Terms and Conditions of Use

1) Acceptance

Thanks for choosing Equine Auction Exchange, hereafter,  (“EAE”, “we”, “us”, “our”). These Terms and Conditions of Use (“Terms” or “Terms of Use”) apply to the EAE services, websites, servers, software applications, and content therefrom (together, the “EAE Service” or “Service”), and include the EAE Privacy Policy(the “Privacy Policy”) which is incorporated herein by reference. You agree to comply with all applicable laws and with all applicable rules, including the EAE Rules, which are incorporated herein by reference. Subject to your agreement and continuing compliance with these Terms of Use, and all applicable laws, rules, and policies, EAE grants you a personal, non-exclusive, non-transferable, non-sublicensable, revocable, limited privilege to access and use the Service. If, for any reason, you are unable to agree, or do not agree, with any part of these Terms, then you must refrain from accessing or using the Service. BY USING OR ACCESSING THE SERVICE, YOU AGREE TO THESE TERMS OF USE. IF YOU DO NOT AGREE, DO NOT USE THE SERVICE.

2) Age and Ability to Bind

The Service is available only to persons that can form legally binding contracts under applicable law. Without limiting the foregoing, our Service is not intended for, and may not be used by, people under the age of 18. By using our Service, you represent that you are over the age of 18.

3) Modifications

These Terms were last updated on March 6, 2016. EAE will always post the most current version of these Terms on its website or on the Service. EAE reserves the right, at any time and with no need for prior notice, to modify these Terms and/or the Privacy Policy.

4) Personal Data

You agree to provide true, current, accurate, and complete information about yourself, as requested in the registration form and elsewhere in the Service, and you agree to keep such information updated if it changes. You are prohibited from providing the personal data of third parties, including their image or likeness, at any time during your use of the Service. You agree to defend and hold EAE harmless for any claim, loss, punishment, fine, or penalty resulting from your breach of the duty described in this paragraph. Any information provided by you during the registration process, including, without limitation, personally-identifiable information, will be used by EAE in accordance with its Privacy Policy.

5) Password

You agree to be responsible for keeping your password safe and to accept any liability for damages that may arise from any use thereof, including assignment, disclosure, and/or loss thereof. Any use or access of the Service with your password will be considered to have been performed by you, and you will be responsible for said access and use.

6) Linked Sites

The Service may include technical linking devices, directories, or search tools that allow you to access third party web sites and pages (hereinafter referred to as “Linked Sites”). You agree that EAE is in no way responsible for the Linked Sites. If you access a Linked Site for any reason, you do so at your own risk. Your use of any Linked Site and any personally-identifiable information or other information that you provide to any third party through a Linked Site is subject to the terms and conditions and privacy policy of such Linked Site, and not subject to these Terms or to EAE’s Privacy Policy.

No third-party provider of data or software applications (including but not limited to Apple, Google, or any other third party) endorses or takes responsibility for the Service or for EAE.

7) Intellectual Property and Content

All of the Service’s content, meaning, by way of example, the text, photographs, graphics, images, icons, technology, software, links and other audiovisual or sound content, as well as its graphic design and source code (collectively, the “EAE Content”) are the intellectual property of EAE or third parties. You agree that you do not obtain any rights to the Service or any EAE Content, except for the limited license to use the same in accordance with these Terms.

You might encounter various trademarks, trade names, distinctive marks, or trade dress in the Service. These are the property of EAE or third parties. Use of the Service does not give you any rights over them. Appearance of a trademark, product, brand, or name in the Service does not imply that EAE has a business relationship, ownership, or endorsement thereof.

You represent that you are the sole author of all of the material, products, photographs, pictures, images, drawings, sounds, files, code, software, text, data, information, messages, descriptions, and/or content (together, “User Content”) that you publish on the Service and you guarantee that use thereof on the Service does not infringe or misappropriate third-party rights. You hereby grant EAE, free of charge, a non-exclusive, perpetual, irrevocable, worldwide, fully paid-up, royalty-free, sub-licensable, transferable license (including the right to sub-license and assign to third parties) and right to use, broadcast, publicly communicate, perform, display, enter into computer memory, manufacture, copy, reproduce, fix, adapt, modify, create derivative works from, distribute, commercialize, sell, license, sub-license, assign, publish, process, and use or access, in any way, the User Content, as well as any and all modified or derivative works thereof in connection with the Service, including promotion or marketing of the service. You also hereby grant to EAE the right to authorize others to exercise any rights granted to EAE under these Terms of Use. You further hereby grant to EAE the unconditional, irrevocable right to use and exploit your name, likeness and any other information or material included in any User Content and in connection with any User Content, without any obligation to you. Except as prohibited by law, you waive any rights of attribution and/or any moral rights you may have in your User Content, regardless of whether your User Content is changed or altered in any manner. EAE does not claim any ownership rights in your User Content and nothing in these Terms of Use is intended to restrict any rights that you may have to use and exploit your User Content. EAE has no duty to monitor or enforce your intellectual property rights in or to your User Content.

The Service may include various communication features where you can provide, submit, communicate, and/or share to EAE and/or other users your User Content, including your observations and comments. EAE cannot guarantee that other users will not use the ideas and information that you provide. Therefore, if you have an idea or information that you would like to keep confidential and/or don’t want others to use, do not provide it on the Service. EAE  has no duty to evaluate, use, or compensate you for any ideas or information you may choose to provide (regardless of whether such provision is made through the Service, by email, or by any medium of communication), and EAE shall be free to use such information on an unrestricted basis.

8) MODERATION

WITHOUT LIMITING ANY OTHER REMEDIES, EAE RESERVES THE RIGHT, IN ITS SOLE DISCRETION, AT ANY TIME: (1) TO MONITOR OR STOP MONITORING THE SERVICE, INCLUDING ANY USER’S USER CONTENT AND/OR USE OF THE SERVICE; (2) TO TEMPORARILY OR PERMANENTLY DENY ANY USER, INCLUDING YOU, FROM ACCESSING ALL OF OR ANY PART OF THE SERVICE; (3) TO SUSPEND, TERMINATE, MODIFY, OR DELETE ANY ACCOUNT; (4) TO STOP PROVIDING THE SERVICE IN WHOLE OR IN PART, AT ANY TIME. EAE SHALL HAVE NO DUTY TO NOTIFY YOU OF ANY MONITORING, MODERATION, DENIAL, EXCLUSION, AVAILABILITY, OR UNAVAILABILITY OF THE SERVICE, OR OF ANY SUSPENSION, TERMINATION, MODIFICATION, OR DELETION OF ANY ACCOUNT, AND EAE IS UNDER NO DUTY TO COMPENSATE YOU FOR ANY LOSS ASSOCIATED THEREWITH.

You are solely responsible for all of your User Content and for all information that you post on, through, or in connection with the Service, and that you provide to others. EAE reserves the right, but has no obligation, to delete, remove, modify, reject, or refuse to post any User Content for any or no reason, including, but not limited to, User Content that violates these Terms of Use.

EAE reserves the right, but has no obligation, to become involved in any way with interactions among users, including, without limitation, to investigate any suspected unlawful, fraudulent, or improper activity. You agree to fully cooperate with EAE to investigate any suspected fraudulent, unlawful, or improper activity.

EAE assumes no responsibility for the conduct of any user submitting any User Content, and assumes no responsibility for monitoring the Service for inappropriate content or conduct. EAE does not, and cannot, pre-screen or monitor all User Content. Your use of the Service is entirely at your own risk. By using the Service, you may be exposed to User Content that is offensive, indecent, fraudulent, or otherwise not in line with your expectations. You bear all risks associated with the use of any User Content available in connection with the Service. At EAE’s sole discretion, our representatives, agents, or technology may monitor and/or record your interaction with the Service or communications (including, but not limited to, messages, chats, images, photographs, texts, or voice communications) when you are using the Service. By entering into these Terms of Use, you hereby provide your irrevocable consent to such monitoring and recording. You acknowledge and agree that you have no expectation of privacy concerning the transmission or reception of any User Content, including, but not limited to, messages, chats, images, photographs, texts, or voice communications.

9) Copyright Complaints

If you believe that the Service contains any content that infringes your copyright, please contact EAE’s Copyright Agent, as detailed below, with the following information:

 An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
 A description of the copyrighted work that you claim has been infringed;
 A description of where the material that you claim is infringing is located on the Service;
 Your address, telephone number and email address;
 A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
 A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or duly authorized to act on the copyright owner’s behalf.

Our Copyright Agent’s contact information is as follows: Copyright Review / C/O Equine Auction Exchange 6357 Zoar Rd. Morrow,OH 45152.

10) No Right of Withdrawal

You waive the right of withdrawal.  You acknowledge and agree that any publication of advertisements takes place immediately after your request(s), and so the Withdrawal Law shall in no event apply to you nor to EAE.

11) DISCLAIMERS AND LIMITATIONS OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT THE SERVICE AND ALL CONTENT IS PROVIDED “AS IS,” “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NONE OF EAE, ITS AFFILIATES, SUBSIDIARIES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “EAE PARTIES”) WARRANT THAT THE SERVICE OR ANY EAE CONTENT WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. NONE OF THE EAE PARTIES SHALL BE LIABLE FOR ANY DAMAGES TO YOU OR YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE SERVICE OR ANY EAE CONTENT. YOUR USE OF THE SERVICE AND THE EAE CONTENT IS ENTIRELY AT YOUR OWN RISK. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICE OR THE EAE CONTENT IS TO STOP USING THE SAME.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTION WITH OTHER USERS OF THE SERVICE. EAE IS A MERE INTERMEDIARY BETWEEN THE SERVICE’S USERS, SO IT ACCEPTS NO LIABILITY FOR THE USE THEY MAKE OF IT OR THE CONDITIONS OR SOURCE OF THE PRODUCTS OFFERED THROUGH THE SERVICE OR THE POSSIBILITY THAT THEY MAY BE INACCURATE, DEFECTIVE, OR FAKE. EAE DOES NOT REVIEW OR APPROVE ANYTHING THE USERS OFFER THROUGH THE SERVICE. NONE OF THE EAE PARTIES IS A PARTY TO, OR HAS ANY RESPONSIBILITY OR LIABILITY WITH RESPECT TO, ANY TRANSACTION, COMMUNICATION OR INTERACTION BETWEEN USERS OF THE SERVICE OR FOR ANY PRODUCTS THAT ARE THE SUBJECT OF ANY TRANSACTION MADE USING THE SERVICE. NONE OF THE EAE PARTIES ENDORSE ANY PRODUCT THAT IS THE SUBJECT OF ANY TRANSACTION MADE THROUGH THE SERVICE. NONE OF THE EAE PARTIES IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICE. EAE AND THE EAE PARTIES EXPRESSLY DISCLAIM ANY AND ALL LIABILITY IN CONNECTION WITH THE FOREGOING.

ANY COMPLAINT OR DISPUTE THAT MAY ARISE BETWEEN THE USERS OF THE SERVICE MUST BE RESOLVED BY THEM AND THEY SHALL HOLD THE EAE PARTIES ENTIRELY HARMLESS.

IN NO EVENT SHALL ANY EAE PARTY BE LIABLE FOR SPECIAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, REVENUES, OR SAVINGS, EVEN IF SUCH EAE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. IN NO EVENT SHALL THE TOTAL CUMULATIVE LIABILITY OF THE EAE PARTIES EXCEED $100 OR THE TOTAL AMOUNT PAID BY YOU TO EAE IN THE PRECEDING 12 MONTHS.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR NEGLIGENCE, CONSEQUENTIAL, INCIDENTAL OR OTHER DAMAGES, IN SUCH JURISDICTIONS THE EAE’S PARTIES’ LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

12) INDEMNITY

YOU AGREE THAT YOU SHALL DEFEND, INDEMNIFY, AND HOLD THE EAE PARTIES HARMLESS FROM ALL CLAIMS, ACTIONS, OR DEMANDS AND RELATED COSTS, DAMAGES, AND LIABILITY (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES), OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF, RESULTING FROM, OR IN ANY WAY CONNECTED WITH: (I) BREACH BY YOU OF THESE TERMS; (II) ANY USE OR MISUSE OF THE SERVICE USING YOUR CREDENTIALS OR UNDER YOUR ACCOUNT; (III) ANY USER CONTENT PROVIDED BY YOU; AND (IV) ANY CLAIMS BROUGHT AGAINST ANY EAE PARTY BY ANOTHER USER OF THE SERVICE AS A RESULT OF ANY OF YOUR ACTS OR OMISSIONS; (V) ANY INTERACTION OR DISPUTE WITH ONE OR MORE USERS OR FORMER USERS OF THE SERVICE. YOU AGREE TO HOLD EAE HARMLESS IN RELATION TO ANY CLAIM, FINE, PUNISHMENT OR PENALTY THAT IT MAY HAVE TO BEAR AS A CONSEQUENCE OF YOUR BREACH OF ANY TERMS OR RULES. EAE ALSO RESERVES THE RIGHT TO CLAIM DAMAGES.

13) Waiver and Modification

EAE’s relaxation of or failure to enforce a provision of these Terms of Use is not a waiver of its right to do so later. Except as specifically set forth in these Terms of Use, no representations, statements, consents, waivers, or other acts or omissions by EAE shall be deemed a modification of these Terms of Use, or legally binding, unless documented in physical writing, hand signed by you and a duly appointed officer of EAE.

14) Construction

The descriptive headings used herein are for convenience of reference only and shall have no effect in determining the rights or obligations under these Terms. The pronouns shall be construed to include, as appropriate, either gender or both, singular and plural.

15) Severability

These Terms are intended to comply with all applicable laws. You and EAE agree that if any portion of these Terms or of the Privacy Policy is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the terms, which shall continue to be in full force and effect. The offending portion shall be modified to the slightest degree necessary to make it enforceable, remaining as close as possible to the parties’ original intent for that portion.

16) Claims

In the event of a claim, cause of action, or dispute between EAE and you, you and EAE agree that any judicial proceeding will be brought in the United States courts local to the registered office of EAE. Both you and EAE consent to venue and personal jurisdiction there, regardless of your location. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. These Terms and Conditions of Use shall be governed and interpreted in accordance with the laws of the United States, regardless of your location or any conflict or choice of law principle.

17) Assignment

You may not assign any of your rights under these Terms, and any such attempt will be void. EAE may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Service.

18) Survival After Termination

This Section (Survival After Termination) and the following sections shall survive the termination of these Terms and Conditions of Use: Section 6 (Linked Sites), Section 7 (Intellectual Property and Content), Section 11 (Disclaimers and Limitations of Liability), Section 12 (Indemnity), Section 15 (Severability), Section 16 (Claims), and Section 17 (Assignment).

19) Notices and Provider of the Service

The provider and proprietor of the EAE Service is: DSW Enterprises LLC, with registered office in Ohio at: 6357 Zoar Rd. Morrow, OH 45152, holding tax identification number 46-0528851 and registered in Ohio of the United States of America.

EAE may notify you by postings on www.equineauctionexchange.com or on the Service, and by email or any other communication means to contact information you have provided us. All notices given by you shall be in writing and addressed to the following address:
Equine Auction Exchange, S.L., 6357 Zoar Rd. Morrow, OH 45152. Any notices that you provide that does not comply with this Section (Notices and Provider of Service) shall have no legal effect.

20) Entire Agreement

These Terms and Conditions of Use contain the entire agreement between you and us concerning its subject matter, and supersede all existing agreements and all other oral, written or other communication between you and us concerning the subject matter. These Terms create no third party beneficiary rights.