Terms of Use

Effective September 19, 2024

1. Acceptance of the Terms of Use
   This Website Terms of Use (this “Terms of Use”) is entered into by and between the user (“You” or “Your,” also referred to as a “Buyer” or “Seller” as hereafter defined) and Inride LLC, a Delaware limited liability company (“Company ,” “we,” or “us”). The following terms and conditions govern Your access to and use of inride.com and auction.inride.com, including any content, functionality, and services offered on or through inride.com and auction.inride.com (collectively the “Website”), whether as a guest or a registered user.
   
   Please read this Terms of Use carefully before You start to use the Website. By clicking accept or agree to the Terms of Use when this option is made available to You, You accept and agree to be bound and abide by this Terms of Use, the Privacy Policy found at Privacy Policy, the Arbitration Policy found at Arbitration Policy, and the Title Policy found at Title Policy, all incorporated herein by reference. If You do not want to agree to this Terms of Use, the Privacy Policy, the Arbitration Policy, or the Title Policy You must not access or use the Website.
   
2. Eligible Participants
   Through the Website, the Company provides an online marketplace connecting individuals wishing to sell their vehicle (“Sale Vehicle”), who are 18 years of age or older, and reside within the contiguous United States (each a “Seller”) to automobile dealers across the contiguous United States. Only representatives of licensed dealerships that hold a valid retail sales tax registration, certificate, license, or other requisite permit issued by the applicable sales taxing authority of Buyer’s state and county, who are 18 years of age or older, and reside in the contiguous United States are eligible to purchase or bid on vehicles through auctions on the Website (each a “Buyer”). For the avoidance of any doubt the contiguous United States is defined as the forty-eight adjoining U.S. states of North America excluding Alaska, Hawaii, and all other offshore insular areas. By using this Website, You represent and warrant that You are at least 18 years of age and meet all of the foregoing eligibility requirements. If You do not meet all of these requirements, You must not access or use the Website.
   
3. Company’s Role
   Company provides services to facilitate the exchange of vehicles in the following types of transactions. For every Sale by Offer or Sale by Auction transaction, Buyer and Seller are subject to fees, taxes, or other payments due to the Company, Seller, Buyer, or any third party as set forth in in this Website Terms of Use, and any other contract or agreement entered into between You and Company.
   • “Sale by Offer” – Seller enters the vehicle identification number, license plate number, make, model, year, mileage, condition, photos, title, and any other information requested on the Website about a Sale Vehicle on the Website. The Website then uses market data to generate an offer estimate for the Sale Vehicle based on the information provided by Seller (“Instant Offer Estimate” or “Instant Offer”). An Instant Offer Estimate is not a guaranteed offer and every Sale Vehicle and Seller is subject to further inspection and requests for information, including but not limited to photos, by Company employees, contractors and agents. If a Buyer provides Seller with a final, non-negotiable offer for a Sale Vehicle that Buyer specifically states is a binding offer (“Final Offer”), Seller may accept the Final Offer and receive the Final Offer Payment (as defined in Section 8) after the Sale Vehicle and corresponding title have been received and verified by Buyer. Instant Offer Estimates and Final Offers are valid for seven (7) days from date generated by the Website or two-hundred-fifty (250) miles from the odometer reading disclosed by Seller, whichever comes first.
   •  “Sale by Auction”– Seller creates a profile for a Sale Vehicle that includes the vehicle identification number, make, model, year, mileage, condition, photos, title, and other information requested on the Website (“Vehicle Profile”) including an optional vehicle inspection date, desired auction start date, auction duration, and an optional Buy Now price. Seller understands and agrees that the Instant Offer Estimate shall be set by the Website as the starting price for the auction (the “Reserve”). If the Sale Vehicle is approved for auction by the Company in its sole discretion, Company shall list the Vehicle Profile in an auction moderated by Company. Buyers are given the ability to bid higher than the Reserve price or accept the Buy Now price.  Each Sale Vehicle auction ends when a Buyer selects the Buy Now price or when the auction duration has ended. At the end of the auction, the highest bid or the Buy Now price, if selected, shall constitute the “Auction Purchase Price,” but not the total amount owed by Buyer or total amount owed to Seller (see Section 8). In a Sale by Auction, Company does not take title to the Sale Vehicle listed for sale on the Website. Company is neither Buyer nor Seller of any of the vehicles listed in a Sale by Auction. Company is not a party to any vehicle sale contract, but Company is a third-party beneficiary of such a contract and is entitled to the parties’ performance and to seek legal remedies for the parties’ breach. 
   • “Sale by Offer” – Seller enters the vehicle identification number, make, model, year, mileage, condition, photos, title, and any other information requested on the Website about a Sale Vehicle on the Website. The Website then uses market data to generate an offer estimate for the Sale Vehicle based on the information provided by Seller (“Instant Offer Estimate”). An Instant Offer Estimate is not a guaranteed offer and every Sale Vehicle and Seller is subject to further inspection and requests for information, including but not limited to photos, by Company employees, contractors and agents. If a Buyer provides Seller with a final, non-negotiable offer for a Sale Vehicle that Buyer specifically states is a binding offer (“Final Offer”), Seller may accept the Final Offer and receive the Final Offer Payment (as defined in Section 8) after the Sale Vehicle and corresponding title have been received and verified by Buyer.
   •  “Sale by Auction”– Seller creates a profile for a Sale Vehicle that includes the vehicle identification number, make, model, year, mileage, condition, photos, title, and other information requested on the Website (“Vehicle Profile”) including an optional vehicle inspection date, desired auction start date, auction duration, and an optional Buy Now price. Seller understands and agrees that the Instant Offer Estimate shall be set by the Website as the starting price for the auction (the “Reserve”). If the Sale Vehicle is approved for auction by the Company in its sole discretion, Company shall list the Vehicle Profile in an auction moderated by Company. Buyers are given the ability to bid higher than the Reserve price or accept the Buy Now price.  Each Sale Vehicle auction ends when a Buyer selects the Buy Now price or when the auction duration has ended. At the end of the auction, the highest bid or the Buy Now price, if selected, shall constitute the “Auction Purchase Price,” but not the total amount owed by Buyer or total amount owed to Seller (see Section 8). In a Sale by Auction, Company does not take title to the Sale Vehicle listed for sale on the Website. Company is neither Buyer nor Seller of any of the vehicles listed in a Sale by Auction. Company is not a party to any vehicle sale contract, but Company is a third-party beneficiary of such a contract and is entitled to the parties’ performance and to seek legal remedies for the parties’ breach. 
4. Changes to the Terms of Use
   • Company may revise and update this Terms of Use from time to time in its sole discretion. All changes are effective immediately when Company posts them on the Website, and apply to all access to and use of the Website thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Website. The latest version of this Terms of Use can be found at Terms of Use.
   • Your continued use of the Website following the posting of revised Terms of Use means that You accept and agree to any changes on the Website.
     
5. General Company Obligations
   • Company shall not bid or purchase vehicles in Sale by Auctions or Sale by Offers.
   • Company is solvent.
     
6. General Seller Obligations
   Each Seller accessing and using the Website represents, warrants, and agrees to the following terms:
   • All Sale Vehicles, or vehicles submitted for sale on the Website, are subject to inspection via a third-party selected by Company. Seller submits to such inspections as required by the Company.
   • No quote, estimate, or Instant Offer Estimate for the total value of a Sale Vehicle submitted to Seller shall constitute a Final Offer for the purchase of a Sale Vehicle unless specifically designated as a Final Offer.
   • Risk of loss for a Sale Vehicle remains with Seller as long as the Sale Vehicle has not been picked up for transportation by a carrier authorized by Company or Buyer, or personally delivered to Buyer by Seller.
   • Seller is the true and lawful owner of the Sale Vehicle.
   • The Sale Vehicle is free from all liens and encumbrances except as set forth in the Sale Vehicle’s Sale by Auction listing or Vehicle Profile.
   • Seller has full rights, power, and authority to sell and transfer title to Buyer except as set forth in the Sale Vehicle’s Sale by Auction listing or Vehicle Profile.
   • Seller shall abide by and comply with all applicable laws, rules, and regulations, including but not limited to all rules and regulations set forth by the applicable department of motor vehicles.
   • All terms and conditions set forth in this Terms of Use, including but not limited to those found in the General Payment Terms and Seller Contributions for Website Use and Transactions sections herein.
     
7. General Buyer Obligations
   Each Buyer accessing and using the Website represents, warrants, and agrees to the following terms:
   • Buyer will pay any applicable monthly subscription price to access the Website in accordance with the terms of any Inride Subscription Agreement between Buyer and Company.
   • Buyer shall pay Company a refundable deposit of ten (10%) percent of the Auction Purchase Price (the “Deposit”) within twenty (24) hours of a successful Sale by Offer or Sale by Auction. The Deposit is credited towards the Total Auction Purchase Price. If Buyer does not complete payment of the Total Auction Purchase Price within forty-eight (48) hours of the end of the auction in a Sale by Auction transaction, the Deposit will not be credited towards the Total Auction Purchase Price or refunded in any way.  Failure of Buyer to pay any undisputed amounts owed to Company in a timely manner may result in financial penalties and/or suspension of access to Buyer’s Website account.
   • Buyer is solely responsible for determining the authenticity and validity of a title.  Buyer shall verify the title and VIN matches that of the vehicle once it has been delivered to the Buyer.  Company assumes no liability for any title issues. Buyer shall submit any issues with a vehicle or title to Company pursuant to the Inride Arbitration Policy found at Inride Arbitration Policy. 
   • Each bid in a Sale by Auction is valid for the duration of that Sale by Auction.
   • No stop payment order of Buyer’s payment to Company shall be honored.
   • Any stop payment order shall be deemed by the parties to be evidence of fraud existing at the time the transaction was consummated and shall be construed by the parties as an intent to defraud in order to consummate the transaction.
   • Company may deposit any payment immediately, regardless of whether Buyer has possession of the Sale Vehicle’s certificate of title.
   • Title to the Sale Vehicle will not pass to Buyer until complete payment has been received by Company and the title has been received from Seller.
   • Buyer is solvent.
   • The Sale Vehicle is purchased solely for resale in the form of tangible personal property in Buyer’s regular course of business and is the sort usually purchased by Buyer for resale.
   • If Buyer is planning to export the Sale Vehicle, Buyer is responsible for ensuring satisfaction of all export requirements and all import requirements of the destination country.
   • Buyer holds a retail sales tax registration, certificate, license, or other permit, issued by the sales taxing authority of Buyer’s state, county, and country as appropriate.
   • Company reserves the right to limit the number of vehicles purchased by Buyer at any time.
   • Buyer will not attempt to manipulate bids, intentionally bid up, or manipulate the Auction Purchase Price of any Sale Vehicle, circumvent the Website in order to purchase the Sale Vehicle directly from Seller, or otherwise fraudulently bid on any Sale Vehicle.  If Company deems, in its sole discretion, that a bid violates the Terms of Use, Company may cancel such bid and suspend Buyer access to the Website.
   • Buyer shall abide by and comply with all applicable laws, rules, and regulations, including but not limited to all rules and regulations set forth by the applicable department of motor vehicles.
   • All Buyer payments shall originate from a US financial institution in US dollars.  International payments or payments in foreign currencies shall be null and void.
   • All terms and conditions set forth in this Terms of Use, including but not limited to those found in the General Payment Terms and Buyer Contributions for Website Use and Transactions sections herein.
     
8. General Payment Terms
   • For purposes of this Terms of Use, the Final Offer Payment shall be defined as the Final Offer less any fees, offsets, or set-offs due from Seller to Company.
   • You agree to pay Company any and all fees Company charges for access and use of the services provided through the Website. Fees are subject to change without notice. All fees are non-refundable.
   • You agree to pay all costs including, without limitation, attorney fees, court costs, and other expenses reasonably incurred by Company to collect any monies owed by You or to enforce Company rights or Buyer obligations under this Terms of Use.
   • Seller Payment Terms
     • Upon Company’s or Buyer’s receipt of a clear (i.e. no lien), transferable title from Seller and pickup of the Sale Vehicle by an authorized transportation carrier scheduled by Company or Buyer, Company shall pay Seller, except in the event of a loan or lease, an amount equal to the Auction Purchase Price or Final Offer Payment. In the event there is an outstanding loan or lease on the Sale Vehicle, then Company shall submit the payoff funds directly to the bank or finance company and any remaining equity will be sent to the Seller by the Company. Company shall not be responsible for the remittance of any payment due from a bank or finance company to the Seller.
     • If the payoff is greater than the Auction Purchase Price or Final Offer Payment, Company shall send Seller a bill for the difference. Once Seller has paid the bill in full then Company shall send payment to the bank or finance company for the full payoff amount.
     • Any amounts owed to Company by Seller may be deducted from any proceeds due to Seller.
     • Company may stop payment or refuse to authorize payment to Seller pursuant to a right of offset or set-off.
     • If a Sale Vehicle is successfully sold , Seller shall pay a success fee, if any,  in the amount specified on the Website at the time the Sale by Auction or Sale by Offer was initiated by Seller. 
   • Buyer Payment Terms in a Sale by Auction
     • The Auction Purchase Price, Buy Fee (as defined herein), charges agreed to in the Inride Subscription Agreement, Transportation Costs, and all other fees and applicable federal and state sales taxes payable by Buyer in connection with the purchase of a Sale Vehicle shall, in aggregate, constitute the “Total Auction Purchase Price.”
     • Payment of the Deposit and Total Auction Purchase Price shall be made in U.S. dollars by ACH or wire electronic funds transfer, or electronic check from a U.S. financial institution.  Credit card payments will incur a credit card processing fee in effect at the time of payment.
     • Upon electronic receipt of the Sale Vehicle title (the “Payment Due Date”), Buyer shall remit the Total Auction Purchase Price to Company.
     • If Buyer completes a purchase from Seller, Buyer shall pay a fee specified on the Website instant offer or auction listing (“Buy Fee”).
       
9. Transport
   Buyer will be presented on the Website with the option to have the Sale Vehicle transported either by a third-party selected by Company or independently arrange its own transportation.
   
   If Buyer elects Company to arrange transportation, then Buyer and Seller agree that Company will coordinate the transportation of the Sale Vehicle from Seller to Buyer via a third-party selected by Company, and neither Buyer nor Seller shall do so directly. Buyer agrees that delivery of the Sale Vehicle, including the risk of loss to Buyer, will occur at the time the Sale Vehicle is loaded on to the transport and removed from Seller’s premises (i.e., FOB shipping point). Buyer shall be responsible to pay Company the transportation costs (“Transportation Costs”) associated with each specific Sale Vehicle based on the destination address requested by Buyer. During such transit, the Sale Vehicle will be insured by the third-party vehicle shipping organization and Buyer will be the beneficiary of any claims for damage to the Sale Vehicle or losses occurring while the Sale Vehicle is in transit.
   
   Alternatively, Buyer may elect to independently arrange their own transportation of the Sale Vehicle by selecting such option when presented on the Website. Buyer shall be solely responsible for the Transportation Costs charged by their independently chosen transportation method, and shall make any and all insurance and legal arrangements without reliance on Company or the Website. Company shall have no obligation or legal liability for any incidents, claims, or questions arising out of the transportation of a Sale Vehicle independently arranged by Buyer.
   
10. Default
    • If Buyer fails to pay fees or other amounts owing when due, Company will be entitled to immediately set-off the amount owed by Buyer from any funds due from Company to Buyer.
    • If Buyer fails to pay the Total Auction Purchase Price within twenty-four (24) hours of the Payment Due Date, Company may: (a) electronically debit You in accordance with the default payment method selected by You or another account made available to Company; (b) withhold physical title documents until all amounts owed have been paid; (c) cancel the sale transaction; (d) charge interest on any past due amounts at the rate of one and one half (1.5%) percent per month, calculated in U.S. dollars, or the maximum rate allowed by law, whichever is less; and/or (e) pursue any other remedy or relief permitted by law. Any payment that is withdrawn by Buyer or its bank, rejected or returned for non-sufficient funds (“NSF”) must be settled and replaced immediately. NSF transactions will be subject to a service charge up to the maximum amount allowed by law and shall be immediately due and payable.
      
    • If Buyer fails to pay fees or other amounts owing when due, Company will be entitled to immediately set-off the amount owed by Buyer from any funds due from Company to Buyer.
    • If Buyer fails to pay the Total Auction Purchase Price within twenty-four (24) hours of the Payment Due Date, Company may: (a) electronically debit You in accordance with the default payment method selected by You or another account made available to Company; (b) withhold physical title documents until all amounts owed have been paid; (c) cancel the sale transaction; (d) charge interest on any past due amounts at the rate of one and one half (1.5%) percent per month, calculated in U.S. dollars, or the maximum rate allowed by law, whichever is less; and/or (e) pursue any other remedy or relief permitted by law. Any payment that is withdrawn by Buyer or its bank, rejected or returned for non-sufficient funds (“NSF”) must be settled and replaced immediately. NSF transactions will be subject to a service charge up to the maximum amount allowed by law and shall be immediately due and payable.
      
11. Accessing the Website and Account Security
    Company reserves the right to withdraw or amend this Website, and any service or material Company provides on the Website, in its sole discretion without notice. Company will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, Company may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
    
    To access the Website or some of the resources it offers, You may be asked to provide certain registration details or other information. It is a condition of Your use of the Website that all the information You provide on the Website is correct, current, and complete. You agree that all information You provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by the Privacy Policy, and You consent to all actions Company takes with respect to Your information consistent with the Privacy Policy.
    
    If You choose, or are provided with, a user name, password, or any other piece of information as part of the Website’s security procedures, You must treat such information as confidential, and You must not disclose it to any other person or entity. You also acknowledge that Your account is personal to You and agree not to provide any other person with access to this Website or portions of it using Your user name, password, or other security information. You agree to notify Company immediately of any unauthorized access to or use of Your user name or password or any other breach of security. You also agree to ensure that You exit from Your account at the end of each session. You should use particular caution when accessing Your account from a public or shared computer so that others are not able to view or record Your password or other personal information.
    
    Company has the right to disable any user name, password, or other identifier, whether chosen by You or provided by Company, at any time in its sole discretion for any reason, including if, in Company’s opinion, You have violated any provision of this Terms of Use.
    
    All notifications You send to Company regarding unauthorized access or suspected breach of Your Website user name must be emailed to [email protected] 
    
12. Seller Contributions for Website Use and Transactions
    • Seller represents and warrants that any images or information Seller provides to Company, Buyer, or the Website (a “Seller Contribution”), including but not limited to personal, registration, financial, or vehicle information is accurate and not false or misleading and that Seller is the sole owner of any images Seller submits and that the images will not violate the intellectual property rights of any third party, including copyright or other intellectual or proprietary rights.
    • Seller agrees that by submitting any Seller Contribution about the Sale Vehicle, Seller grants Company and its affiliates a nonexclusive, royalty-free, perpetual, transferable, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from, and publicly display and perform such information and images throughout the world in any media, now known or hereafter devised.
    • Seller acknowledges that if Seller provides Company, Buyer, or Website with any false, incomplete, or inaccurate Seller Contributions, the estimated value or Instant Offer Estimate of Seller’s Sale Vehicle may be inaccurate and/or any transaction to which Seller is a party may be canceled. By providing Seller Contributions through the Website, Seller agrees that Company may contact Seller by any method that Seller supplied for contact information.
      
    • Seller represents and warrants that any images or information Seller provides to Company, Buyer, or the Website (a “Seller Contribution”), including but not limited to personal, registration, financial, or vehicle information is accurate and not false or misleading and that Seller is the sole owner of any images Seller submits and that the images will not violate the intellectual property rights of any third party, including copyright or other intellectual or proprietary rights.
    • Seller agrees that by submitting any Seller Contribution about the Sale Vehicle, Seller grants Company and its affiliates a nonexclusive, royalty-free, perpetual, transferable, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from, and publicly display and perform such information and images throughout the world in any media, now known or hereafter devised.
    • Seller acknowledges that if Seller provides Company, Buyer, or Website with any false, incomplete, or inaccurate Seller Contributions, the estimated value or Instant Offer Estimate of Seller’s Sale Vehicle may be inaccurate and/or any transaction to which Seller is a party may be canceled. By providing Seller Contributions through the Website, Seller agrees that Company may contact Seller by any method that Seller supplied for contact information.
      
13. Buyer Contributions for Website Use and Transactions
    • Buyer represents and warrants that any information Buyer provides to Company, Seller, or the Website (a “Buyer Contribution”), including but not limited to personal, registration, business, or financial information, is accurate and not false or misleading.
    • Buyer acknowledges that if Buyer provides Company, Seller, or the Website with any false, incomplete, or inaccurate Buyer Contributions, any transaction to which Buyer is a party may be canceled. By providing Buyer Contributions through the Website, Buyer agrees that Company may contact Buyer by any method that Buyer supplied for contact information.
      
14. Intellectual Property Rights
    The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You may print or download one copy of a reasonable number of pages of the Website for Your own personal, non-commercial use and not for further reproduction, publication, or distribution. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Website without Company’s consent. No right, title, or interest in or to the Website or any content on the Website is transferred to You, and all rights not expressly granted are reserved by the Company.
    
15. Prohibited Uses
    You may use the Website only for lawful purposes and in accordance with this Terms of Use. You agree not to use the Website:
    • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
    • To promote any illegal activity, or advocate, promote, or assist any unlawful act.
    • To deceive anyone.
    • To infringe on intellectual property belonging to the Company or any Buyer, Seller, user, or third-party.
    • To transmit, or procure the sending of, any advertising or promotional material without Company’s prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
    • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
    • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by Company, may harm the Company or users of the Website, or expose them to liability.
    • To build a competitive product or service, or copy any ideas, features, functions, or graphics of the Website.
    • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
    • Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
    • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in this Terms of Use, without Company’s prior written consent.
    • Use any device, software, or routine that interferes with the proper working of the Website.
    • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
    • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
    • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
    • Otherwise attempt to interfere with the proper working of the Website.
      
    • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
    • To promote any illegal activity, or advocate, promote, or assist any unlawful act.
    • To deceive anyone.
    • To infringe on intellectual property belonging to the Company or any Buyer, Seller, user, or third-party.
    • To transmit, or procure the sending of, any advertising or promotional material without Company’s prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
    • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
    • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by Company, may harm the Company or users of the Website, or expose them to liability.
    • To build a competitive product or service, or copy any ideas, features, functions, or graphics of the Website.
    • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
    • Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
    • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in this Terms of Use, without Company’s prior written consent.
    • Use any device, software, or routine that interferes with the proper working of the Website.
    • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
    • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
    • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
    • Otherwise attempt to interfere with the proper working of the Website.
      
16. Monitoring and Enforcement; Termination
    Company has the right to:
    • Remove or refuse to post any Seller Contributions or Buyer Contributions (each a “User Contribution”) for any or no reason.
    • Take any action with respect to any User Contribution that Company deems necessary or appropriate in its sole discretion, including if Company believes that such User Contribution violates the Terms of Use, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for the Company.
    • Disclose Your identity or other information about You to any third party who claims that material posted by You violates their rights, including their intellectual property rights or their right to privacy.
    • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
    • Terminate or suspend Your access to all or part of the Website for any or no reason, including without limitation, any violation of this Terms of Use.
    • Without limiting the foregoing, Company has the right to cooperate fully with any law enforcement authorities or court order requesting or directing Company to disclose the identity or other information of anyone posting any materials on or through the Website.
    • YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY/SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
    • However, Company cannot review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, Company assumes no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. Company has no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
      
17. Reliance on Information Posted
    The Website is continuously updated but may have technical errors or interruptions. As a result of such technical errors or interruptions, the information displayed on the website may display errors or inaccuracies and may not be complete or current. Vehicles may be mispriced, described inaccurately, or unavailable on the Website, and Company cannot guarantee the accuracy or completeness of any information found on the Website. Company reserves the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice. If a unilateral mistake is or was made by Company or Seller in setting the Reserve or sale price of a Sale Vehicle, Company may, in its sole discretion, nullify such sale, and Buyer agrees to return any such vehicle at Company’s request, and Company will, upon receipt of such vehicle, return the Total Auction Purchase Price to Buyer.
    
    This Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. Company is not responsible or liable to You or any third party for the content or accuracy of any materials provided by any third parties.
    
18. Information About You and Your Visits to the Website
    All information Company collects on this Website is subject to the Privacy Policy. By using the Website, You consent to all actions taken by Company with respect to Your information in compliance with the Privacy Policy.
    
19. Linking to the Website and Social Media Features
    You may link to the Website, provided You do so in a way that is fair and legal and does not damage Company’s reputation or take advantage of it, but You must not establish a link in such a way as to suggest any form of association, approval, or endorsement on Company’s part without Company’s express written consent. Such consent may be revoked without notice. You agree to remove any unauthorized linking upon Company’s demand.
    
20. Links from the Website
    If the Website contains links to other sites and resources provided by third parties, these links are provided for Your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. Company has no control over the contents of those sites or resources, and accepts no responsibility for them or for any loss or damage that may arise from Your use of them. If You decide to access any of the third-party websites linked to this Website, You do so entirely at Your own risk and subject to the terms and conditions of use for such websites.
    
21. Geographic Restrictions
    The owner of the Website is based in the State of Maryland in the United States. Company provides the Website for use only by persons located in the United States. Company makes no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If You access the Website from outside the United States, You do so on Your own initiative and are responsible for compliance with local laws.
    
22. Disclaimer of Warranties
    You understand that Company cannot and does not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy Your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Website for any reconstruction of any lost data.
    
    TO THE FULLEST EXTENT PROVIDED BY LAW, COMPANY WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
    
    YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
    
    TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.
    
    THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
    
23. Limitation on Liability
    You agree that any legal claims arising out of a transaction for the sale of a Sale Vehicle will be between Buyer and Seller only. No such legal claims can be brought by You against the Company.
    
    TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
    
    THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
    
24. Indemnification
    You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to Your violation of this Terms of Use or Your use of the Website, including, but not limited to, Your User Contributions, any use of the Website’s content, services, and products other than as expressly authorized in this Terms of Use, or Your use of any information obtained from the Website.
    
25. Governing Law and Jurisdiction
    All matters relating to the Website and this Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Maryland without giving effect to any choice or conflict of law provision or rule (whether of the State of Maryland or any other jurisdiction).
    
26. Arbitration
    You are required to submit any disputes arising from this Terms of Use or use of the Website, including disputes arising from or concerning interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration. The arbitration shall be administered before one arbitrator by JAMS in Baltimore, Maryland. The parties shall split all fees and costs and the prevailing party shall be reimbursed for all reasonable fees and costs expended.
    
27. Termination
    If You violate, breach, fail to follow, or act inconsistently with these Terms of Service, Company may terminate, discontinue, suspend, and/or restrict your ability to access, visit, and/or use the Website or any portion thereof, with or without notice. Company reserves the right to take any technical, legal, and/or other actions that Company deems necessary and/or appropriate, with or without notice, to prevent violations and enforce this Terms of Service and remediate any purported violations.
    
28. Limitation on Time to File Claims
    ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
    
29. Waiver and Severability
    No waiver by the Company of any term or condition set out in this Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this Terms of Use shall not constitute a waiver of such right or provision.
    
    If any provision of this Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
    
30. Entire Agreement
    The Terms of Use, Privacy Policy, Title Policy, Arbitration Policy, Cookies Policy, and Subscription Agreement, as applicable to Buyers, constitute the sole and entire agreement between You and INRIDE LLC regarding the Website and they supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.
    
31. Your Comments and Concerns
    All other feedback, comments, requests for technical support, copyright infringement claims and other communications relating to the Website should be directed to: [email protected]