TERMS AND CONDITIONS FOR USE OF BIOSURPLUS AUCTION WEBSITES
These Terms and Conditions were last updated on September 2, 2016
PLEASE CAREFULLY READ OF THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THIS WEBSITE. BY ACCESSING AND/OR USING THIS WEBSITE (OTHER THAN TO READ THESE TERMS AND CONDITIONS FOR THE FIRST TIME), YOU ARE AGREEING TO BE BOUND BY AND COMPLY WITH THESE TERMS AND CONDITIONS, WHICH MAY CHANGE FROM TIME TO TIME AS SET FORTH HEREIN. READ THEM CAREFULLY AND DO NOT USE THIS WEBSITE OR PURCHASE OR SELL ANY PRODUCTS OR SERVICES IF YOU DO NOT AGREE.
A. GENERAL TERMS & CONDITIONS
Welcome to the BioSurplus auction websites. These websites include http://auctions.biosurplus.com and any other websites owned and operated by BioSurplus, Inc. (”BioSurplus”) for purposes of auctioning or selling equipment. Each such website is referred to herein as a "Site." These terms and conditions ("Terms and Conditions") govern the services ("Services") provided on, and the use of, the Site.
The Services provided on the Site enable buyers, among other things, to:
· Place bids in auctions ("Auctions") whether they take place entirely online ("Online Auctions") or live allowing participation by using the Webcast tool remotely or from the auction location ("Webcast Auctions");
· Make offers on items subject to a sealed bid procedure ("Sealed Bids"); and
· Make offers on items subject to a negotiated sale procedure ("Negotiated Sales").
For purposes of these Terms and Conditions, (a) Online Auctions, Webcast Auctions, Sealed Bids and Negotiated Sales shall sometimes individually be referred to as an "Online Transaction" and collectively as “Online Transactions”; and (b) you are sometimes referred to as “Participant”.
By accessing or using the Site, using the Services, signing-up for an account, or registering as a buyer for a specific Online Transaction, you agree that: (1) you have read these Terms and Conditions; (2) you understand these Terms and Conditions; and (3) you are bound by these Terms and Conditions in connection with your use of the Services and the Site.
These Terms and Conditions, together with any additional terms and conditions specific to a particular Online Transaction (“Specific Auction Terms”), which are incorporated herein by reference, constitute the entire agreement between BioSurplus and the Participant regarding the Services, use of the Site, the Online Transactions and any purchase of items via an Online Transaction, and supersede and replace any and all prior or contemporaneous agreements between the parties regarding such subject matter. In the event of any conflict between these Terms and Conditions and the Specific Auction Terms, the Specific Auction Terms shall prevail.
These Terms and Conditions refer to any person offering to sell goods through the Site as a "seller" and any person offering to buy goods as a "buyer" regardless of whether any contract of sale is concluded.
You agree that these Terms and Conditions are supported by good and valuable consideration the receipt and sufficiency of which you hereby acknowledge. Such consideration includes, without limitation, your access and use of the Site.
Signing up for an account on the Site (“Account Signup”) is a prerequisite for submitting bids and offers for Online Transactions. The Participant hereby represents and warrants to BioSurplus that all information provided to BioSurplus on Account Signup is current, true, accurate and complete and the Participant will immediately notify BioSurplus in writing of any changes to such information. If Participant provides any untrue or inaccurate information, or if BioSurplus has grounds to suspect that such information is untrue or inaccurate, or for any other reason, or for no reason, BioSurplus may suspend or terminate Participant’s account and refuse all current and future use by Participant of the Site.
To sign up as a buyer on the Site you must provide all information that is required on the online Account Signup form, including, without limitation, your name, phone number, e-mail address, billing address, and shipping address. BioSurplus reserves the right to reject any account registration in its sole discretion. By signing-up for an account, the Participant represents, warrants and undertakes that it has given correct information about its contact details as requested in BioSurplus' account registration procedure and that it will notify BioSurplus of any change in its registered details.
Participant will establish a username and password (“Login Information”) during Account Signup and is solely responsible for maintaining the confidentiality of such Login Information. Participant must notify BioSurplus immediately in the event of any known or suspected unauthorized use of Participant’s Login Information and/or user account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of Participant’s or anyone else's password. Participant is solely responsible for any and all activities which occur under Participant’s Login Information and/or user account.
Bids and Offers
In addition to the other obligations set forth in these Terms and Conditions, Participant acknowledges and agrees that by placing a bid ("Bid") or making an offer in an Online Transaction, Participant represents, warrants and undertakes that it has the authority and capacity to enter such Bid or make such offer and close the transaction and that any Bid that it makes constitutes an irrevocable offer to buy the item in question for the full amount of the Bid plus any applicable fees, shipping and taxes. Participant agrees that BioSurplus may consolidate all of Participant's winning Bids for a single auction (including applicable fees, shipping and taxes) into one or more invoices that will be sent to Participant subsequent to such auction's conclusion. For all invoices that total $500 or less, BioSurplus will automatically charge the total invoice amount on the Participant's credit card that was used to register Participant for the auction, unless BioSurplus deems otherwise.
Exclusion of Participant and Rejection of Bids and Offers
Without limiting any other rights and remedies to which BioSurplus may be entitled, BioSurplus may exclude the Participant from any Online Transaction and block registration if the Participant has breached or threatens to breach these Terms and Conditions, or if the Participant engages in any behavior which BioSurplus in its sole discretion regards as likely to have an adverse effect on the conduct of the Online Transactions or the reputation of BioSurplus. Furthermore, BioSurplus reserves the right in its sole discretion to exclude products from offers and to refuse acceptances, bids or offers as well as to discontinue Online Transactions or its Services altogether at any time and/or from time to time.
3. Data Protection
Participant shall not use any information relating to other Participants and/or their employees, contractors or agents obtained through the Site to send unsolicited commercial messages or for any other purpose whatsoever other than participation in Online Transactions or normal intended use of the Site. Participant agrees and understands that such information shall be subject to data protection and privacy laws.
4. VAT or other taxes
Any price indicated on the Site or agreed to in an Online Transaction is stated exclusive of value added tax or any other applicable sales tax.
Buyers in Online Transactions shall be responsible for paying any value added tax or other taxes which may be due on amounts owed by the buyers under these Terms and Conditions in the applicable jurisdictions at the rates prevailing at the date that their contract of sale is concluded.
If goods are exported, tax refunds or zero rating may apply. In respect of sales in Online Transactions, tax refunds (if any) will be made by BioSurplus subject to receipt of (a) satisfactory proof of export by the buyer; (b) the corresponding amount of tax refund from the relevant tax authority or the seller and (c) the relevant tax forms (if applicable).
5. Additional Charges
In addition to the accepted bid price (the “Winning Bid Price”), unless otherwise specified in the Specific Auction Terms for an Online Transaction, BioSurplus shall charge buyer a buyer's premium ("Buyer's Premium") equal to 17% of the Winning Bid Price.
In addition, as specified in the Specific Auction Terms for a given Online Transaction, BioSurplus may, in its sole discretion, charge buyers:
· a service charge on assets sold (including without limitation any applicable value added tax or other sales or use tax);
· for out-of-pocket expenses such as wire transfer fees incurred by BioSurplus; and
· a non-refundable registration fee for a given auction.
6. Third Party Rights
You agree that, except as otherwise expressly provided in these Terms and Conditions, there shall be no third-party beneficiaries to these Terms and Conditions.
7. Site Content; Intellectual Property
The Site and included content (and any derivative works or enhancements of the same) including, but not limited to, all text, illustrations, files, images, video clips, testimonials, software, scripts, graphics, photos, sounds, ideas, music, videos, information, content, materials, products, services, URLs, technology, documentation, and interactive features (collectively, the "Content") and all intellectual property rights to the same are owned by BioSurplus, its licensors, or both. Additionally, all trademarks, service marks, trade names and trade dress that may appear on the Site are owned by BioSurplus, its licensors, or both. Except for the limited use rights granted to you in these Terms and Conditions, you shall not acquire any right, title or interest in the Site or any Content. Any rights not expressly granted in these Terms and Conditions are expressly reserved for BioSurplus and its licensors.
You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, in whole or in part, any of the Content, the Site, or any related software.
Any use of the Content not expressly permitted by these Terms and Conditions is a material breach of these Terms and Conditions and may violate copyright, trademark, and other laws. Content and features are subject to change or termination without notice in the editorial discretion of BioSurplus.
8. Use of the Site and Services
BioSurplus grants a limited, non-transferable license to Participant to access and make use of the Site for the purposes of the Participant using, or evaluating the Site and the Services in accordance with these Terms and Conditions but not to download (other than page caching) or modify the Site, or any portion of the Site. This license expressly excludes, without limitation: any resale or commercial use of the Site and the Services; or modifying, distributing, copying, republishing or making any derivative use of the Site or the Services. Notwithstanding the foregoing, Participant shall be entitled to download documents and forms including Notices to Purchasers and/or sales brochures for their own internal use.
Participant must not use the Site or Services in any way that causes, or is likely to cause, the Site or Services to be interrupted, damaged or impaired.
Participant agrees to comply with all applicable export or import control or related laws or regulations and not to violate any applicable local, state, national or international law, statute, ordinance, rule or regulation. BioSurplus reserves the right to cancel or rescind any sale in an Online Transaction at any time if it determines, in its absolute discretion, that the sale does or may violate applicable export or import control or related laws and regulations.
Participant is responsible for all communications and content sent from its systems to BioSurplus and must use the Site for lawful purposes only.
Participant shall not use the Site for any of the following:
· For fraudulent purposes, or in connection with a criminal offense or other unlawful activity;
· To send, use, re-use, upload, post, email or otherwise transmit any material that is illegal, offensive, abusive, indecent, defamatory, obscene or menacing; or in breach of any law or third party rights; or is otherwise injurious to third parties, objectionable, or which consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailing or spam;
· To offer, bid for or buy any items which are illegal or infringe any third party rights (including intellectual property rights);
· To impersonate any person or entity, including, without limitation, a director, officer, employee, shareholder, agent or representative of BioSurplus, our affiliates or any other person or entity, or falsely state or otherwise misrepresent your affiliation with BioSurplus, our affiliates or any other person or entity;
· To forge headers or otherwise manipulate identifiers in order to disguise the origin of any postings or other materials transmitted to or through this Site;
· To upload, post, email or otherwise transmit any postings or other materials that you do not have a right to upload, post, email or otherwise transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
· To upload, post, email or otherwise transmit any postings or other materials that infringe upon any patent, trademark, trade secret, copyright, right of privacy or publicity or other proprietary rights of any party;
· To upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of commercial solicitation, except in those areas, if any, that are specifically designated for such purpose;
· To upload, post, email or otherwise transmit any postings or other materials that contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
· To interfere with or disrupt this Site or servers or networks connected to this Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site;
· To intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, any regulations having the force of law;
· To “stalk” or otherwise harass another user of this Site or any person affiliated with BioSurplus; or
· To collect or store personal data or attempt to collect or store personal data about other users of the Site.
Participant is expressly forbidden from any form of bid manipulation, including collusion or bidding on items that Participant or a party affiliated with Participant is selling in an Online Transaction. Participant may not bid under a false name or as agent for a person who would itself be prohibited by these Terms and Conditions or by the Specific Auction Terms governing the Online Transaction in question from placing a bid on a particular item.
BioSurplus may change, modify, amend, suspend or discontinue any aspect of the Site or the Services at any time without notice and BioSurplus reserves the right to impose restrictions on certain features of the Site or the Services at any time without notice.
Participant’s access to the Site may be occasionally suspended or restricted to allow for repairs, maintenance, or the introduction of new facilities or Services. BioSurplus will use commercially reasonable measures to limit the frequency and duration of any such suspension or restriction. BioSurplus shall have no liability to Participant for any liquidated, consequential or any other claims or damages resulting from disruption in Participant’s access to the Site before, during or after any Online Transactions.
Participant must take all reasonable steps to minimize loss or damages when accessing the Site, including without limitation implementing prudent security and back-up features.
BioSurplus may provide links to third-party web sites. BioSurplus also may select certain sites as priority responses to search terms Participant enters and BioSurplus may agree to allow advertisers to respond to certain search terms with advertisements or sponsored content. BioSurplus does not recommend and does not endorse the content on any third-party websites. BioSurplus is not responsible for the content of linked third-party sites, sites framed within the Site, third-party sites provided as search results, or third-party advertisements, and does not make any representations regarding their content or accuracy. Participant’s use of third-party websites is at Participant’s own risk and subject to the terms and conditions of use for such sites. BioSurplus does not endorse any third-party product or service advertised or mentioned on the Site.
9. Postings; User Comments; Feedback and Other Submissions
BioSurplus may from time to time monitor, review, and in its discretion edit or delete, discussions, chats, and postings on our Site; however, BioSurplus is under no obligation to do so and assumes no responsibility or liability arising from the content of any such transmissions or for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, hate speech, danger, illegality or inaccuracy contained in any information transmitted to any such locations on the Site. BioSurplus will cooperate with law enforcement or a court order requesting or directing BioSurplus to disclose the identity of anyone posting any information or material prohibited by these Terms and Conditions. BioSurplus may also disclose such information if such disclosure is reasonably necessary to protect the rights, property, or personal safety of BioSurplus, its customers, or the public.
All comments, feedback, suggestions, ideas, and other submissions disclosed, submitted, or offered to BioSurplus on or by this Site or otherwise disclosed, submitted, or offered in connection with Participant’s use of this Site or otherwise (collectively, "Comments") shall be and remain the sole and exclusive property of BioSurplus. Such disclosure, submission, or offer of any Comments shall constitute an assignment to BioSurplus of all worldwide rights, titles, and interests in all copyrights and other intellectual property in the Comments. Thus, BioSurplus will own exclusively all such rights, title, and interest and shall not be limited in any way in its use, commercial or otherwise, of any Comments. BioSurplus shall be under no obligation (1) to maintain any Comments in confidence; (2) to pay to user any compensation for any Comments; or (3) to respond to any Comments.
Participant agrees to indemnify and hold BioSurplus and all sellers of items at Auctions, together with their parent companies, subsidiaries, affiliates and respective officers, directors, agents, partners and employees (collectively, the "Indemnified Parties"), harmless from and against any and all losses, demands, claims, damages, costs and expenses (including consequential losses or loss of profit, legal costs and expenses and value added taxes or equivalent or similar taxes thereon) and liabilities suffered or incurred directly or indirectly by the Indemnified Parties arising from or related to:
· The access or use by Participant of the Site, the Services, or any item purchased via an Online Transaction;
· Any breach, non-performance or non-observance by the Participant of the obligations, warranties, representations and undertakings on the part of the Participant contained in these Terms and Conditions or contained in the Specific Auction Terms applicable to the Online Transaction in question;
· Participant's breach, or the Participant causing a breach by any of the Indemnified Parties, of any legislation or law applying anywhere in the world;
· Any breach of a third party's rights arising out of or in connection with the use of any information or intellectual property provided by the Participant to Biosurplus;
· Any misrepresentation made by the Participant in connection with these Terms and Conditions or in its registration or otherwise in connection with any Online Transaction; and
· Accident, injury or death howsoever arising, sustained by any person or persons who may attend at any premises for the purpose of an Online Transaction, inspection, purchase, collection or any other business.
Participant agrees to cooperate fully with the applicable Indemnified Parties in the defense of any claim that is the subject of Participant’s obligations hereunder
Participant and BioSurplus are independent contractors and no agency, partnership, joint venture, employment or franchise relationship is intended or created by these Terms and Conditions.
YOU EXPRESSLY AGREE THAT USE OF THE SITE AND SERVICES IS AT YOUR SOLE RISK. THE SITE AND SERVICES ARE PROVIDED, AND GOODS AND SERVICES ARE PURCHASED AND SOLD, ON AN "AS IS" “WHERE IS” AND “WITH ALL FAULTS” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING AND TO THE FULLEST EXTENT PERMITTED BY LAW, BIOSURPLUS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES DISCLAIM ANY AND ALL WARRANTIES INCLUDING ANY: (1) WARRANTIES THAT THE SITE WILL MEET YOUR REQUIREMENTS; (2) WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, SECURITY, USEFULNESS, TIMELINESS, OR INFORMATIONAL CONTENT OF THE SITE OR CONTENT; (3) WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE; (4) WARRANTIES FOR SERVICES OR GOODS PURCHASED OR RECEIVED THROUGH OR ADVERTISED ON THE SITE OR ACCESSED THROUGH THE SITE; AND (5) WARRANTIES THAT YOUR USE OF THE SITE WILL BE SECURE OR UNINTERRUPTED.
BIOSURPLUS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES MAKE NO WARRANTY THAT (i) THE SERVICES OR THE SITE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICES OR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES, SITE OR ONLINE TRANSACTIONS WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SERVICES OR SITE WILL BE CORRECTED.
ANY CONTENT OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT OR MATERIAL.
12. Liability Limitations
UNDER NO CIRCUMSTANCES SHALL BIOSURPLUS OR ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, OR THEIR RELATED COMPANIES BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF BIOSURPLUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH THE SITE, THE PURCHASE OF PRODUCTS OR SERVICES ON OR THOUGH THE SITE, OR THESE TERMS AND CONDITIONS. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE OR SERVICES IS TO STOP USING THE SITE OR SERVICES. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE OR ANY LINKS ON THE SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE OR ANY LINKS ON THE SITE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY CONTENT POSTED BY A THIRD-PARTY OR CONDUCT OF A THIRD-PARTY ON THE SITE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE CUMULATIVE LIABILITY OF BIOSURPLUS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES EXCEED ONE HUNDRED UNITED STATES DOLLARS (US$100.00).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO PARTICIPANT.
13. Choice of Law and Venue
Participant and BioSurplus each agree that these Terms and Conditions (including the Specific Auction Terms) and the relationship between the parties shall be governed by the laws of the State of California without regard to its conflict of law provisions and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to these Terms and Conditions, or the relationship between Participant and BioSurplus, shall be brought exclusively in the courts located in the county of San Diego, California or the U.S. District Court for the Southern District of California. Participant and BioSurplus agree to submit to the personal jurisdiction of the courts located within the county of San Diego, California or the Southern District of California, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.
14. Attorneys’ Fees.
If either party institutes any arbitration, action or proceeding to enforce these Terms and Conditions or any provision hereof, or for damages by reason of any alleged breach of these Terms and Conditions or of any provision hereof, or for a declaration of rights hereunder, then the prevailing party in any such arbitration, action or proceeding shall be entitled to receive from the other party all costs and expenses, including, without limitation, reasonable attorneys' fees, incurred by the prevailing party in connection with such action or proceeding.
BioSurplus may provide Participant with notices including by but not limited to email, regular mail, SMS, MMS, text message, postings on the Site, or other reasonable means now known or hereafter developed. Such notices may not be received if Participant violates these Terms and Conditions by accessing the Site in an unauthorized manner. Participant’s agreement to these Terms and Conditions constitutes Participant’s agreement that Participant is deemed to have received any and all notices that would have been delivered had Participant accessed the Site in an authorized manner.
No modification, amendment, discharge or change of these Terms and Conditions (including without limitation Participant’s additional or different terms and conditions) shall be valid unless the same is agreed to in writing by BioSurplus in its sole discretion. Any amendment to the Terms and Conditions will be posted on the Site and will become effective immediately upon posting. Participant is encouraged periodically to review the Terms and Conditions posted on the Site.
These Terms and Conditions shall be binding upon and inure to the benefit and/or burden of and be enforceable by the parties hereto and their respective legal representatives, successors and permitted assigns.
No omission or delay by BioSurplus in exercising any right, power or privilege hereunder shall impair the exercise of any such right, power or privilege or be construed to be a waiver hereof or of any default or to be an acquiescence therein, and any single or partial exercise of any such right, power or privilege shall not preclude other or further exercises thereof or the exercise of any other right, power or privilege. No waiver by BioSurplus shall be valid unless in writing and signed by BioSurplus, and then only to the extent therein specified.
To the extent that any provision or a portion of any provision of these Terms and Conditions is determined to be invalid, illegal or unenforceable, the remainder of these Terms and Conditions will remain in full force and effect.
Section and paragraph headings are used herein for convenience only and shall not have any legal effect.
Participant may not assign these Terms and Conditions or assign any rights or delegate any obligations hereunder, in whole or in part, without the prior written consent of BioSurplus. Any such purported assignment or delegation by Participant without the appropriate prior written consent will be null and void and of no force and effect. BioSurplus may assign these Terms and Conditions or any rights hereunder without Participant’s consent and without notice.
These Terms and Conditions are drawn up in the English language. If these Terms and Conditions are translated into another language, the English language text prevails.
These Terms and Conditions are effective until terminated by either party. If Participant no longer agrees to be bound by these Terms and Conditions, Participant must cease its use of the Site (but will be liable for any prior breaches of these Terms and Conditions) and, if applicable, cease to participate in all Online Transactions. Subject to applicable law, BioSurplus reserves the right to suspend or deny, in its sole discretion, Participant’s access to all or any portion of the Site, and/or your participation in Online Transactions, with or without notice. Participant agrees that any termination of Participant’s access to the Site and/or participation in Online Transactions may be effected without prior notice, and acknowledges and agrees that BioSurplus may immediately deactivate or delete Participant’s account and all related information and files in such account and bar any further access to such files on the Site. Further, Participant agrees that BioSurplus shall not be liable to Participant or any third-party for any such termination.
18. Statute of Limitations
Participant agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site, Services and Online Transactions or these Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.
B. WEBCAST AUCTIONS TERMS AND CONDITIONS
The following terms apply to Webcast Auctions in addition to the general terms and conditions set forth above.
1. Registration for Webcast Auctions
BioSurplus holds Webcast Auctions in numerous jurisdictions around the world and different laws and regulations are applicable to each such auction. Accordingly, in addition to signing-up on the Site, buyers are required to register separately to participate in a Webcast Auction. Successful registration for one Webcast Auction does not guarantee registration for another Webcast Auction and BioSurplus reserves the right to refuse to register any person for any Webcast Auction.
Each Webcast Auction may provide its own terms and conditions. Where the terms and conditions for a specific Webcast Auction conflict with these Terms and Conditions, the terms and conditions for the specific Webcast Auction shall prevail unless specifically stated otherwise.
2. Using Webcast during a Webcast Auction
When using Webcast, buyers may place bids on a particular item on a live or proxy basis. These options may be further explained on the Site.
BioSurplus cannot and does not guarantee bids placed via Webcast will be transmitted to or received by the auctioneer of the Webcast Auction in a timely fashion. In addition, the auctioneer of the Webcast Auction has the sole discretion to accept or refuse any bid.
All bids must be submitted in U.S. dollars unless otherwise specified in the terms and conditions for the specific Webcast Auction. All bids are exclusive of all applicable taxes, Buyer’s Premium, registration fees (if any), shipping, rigging, or other preparation or transportation costs or insurance. Buyers placing winning Webcast bids will be notified by email.