Effective: July 1, 2017
Acceptance of the Terms and Conditions.
- We reserve the right, at our sole discretion, to change or modify portions of these Terms, including any Policy (as defined below) at any time without prior notice. If we do this, we may, but are not obligated to, provide you at least 30 days’ notice by posting the amended Terms on this page and will indicate at the top of this page the date these Terms were last revised. You may read a current, effective copy of these Terms at any time by selecting the “Terms” link on the Website or in Row52’s mobile apps. Your continued use of the Services after any such changes constitutes your acceptance of the new Terms. You should periodically visit this page to review the current Terms so you are aware of any revision to which you are bound. If any change to these Terms is not acceptable to you, your sole remedy is to cease accessing, browsing and otherwise using the Services.
- Please be advised that these Terms contain provisions that govern how claims you and we have against each other are to be resolved. See Sections 4 (Disclaimer of Warranties, Limitation of Liability and Release), 5 (Indemnification), and 10 (Dispute Resolution).
- Row52 does not sell any products. The Services are only a platform that facilitates communication and payment. Through the Website and Row52’s mobile apps, Row52 provides you with (a) information about our company; (b) a platform for owners and operators of self-service auto part yards throughout the United States (“Yards”) to make information about automobiles in their Yards which may contain replacement parts (“Parts”) available to prospective purchasers (for example, through the Row52 Yard Manager described below); (c) a platform for those who have a Part for sale to list for sale and sell that Part (“Parts Sellers”); and (d) a platform for prospective purchasers (“Parts Seekers”) to (i) connect and communicate with (A) Parts Sellers and (B) people who are willing to visit a Yard, confirm whether a Part is available, purchase the Part from that Yard, and ship the Part to the applicable Parts Seeker (“Parts Pullers”) in accordance with acquisition, pricing (typically to cover parts, labor and shipping) and/or shipping terms that are negotiated and agreed upon solely by and between the applicable Parts Seeker and Parts Puller (collectively, a “Pull”) and (ii) pay the Parts Seller for the applicable Parts or the Parts Puller for the applicable Pull. Parts Sellers and Parts Pullers are not employees or agents of, or otherwise affiliated in any way with, Row52. Parts Pullers are independent contractors who are willing to be engaged by Parts Seekers. The information and platform services described in this Section 2.1 and any other services offered on or by the Website or in Row52’s mobile apps from time to time, including the Yard Manager, are collectively referred to as the “Row52 Services”. While Row52 facilitates the Row52 Services, Row 52 is not the “retailer” or “seller of record” on any of the transactions that may occur between Parts Seekers and Parts Sellers or Parts Pullers, as applicable. We do not have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of Parts, Pulls, Parts Sellers, Parts Pullers, Yards, nor of the integrity, responsibility, qualifications or any of the actions or omissions whatsoever of any users. We make no representations about the suitability, reliability, timeliness, or accuracy of the Parts listed and services provided by users identified through the Services.
- Row52 Yard Manager (the “Yard Manager”) is a free service, unless otherwise agreed upon by Row52 and the applicable Yard. Only authorized agents of a Yard may create and edit listings for the Yard. Row52 from time-to-time may create Yard pages as part of its self-service yard directory. Row52 does not verify (and therefore cannot guarantee) the accuracy of any Yard information. Yards may remove their yard listing and/or any inventory listed at any time; either manually through the Yard Manager, or by contacting us. Row52 will display listings of a Yard’s inventory to the best of its knowledge based on the inventory connection and/or third party vehicle identification service. Any Yards utilizing the Yard Manager acknowledge that they reviewed the Yard’s inventory on the Yard’s pages.
- The Services enable Parts Seekers and Parts Pullers and/or Parts Sellers, as applicable, to communicate with each other through private messaging, electronic mail, or public comment posting functions of the Services. Users may also post ratings and reviews of other users of the Services. Using the Services, (a) Parts Pullers may offer to provide services to a Parts Seeker, and Parts Seekers may accept such offers, or (b) Parts Sellers may offer to sell Parts to a Parts Seeker, and Parts Seekers may accept such offers. The terms and conditions of a given sale or Pull, including but not limited to price (typically to cover parts, labor (for a Pull) and shipping) and shipping terms, are decided solely between the applicable Parts Seeker and Parts Puller and/or Parts Seller, as applicable. Row52 has no control over and does not guarantee the existence, quality, safety or legality of Parts sought or advertised; the truth or accuracy of statements made by Yards, Parts Seekers, Parts Sellers and Parts Pullers; the ability of Parts Pullers to locate, Pull or ship Parts; the ability of Parts Sellers to ship Parts; the ability of Parts Seekers to pay any amounts owed; or that a Yard, Parts Seeker, Part Seller and/or Parts Puller will complete a transaction or ship or return a Part. The Services provide information and communications tools that allow Yards to post information about their inventory of automobiles and/or Parts, and Parts Seekers and Parts Pullers and/or Parts Sellers to connect and agree upon terms for a Pull and/or sale of Parts and shipment thereof. All terms and conditions regarding a sale or Pull are solely negotiated and agreed upon by and between the Parts Seeker and the Parts Puller and/or Parts Seller, as applicable, and are not a part of the Services. The actual contract for sale (including any shipping terms) is directly between the applicable Parts Seeker and Parts Seller and/or Parts Puller, as applicable. Any disputes between or among a Parts Seeker, Parts Seller, Parts Puller and a Yard (including without limitation regarding the terms or performance (or nonperformance) of a given sale or Pull) is solely between or among the applicable Parts Seeker, Parts Seller, Parts Puller or Yard, except as may otherwise be expressly set forth in the Policies applicable to such parties’ use of the Services.
- Many of the Services are accessible to international Parts Seekers. You are responsible for complying with all laws and regulations applicable to the sale, purchase, and shipment of Parts, including for such international sales.
Use of the Services.
- The Services contain material, including but not limited to software, text, graphics and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third-parties. The Content is protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws. Other than any Content uploaded by you to the Services, you have no rights in or to the Content, and you will not use, copy or display such Content except as permitted under these Terms. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of any of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of these Terms, your right to access and/or use the Content and Services will automatically terminate and you will immediately destroy any copies you have made of the Content.
- The trademarks, service marks, and logos of Row52 (the “Row52 Trademarks”) used and displayed on the Services are registered and unregistered trademarks or service marks of Row52. Other company, product, and service names located on the Services may be trademarks or service marks owned by third parties, including without limitation Yards or Stripe (the “Third-Party Trademarks”, and, collectively with Row52 Trademarks, the “Trademarks”). Nothing on the Services or in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Services without the prior written consent of Row52 specific for each such use. The Trademarks may not be used to disparage Row52 or any third party, Row52’s or third party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any website is prohibited without Row52’s prior written consent. All goodwill generated from the use of any Row52 Trademark will inure to Row52’s benefit.
- You agree not to: (a) take any action that imposes an unreasonable load on the Services’ infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Services or any activity being conducted on the Services, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Services, (d) delete or alter any material posted on the Services by Row52 or any other person or entity, or (e) other than through functions (e.g., widgets) made available by Row52, frame or link to the Website or any of the materials or information available through the Services.
- You are solely responsible for all Content that you upload, post, publish or display (hereinafter, “upload”) or email via the Services (such content, the “User Content”). By uploading any User Content, you hereby grant and will grant Row52 and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable (through multiple tiers), perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use such User Content in connection with the operation of the Services or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed. Further, to the fullest extent permitted under applicable law, you waive your moral rights and promise not to assert such rights or any other intellectual property or publicity rights against us, our sublicensees, or our assignees. Row52 reserves the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including without limitation, removing Content from the Services, suspending or terminating the account of such violators, and reporting you to law enforcement authorities. You represent and warrant that (a) you own and control all of the rights to the User Content that you upload or you otherwise have the right to upload such User Content to the Services; (b) the User Content is accurate and not misleading; and (c) use and uploading of the User Content you supply does not violate these Terms and will not violate any rights of or cause injury to any person or entity.
In connection with using or accessing the Services, you will not:
- email or otherwise upload any User Content that: (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains 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; (iv) poses or creates a privacy or security risk to any person; (v) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or (vii) in the sole judgment of Row52, is objectionable or which restricts or inhibits any other person from using or enjoying the Services, or which may expose Row52 or users of the Services to any harm or liability of any type;
- interfere with or disrupt the Services or servers or networks connected to the Services;
- violate any applicable local, state, national or international law, or any regulations having the force of law;
- impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- cheat or utilize unauthorized exploits in connection with the Services;
- stalk, intimidate, threaten or otherwise harass or cause discomfort to other users;
- solicit personal information from anyone under the age of 18, or send invitations to use the Services to individuals under the age of 18;
- harvest or collect email addresses or other contact information of other users from the Services by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
- further or promote any criminal activity or enterprise;
- obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Services;
- use the Services if you are not able to form legally binding contracts (for example if you are under the age of 18), or are temporarily or indefinitely suspending from using the Services;
- post false, inaccurate or misleading content;
- other than functions (e.g., widgets) made available by Row52, use any robot, spider, scraper or other automated means to access the Services for any purpose;
- circumvent or attempt to circumvent any filtering, copy protection mechanisms, security measures or other features or policies Row52 may from time to time adopt to protect the Services, its users or third parties;
- fail to pay for Parts purchased by you unless you have a valid reason as set out in one of our Policies;
- fail to deliver Parts you have agreed to sell or Pull after receiving payment from a Parts Seeker, unless such failure results from circumstances beyond your control, you cannot contact the applicable Parts Seeker, and you promptly return payment for the sale or Pull to the applicable Parts Seeker;
- sell, list for sale, ship, or Pull any Parts that are or have been subject to a recall;
- manipulate or interfere with any Yard listing, Parts Seeker request for Parts, or any feedback or ratings systems as detailed in the applicable Policy;
- transfer your user account to another party without our consent;
- distribute or post spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes; or
- commercialize any Row52 Services or any information or software associated with such services.
Any use of the Services in violation of the foregoing violates these Terms and may result in, among other things, limitation, suspension or termination of your rights to use the Services; the delay or removal of listings; and technical and/or legal steps to prevent you from using the Services. Row52 takes no responsibility and assumes no liability for any Content uploaded by you or any third party, or for any loss or damage thereto, or for any user conduct. Enforcement of these Terms is solely at Row52’s discretion, and failure to enforce such rules in some instances does not constitute a waiver of our right to enforce such rules in other instances. These rules do not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any Content that is prohibited by such rules.
Although Row52 has no obligation to screen, edit or monitor any of the Content posted to the Services, Row52 reserves the right and has absolute discretion to remove, screen or edit any Content posted or stored on the Services at any time and for any reason without notice, and you are solely responsible for creating backup copies of and replacing any User Content uploaded by you to the Services at your sole cost and expense.
We may cancel unconfirmed or inactive accounts or modify or discontinue the Services. In the case of Parts Pullers, we reserve the right, with or without notice, to remove the “Parts Puller” status of an account that we determine to be inactive and revert such account status to that of a standard user account.
Authorization to Contact You; Recording Calls. We may contact you using autodialed or prerecorded calls and text messages, at any telephone number that you have provided us, to: (a) notify you regarding your account; (b) troubleshoot problems with your account; (c) resolve a dispute; (d) collect a debt; (e) poll your opinions through surveys or questionnaires; or (f) as otherwise necessary to service your account or enforce these Terms, our Policies, applicable law, or any other agreement we may have with you. We may also contact you using autodialed or prerecorded calls and text messages for marketing purposes (e.g., offers and promotions), if you consent to such communications. We may place manual non-marketing calls to any phone numbers you have provided to us and autodialed non-marketing calls to any landline. Standard telephone minute and text charges may apply and may include overage fees if you have exceeded your plan limits.
We may, without further notice or warning and in its discretion, monitor or record telephone conversations you or anyone acting on your behalf has with Row52 or its agents for quality control and training purposes, or for its own protection.
If we provide you with information about another user, you agree you will use the information only for the purposes that it is provided to you. You may not disclose, sell, rent, or distribute a user's information to a third party for purposes unrelated to the Services. Additionally, you may not use information for marketing purposes, via electronic or other means, unless you obtain the consent of the specific user to do so.
- Additional Policies and Enforcement. Parts Seekers, Parts Sellers and Parts Pullers must also adhere to the Policies applicable to such parties’ use of the Services. Failure to meet those standards may result in us limiting, downgrading, restricting, suspending, or terminating your account.
- The Services contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or Webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of any materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access any External Sites or use services provided by any External Sites in connection with a sale or a Pull (e.g., Stripe), you do so at your own risk and your use of such External Sites and the services provided by them is governed solely by the applicable External Site’s policies.
- Certain elements of the Services are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by these Terms. None of the Content of the Services may be retransmitted without the express written consent from Row52 for each and every instance.
- In the event you elect to communicate to Row52 suggestions for improvements to the Services ("Feedback"), Row52 will be entitled to use (or not to use) the Feedback without restriction, even if you have designated the Feedback as confidential. You acknowledge that Row52 may have ideas or materials similar to the Feedback already under consideration or development and that you are not entitled to compensation or reimbursement from Row52 of any kind in connection with the Feedback.
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you have a good faith belief that material appearing on the Services infringes on your intellectual property rights, you can report the alleged infringement to Row52 by submitting a Notice of Claimed Infringement (“NOCI”).
You can report copyright and other intellectual property claims via a NOCI to Row52's designated agent by providing the following information:
- A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property right that is allegedly infringed;
- Identification or description of the copyrighted work or other intellectual property that you claim has been infringed.
- Identification or description of where the material that you claim is infringing is located on the Services, with enough detail that we may find it on the Services;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the use of the material complained of is not authorized by the owner of the copyright or other intellectual property right, its agent, or the law;
- A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the owner of the copyright or other intellectual property right or authorized to act on behalf of the owner of the copyright or other intellectual property right.
Row52's designated agent may be contacted as follows:
Row52's Designated DMCA Agent
P.O. Box 10201
Portland, OR 97296
- By phone: (971) 400-1200
- By fax: (503) 299-2256
- By email: firstname.lastname@example.org
- By mail:
- Row52 will terminate in appropriate circumstances the accounts of users who repeatedly infringe copyrights or other intellectual property rights of Row52 and/or others.
- If you believe a NOCI was submitted in error regarding your content, or if you contest the removal of allegedly infringing content, you may submit a counter-notice to Row52 setting forth your good faith belief that such content was removed in error. In accordance with Sections 512(g)(2) and (3) of the DMCA, such counter-notice must set forth: (a) your full legal name, mailing address, telephone number and electronic or physical signature; (b) identification of the disputed material and its location on the Services or in the Services before removal; (c) a statement under penalty of perjury that the material was removed by mistake or misidentification; and (d) a statement that you consent to the jurisdiction of the federal court in Portland, Oregon, and a statement that you will accept service of process from the person who provided notification of the alleged infringement. Row52 will process any counter-notices in accordance with DMCA requirements and its own internal policies and procedures.
- You can report copyright and other intellectual property claims via a NOCI to Row52's designated agent by providing the following information:
Disclaimer of Warranties, Limitation of Liability and Release.
ROW52, ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (COLLECTIVELY, THE “COMPANY PARTIES“) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT (I) THE CONTENT OR ANY INFORMATION POSTED OR PROVIDED BY ANY USER OF THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY YARD, PARTS SEEKER, PARTS SELLER OR PARTS PULLER, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY OR (II) THE SERVICES. THE COMPANY PARTIES SHALL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO ANY USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU (A) USE CONTENT AND THE SERVICES AND (B) ENTER INTO AGREEMENTS WITH ANY PARTS SEEKERS, PARTS SELLERS, PARTS PULLERS OR YARDS AT YOUR OWN RISK.
THE COMPANY PARTIES DO NOT WARRANT THAT THE WEBSITE WILL FUNCTION PROPERLY OR OPERATE ERROR-FREE OR THAT THE WEBSITE, ITS SERVER, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES, GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE WEBSITE OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO COMPANY PARTY SHALL BE RESPONSIBLE FOR THOSE COSTS.
THE CONTENT AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. THE COMPANY PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
IF YOU ARE A USER FROM NEW JERSEY, THIS SECTION 4.1 IS INTENDED TO BE ONLY AS BROAD AND INCLUSIVE AS IS PERMITTED UNDER NEW JERSEY LAW. IF ANY PORTION OF THIS SECTION 4.1 IS HELD TO BE INVALID UNDER NEW JERSEY LAW, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THIS SECTION 4.1.
IN NO EVENT SHALL ANY COMPANY PARTY BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM:
- THE USE OR INABILITY TO USE THE SERVICES AND THE CONTENT;
- ANY AGREEMENTS BETWEEN OR AMONG USERS OF THE SERVICES, INCLUDING THOSE BETWEEN OR AMONG PARTS SEEKERS, PARTS SELLERS, PARTS PULLERS AND YARDS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, OR OUR RESOLUTION OF ANY DISPUTES RELATING TO SUCH AGREEMENTS IN ACCORDANCE WITH THE POLICIES APPLICABLE TO SUCH PARTIES’ USE OF THE SERVICES;
- PRICING, SHIPPING, FORMAT, OR OTHER GUIDANCE PROVIDED BY ANY COMPANY PARTY;
- DELAYS OR DISRUPTIONS IN THE SERVICES;
- THE CONTENT, ACTIONS OR INACTIONS OF THIRD PARTIES, INCLUDING PARTS SOLD USING THE SERVICES;
- A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNT;
- YOUR NEED TO MODIFY PRACTICES, CONTENT, OR BEHAVIOR OR YOUR LOSS OF OR INABILITY TO DO BUSINESS, AS A RESULT OF CHANGES TO THESE TERMS OR OUR OTHER POLICIES.
EVEN IF SUCH COMPANY PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. REGARDLESS OF THE PREVIOUS PARAGRAPHS, IF WE ARE FOUND TO BE LIABLE, OUR LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF (I) ANY AMOUNTS DUE UNDER THE ROW52 MONEY BACK GUARANTEE UP TO THE PRICE THE PART SOLD FOR THROUGH THE SERVICES (INCLUDING ANY APPLICABLE SALES TAX) AND ITS ORIGINAL SHIPPING COSTS, (II) THE AMOUNT OF FEES IN DISPUTE NOT TO EXCEED THE TOTAL FEES WHICH YOU PAID TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, OR (III) $100.
IF YOU ARE A USER FROM NEW JERSEY, THIS SECTION 4.2 IS INTENDED TO BE ONLY AS BROAD AND INCLUSIVE AS IS PERMITTED UNDER NEW JERSEY LAW. IF ANY PORTION OF THIS SECTION 4.2 IS HELD TO BE INVALID UNDER NEW JERSEY LAW, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THIS SECTION 4.2.
If you have a dispute with one or more users, you release the Company Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
IF YOU ARE A CALIFORNIA RESIDENT:
- YOU WAIVE CALIFORNIA CIVIL CODE § 1542, WHICH STATES "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."; and
- In accordance with California Civil Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
If you are a resident of another jurisdiction, you waive any statute or doctrine comparable to California Civil Code § 1542 to the extent permitted under applicable law.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING RELEASE AND WAIVER IS INTENDED TO BE ONLY AS BROAD AND INCLUSIVE AS IS PERMITTED UNDER NEW JERSEY LAW. IF ANY PORTION OF THIS SECTION 4.3 IS HELD TO BE INVALID UNDER NEW JERSEY LAW, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THIS SECTION 4.3.
- Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply or be enforceable with respect to you. IN SUCH STATES, THE LIABILITY OF THE COMPANY PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
- Indemnification.. You will indemnify and hold harmless the Company Parties from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of these Terms (including any Policy that is applicable to your use of any Service); your access to, use, or misuse of the Services or Content; or your breach of any law or the rights of a third party. Row52 will provide notice to you of any such claim, suit, or proceeding. Row52 reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Row52’s defense of such matter. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Company Party from or against any losses, damages, expenses or costs incurred as a result of any action or inaction of such Company Party.
Termination of these Terms.
- Row52 reserves the right, in its sole discretion, to restrict, modify, suspend, or terminate these Terms and your access to all or any part of the Services, Content, or user account at any time and for any reason without prior notice or liability. Row52 reserves the right to change, suspend, or discontinue all or any part of the Services or the Content at any time without prior notice or liability.
- Sections 3 (Use of the Services), 4 (Disclaimer of Warranties, Limitation of Liability and Release), 5 (Indemnification), 6 (Termination of These Terms), 10 (Dispute Resolution) and 11 (Miscellaneous) will survive the termination of these Terms.
User Must Comply with Applicable Laws.
- The Services are hosted in the United States. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
- The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws of the United States. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.
- U.S. Government Restricted Rights. The Content is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the U.S. Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Services or Content by the U.S. Government constitutes acknowledgement of our proprietary rights in the Services and Content.
- Taxes. Parts Pullers and Parts Sellers, as the “retailers” or “sellers of record,” are responsible for collecting and paying any taxes associated with sales made through the Row52 website. To the extent Parts Pullers or Parts Sellers intend to pass any taxes along to Parts Seekers, such Parts Pullers or Parts Sellers are able to include the separately stated applicable tax amount on the sales invoice to the Parts Seekers (similar to the shipping fee). Row52 functions as the marketplace facilitating the sale. Row52 does not collect tax on the transaction and is under no obligation to do so.
- PLEASE READ THIS SECTION 10 CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH ROW52 AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
- You agree that any dispute, claim or controversy arising out of or relating to these Terms (including any Policy that is applicable to your use of any Service), the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, and/or any dispute, claim or controversy arising out of or relating to your use of the Services, shall be determined by arbitration in Portland, Oregon before a single arbitrator. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. Judgment on the award may be entered in any court having jurisdiction. Other than the class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in law or at equity. This clause shall not preclude either party from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. Further, nothing in this clause requires you or Row52 to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL.
- You agree to attempt in good faith to reach an informal resolution of any dispute for a period of at least thirty (30) days prior to filing any demand for arbitration, with the thirty-day period commencing upon Row52’s receipt of written notification of the potential dispute. Further, you and Row52 agree to maintain the confidential nature of the arbitration proceeding and the award, including the hearing, except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or judicial decision. Any dispute between the parties will be governed by this Agreement and the laws of the State of Oregon and applicable United States law, without giving effect to any conflict of laws that may provide for the application of the law of another jurisdiction. Whether the dispute is heard in arbitration or in court, you and Row52 will not commence against the other a class action, class arbitration or other representative action or proceeding.
- You can choose to reject this agreement to arbitrate ("opt-out") by emailing us a written opt-out notice ("Opt-Out Notice") at email@example.com within 30 days after the date you accept these Terms for the first time. The Opt-Out Notice must state that you do not agree to this agreement to arbitrate and must include your name, address, phone number and the e-mail address used to log into your account. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt-out of the agreement to arbitrate. If you opt-out of the agreement to arbitrate, all other parts of these Terms will continue to apply.
- Unless you and we agree otherwise, in the event that the agreement to arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt-out or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and Row52 must be resolved exclusively by a state or federal court located in Multnomah County, Oregon. You and Row52 submit to the personal jurisdiction of the courts located within Multnomah County, Oregon for the purpose of litigating all such claims or disputes.
- Miscellaneous. If any provision of these Terms is found to be invalid, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. In our sole discretion, we may assign these Terms by providing notice of such assignment. Failure of Row52 to act on or enforce any provision of these Terms will not be construed as a waiver of that provision or any other provision in these Terms. No waiver will be effective against Row52 unless made in writing, and no such waiver will be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Row52 and you, these Terms constitute the entire agreement between you and Row52 with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and will not be given any legal import. These Terms will inure to the benefit of our successors, assigns, licensees, and sublicensees. Any information submitted or provided by you to the Services might be publicly accessible. Important and private information should be protected by you. Row52 is not liable for protection of privacy of electronic mail or other information transferred through the Internet or any other network that you may use.
- Questions & Contact Information. If you have any questions, concerns, complaints or comments in any way related to your use of the Services, please contact us at firstname.lastname@example.org.