These Terms of Use (these “Terms”), together with our Privacy Policy, govern your access to and use of https://www.fleetevaluator.com (FleetEvaluator) and https://www.valueinsightportal.com (Value Insight Portal or VIP) (collectively our “Sites”), including all services we now offer or may offer in the future through our Sites (our “Services”). Our Sites and Services are provided by Sandhills Global, Inc., a Nebraska corporation with a registered address of 120 W. Harvest Drive, Lincoln, Nebraska, 68521, USA (“Sandhills,” “we,” “our,” or “us”). “(Y)ou” or “your” refers to the user accessing and using our Sites and Services, and may refer to an individual or an entity.
THESE TERMS ARE A BINDING CONTRACT BETWEEN YOU AND SANDHILLS. PLEASE READ THEM CAREFULLY. BY ACCESSING AND USING OUR SITES AND SERVICES YOU CONFIRM YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS. WE RECOMMEND THAT YOU PRINT A COPY OF THESE TERMS FOR FUTURE REFERENCE.
1. Services Generally.
We provide an auction platform and platforms that allows users to list items for sale or auction (“Listed Item(s)”) and for other users to view those Listed Items, but we are not the seller or buyer of any Listed Items. As part of our Sites and Services, we may provide access to tools, data, market data, information, valuation estimates, market or valuation forecast estimates, and content on our platforms. Any valuations or market forecasts we provide are opinions and estimates and are based on our current available market information or data, which will vary depending on a number of factors. We assume no responsibility for the accuracy of any valuation estimates, or market or valuation forecast estimates, and we assume no responsibility for any errors or omissions. Your use of and reliance on any tools, data, market data, information, valuation estimates, market or valuation forecast estimates, and content on our platforms is at your own discretion and risk. Any users who choose to use our Services are acting on their own behalf and are responsible for any actions that they may take with respect to any transactions that they may enter into or tools, data, market data, information, valuation estimates, market or valuation forecast estimates, and any content that they use or rely on. We do not represent any users of our Sites or Services, and we are not a party to any transaction that may occur between users. You are solely responsible for resolving any disputes that you have with other users of our Sites or Services. However, we may, in our sole discretion, monitor or inquire about disputes or issues between users in order to protect our Sites and Services and address potential non-compliance with these Terms by a user.
We are not in the business of the selling or buying of any Listed Item(s) on a commission basis. We provide no auctioneering services. We provide no appraisal services. We do not take any Listed Item(s) on consignment. All transactions and the terms of any agreements that may occur between users of our Sites or Services are determined solely through direct user to user negotiation and interaction. We are not acting as an employee, agent, representative, broker, dealer, real estate broker, associate real estate broker, real estate agent, real estate salesperson, mortgage broker, mortgage lender, appraiser of real property, appraiser of assets, appraiser of inventory, appraiser of equipment, marketing agency, or marketing agent of any users of our Sites or Services. We do not produce, manufacture, handle, hold, maintain, store, process, distribute, transport, deliver, or take possession of any Listed Item(s) at any time. We are not bonded for the protection of Sellers, Bidders, buyers, or any user of our Sites or Services.
2. Access and Use.
While we use reasonable efforts to provide our Sites and Services to you for so long as you are compliant with these Terms, we do not guarantee that they will be secure, or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platforms in order to access or use our Sites and Services. You should use your own virus protection software.
You may use our Sites and Services only if you can form a binding contract with us, and in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. Any use of our Sites or Services by anyone under the age of majority in his/her state of residence is strictly prohibited. Any use of our Sites or Services to contact other users for the purpose of marketing, selling or promoting any product or services, other than Listed Item(s), or to otherwise harass other users, is strictly prohibited. Our Sites and/or Services are not available to any users or visitors we have previously removed or suspended or blocked from our Sites and/or Services. We may suspend or terminate or block your access to our Sites and/or Services at any time, for any reason (such as your material breach of these Terms, our reasonable belief that it is necessary to protect the safety or property of others, to prevent fraud or for risk assessment purposes) or for no reason. We reserve the right to limit your use of our Sites or Services or block or terminate your account immediately, without notice or refund of any amounts that you may have paid to us.
By registering a user account with us and/or using, accessing, or visiting our Sites and Services, you represent and warrant that you (a) will abide by all of the terms set forth herein; (b) will not provide false, deceptive, fraudulent, fictitious, or misleading information about yourself or the Listed Item(s); (c) will not post any information on our Sites or Services that is offensive, rude, disparaging, intended to deceive or delude other users/visitors, threatening, abusive, harassing, hateful, defamatory, pornographic, political, racist, or otherwise unlawful or offensive, or that does not generally pertain to the designated topic or theme; (d) will maintain the security of any user identification code and/or password associated with your account, notify us immediately if you suspect that such security has been breached, and accept all risks of authorized and unauthorized access to your account and the information you provide to us; (e) will not violate the intellectual property or privacy rights of any third party; (f) will not use our Sites or Services to contact other users for the purpose of marketing, selling or promoting any product or services, other than Listed Item(s); (g) will not use our Sites or Services to harass other users of our Sites or Services; and (h) agree and consent that all communications and phone calls that Sandhills receives, processes or forwards from, to, or between you, other users, sellers and/or buyers through our telecommunications system, our Sites or our Services may be recorded, transcribed, summarized, analyzed, monitored and/or stored by Sandhills through any method or technology, including artificial intelligence tools (“AI”), for quality assurance; for providing marketing/sales leads to us, our affiliates, or third-party businesses; for providing Services to you; and compliance with these Terms.
If you register a user account or use our Sites and Services on behalf of a third party (such as another person or legal entity), then you represent and warrant that you are an authorized representative of that person or entity with the authority to bind such person or entity to these Terms, and you agree to these Terms on behalf of that person or entity.
User accounts are non transferable. Only you may use your user account. You are liable for all activities that are undertaken using your user account. We may verify your account by collecting contact information (including, but not limited to, legal company name, street address, and employer identification number) and banking information from you, directly calling you to confirm the accuracy of your account information, and taking whatever additional steps we deem necessary.
3. Intellectual Property Rights.
We are the owner or the licensee of all intellectual property rights to and in our Sites and Services, and in the content published on them. Those rights are protected by copyright, trademark and other applicable laws, as well as by treaties around the world. You will not use, copy or otherwise take any action with respect to our Sites and Services or such content except as expressly permitted by these Terms. You will, likewise, respect the intellectual property rights of others in exercising the rights granted to you hereunder.
4. Acceptable Usage.
You may access and use our Sites and Services solely to price products or inventory, value products or inventory, evaluate valuation estimates of products or inventory, or forecast market conditions and valuation estimates of products or inventory. Any use of our Sites or Services to contact other users for the purpose of marketing, selling or promoting any product or services, other than Listed Item(s), or to otherwise harass users, is strictly prohibited. If you copy, redistribute or resell any of our Services or any content made available to you through our Sites or our Services, or if you use our Sites or Services to contact other users for the purpose of marketing, selling or promoting any product or services, other than Listed Item(s), to our users, or use our Sites or Services to harass other users of our Sites or Services, your right to access and use both will cease immediately, and you must take down or destroy any content you have obtained in violation of these Terms.
5. Prohibited Uses.
As part of our Sites and Services, we may provide access to tools, data, market data, information, valuation estimates, market or valuation forecast estimates, and content on our platforms, including without limitation current and historical Listed Item(s) data and related information, materials, valuation estimates, market data, market or valuation forecast estimates, and content, and advertiser phone numbers and advertiser contact information (our “Site Information”). You must not:
All the prohibited uses set forth in Section 5 above are forbidden regardless of the means used, including but not limited to, hacking or by the introduction of any worms, Trojan horses, viruses, unauthorized, malicious or harmful code or other harmful software. By breaching this provision, you may be committing a criminal offence. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Services will cease immediately.
We will collect data, content and information that you provide us or that is collected by us as you use the Sites or Services (“User Content”). You hereby grant to Sandhills, and represent and warrant that you have all rights and consents necessary to grant to Sandhills, a worldwide, perpetual, irrevocable, non-exclusive, transferable, assignable, royalty-free license and all necessary permissions and/or consents required (with full right to sub-license) to use, host, store, aggregate, anonymize, reproduce, exploit, modify, edit, adapt, redistribute, import, access, review, copy, share, disclose, generate analytics and outputs from, generate reports from, preserve, extract, publish, transmit, publicly display, publicly perform, communicate, exhibit, summarize, process, translate, transcribe, distribute, participate in the transfer of, create or prepare derivative works from, make available to third-parties (for their own use, storage, reproduction, distribution and right to make available to third-parties), and alter all your User Content in any manner, mode of delivery, or media now known or developed in the future for any reason or purpose, including but not limited to, our Sites and Services product and service development, marketing, analytics, quality assurance, fraud prevention, machine learning, artificial intelligence, training, testing, and improvement or any combination thereof. We are not responsible for any loss or damage to your User Content while it is in our possession, and you should separately maintain copies of the User Content you provide to us. We have the right to disclose your identity to any third party who is claiming that any content submitted or uploaded by you to our Sites or Services constitutes a violation of their intellectual property rights, or of their right to privacy. At any time, we have the right to remove any User Content you submit to our Sites or Services if, in our sole discretion, your post does not comply with these Terms.
We appreciate and welcome your comments and feedback regarding our Sites and Services. If you send us comments, questions, suggestions, or ideas relating to our Sites and Services, you agree that such content is not given in confidence, that we are not obliged to keep such content secret, and that we are not obliged to respond. For more information on how we use such content please see our Privacy Policy and Cookies Policy . Please be advised that if you send us creative ideas, suggestions, inventions, or materials (“Creative Ideas”), we shall (i) own, exclusively, all now known or later discovered rights to the Creative Ideas and any creations, inventions, or derivative works resulting from the Creative Ideas; (ii) not be subject to any obligations of confidentiality and shall not be liable for any use or disclosure of any Creative Ideas; and (iii) be entitled to unrestricted use of the Creative Ideas for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.
You are responsible for, and agree to abide by, all local, state, federal and international laws, rules and regulations applicable to your use of our Sites and Services, and any other tools, services or products offered on our Sites and Services and any transaction you may enter into with other users in connection with using our Sites or Services.
We are not responsible for determining whether tax applies to any transaction between users, or for withholding, collecting, reporting, or remitting any tax arising from any Listed Item(s). We do not give tax advice, and nothing we say or do should be interpreted as such, including our providing you with the opportunity to learn about, and separately utilize, tax-related services or solutions (for example, automated tax compliance software). The payment and collection of applicable taxes (including income, property, sales, excise, import, export, VAT and other taxes or duties associated with the purchase/use and sale/solicitation of any Listed Item(s)) must be, and are, the exclusive responsibility of the buyer and seller, as applicable. Generally speaking, it is the Seller's responsibility to determine what taxes, if any, apply to a transaction and to collect, report, and/or remit the correct tax to the appropriate tax authority; however, to the extent that you have any questions about your own payment, collection, reporting or remittance obligations, you should consult a qualified tax advisor.
We may provide links on our Sites or Services to other websites operated by us, third-party providers or affiliates who provide various services or other offerings, including, without limitation, financing, shipping, and insurance services, pricing tools, and other offerings that might be of interest to you, and only for the convenience of our users. Additionally, you consent and agree that all communications and phone calls that Sandhills receives, processes or forwards from, to, or between you, other users, sellers and/or buyers through our telecommunications system, our Site or our Services may be recorded, transcribed, summarized, analyzed, monitored, and/or stored by Sandhills through any method or technology, including artificial intelligence tools (“AI”), for providing marketing/sales leads to us, our affiliates, or third-party businesses who provide various services or other offerings.
In consideration for providing any such link(s) or marketing/sales leads, we may receive a fee from the third party(ies) or affiliates whose goods or services you may choose to obtain. We will not be liable for any acts or omissions of any such third-parties or affiliates, whom you use at your own discretion and risk. Your access to and use of our other websites and third-party or affiliate services and websites may be subject to the applicable terms and conditions of that respective website, third-party or affiliate.
TO THE FULLEST EXTENT PERMITTED BY LAW, OUR SITES AND SERVICES, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH OUR SITES OR SERVICES, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE ARE SOLELY A PASSIVE CONDUIT TO PROVIDE CONTENT AND TO FACILITATE COMMUNICATIONS BETWEEN A BUYER AND A SELLER, AND IN NO EVENT DO WE SELL ANY LISTED ITEM(S). WE MAKE NO WARRANTY THAT THE LISTED ITEM(S) WILL PROPERLY FUNCTION OR OPERATE WHEN YOU RECEIVE THEM, NOR THAT THEY WILL CONTINUE TO OPERATE OR FUNCTION FOR ANY PERIOD OF TIME AFTER YOU RECEIVE THEM. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR ANY PRODUCTS OR SERVICES OR FOR THE SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH OUR SITES, SERVICES OR ANY LINKED SITE, EVEN IF WE BECOME AWARE OF ANY ISSUES THEREWITH.
You will indemnify, defend, and hold harmless Sandhills, its subsidiaries, affiliates, and each of their respective officers, directors, employees, agents, successors, and assigns (the “Indemnified Parties”) from and against any claim or demand (including reasonable attorneys’ and experts’ fees and costs), made by any third party due to or arising out of (i) your breach of these Terms; (ii) your improper use of our Sites or Services; (iii) any personal injury, death, or property damage caused by or arising out of the listing, sale, transportation or use of any Listed Item(s); (iv) any damage cause by or arising out of the use of or reliance on any tools, data, market data, information, valuation estimates, market or valuation forecast estimates, and content obtained from our Sites or Services or (v) your violation of any law or rights of a third party, including related to any User Content you provide or post. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any matter without our written consent. While some jurisdictions may limit your liability hereunder, this indemnity shall apply to the fullest extent permissible by applicable law.
IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE OTHER USERS OF OUR SITES OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY VISITOR TO THE SITES OR THE PROVIDER OF ANY THIRD PARTY WEBSITE OR APPLICATION THAT MAY BE LINKED TO OR FROM OUR SITES OR SERVICES, YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE THE INDEMNIFIED PARTIES FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE WHATSOEVER, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER ARISE FROM, RELATE TO, OR ARE CONNECTED WITH SUCH DISPUTE.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
16.
Limitation of Liability.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE INDEMNIFIED PARTIES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, ANTICIPATED PROFITS, BUSINESS OR SALES, ANY LOSS OF GOODWILL OR REPUTATION, OR THE COSTS OF SUBSTITUTE GOODS OR SERVICES, EVEN IF THE INDEMNIFIED PARTIES, OR AN AUTHORIZED REPRESENTATIVE THEREOF, HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF, BASED ON, OR RESULTING FROM (A) OUR SERVICES; (B) OUR SITES; (C) THESE TERMS; (D) ANY BREACH OF THESE TERMS BY YOU OR A THIRD PARTY; (E) YOUR, OR ANY THIRD-PARTY’S USE OF OUR SITES OR SERVICES, OR THE SERVICES ANY THIRD PARTY PROVIDES, RELATED TO THE BUSINESS WE OPERATE; (F) ANY USER INFORMATION OR USER-CONTRIBUTED CONTENT; (G) ANY INTERACTION BETWEEN OUR SITES OR SERVICES AND ANY THIRD PARTY SITE; AND (H) ANY ACTUAL OR ATTEMPTED COMMUNICATION, PHONE CALL, OR TRANSACTION, INCLUDING WITHOUT LIMITATION, ANY PAYMENT OR PURCHASE TRANSACTION (EVEN IF WE OR ANY THIRD PARTY RECEIVES A FEE IN CONNECTION THEREWITH) BETWEEN USERS OF OUR SITES OR SERVICES.
IN
NO EVENT SHALL THE TOTAL LIABILITY OF THE INDEMNIFIED PARTIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) ARISING FROM THESE TERMS, THE PURCHASE, SALE OR USE OF ANY LISTED ITEM(S), OR YOUR USE OF OUR SITES OR SERVICES EXCEED, IN THE AGGREGATE, THE LESSER OF ONE THOUSAND DOLLARS ($1,000.00) OR THE TOTAL FEES EARNED BY US IN CONNECTION WITH THE LISTED ITEM(S) OR THE SITES OR SERVICES TO WHICH THE APPLICABLE CLAIM RELATES.
17.
Phone Call and Communication Recording and Monitoring.
You consent and agree that all communications and phone calls that Sandhills receives, processes or forwards from, to, or between you, other users, sellers and/or buyers through our telecommunications system, our Sites or our Services may be recorded, transcribed, summarized, analyzed, monitored, and/or stored by Sandhills through any method or technology, including artificial intelligence tools (“AI”), for quality assurance; for providing marketing/sales leads to us, our affiliates, or third-party businesses; for providing Services to you; and compliance with these Terms.
The laws regarding the notice and notification requirements to record individual conversations and/or upload recorded conversations vary by location. If You are using Sandhills Services to record, monitor and/or transcribe telephone calls (the “Call Stats Tools”) in connection with Your Listed Items or business, You: (i) acknowledge and agree that You are solely responsible for providing any notices to, and obtaining consent from, individuals in connection with any recordings as required by applicable law including, without limitation, Your employees, agents, contractors or other users (collectively, “Your Users”)); (ii) acknowledge and agree You are solely responsible for managing the settings and Your use of the Call Stats Tools, including whether to include a “recorded telephone call” notification for calls received by You or Your Users; (iii) hereby represent and warrant that Your setting selections and use of such Call Stats Tools by You or Your Users comply with all applicable law; (iv) acknowledge and agree You are solely responsible for Your use of all recordings and transcripts of recordings; and (v) represent and warrant that You have obtained all required and appropriate consents and permissions from Your Users to be recorded, monitored and/or transcribed by or through the Call Stats Tools.
You further agree to indemnify, defend, and hold harmless Sandhills, its subsidiaries, affiliates, and each of their respective officers, directors, employees, agents, successors, and assigns from and against any claim or demand (including reasonable attorneys’ and experts’ fees and costs), made by any third party due to or arising out of Your use of call recordings, call transcripts, call summaries, call data, and the Call Stats Tools in any manner.
b. Translations. For all purposes, the English language version of these Terms shall be the original, governing instrument and understanding of the parties. In the event of any conflict between the English language version of these Terms and any subsequent translation into any other language, the English language version shall govern and control.
c. Amendments. We may modify, add, or remove any portion of these Terms (including any documents incorporated herein), from time to time, in our sole discretion, with or without notice to you, by posting such change on our Sites and/or Services. Once posted, such changes shall come into full force and effect.
d. Entire Terms. The introductory paragraph, and any documents that are linked to or referenced in these Terms, are hereby incorporated by reference and made part of these Terms. Collectively, the foregoing constitutes the entire agreement between the parties and supersede all prior agreements and understandings, whether written or oral, relating to the subject matter of these Terms.
e. Advice. Any guidance, discussions, or advice provided by Sandhills, its employees, independent contractors and agents related to using our Sites and Services, (including but not limited to guidance for placing or reviewing Listed Item(s), product or inventory valuation estimates, and market forecasting) is intended for general information purposes only. It is not intended as legal advice, and you agree that you will independently evaluate and not rely on such advice for any purpose.
f. Headings. Headings used in this agreement are intended, and shall for all purposes be deemed to be, for convenience only and shall have no force or affect whatsoever in the interpretation of this agreement.
g. Reformation. If a court of competent jurisdiction determines that the scope of any provision of these Terms is too broad to be enforced, the court shall reform such provisions to such narrower scope as it determines to be enforceable.
h. Survival. Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of these Terms, including but not limited to, Sections 3, 5, 6, 7, 8, 9, 10, 12, 13, 14, 15, 16, 17, and 18.
i. Severability. If any provision of these Terms is determined to be unenforceable for any reason and is unable to be reformed by a court of competent jurisdiction as provided above, such provision shall be deemed separate and severable and the unenforceability of any such provision shall not invalidate or render unenforceable any of the remaining provisions hereof.
j. Successors and Assigns. These Terms shall be binding upon and inure to the benefit of both parties and their respective successors and permitted assigns. These Terms may not be assigned by you without our prior written consent. We may freely assign these Terms to any third party.
k. Waiver. No delay or omission by a party in exercising any right under these Terms shall operate as a waiver of that or any other right. A waiver or consent given by a party on any one occasion shall be effective only in that instance and shall not be construed as a bar or waiver of any right on any other occasion.
We do not represent that our Sites and Services are available worldwide, or that any proposed purchase and sale transactions between users can occur in every location in the world. You agree to comply with all local rules regarding online conduct and acceptable content, including, without limitation, applicable laws regarding the transmission of data exported from the United States to the country in which you reside. Please note that additional or different terms may apply if you reside outside of the United States. Please click on the location link below for more details: Jurisdictions.
Our Privacy Policy sets out the terms on which we process any personal data we collect from you, or that you provide to us. Our Cookies Policy sets out our policy in relation to cookies.