YOU. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
The Service is controlled and operated from facilities in the United States. The Company makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, managers, members, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any and all claims, liabilities, damages, obligations, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to: (i) your use of and access to the Service, including any data or content transmitted or received by you; (ii) your violation of any term or terms of these Terms of Use, including, but not limited to, your breach of any of the representations and warranties contained herein; (iii) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (iv) your violation of any applicable law, rule, or regulation; (v) User Content or any content that is submitted via your User Account, including without limitation misleading, false, or inaccurate information; (vi) your willful misconduct; or (vii) any other party’s access and use of the Service with your unique username, password, or other appropriate security code.
Governing Law
You and the Company each hereby agree that, for all purposes, the Service shall be deemed to be (i) solely based in New Jersey and (ii) a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than New Jersey. All matters relating to the Service and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New Jersey without giving effect to any choice or conflict of law provision or rule (whether of the State of New Jersey or any other jurisdiction).
Dispute Resolution: Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM THE COMPANY.
ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE SERVICE WILL BE RESOLVED BY BINDING ARBITRATION, RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN A SMALL CLAIMS COURT OF COMPETENT JURISDICTION IF YOUR CLAIMS QUALIFY. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, nothing in this Section shall be deemed to prevent (i) the Company from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights, or other proprietary or property rights, or (ii) you from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of your intellectual property rights. You and the Company each agree to submit to the personal jurisdiction of the federal courts located in the state of New Jersey and/or the state courts located in Hunterdon County, New Jersey for any actions for which you or we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction as described in the foregoing sentence, including any provisional relief required to prevent irreparable harm. Notwithstanding the provisions set forth above under the heading “Governing Law” with respect to the substantive law, the Federal Arbitration Act and federal arbitration law will govern any arbitration conducted pursuant to the terms of these Terms of Use. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree that Hunterdon County, New Jersey is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that this arbitration provision is found to be unenforceable.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages) and must follow the terms of these Terms of Use as a court would.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to us at notify@guyswithrides.com. If we are unable to resolve the issue informally after sixty (60) days, we will then commence the arbitration process to resolve the issue. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The arbitration will be conducted in Hunterdon County, New Jersey, unless otherwise agreed between you and the Company. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person at another mutually agreed location.
You and the Company each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. YOU AGREE THAT, BY ENTERING INTO THE AGREEMENT AS SET FORTH IN THESE TERMS OF USE, YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDINGS OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE USE OF THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Assignment
These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by the Company without restriction. Any attempted transfer or assignment in violation of this provision shall be null and void.
Notices
The Company may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on the Website, as determined by the Company in its sole discretion. The Company reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in these Terms of Use. The Company is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide to us. The Company may, in its sole discretion, modify or update these Terms of Use from time to time, and so you should review this page frequently. When we change these Terms of Use in any material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to these Terms of Use. Your continued use of the Service after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Service.
Entire Agreement
These Terms of Use, our Privacy Policy, our Copyright Policy, and any other policy or terms and conditions posted on the Website, together with any amendments and any additional agreements you may enter into with the Company in connection with the Service, shall constitute the entire agreement between you and Guys With Rides Exchange LLC regarding the Service and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Service.
Your Comments and Concerns
This website is operated by Guys With Rides Exchange LLC, with its principal offices at 5 Colts Lane, Flemington, NJ 08822. All feedback, comments, requests for technical support, and other communications relating to the Service or these Terms of Use should be directed to: notify@guyswithrides.com.
Last Updated: September 01, 2021
Guys With Rides Listing Agreement – Sellers
Guys With Rides Exchange, LLC (the “Company,” “us,” “we,” or “our”) provides the www.guyswithrides.com website (the “Website”) and certain vehicle auction and listing services (whether offered by the Company through the Website, any other online and/or mobile platform, or in any other manner, the “Service”) to facilitate the listing and sale of motor vehicles through the Service (each such listing, an “Auction Listing” or a “Cars Still Available Listing,” as applicable). Prior to your utilization of the Service as a Seller (the “Seller,” “you,” or “your”), please review the following terms (collectively, this “Listing Agreement”). The GuysWithRides.com Terms of Use (found at https://www.guyswithrides.com/terms-of-use/) (the “Terms of Use”) are incorporated herein by reference and shall also apply to your use of any services provided by us (including, without limitation, the “Reserved Parking Exclusives” services). Capitalized terms used, but not defined in this Listing Agreement shall have the meaning found in the Terms of Use, and in the event of a conflict between this Listing Agreement and the Terms of Use, this Listing Agreement shall control, except for the “Listing Process” section, for which any contrary terms of the Terms of Use shall control.
Scope
This Listing Agreement applies to your use of the Service’s Reserved Parking module (also known as the “Auction” module) for which you are submitting a motor vehicle for auction and/or sale on or through the Service (such submitted vehicle, an “Auction Vehicle”). In the event that you submit another vehicle to the Service, you may be required to agree to a separate Listing Agreement.
This Listing Agreement also applies to your use of the Service’s “Cars Still Available” module.
Exclusive Right
For the term of this Listing Agreement, you grant us the exclusive right to market and promote the sale of your Auction Vehicle, and you shall not attempt to sell, trade, or otherwise dispose of the Auction Vehicle during the Auction Listing Period (defined below) other than through the Service and in accordance with this Listing Agreement.
Listings Process
The process for utilizing the Service to facilitate the sale of a vehicle is defined in the Terms of Use. Please thoroughly review the Terms of Use, including, without limitation, the sections thereof entitled “The Listing Process” and “Cars Still Available,” to ensure a complete understanding of the process and your obligations hereunder and thereunder.
Any User that submits a bid and/or another offer to purchase an Auction Vehicle is referred to herein as a “Bidder.” Any bid and/or other offers to purchase an Auction Vehicle is referred to herein as an “Offer.”
For informational purposes, the following are important terms we wish to restate here; however, nothing in this paragraph shall be construed to contradict, modify, or otherwise overwrite the Terms of Use:
Any Seller utilizing the Service may submit a prospective Auction Vehicle for listing and sale on or through the Service, and, if the Company accepts such prospective Auction Vehicle and posts or lists it on or through the Service for sale (an “Auction Listing”), the first fourteen (14) days after such Auction Listing is made viewable to the public on or through the Service shall be referred to as the “Auction Listing Period.” If the Auction Vehicle does not sell before the end of its Auction Listing Period, the Company may move such Auction Vehicle to the Service’s “Cars Still Available” portal or module (the “Cars Still Available Listing Period”).
If your Auction Vehicle is accepted for listing on the Service, is valued above $10,000, and is not a well-preserved low-mileage survivor, you agree that a pre-purchase inspection will be conducted by Lemon Squad (a/k/a Juniper Inspections LLC), a third-party service that provides vehicle inspections and reports. Seller agrees to provide full cooperation to the Company and Lemon Squad and to make reasonable arrangements for Lemon Squad to inspect the Auction Vehicle before the start of the Auction Listing Period. Lemon Squad will generate and provide to the Company a pre-purchase inspection report regarding the condition of the Auction Vehicle (the “PPI Report”).
THE AUCTION LISTING PERIOD (days 1-14)
The “Reserve” is the minimum price you are willing to accept from an approved Bidder to initiate the sale of your Auction Vehicle during the Auction Listing Period. This price will be mutually agreed to by you and the Company prior to the start of the Auction Listing Period.
You must provide certain information (as determined by us) for an Auction Vehicle to be accepted, listed, and/or marketed in an Auction Listing on the Service, and we reserve the right, in our sole discretion, to reject any proposed Auction Vehicle for listing on the Service.
Without limiting the Seller Representations and Warranties stated below, you hereby represent and warrant that all information you or any agent on your behalf provide in connection with an Auction Vehicle and the applicable Auction Listing is true, correct, and complete to the best of your knowledge, and we take no responsibility or liability for such information.
A “Winning Offer” shall equal the highest Offer submitted during the Auction Listing Period that meets or exceeds the Reserve. In the event that more than one Bidder submits the same high Offer, the earlier submitted Offer (based on the date-time stamp of Offer submission) will be deemed the Winning Offer.
The winner of a particular Auction Listing shall be the Bidder that submits the Winning Offer (such Bidder, the “Winning Buyer”).
During the Auction Listing Period, we will not be required to provide you with any information regarding any specific Offers, and we will only communicate the value of the Winning Offer after the conclusion of the Auction Listing Period.
You agree to accept the Winning Offer amount for the purchase of the Auction Vehicle:
For “No Reserve” Auctions, the highest bid amount entered.
For “Reserve” Auctions, the highest bid amount that equals or exceeds your previously agreed to reserve (minimum acceptable) price.
You agree to convey title to the Auction Vehicle to the Winning Buyer as soon as practicable following payment of the Winning Offer amount by Buyer.
RIDES STILL AVAILABLE
If at the conclusion of an Auction Listing Period, no Winning Offer has been placed, the Auction Vehicle may be moved to the Service’s “Rides Still Available” portal or module. You or the Company, in either party’s sole discretion, may choose not to move the applicable Auction Vehicle to the Service’s Rides Still Available module. If you so choose not to list the Auction Vehicle in the Cars Still Available module, you must notify us in writing of such request.
A Rides Still Available listing gives prospective buyers the opportunity to purchase an Auction Vehicle at a set “buy it now” price or make a different offer directly to you for such Auction Vehicle. The “buy it now” price for an Auction Vehicle shall be determined in the sole discretion of the Company; provided, however, that such “buy it now” price shall not be less than the Reserve unless you consent to a lower “buy it now” price.
If a Buyer selects the “buy it now” option, you shall accept, and the Buyer shall be obligated to pay, the “buy it now” price in exchange for the applicable vehicle.
A Buyer may make an alternative offer by communicating with you directly regarding such an alternate offer.
If you and a Buyer reach an agreement regarding the purchase and sale of a vehicle posted to a Cars Still Available Listing, you agree to notify us immediately that such agreement has been reached, including the terms of such agreement.
A Rides Still For Sale Listing shall remain active on the Service until (i) you notify us in writing that you would like to have the applicable vehicle removed from the Cars Still Available module or (ii) the Company decides, in its sole discretion, to remove such Cars Still Available Listing from the Service. The Company shall not be required to provide any notice to you or any other party that a Cars Still Available Listing will be removed from the Service.
POST-LISTING PROCEDURES
In no event shall a Buyer and Seller conspire to use the Service to facilitate the purchase of an Auction Vehicle at the exclusion of the Company and/or for the purpose of avoiding the payment of any compensation which would otherwise be due to the Company.
On or promptly following the conclusion of an Auction Listing Period in which a Winning Offer is placed, we shall provide the Winning Buyer’s contact information to you, and we shall provide your contact information to such Winning Buyer. You agree to act in good faith to arrange for the exchange of funds and the Auction Vehicle as soon as reasonably possible following the conclusion of the Auction Listing Period, which exchange of funds shall be solely the responsibility of the Winning Buyer and Seller.
You, as Seller, shall be solely responsible for ensuring that all applicable sales, registration, transfer, and other taxes and fees are collected and properly remitted to the appropriate authorities to effectuate the transfer of title to an Auction Vehicle (whether purchased through the Service’s Reserved Parking Exclusives module or after being moved to the Vehicles Still Available module). WE MAKE NO REPRESENTATION OR WARRANTY WHATSOEVER WITH REGARDS TO ANY INFORMATION POSTED ON THE WEBSITE OR THROUGH THE SERVICE BY A THIRD-PARTY IN THE FORM OF USER CONTENT REGARDING TAXES AND FEES OR IN ANY OTHER WAY RELATED TO THE PURCHASE OR SALE OF A VEHICLE.
You agree to accept payment from the Winning Buyer or Rides Still For Sale Buyer in the form of cash, cashier’s, bank, or certified check, electronic funds transfer, or wire transfer of immediately available funds. You may, but shall not be required to, accept other forms of payment.
The Buyer shall be solely responsible for coordinating shipping or other transportation (including insurance) or facilitating pick-up of any vehicle purchased on or through the Service, and you, as Seller, agree to provide reasonable assistance and accommodation to the Buyer, in a mutually agreeable fashion, to facilitate the transportation of the applicable vehicle.
Compensation
If your submission of a prospective Auction Vehicle is accepted for listing on the Service, you will be charged a fee determined in accordance with our Pricing and Payment Terms, which can be reviewed by navigating to the following web address: https://www.Guyswithrides.com/pricing-and-payment-terms/ (the “Pricing and Payment Terms”), which Pricing and Payment Terms are incorporated herein by reference. The Company may place a hold on your credit card up to the maximum fee you may be required to pay pursuant to the Pricing and Payment Terms. You will be charged the applicable fee immediately upon the conclusion of the Auction Listing Period in which a Winning Offer is placed. Such fee shall be paid using the payment processing information provided by you at the time you submitted the Auction Vehicle for listing. You hereby authorize us (or a payment processing service designated by us) to process such payment in a timely manner.
If the Auction Vehicle sells during the Auction Listing Period, there shall be no charge to you for the PPI Report. If the Auction Vehicle does not sell during the Auction Listing Period, and the seller desires to use the PPI for selling your vehicle elsewhere, you agree to pay to the Company the cost of the PPI Report and authorize us (or a payment processing service designated by us) to process such payment in a timely manner. Promptly after we process your payment for the PPI Report, the Company shall provide a complete copy of the PPI Report to you, and there shall be no restrictions on your use of the PPI Report thereafter.
You shall not bid or submit an Offer on your own Auction Vehicle, nor shall you instruct any other individual or entity to place a bid or submit an Offer on your Auction Vehicle. In the event that you or any individual or entity acting on your behalf submit a Winning Offer on your own Auction Listing, you agree to pay both the Sellers’ and Buyers’ fees outlined in the Pricing and Payment Terms, as applicable to such Winning Offer.
No Circumvention
You agree not to circumvent the Service in order to sell an Auction Vehicle to a Buyer who you contacted, or who contacted you, through the Service. In the event such a sale takes place within ninety (90) days of the conclusion of an Auction Listing Period (other than through the Cars Still Available module), you agree to pay the applicable fees to us, in accordance with the Pricing and Payment Terms, as if the sale were facilitated through the Service’s Reserved Parking Exclusives module, such fees being calculated based on the Reserve or the actual sale price, whichever is greater.
Close of Sale
You agree to accept a Winning Offer, regardless of the actual final value of such Winning Offer, and we cannot be held responsible if a Winning Offer does not meet any expectations you held other than such bid meeting or exceeding the Reserve.
All transactions facilitated through the Service are strictly between Buyer and Seller. We are not a payment processor in connection with payment for any vehicle listed on or through the Service, and we do not facilitate financial transactions directly between any parties regarding any vehicle listed on or through the Service, nor do we facilitate the transportation of any vehicle from Seller to Buyer. The Service facilitates the listing and marketing of vehicles to wide audiences, and we connect Sellers and Buyers to negotiate and/or consummate the purchase thereof through an auction system or other listing service. It is the responsibility of the Buyer and Seller to finalize the exchange of money for any vehicle posted or listed on or through the Service, the transfer of title to such vehicle, and compliance with all accompanying governmental rules and regulations.
While we will exercise reasonable efforts to prevent fraudulent use of the Service, we cannot be held liable for: (1) failure of an Auction Vehicle to sell, (2) Failure of a Buyer to pay the Winning Offer price to you, (3) failure of a Seller to convey title or possession, or (4) discovering that the Buyer is either a Dealer (as defined below) or a representative of a Dealer.
However, as your sole compensation in the event that a Winning Buyer fails to pay the Winning Offer, we agree to share with you fifty percent (50%) of any fees collected from such Winning Buyer in connection with such Winning Offer, after any out of pocket costs we incur in the collection thereof or other enforcement of our policies and contracts (the “GuysWithRides Seller Protection”).
Seller Representations and Warranties
By submitting a prospective Auction Vehicle for listing on the Service, you represent and warrant that you (i) are the owner of such Auction Vehicle or that you have the authority to bind the owner of the Auction Vehicle, (ii) that you have good and marketable title to the Auction Vehicle, free and clear of all liens, encumbrances, and adverse claims of any kind, except as expressly disclosed at the time you submit such Auction Vehicle for potential listing on the Service, (iii) that you (or the title owner, as applicable) have the right to sell, transfer, or otherwise dispose of such Auction Vehicle without any consent or notification to any third party (other than the motor vehicle commission or similar governmental agency in the jurisdiction in which the Auction Vehicle is registered), and (iv) that you or the owner of the Auction Vehicle have actual possession of such Auction Vehicle. In the event that title is not free of liens, you represent and warrant that you have obtained the written consent of any lienholder and any other adverse claimant to release any interest in the Auction Vehicle upon the receipt of the disclosed lien balance and any other sums specifically disclosed at the time you submit such Auction Vehicle for listing on the Service. You must be prepared and able to submit evidence of such written consent immediately. The Reserve must be at least equal to the lien balance and any other amounts (including, without limitation, interest, penalties, and fees on the lien balance) needed to obtain the complete release of the Auction Vehicle, and you agree to pay such amounts to obtain the release of the Auction Vehicle as soon as reasonably possible after you receive payment for the Auction Vehicle by the Winning Buyer (or in connection with a Cars Still Available Listing, as applicable).
You represent that the title for the Auction Vehicle, including any powers-of-attorney, are original and that the signatures on those documents are genuine.
You represent that the information you supplied to us in connection with the identification and description of the Auction Vehicle is, to the best of your knowledge, true, complete, and not misleading. Any photographs and videos you submit to the Service are not altered or edited in any material way so as to hide any defects, blemishes, or to otherwise mislead a viewer regarding the actual appearance or condition of the Auction Vehicle.
You understand that you are fully responsible for any description of the Auction Vehicle and that we make no representations or express any opinions concerning any Auction Vehicle. We do not examine Auction Vehicles or components or research title documentation or Auction Vehicle provenance, nor do we verify information provided by you, nor do we undertake any duty to any of the foregoing for the benefit of Buyers, Sellers, or any other party. We cannot and do not verify any of the information submitted to us by Sellers for inclusion in any Auction Listing or Cars Still Available Listing, including with respect to any PPI Report (where applicable). You represent and warrant that all information you provide to us and to Lemon Squad, whether through the Service, by email, or otherwise, regarding your Auction Vehicle is true, correct, and not materially misleading. You represent and warrant that you have not withheld any information that, if disclosed, would be likely to materially alter a prospective Buyer’s opinion of the Auction Vehicle.
You acknowledge that you are responsible for past tax and title obligations on the Auction Vehicle and that you are responsible to provide the Winning Buyer with any necessary documentation to this effect.
The Company prides itself on being a dealer-free community for collector car enthusiasts. As such, you further represent and warrant that you are not licensed, registered, or otherwise acting in the capacity of an automobile broker or dealer in any jurisdiction of the United States or any of its territories or possessions (a “Dealer”), nor are you a principal, employee, independent contractor, consultant, or another agent of a Dealer.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, managers, members, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any and all claims, liabilities, damages, obligations, judgments, awards, losses, costs, expenses, or fees (including, without limitation, attorneys’ fees, costs of investigation, and costs of enforcement) arising out of or relating to: (i) your violation or breach of any term of this Listing Agreement or the Terms of Use, (ii) the inaccuracy or any representation or warranty made by you or on your behalf contained in this Listing Agreement or the Terms of Use, (iii) any third-party claim for any warranty, negligence, or breach of contract arising out of any action or inaction by you in connection with the sale of any vehicle listed for sale on or through the Service, regardless of whether such alleged warranty, negligence, or breach of contract is based upon statute, written or oral communication, or is express or implied, and (iv) your violation of any applicable law, regulation, or rights of a third-party.
Our total liability to you with respect to all losses arising under or in connection with this Listing Agreement or the Terms of Use, whether in contract or in tort or breach of any statutorily created obligation or duty, or otherwise, shall be limited to, and shall not exceed the greater of (i) the total amount you paid to us in the twelve (12) month period immediately preceding the event giving rise to any such liability, or (ii) the amount of any applicable GuysWithRides Seller Protection.
Remedies
In the event that you breach any provision of this Listing Agreement, and/or if you fail to consummate the sale of your Auction Vehicle for any reason after a Winning Offer is submitted, in addition to and not in lieu of all remedies available in equity or at law, we and the Winning Buyer shall have the right to:
Seek an order of specific performance directing you to deliver the Auction Vehicle to the Winning Buyer, along with all title documents properly executed and acknowledged;
Hold you liable for actual damages, including the fees pursuant to the Pricing and Payment Terms and any other amount payable by you, and enforce any lien rights hereunder; and/or
Withdraw the Auction Listing for your Auction Vehicle and charge you the maximum amount of fees that may have applied to the sale of such Auction Vehicle on or through the Service.
In the event of a dispute between you and the Winning Buyer, we reserve the right to interplead any claims that may be applicable in connection with any funds or documents held pursuant to this Listing Agreement.
In the event that either you or a Winning Buyer default on a transaction contemplated hereunder, we shall remain entitled to any fees applicable pursuant to the Pricing and Payment Terms.
This Listing Agreement shall be governed by the laws of the State of New Jersey. Any dispute or claim relating in any way to this Listing Agreement shall be resolved pursuant to the section of the Terms of Use entitled, “Dispute Resolution: Arbitration.”
In the event of a default by a Winning Buyer, you release us from all legal liability and agree to look only to the Buyer for any recourse arising from said default other than with regards to the GuysWithRides Seller Protection.
Contact Information
To ask questions or comment about this Seller’s Agreement, either e-mail us auctions@guyswithrides.com or write us at:
Guys With Rides Exchange, LLC
5 Colts Lane
Flemington, NJ 08822
(877) 468-6497
