Agreement |
Oltiby Terms of Use Agreement
The following Terms of Use Agreement (the "Agreement") describes the terms and conditions applicable to your use of the Oltiby web site, which is identified by the uniform resource locator www.oltiby.com (the "Oltiby site"). This Agreement is entered into between you as the user of the Site (the "User") and Oltiby Inc. ("Oltiby").
Any person who wishes to use Oltiby's Service must agree to the terms and conditions of this Website Terms of Use and End User License Agreement, which includes the Oltiby Privacy Policy (collectively, the "Agreement"), as well as all other policies and guidelines incorporated by reference in this Agreement. The Agreement is a binding agreement between you and Oltiby.
Oltiby is not an Auctioneer. Although we are commonly referred to as an online reverse auction web site, we want to emphasize that we are not a traditional "auctioneer." This area is a venue that allows buyers to invite sellers to a bidding reverse auction or make a request for quote (RFQ). The Oltiby site can use anyone to post the bid out, request to buy a merchandise or commodity, offer the product, or publish the product line for all visitors. Oltiby.com is designed to assist buyers find the match "The Best Product For The Best Price" in a reverse auction-style format commonly referred to as "reverse online auctions".
We are not involved in the actual transaction between buyers and sellers. As a result, we have no control over the quality, safety or legality of the items advertised, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to pay for items. We cannot ensure that a buyer or seller will actually complete a transaction. Consequently, we do not transfer legal ownership of items from the seller to the buyer, and nothing in this agreement shall modify the provisions under which legal ownership of an item is transferred upon physical delivery of the item to the buyer by the seller.
Each Member acknowledges that it is fully assuming the risks of purchase and sale transactions when using the Oltiby site to conduct transactions, such risks shall include, but not limited to, mis-representation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective products, delay or default in delivery or payment, cost mis-calculations, breach of warranty, breach of contract and transportation accidents ("Transaction Risks"). Each Member agrees that Oltiby shall not be liable or responsible for any damages that may arise a result of or in connection with any Transaction Risks.
Members are solely responsible for all of the terms and conditions of the transactions conducted on, through or as a result of use of the Site, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage.
Eligibility
Our services are not available to children (persons under the age of 18) or to temporarily or indefinitely suspended Oltiby members. Your Oltiby account and User ID may not be transferred or sold to another party. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement.
Identity Verification
We use many techniques to verify the accuracy of the information our users provide us when they register on the Oltiby site. However, because user verification on the Internet is difficult, Oltiby cannot and does not confirm each user's purported identity. Thus, we have established a feedback system to help you evaluate with whom you are dealing. You may also wish to consider using a third party escrow service or services that provide additional user verification.
Information Control
We do not control the information provided by other users that is made available through our system. You may find other user's information to be offensive, harmful, inaccurate, or deceptive. Please use caution, common sense, and practice safe trading when using the Oltiby site. Please note that there are also risks of dealing with underage persons or people acting under false pretense. Additionally, there may also be risks dealing with international trade and foreign nationals. By using the Oltiby site, you agree to accept such risks and Oltiby is not responsible for the acts or omissions of users on the Oltiby site.
Participating in bids
Buyers
When, as a Buyer, you post an RFQ or otherwise solicit bids on the Site, you have extended an offer to Suppliers to meet the requirements specified in the RFQ, including but not limited to price, payment terms, shipping terms, and payment methods. Once you post an RFQ to the Site:
Buyers may not contact any Suppliers about an RFQ you have posted prior to your selection of a Supplier to fulfill that RFQ;
Buyers may not use an alias to place false bids for your RFQ, or any other RFQ;
Buyers may not otherwise manipulate the pricing or bidding under your RFQ, or any other RFQ,
Buyers may not manipulate prior spending figures in any way to reflect an incorrect spend total.
Within 24 hrs, of the end of a bidding event for an RFQ you have posted, you will notify us of the Supplier's bid you intend to select. If we determine in our discretion you have failed to comply with the terms of this User Agreement, we shall have the right, in addition to all other available remedies, to (i) investigate such failure and in the course of our investigation you agree to provide all information requested by us, and/or (ii) suspend or terminate your member status. Time is of the essence for the Suppliers who will participate in bidding events. Once we have received notification from you of your selection, we will then give you the Supplier contact information and notify the winning Supplier.
After you decide which supplier to choose, you will have 30 days("Due Diligence Period") to complete sufficient due diligence and negotiations with the Supplier to confirm the anticipated amount of a Buyer's Purchase Order. If you terminate negotiations with the Supplier who is initially awarded the bid during the Due Diligence Period, you may request that the bid be awarded to an alternate Supplier who participated in the bidding event who can meet the criteria stated in your RFQ. The Buyer retains the right to exercise the current contract for any length of time for any reason.
All bids are final once submitted. All sales and delivery disputes are to be settled directly between the Buyer and the Supplier.
Sellers - Since the Buyer is paying all of the Events service costs to Oltiby, there will be no costs to any of the Suppliers at anytime.
You may bid on RFQ's posted on the Site. When you do, you have extended an irrevocable offer to the Buyer to provide the product or services requested on the terms and conditions of the RFQ. In using the Site to bid on RFQ's:
Suppliers may not use an alias to place false bids;
Suppliers may not otherwise manipulate the pricing or bidding for an RFQ
Suppliers may not alter bids after the event in any manner.
Sellers are prohibited to publish their business name and email address in their product desription and correspondence with the customer. This is to protect you privacy as well as disallow any misuse of your information by someone else.
Please follow these steps to update your ad:
- Log on Oltiby.com
- Go to "My Account
- Select "Running Ads" under the Selling Activity menu
- Edit the concerned Ad
- Submit the changes to continue to advertise for free
Without any changes made to your ad within the next 24 hours of notification, Oltiby reserves the right to disable your ad automatically.
The Buyer has the option to choose any of the Suppliers participating in the auction. Once you have submitted a bid during a bidding event, you may not retract your bid, unless the posted RFQ contained a material inaccuracy or misrepresentation or the identity of the buyer cannot be authenticated.
All bids are final once submitted. In the event of a mistake, you must contact Oltiby immediately, however, there is no guarantee that a purported retraction of an incorrect bid will prevent acceptance by the Buyer of the incorrect bid. Oltiby is not responsible for bids not being processed or not being accepted due to technical difficulties. All sales and delivery disputes are to be settled directly between the Buyer and the Supplier.
Buyer's Representations and Warranties
As a Buyer, you represent and warrant that: (1) all information provided in an RFQ shall be accurate and complete and shall accurately represent your ability to accept the products or services as requested; 2) no RFQ or other information you provide on the Site shall be fraudulent or counterfeit; 3) you shall have the right and the authority to: (a) post the RFQ submitted including all information and drawings contained in, or attached to, the RFQ and (b) accept a bid matching your stated criteria in an RFQ; (4) you are 18 years of age or older; (5) the distribution of the RFQ to registered Suppliers and payment of any fee to Oltiby in connection with any RFQ you post shall not violate any applicable law, statute, ordinance or regulation.
Binding Bids.
For items listed in any category, if you receive at least two bids at or above your stated maximum price you are obligated as the buyer to complete the transaction with the lowest bidder upon the auction's completion, unless: (a) you choose a higher bidder, or (b) the seller fails to meet the terms of your listing (such as quality or product match), or (c) you cannot authenticate the seller's identity.
Supplier's Representations and Warranties
As a Supplier, you represent and warrant that: (1) all information you provide shall be accurate and complete and shall accurately represent your capabilities as a supplier; (2) no product you provide as part of a bid on the Site shall be fraudulent or counterfeit; (3) you shall have the right, through actual ownership or otherwise, to provide any product as part of a bid submitted through the Site; (4) you are 18 years of age or older.
Your Licence to Use the Site
We grant you a limited, non-exclusive license to only:
View and download single copies of pages contained on the Site;
Post RFQ's on the Site;
Use the Site's RFQ creation tools solely to create an RFQ for posting on the Site;
Participate in bidding activities solely through the services and means provided by the Site.
Your exercise of this limited license is subject to and conditioned on the terms and conditions of this User Agreement. This license terminates if you breach any term of this User Agreement. You may not transfer or assign this license to any other party.
We are the owner or licensee of all rights in the Site, its content, software, and services. We are not granting you any right or license to the Site, its content, software, or services besides any right explicitly stated in this User Agreement. Ownership of all rights in those materials shall remain with us or our licensors.
Listing Description
You must be legally able to purchase the item(s) you request for purchase on the Oltiby site. You must describe the item you seek and all terms of purchase on the listing page of the Oltiby site. Your listings may only include text descriptions, graphics, pictures and other content relevant to the purchase of that item. All listed items must be listed in an appropriate category.
Fraud
Without limiting any other remedies, Oltiby may suspend or terminate your account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Oltiby site. Making bids in a false name or with an invalid credit card, even if initially accepted by us, is illegal. Please be aware that even if you do not give us your real name, your Web browser transmits a unique Internet address to us which can be used by law enforcement officials to identify you. Fraudulent bidders may be prosecuted to the fullest extent of the law.
Internet fraud cases may be investigated by both the FBI and the U.S. Secret Service.
Manipulation
Neither you, bidders nor sellers may manipulate the price of any item nor may you interfere with other user's listings or transactions.
Definition
"Your Information" is defined as any information you provide to us or other users in the registration, bidding or listing process, through any email feature. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of Your Information.
Restricted Activities
Your Information (or any items listed) and your activities on the Oltiby site shall not: (a) be false, inaccurate or misleading; (b) be fraudulent or involve the sale of counterfeit or stolen items; (c) infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (d) violate any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, ant discrimination or false advertising). Furthermore, you may not list any item on the Oltiby site (or consummate any transaction that was initiated using our service) that, by paying to us the final value fee, could cause us to violate any applicable law, statute, ordinance or regulation, or that violates our current Prohibited, Questionable and Infringing Items.
Oltiby.com reserves the right to make its own evaluation of an item's quality as well as its own judgment regarding the accuracy of the seller's offer of the item in the event that a buyer makes a complaint about an item. If Oltiby.com determines that the seller had misrepresented the item's quality of the product, Oltiby.com will refund the purchasing fee to the buyer.
Legal Compliance
You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our service and your bidding on, listing, purchase, solicitation of offers to purchase, and sale of items.
No Agency
You and Oltiby are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
Resolution of Disputes
In the event a dispute arises between you and Oltiby, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Oltiby agree that any claim or controversy at law or equity that arises out of this Agreement or our services ("Claims") shall be resolved in accordance with one of the subsections below or as otherwise mutually agreed upon in writing by the parties. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution and we will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation, as an alternative to litigation.
Binding Arbitration
For any Claim (excluding Claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, you or Oltiby may elect to resolve the dispute through binding arbitration conducted by telephone, on-line and/or based solely upon written submissions where no in-person appearance is required. In such cases, the arbitration shall be administered by the American Arbitration Association or JAMS in accordance with their applicable rules, or any other established ADR provider mutually agreed upon by the parties. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
Service and Fees
Joining, posting the bid-out, publishing the products and bidding on items at Oltiby.com is free. We do charge a fee on successfully completed reverse auction cycle. Rate fees can be viewed here. All fees are quoted in U.S. Dollars. You are responsible for paying the fee associated with using our service and the Oltiby site and all applicable taxes.
Limitation of Liability
THE FEATURES AND SERVICES ON THE OLTIBY SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND OLTIBY HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS AND TERMS ARE HEREBY EXCLUDED.
OLTIBY MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE SITE.
Any material downloaded or otherwise obtained through the Site is done at each Member's sole discretion and risk and each Member is solely responsible for any damage to its computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any Member from Oltiby or through or from the Site shall create any warranty not expressly stated herein.
Under no circumstances shall Oltiby be held liable for an delay or failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, Acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
Each Member hereby agrees to indemnify and save Oltiby, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such Member's use of the Site (including but not limited to the display of such Member's information on the Site) or from its breach of any of the terms and conditions of this Agreement. Each Member further agrees that Oltiby is not responsible and shall have no liability to it, for any material posted by others, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each Member. Oltiby reserves the right; at it own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Oltiby in asserting any available defenses.
Oltiby shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, strict liability or otherwise or any other damages resulting from any of the following:
a)the use or the inability to use the Site;
b)any defect in goods, samples, data, information or services purchased or obtained from a Member or a third-party service provider through the Site;
c)unauthorized access by third parties to data or private information of any Member;
d)statements or conduct of any Member of the Site; or
e)any matters relating to Paid Services however arising, including negligence.
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