August Auctions LLC and Pink Point Media LLC provides nursery industry disposition services and market insights through its software, services and tools that enable you to learn about and bid on items at our online auction events. This page explains the terms and conditions by which you may visit our websites, access and participate in our live auctions and other sales events (in-person or online) and use our related mobile and web services and tools (collectively, the "Services"). By accessing, participating in or using the Services, or by clicking a button or checking a box marked "Activate Your Account" (or something similar), you signify that you have read, understood, and agree to be bound by these Terms of Service (this "Agreement"), and that you acknowledge the collection and use of your information as set forth in our Privacy Statement available at Privacy Policy We reserve all rights to modify this Agreement, and we will provide you with notice of any such modifications as described below. This Agreement applies to all visitors, guests, users and others who access or participate in the Services, including all guests and bidders participating in our auctions and other sales events ("Users").
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY CLASS ACTION/JURY TRIAL WAIVER PROVISION BY WHICH YOU AGREE TO THE USE OF A BENCH TRIAL ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, AND NOT TO USE JURY TRIALS OR CLASS ACTIONS.
1. Services
1.1 Eligibility This is a contract between you and August Auctions LLC and Pink Point Media LLC specified in Section 12.1, collectively, "we," "our" or "us". You must read and agree to this Agreement before using the Services. If you do not agree to this Agreement, you may not use the Services. You may use the Services only if you can form a binding contract with us, and only in compliance with this Agreement and all applicable local, state, national and international laws, rules and regulations. Any use or access to the Services by anyone under 18 is strictly prohibited and in violation of this Agreement. The Services are not available to any Users we have previously removed or suspended from the Services.
1.2 Access and Use Subject to your compliance with the terms and conditions of this Agreement, you may access and use the Services for your own professional, business, and personal purposes solely in order to bid on and buy items available for sale on the Services or to acquire other products and services available via the Services, in each case subject to the restrictions described in this Agreement, including without limitation the restrictions set forth in Sections 1.3 and 2 below. We reserve all rights not expressly granted in this Agreement in and to the Services and our Intellectual Property (defined below). We may suspend or terminate your access to the Services at any time for any reason or no reason.
1.3 RestrictionsYou will not, and you will not assist, permit or enable others to, do any of the following:(a) use the Services for any purpose other than as expressly set forth in Section 1.2 above;(b) disassemble, reverse engineer, decode or decompile any part of the Services, including, without limitation, the online bidding engine and algorithmic pricing tools;(c) use any robot, spider, scraper, data mining tool, data gathering or extraction tool, or any other automated means, to access, collect, copy or record the Services;(d) copy, rent, lease, sell, transfer, assign, sublicense, modify, alter, or create derivative works of any part of the Services or any of our Intellectual Property;(e) remove any copyright notices or proprietary legends from the Services;(f) take photos, screenshots or other images of the Services or otherwise extract reports and other output of the Services, other than records of your auction registrations and past purchases that you take via any download and related functionality provided on the Services ("User Account History and Content");(g) use the Services in a manner that impacts (i) the stability of our servers, (ii) the operation or performance of the Services or any other User's use of the Services, or (iii) the behavior of other applications using the Services;(h) use the Services in any manner or for any purpose that violates any applicable law, regulation, legal requirement or obligation, contractual obligation, or any right of any person including, but not limited to, intellectual property rights, rights of privacy and/or rights of personality, or which otherwise may be harmful (in our sole discretion) to us, our providers, our suppliers or Users;(i) use the Services in competition with us, to develop competing products or services, or otherwise to our detriment or commercial disadvantage;(j) use the Services for benchmarking or competitive analysis of the Services;(k) attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from, the servers running the Services;(l) transmit viruses, worms or other software agents through the Services;(m) impersonate another person or misrepresent your affiliation with a person or entity, hide or attempt to hide your identity, or otherwise use the Services for any invasive or fraudulent purpose, including, for example, for domain spoofing or other forms of phishing;(n) share passwords or authentication credentials for the Services;(o) bypass the measures we may use to prevent or restrict access to the Services or enforce limitations on use of the Services or the content therein, including without limitation features that prevent or restrict use or copying of any content;(p) identify us or display any portion of the Services on any site or service that disparages us or our products or services, or infringes any of our Intellectual Property or other rights;(q) identify or refer to us or the Services in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you or a third party and us, other than your permitted use of the Services under this Agreement, without our prior express written consent; or(r) engage in any form of shill bidding, including collusion, bid manipulation and bidding on items that you, or a party affiliated with you, are selling in an auction.
1.4 User Accounts Your account on the Services (your "User Account") gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. For example, User Account holders can, subject to all of the terms and conditions of this Agreement, including the restrictions set forth in Sections 1.3 and 2:create an account under a single user profile;add items to your Bid Lot and save Bid Lots to assist you in bidding on similar items;create and submit applications for credit by providing a notarized bank letter from your financial institution; access the online bidding engine to bid online in real time at our auctions (after registering to bid at the auction);access User Account History and Content; andreceive email updates about auction dates and new services offered by us.
If you open a User Account on behalf of a company, organization, or other entity, then (i) "you" includes you and that entity, (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and (iii) you agree to this Agreement on the entity's behalf.You may never use another User's User Account without permission. When creating your User Account, you must provide accurate and complete profile information, and you must keep this information current. You are solely responsible for the activity that occurs on your User Account, and you must keep your User Account password secure. We encourage you to use "strong" passwords (passwords that use a combination of upper and lowercase letters, numbers and symbols) with your User Account. You must notify us immediately of any breach of security or unauthorized use of your User Account. We will not be liable for any losses caused by any unauthorized use of your User Account.By providing us your email address you agree to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. Where the law permits, we may also use your email address to send you other messages, such as changes to features of the Services and special offers. You acknowledge that you do not own the User Account you use to access the Services. Notwithstanding anything in this Agreement to the contrary, you agree that we have the absolute right to manage, regulate, control, modify and/or eliminate any data stored by us or on our behalf on our (including on our third party hosting providers') servers as we see fit in our sole discretion, in any general or specific case, and that we will have no liability to you based on our exercise of such right. All data on our servers are subject to deletion, alteration or transfer.
NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH DATA BY YOU OR ANY THIRD PARTY, YOU UNDERSTAND AND AGREE THAT ANY DATA, USER ACCOUNT HISTORY AND CONTENT AND USER AND SYSTEM DATA (DEFINED BELOW) RESIDING ON OUR SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN OUR SOLE DISCRETION, WITH OR WITHOUT NOTICE AND WITH NO LIABILITY OF ANY KIND. WE DO NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIM, ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON OUR SERVERS.
1.5 User and System DataAs part of your use and interaction with the Services, we will collect data, metadata, content and information, including personal information, that you provide to us or that is collected by us or via the Services ("User and System Data"). You hereby grant to us, and represent and warrant that you have all rights necessary to grant to us, a perpetual, irrevocable, non-exclusive, sublicensable, transferable and royalty-free right and license to collect, use, reproduce, electronically distribute, transmit, have transmitted, perform, display, store, archive, and to modify and make derivative works of any and all User and System Data in order to provide and maintain the Services, including the making available to you of your User Account History and Content, and, solely in de-identified or aggregate form, to improve our products and services and for our other business purposes (and any and all such derived data is deemed part of our Intellectual Property).
1.6 Changes to the Services We may, without prior notice, change the Services, stop providing the Services or features of the Services, to you or to Users generally, or create usage limits for the Services. We may permanently or temporarily terminate or suspend your access to the Services without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination of access for any reason or no reason, you continue to be bound by this Agreement.
1.7 Disputes with Other Users You are solely responsible for your direct interactions with other Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. We will have no liability for your direct interactions with other Users, or for any User's action or inaction.
1.8 Export Control You are entirely responsible for compliance with all applicable local laws and regulations relating to export and import regulations. You may not use the Services 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 or under similar laws or regulations applicable in other jurisdictions.
1.9 Additional Terms for Auctions and Bidding August Auctions LLC and Pink Point Media hold auctions in numerous jurisdictions around the United States and different laws and regulations are applicable to each of our auctions. In addition to creating a User Account to access and use the Services, you will be required to register separately for each auction in which you wish to place bids online. You will also be required to enter a separate bidder registration agreement for each auction with the applicable August Auctions LLC and Pink Point Media LLC operating the auction, which when signed, or otherwise agreed to, becomes a part of this Agreement.
2. Auction Data; Permitted Uses; Restrictions
As part of the Services, we may provide you access to data, information and content relating to items and plant material available for auction, including without limitation current and historical item listings, descriptions, bids, market prices, values and other related information, materials and content ("Auction Data").You may access and use Auction Data only in order to assist you in bidding, via the Services, on items and plant material similar to the items and plant material to which such Auction Data relates, or to assist you in making determinations (the "Permitted Uses"). With respect to Auction Data, you will not, and you will not permit any third party to, use any Auction Data in any manner or for any purpose other than the Permitted Uses, without our prior express written consent. For clarity, and without limiting the foregoing, the following activities are not permitted:(a) recording, copying or storing any Auction Data in any manner or for any purpose whatsoever, other than for the Permitted Uses;(b) directly or indirectly publishing, transmitting or distributing Auction Data, or any derivative works thereof including reports or other analyses regarding the secondary plant material market, in any manner for any form of monetary or other valuable consideration;(c) using or referencing Auction Data in connection with any securities trading activities; or(d) incorporating Auction Data in any manner into plant material pricing tools, dashboards or other visualization products.
3. Our Proprietary Rights You acknowledge and agree that the Services and all materials therein or transferred thereby, including, without limitation, Auction Data and all other videos, audio, images and other content and information displayed or made available on the Services, and all software, algorithms, code and technology underlying the Services, and all intellectual property rights therein and thereto throughout the world (collectively and individually, our "Intellectual Property"), are our (or our licensors' as applicable) sole and exclusive property. Except as explicitly provided herein, nothing in this Agreement will be deemed to create a license in or under any intellectual property rights, and you agree not to access, sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any of our Intellectual Property. Use of our Intellectual Property for any purpose not expressly permitted by this Agreement is strictly prohibited.You may choose to, or we may invite you to submit, comments or ideas about the Services, including without limitation about how to improve the Services or our products ("Ideas"). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place us under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, we do not waive any rights to use similar or related ideas previously known to us, or developed by our employees, or obtained from sources other than you.
4. Proof of Funds When requesting bidding privileges for your User Account, you will be required to provide us with a current, valid credit card in your name or a notarized bank letter from your financial institution as part of our assessment of your assigned bidding limit. An authorized hold will be placed on your credit card for the max bidding limit you are requesting. If you are requesting a bidding limit of $30,000 or more a bank letter is required to verify available funds. Depending on our assessment, you may be required to post a deposit prior to placing bids online in any auction.
5. Fees and Payment
5.1 Registration Fees. There are no fees or costs associated with signing up for or maintaining a User Account. All information that you provide in connection with this process must be accurate, complete and current.
5.2 Transaction Fee. Each transaction, both payment by credit card, ACH, wire, cash, or check, will be assessed a transaction fee of $50 for orders under $5,000 and a transaction fee of $100 for orders over $5,000.
5.3 Payment Due. All payments are required within 48 hours of the acceptance of your accepted bid.
5.2 Payment by Credit Card. For accounts that have registered and prequalified for bidding using an account hold, your credit card will be charged upon submission on an accepted bid.
5.3 Payment by ACH, Wire, Cash or Check Payment by ACH, wire, cash, or check must be received within 48 hours of an accepted bid or the material in your bid will be released to another bidder. Payment by ACH, Wire, Cash, or Check is only acceptable if you have provided a bank letter from your bank as proof of funds.
5.2 Third-Party Payment Provider. We use Stripe as our third-party service provider for payment services. By using the Services, you agree to be bound by any terms of use for the Stripe service as we may make available to you from time to time. Please visit stripe.com for more information.
6. Privacy We care about the privacy of our Users. You understand that by using the Services we will collect, use and disclose your personal information and aggregate and/or anonymized data as set forth in our Privacy Statement available at privacy statement
7. Security We care about the integrity and security of the information we handle. We have implemented and follow an information security policy, including physical, managerial and technical safeguards deemed appropriate by us in our sole direction, designed to preserve the integrity and security of that information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your information for improper purposes. You acknowledge that you provide your information at your own risk.
8. Disclaimer of Third-Party Links and Materials THE SERVICES MAY CONTAIN THIRD-PARTY MATERIALS OR LINKS TO THIRD-PARTY MATERIALS THAT WE DO NOT OWN OR CONTROL. WE DO NOT ENDORSE OR ASSUME ANY RESPONSIBILITY FOR ANY SUCH THIRD-PARTY SITES, INFORMATION, MATERIALS, PRODUCTS OR SERVICES. IF YOU ACCESS A THIRD-PARTY WEBSITE OR SERVICE FROM THE SERVICES OR SHARE YOUR DATA OR INFORMATION ON OR THROUGH ANY THIRD-PARTY WEBSITE OR SERVICE, YOU DO SO AT YOUR OWN RISK, AND YOU UNDERSTAND THAT THIS AGREEMENT AND OUR PRIVACY STATEMENT DO NOT APPLY TO YOUR USE OF SUCH SITES. YOU EXPRESSLY RELIEVE US FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY WEBSITE, SERVICE OR CONTENT. ADDITIONALLY, YOUR DEALINGS WITH OR PARTICIPATION IN PROMOTIONS OF ADVERTISERS FOUND ON THE SERVICES, INCLUDING THE PAYMENT FOR AND DELIVERY OF GOODS OR SERVICE BY THEM, AND ANY OTHER OF THEIR TERMS (SUCH AS WARRANTIES) ARE SOLELY BETWEEN YOU AND SUCH ADVERTISERS. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE OF ANY SORT RELATING TO YOUR DEALINGS WITH SUCH ADVERTISERS.
9. Indemnity You will defend, indemnify and hold us and our affiliates, agents, suppliers or licensors (and our and their employees, contractors, agents, officers and directors) harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from or related to: (i) your use of and access to the Services, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation any of the representations and warranties above; (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) your use of the Services or Auction Data in any manner not expressly authorized by this Agreement, including your breach of any of the restrictions applying to your use of the Services or Auction Data as set forth in Section 1.3 or 2 above, respectively; (vi) your gross negligence or willful misconduct; or (vii) any third party's access and use of the Services with your unique username, password or other appropriate security code.
10. No Warranty THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, WE, OUR SUBSIDIARIES, OUR AFFILIATES, AND OUR LICENSORS DO NOT WARRANT THAT ANY CONTENT OR INFORMATION ACCESSED THROUGH THE SERVICES IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
11. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS), BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER DATA OR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE GREATER OF THE AMOUNTS YOU PAID TO THE APPLICABLE AUGUST AUCTION OR PINK POINT MEDIA LLC MEMBER FOR ITS SERVICES OR USD 50.00.THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
12. Contracting Entity, Governing Law and Class Action/Jury Trial Waiver
12.1 Contracting Entity.
• August Auctions LLC, 14620 Manor Road, Phoenix, Maryland 21131
• Pink Point Media LLC, 14620 Manor Road, Phoenix, Maryland 21131
12.2 Governing Law/Venue. This Agreement shall be governed by the internal substantive laws of the State of Maryland, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You hereby attorn to and agree to submit to the exclusive personal jurisdiction of the federal and state courts located in Baltimore County, Maryland for any action relating to this Agreement.
12.3 Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE 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 PROCEEDING OF ANY KIND. SOME JURISDICTIONS DO NOT ALLOW THIS WAIVER, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THE WAIVER IN THIS SECTION WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
13. General
13.1 Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof will be null and void.
13.2 Notification Procedures. We 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 our website, as we determine in our sole discretion. We reserve the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain notifications as required under applicable laws or as described in this Agreement or our Privacy Statement. We are not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.
13.3 Changes to the Agreement. We may, in our sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a 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 the Agreement. Your continued use of the Services after any such change constitutes your acceptance of the new Terms of Service. If you do not agree to any of these terms or any future Terms of Service, do not use or access (or continue to access) the Services. YOU HEREBY ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNLESS OTHERWISE STATED, ANY AND EACH MODIFIED OR NEW TERMS OF SERVICE WILL FULLY GOVERN YOUR USE OF THE SERVICES, AND IS EFFECTIVE, BEGINNING AS OF YOUR FIRST ACCESS TO AND USE OF THE SERVICES, EVEN IF PRIOR TO YOUR ACCEPTANCE OF SUCH MODIFIED TERMS OF SERVICE.
13.4 Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with us in connection with the Services, will constitute the entire agreement between you and us concerning the Services. None of our employees or representatives are authorized to make any modification or addition to this Agreement. Any statements or comments made between you and any of our employees or representatives are expressly excluded from this Agreement and will not apply to you or us or your use of the Services. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of this Agreement, which will remain in full force and effect. Where we have provided any translation of the English language version of this Agreement, such translation is provided for your convenience only. To the extent there is any inconsistency between the English language version and any such translation, the English language version shall govern.
13.5 No Waiver. No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision.
13.6 Contact. Please contact us at support@augustauction.com with any questions regarding this Agreement.