Welcome to the Diversified Asset Solutions’ online direct sales and
auction site (the “Site”). Diversified Asset Solutions (referred to as “we”,
“us”, “our” or “DAS”) is a certified
auction provider based in Olathe, KS. DAS is providing this Site to
you, as an individual or as an agent for your company (in either
case, “you”, “your”, “buyer”, or
“seller” as applicable) as a service to enable you to buy,
sell and/or bid on virtually any type of materials or products
(collectively, “Items”) for your personal or business use;
however, DAS is not involved in the actual sales transaction between
buyers and sellers, nor do we have any responsibility for the Items
offered for sale, sold, or delivered.
Binding Contract.
These Terms of Use set forth the terms and conditions under which
you may use and access this Site. Please review these terms of use
carefully. By accessing this Site and/or by
checking the box on the Registration Page signifying your acceptance
of these terms of use, you agree to these terms of use for yourself
and your company. You must be at least age 18 in order to register on
this Site and to form a binding contract by accepting these Terms of
Use.
Each time you access this site, you are reaffirming your agreement
to these terms of use. If you do not agree with these terms of use,
are under the age of 18, or do not have legal authority to bind your
company, you are not authorized to use this site.
DAS reserves the right to revise these Terms of Use at any time
and upon such revisions will revise the “last updated” date at
the top of these terms of use. You are responsible for regularly
reviewing the current Terms of Use.
Registration. Any person wishing to use the Services as a
seller, bidder or buyer must first register as a member.
Registration is free. You may become a buyer or seller by supplying
all the requisite information to DAS during registration, and by
unconditionally accepting these Terms of Use by clicking the
appropriate box as indicated at the end of the registration process.
Once you have registered with our Site, you will have unlimited
access to both direct online sales and online bidding opportunities,
and to place your own Items for direct or auction sale (each a
“Service” and collectively, the “Services”).
Account, Password and Security. You represent that all
information provided to DAS during registration is true and accurate
and that you are the individual identified in such information. When
registering, you agree that your User ID is not abusive, illegal,
indecent, obscene, offensive, racist or threatening in any way. In
the event any such information changes after it is provided to DAS,
you agree to update your online information the next time you access
the Site. You agree (a) to maintain the confidentiality of your
username and password, and (b) that you are fully responsible for
any and all activities that occur under your username. You further
agree to (i) immediately notify DAS of any unauthorized use of your
password or account or any other breach of security, and (ii) ensure
that you exit from your account at the end of each session. Without
limiting any other provisions of these Terms of Use, DAS will not be
liable for any loss or damage arising from your failure to comply
with this Section 2, and you agree that DAS will not be liable for
any loss that you may incur as a result of someone else using your
username, either with or without your knowledge. You agree not to
use anyone else's username at any time.
Changes to Site. DAS may modify, suspend, discontinue or
restrict the use of all or any portion of the Site or the Services
at any time for any reason and without notice or liability. Without
limiting the foregoing, DAS reserves the right, with or without
notice to you, to change any of the Services offered on the Site
including, but not limited to, hours of operation, menu structures,
access procedures, software commands, documentation, vendors and/or
other Services.
Limited Use. Subject to these Terms of Use, you are
authorized to access and use the Site and the Services offered
through the Site (a) for the purposes of offering, as a seller, your
Items for bid or direct purchase, (b) for participating, as a buyer,
in the direct purchase of a seller’s Items or bidding in an online
auction, and (c) at the sole discretion of DAS.
Fees and Payments. You may access our Site to view Items
offered for sale, and you may bid on auction Items or make direct
offers at no additional charge. However, certain listing fees and
transaction fees (“Fees”) will apply to all Items listed
for sale (including direct, auction and consignment) and to buyers
who are final purchasers of Items both through direct sale offers
and as winning bidders in an online auction. Fees apply without
exception to all buyers and sellers who complete a transaction
through our Site. Payment terms applicable to such Fees are clearly
set forth on the “Fee Schedule” page of our Site. Method
of payment may include, at our sole discretion, credit card, wire
transfer, money order, or such other payment method we may approve
as set forth on the Fee Schedule, as may be updated from time to
time. The Fee Schedule will be visible to you upon completion of
your initial registration. You may choose, based on the Fee Schedule
offered, to what extent you wish to offer to sell or to purchase
Items through our Site. You must affirmatively consent (by clicking
your acceptance where indicated on the Fee Schedule page) to the
amount of Fees applicable to your transaction, the approved method
of payment, and the payment due date prior to participating on our
Site as a buyer, seller or consigner. Fees will be due and payable
on the date indicated on the Fee Schedule page, provided, that all
buyer Fees must clear the appropriate banks prior to shipment of any
Items to that buyer.
Consignment. You may submit to us for sale on your behalf as
your agent for consignment, an Item that meets the criteria set
forth in these Terms of Use. If you designate us as your agent, you
will be asked to sign a separate Consignment Agreement, to which
these Terms of Use are incorporated, and which contains terms and
conditions relevant to our consignment of the Items and our sale of
the Items on our Site. All consigned Items must be stored by you,
and shipped by you to the winning bidder in accordance with the
terms of the Consignment Agreement. Upon execution of the
Consignment Agreement, you will be asked to complete a listing form,
including digital pictures and written descriptions of your Items.
Each Item submitted for consignment is subject to a consignment fee
and a fee reflecting a percentage of the total sale price
(collectively, “Consignment Fees”). Consignment Fees will
be disclosed in your Consignment Agreement and must be agreed upon
by you in writing in order for DAS to list your Item. We reserve the
right to relocate within the Site or within different categories
Items you submit, and to edit to exclude or remove such Items from a
live auction or direct sale listing. Upon a completed sale, DAS will
submit to you a Release for signature, as described in the
Consignment Agreement. DAS shall not be obligated to remit payment
to you until all Fees owed by the winning bidder have been remitted
to DAS, and DAS receives a Release in an original form executed by
you. Payment for consigned Items will reflect the total sale price
of the Item, less the Consignment Fees which are withheld by DAS.
Termination. DAS reserves the right, in its sole and
absolution discretion, to terminate or suspend your access to,
and/or use of, the Site, or any portion thereof, at any time, with
or without notice and for any reason (or no reason). You agree that
in the event your authorization to access the Site is terminated or
suspended, you will not thereafter access, or attempt to access the
Site, directly or indirectly unless and until the suspension has
been removed and DAS gives you express notice thereof. You may
terminate your registration by simply ceasing use of the Site. If
either you or we terminate your access to or use of the Site, you
must abide in full with any payment obligations incurred prior to
the termination date, including all amounts owed to us and/or to any
seller from whom you have agreed to purchase Items directly or have
obtained the winning online auction bid.
Buyer and Seller Conduct, Obligations, and Representations.
(a) Internet Access. You are responsible for providing all
communication lines, telephone/transmission services and all
equipment and technology necessary for you to access and use the
Site.
(b) Compliance with Laws. You are responsible for ensuring
that your participation in the Services does not violate any
applicable laws or regulations. You warrant and represent that (i)
you have all necessary ownership and legal rights to sell or buy the
relevant Item without restriction or prohibition by regulation or
contract, (ii) you are not offering for sale or bid any Item that is
illegal, contains hazardous materials, or which requires a license to
buy or sell (including, without limitation, firearms, alcohol or
pharmaceutical drugs) or which requires you to obtain an export
license, and (iii) you will not intentionally or unintentionally
violate any applicable local, state, national or international law,
including, but not limited to, regulations promulgated by the U.S.
Securities and Exchange Commission, any rules of any national or
other securities exchange, including, without limitation, the New
York Stock Exchange, the American Stock Exchange or the NASDAQ, and
any regulations having the force of law.
(c) Content of Transmissions. You are solely responsible for
the contents of any transmissions you make through your use of the
Site and the Services thereon. You will not transmit any content that
is unlawful, harmful, threatening, abusive, harassing, tortious,
defamatory, vulgar, obscene, libelous, invasive of another's privacy,
hateful, or racially, ethnically or otherwise objectionable, or any
content that encourages conduct that could constitute a criminal
offense, give rise to civil liability or otherwise violate any
applicable law or regulation. You are strictly prohibited from
sending any transmissions through our Site that are subject to the
Can Spam Act of 2005.
Buyer Obligations. If you are offering to purchase an Item
through a direct sale offering, you must provide the seller with a
purchase order and a fixed price bid for that Item. If you are a
bidder during a live auction, and have been notified that your bid
has been successful at the end of the auction, or a direct seller
has accepted your purchase order and fixed price, you must complete
the transaction in the manner specified by the seller, unless one of
the exceptions below applies. By making a bid or other offer to
purchase, you warrant and represent to the seller that you have the
legal right to enter into and complete the transaction. You hereby
further warrant and represent that you have ownership of, or have
arranged third party funding of, all necessary monies, including
Fees, and shipping and handling charges charged by seller, that are
needed to fund any and all Bids made through live auction and
purchase orders. You may not retract a submitted Bid unless you, the
buyer, have a good faith and reasonable belief that the seller has
acted fraudulently, a significant drop in the seller’s ratings
occurs after a bid has been placed, or the buyer and seller agree to
delay consummation of the transaction. Each winning buyer (as a
bidder or direct sale buyer) shall pay to DAS the final sale price
due for the purchased Item(s) as well as the applicable Fees due to
DAS in connection with the sale. Upon DAS’ receipt of such funds,
DAS will (i) instruct seller to ship the purchased Items to the
buyer in accordance with the shipping method determined by the
buyer, (ii) release the final sale price to the seller provided that
DAS has received from seller an original executed seller’s
Release, and (iii) retain the applicable Fees. Buyer shall bear the
cost of shipping, handling and insurance unless otherwise agreed by
seller in a separate agreement between buyer and seller.
Seller/Listing Rules. In order to place an Item listing
on the Site, sellers may upload to the Site text descriptions,
pictures and/or graphic images of the Item(s) and/or links to the
seller’s website page containing the text, picture(s) and graphics
describing the Item(s). Item listings must be placed in their
appropriate category. DAS reserves the right, in its sole
discretion, to move or remove listings, and will not post any
listing until payment of all Fees has been made and cleared by the
appropriate banks. By listing an Item you are agreeing to pay DAS
all applicable Fees. If a seller receives one or more bids at or
above its established Item sale price, then the seller is obligated
to complete the transaction. You may not contact bidders in a
current auction being conducted by another seller, to interfere with
or compete against that seller. All seller-supplied text, graphics
and images posted on our Site become the property of DAS. We do not
guarantee the preservation of any listing or records, including
without limiting those of specific transactions. Sellers must
ensure that the Item being offered for sale is accurately described
and available in sufficient quantity. By listing an Item, you are
making an irrevocable offer to sell at or above your start price to
the winning bidder, unless you have a good faith and reasonable
belief that the buyer has acted fraudulently, in bad faith, or
provided false information, or the buyer fails to meet the terms of
payment as stipulated by you in your listing. Sellers may charge
buyers for shipping, handling and insurance. Seller hereby warrants
and represents that all Items offered for sale on this Site are free
and clear of all liens, claims, security interests, encumbrances,
and/or defects of title of whatever nature or description and that
such Products may be sold and transferred without restriction of any
kind to the winning bidder or direct purchaser.
Integrity of Site and Restrictions. You agree not to access
or use the Site in any manner that is prohibited by these Terms of
Use or in a manner that is otherwise unlawful. Subject to the
foregoing and without limiting the generality thereof, you agree
that you will access and use the Site solely by live human request
and not programmatically by macro, robot, or other automated means,
and that you will not, directly or indirectly, (a) modify, copy,
distribute (including via electronic mail), transmit, display,
perform, reproduce, publish, license, create derivative works from,
transfer, or sell any information, data, Items or Services obtained
from the Site unless expressly authorized by these Terms of Use or
by DAS in writing, (b) access or use the Site through, or in
connection with, any software product other than the customary Web
browsers (such as Microsoft Internet Explorer and Netscape
Navigator), (c) use any software tools, procedures or instructions
(other than customary Web browsers), automatic devices or automated
processes, or manual process to monitor or access data or content
provided through the Site, (d) otherwise “meta-search” the Site,
or send, or cause to be sent, any automated queries of any sort to
the Site, (e) use any device, hardware or software to bypass any
security system on the Site, (f) disrupt or attempt to disrupt the
proper or usual working of the Site, (g) use the Site in any manner
that could damage, disable, overburden, or impair the Site (or the
network(s) connected to the Site) or interfere with any other user’s
use and enjoyment of the Site, (h) take any action that may cause,
or that actually causes, an unreasonable or disproportionately large
load on DAS' computers, network or other resources, (i) distribute
any software or instructions that could be used to breach any of
these the Terms of Use, (j) attempt to gain unauthorized access to
the Site, other accounts, computer systems or networks connected to
the Site or otherwise operated by DAS through hacking, password
mining or any other means, (k) access, or attempt to access,
information other than the information DAS intends to make available
to you, and/or (l) alter or remove any trademark, copyright and/or
any other notice contained in any information obtained from the
Site.
Disclaimer of Obligations, User and Item Information, Warranties.
DAS is providing a buy/sell/auction Service only. We are not
involved in the actual sales transaction between buyers and sellers
and have no obligations to you other than to provide the Services as
described and in a commercially practicable and reasonable manner.
We cannot, nor are we obligated to, control whether or not sellers
will complete the sale of Items they offer or buyers will complete
the purchases of items on which they have bid. We do not monitor, nor
are we obligated to monitor, the accuracy and truthfulness of the
information provided during the registration process, the Item
listing process, or any feedback provided with respect to buyers or
sellers. We cannot warrant the truth or accuracy of listings, images,
the ability of users to bid, buy or sell, or the ability of users to
complete any transactions initiated by using our Site. Accordingly,
we have no control over the quality, safety or legality of the Items
described or listed for sale, the truth or accuracy of the listings,
the ability of sellers to sell Items or the ability of buyers to buy
Items.
DAS is not responsible for, and disclaims all liability for, the
quality, safety or usefulness of any Items sold through our Site, for
any damage to Items during transit, and for misrepresentations and/or
breaches of contract by either buyer and/or seller. DAS shall not be
responsible for, and disclaims all liability for, the cost of
procurement of substitute Items or any losses resulting form any
Items purchased or obtained.
Because DAS cannot and will not be involved in buyer/seller disputes,
in the event of any dispute with one or more Site users, you
acknowledge and agree that such disputes are solely between the
parties to the sale, and that in no event shall DAS by joined as a
party to such dispute or involved in any manner in a legal action.
Therefore, you hereby release and forever discharge DAS, our agents,
employees, successors and assigns, from any and all claims, demands
and damages (actual and consequential) of every form and nature,
known and unknown, suspected and unsuspected, disclosed and
undisclosed, arising from or in any way connected with such disputes.
Rights and Remedies of DAS. We reserve the right to
immediately terminate use of the Site and an account by any user if
we discover that user has (a) provided false, inaccurate or
misleading registration information (including underage persons or
people acting under false pretense) or information that we cannot
verify, (b) provided false inaccurate or misleading Item
descriptions, (c) listed feedback or content that is false,
defamatory, or in violation of any of these Terms of Use, (d) listed
an Item of a type prohibited under these Terms of Use, or (d)
breached any of these Terms of Use. Furthermore, DAS shall have the
absolute right to reject or remove any information posted by you to
the Site, without notice or compensation to you, if we reasonably
believe that such information would result in liability of DAS to
third parties or the breach of any law or regulations of any
competent jurisdiction or rights of third parties.
Disclaimer of Site and Services. This Site is being hosted on
a third party provider’s server. DAS does not warrant or provide
any guarantees that any of the Services offered through the Site or
the Items you may purchase will meet your requirements, or that the
Services or Site will be uninterrupted, timely, secure, or error
free. We do not make any warranty as to the results that may be
obtained from the use of any of the Services or as to the accuracy
or reliability of any information provided by sellers or buyers that
are obtained through the Service. Operation of the Site may be
interfered with by numerous factors outside of DAS’ reasonable
control.
Your use of the site and the Services is at the your own
discretion and risk. You acknowledge and agree that the Site, the
content (including Item descriptions), and the Services are provided
on an “as is”, “as available” basis and without warranty of
any kind, either express or implied, and DAS hereby expressly
disclaims any and all warranties and representations, whether express
or implied, oral or written, including, without limitation, any and
all implied warranties of merchantability, reasonable care, security,
quality, timeliness, availability, completeness, reliability,
accuracy, fitness for a particular purpose, title and/or
non-infringement in respect of the site (including, without
limitation, all content thereon). No oral advice or written
information given by a DAS employee or its agents shall create a
warranty. You shall be solely responsible for any damage or loss of
data that results from the downloading or use of the information. DAS
makes no representations or warranties as to the accuracy, quality,
security, suitability, reasonable care, timeliness, availability,
truthfulness, or completeness of the information posted with resepct
to any Items offered for bid or sale, or other materials available
through the site.
Limitation of Liability and Sole Remedy.Except where
prohibited by law, in no event will DAS or its affiliates be liable
to you or to any third party for (a) any damages of any nature
whatsoever resulting from, or related to, the loss, delay or
inability to use the Site (including, without limitation, use or
accuracy of any information posted to the Site), the loss of any
personal data through the Site, or damages caused by any Item bought
or sold through the Site, and/or (b) any indirect, consequential,
special, incidental or punitive damages whatsoever including,
without limitation, damages for loss of profits arising out of or in
any way connected with these Terms of Use or the use or performance
of the Site, content, or Services in each of (a) and (b) above
whether based in contract, tort, negligence, strict liability or
otherwise and even if DAS and its affiliates have been advised of
the possibility of such damages.
Some states and jurisdictions do not allow the exclusion or
limitation of liability for consequential or incidental damages, and
the above limitation may not apply to you. If you are dissatisfied
with any portion of the Site, your sole and exclusive remedy is to
discontinue using the Site. The foregoing limitation shall apply and
survive notwithstanding any failure of essential purpose of any
remedy. These limitations apply among other things to any third-party
claims against DAS. The provisions of Sections 12 through 15
represent a reasonable allocation of the risks under these Terms of
Use. DAS' willingness to allow you to access and use the Site
reflects this allocation of risk and the limitations of liability
specified herein.
Third Party Content. The Site may contain hyperlinks to other
Web sites and Internet resources operated by parties other than DAS
(“Linked Sites”). Links to and from the Site to other
third party sites, maintained by third parties, do not constitute an
endorsement by DAS or any of its affiliates of any third party
resources or their contents. DAS has no control over any Linked
Sites. Any such hyperlinks are provided for your reference only and
are included on an “as is” basis. You acknowledge and agree that
DAS is not responsible for the availability of Linked Sites and does
not endorse and is not responsible or liable for any content,
advertising, products, privacy policies, or other materials on or
available from such Linked Sites. You further acknowledge and agree
that DAS shall not be responsible or liable, directly or indirectly,
for any damage or loss caused or alleged to be caused by or in
connection with use of or reliance on any such content, goods or
services available on or through any such Linked Site. When you
visit a Linked Site, you will no longer be protected by DAS' privacy
statement or security practices. The data collection, use and
protection practices of the Linked Site may differ from the
practices of DAS. You are responsible for viewing and abiding by the
privacy statements and terms posted at the Linked Sites.
Indemnification. You agree to indemnify and hold DAS, its
parents, subsidiaries, and affiliates and their respective
directors, officers, employees, agents, shareholders, co-branders,
partners, successors and assigns harmless from and against any and
all claims, losses, damages, liabilities, judgments, demands, and
fees and expenses (including, without limitation, reasonable
attorney's fees) asserted by any third party due to or arising out
of (a) your breach of these Terms of Use (including without
limitation, any breach of any of your representations, warranties
and covenants contained herein), (b) your access to, use of, or
conduct on the Site or use of the Service, and/or (c) the violation
of any rights of another resulting from or relating to your use of
the Site or the Service.
Web Site Intellectual Property. All materials contained on
the Site are protected by copyright, and are owned or controlled by
DAS. The Site is protected by copyright as a collective work and/or
compilation, pursuant to U.S. copyright laws, international
conventions, and other copyright laws. The content of the Site is
available for your use of the Services described in these Terms of
Use or otherwise made available by DAS through the Site. You agree
to comply with any restrictions contained in any content on the
Site. Copying, storing, or downloading of any content, for purposes
other than for your use of the offered Services is strictly
prohibited without the prior written permission from DAS. In no
event may you redistribute any content made available to you through
the Site without the prior written permission from DAS. By
submitting content to the Site (including Item descriptions, photos,
and any other content), (a) you grant DAS and its affiliates a
nonexclusive, perpetual, worldwide and irrevocable license to use
the content in any manner relating to the Services, and (b)
represent and warrant that you own or otherwise control all of the
rights to the content you provide through the Site, and DAS’ and
its affiliates’ exercise of the foregoing rights and/or licenses
with respect to the content will not infringe or violate the rights
of any third party.
General. These Terms of Use contain the full understanding of
the parties with respect to your use and access of the Site and the
Services and supersede all prior agreements and understandings, both
written and oral, with respect to such use and access of the Site
and Services; provided, however, that there may be additional
written terms and conditions that govern your use of specific areas
of the Site and/or your submission of materials and Items for sale
through certain portions of the Site. Such additional terms and
conditions, if any, will be specified in the Site or by separate
consignment agreement. If any portion of these Terms of Use is held
to be invalid or unenforceable, the invalid or unenforceable portion
shall be modified in accordance with the applicable law as nearly as
possible to reflect the parties' original intentions, and the
remainder of these Terms of Use shall remain in full force and
effect. Headings of articles and sections in these Terms of Use are
for the convenience of the parties only. Accordingly, they shall not
constitute a part of these Terms of Use when interpreting or
enforcing these Terms of Use. You agree that no joint venture,
partnership, employment, or agency relationship exists between you
and DAS as a result of these Terms of Use or access and/or use of
the Site and the Services. The failure of DAS to insist upon or
enforce strict performance by you of any provision of these Terms of
Use shall not be construed as a waiver of any provision or right.
The Site and these Terms of Use are governed by the laws of the
State of Kansas without respect of its conflict of laws provisions.
DAS may provide notice to you relating to the Site and/or these
Terms of Use by sending an e-mail to your last known e-mail address,
and any such notice shall be deemed given and received on the day it
is sent.
