Welcome to the TSWBid.Com Auction Site (TSWBid.Com) and the Mobile App (collectively, “Site”).
The following Terms and Conditions are applicable to all transactions and dealings with The System Within Business Ventures LLC
d.b.a. TSWBid.Com d.b.a. TSW Liquidation, TSWBid.ComAuction Website and TSWBid.ComMobile App, collectively “TSW”.
By accessing the Site, utilizing the services of TSW a user, or by registering as a user regardless of your physical location, you agree that: (1) you have read these Terms and Conditions; (2) you understand these Terms and Conditions; and (3) you are bound by these Terms and Conditions in your use of the services and the Site. The services provided on the Site enable Users, among other things, to:
place bids on items in auctions;
join the Standard Members Club purchase Buyers Assurance product.
We refer to any person who (i) accesses the Site or (ii) registers to use the services as a “User” regardless of whether the person purchases items in an auction. Also, the term "you" and “your” refers to both an individual user and the business if registered by an authorized individual.
These Terms and Conditions, together with (i) any additional terms and conditions specific to a particular auction, or (ii) terms and conditions anywhere else on the Site constitute the entire agreement between TSW and you related to your access and use of the Site and the services, including, but not limited to, the bidding and purchase of items in an auction. These Terms and Conditions supersede and replace any and all prior or contemporaneous written or oral agreements between the parties regarding such subject matter. These Terms and Conditions can only be changed or waived by an authorized representative The System Within Business Ventures LLC.
2.1. Registration
You must register and agree to these Terms and Conditions as a prerequisite to submit bids for items in an auction. To register as a User on the Site you must provide, among other things, your name, the name of the business you are authorized to act for, your title, phone number, e-mail address and a valid credit card. Upon your completion of a registration application and acceptance of these Terms and Conditions, your registration application will be reviewed by TSW and will be accepted or rejected in TSW's sole discretion.
You warrant that all registration information provided to TSW is true, accurate and complete and, if registering for a business, that you are authorized to act on behalf of and bind the business. You will immediately inform TSW of any change in your registration information.
In registering or in any other communication with TSW you may not impersonate or misrepresent an affiliation with any other person or entity. Upon your completion of a registration application and acceptance of this Agreement, your registration application will be reviewed by TSW.
The Site is intended for users 18 and older. By accessing the Site or using the Services, Users represent and warrant that you are at least eighteen (18) years old, or any higher minimum age in the jurisdiction where you reside. Parents or guardians are responsible for all activity of minors on the Sites, including but not limited to, the submission of a bid, purchasing Buyers Assurance and joining the paid membership program.
When you register for auctions, you will be required to confirm (i) your initial registration, and (ii) that you and your company, as applicable, agree to these Terms and Conditions (as then in effect) and to all other terms and conditions set forth anywhere on the Site or related to the auction.
Our Privacy Policy (Privacy Policy) details how we handle the information you provide to us whether as part of your registration or in the use of the Site or services.
2.2. User Accounts - Users are assigned an account name and password on registration. Users are responsible for all actions taken under their account name and password and shall only use the Site using their own account name and password. Users must keep their password safe and shall not disclose it to any other person and shall not permit any other person to utilize their account details. Users are required to complete those transactions that occur using their account name and password, whether such transactions are authorized or not.
2.3. Exclusion of Users & Rejection or Amendment of Bids - Without limitation to any other remedies, TSWBid.Com may exclude any User from any Auction and block any registration if the User has breached or threatens to breach these Terms and Conditions or engages in any behavior which TSWBid.Com in its sole discretion regards as likely to have an adverse effect on the conduct of the Auction or the reputation of TSWBID.com Furthermore, TSWBid.Com reserves the right, in its sole discretion, to exclude products from offers and refuse acceptances, bids or offers, as well as to discontinue Auctions or its Services altogether at any time or for any reason.
2.4. Bidding - By placing a bid in an auction, you are extending an irrevocable offer to purchase the items at the price set forth in the bid. Once entered, a bid may not be retracted.
2.5. Item Inspection - All items will be available for inspection prior to the auction. All Users should inspect items prior to bidding. Failure to inspect an item is not the fault of TSW and will not be deemed reason for issuing a refund (see Section 2.10).
2.6. Winning Bid - The User that entered the Winning Bid will consummate the purchase of the item within the time specified in the Terms and Conditions for the auction. Unless stated in the specific terms and conditions for an auction, all items will be charged to the User's default credit card on file following sale. In most cases this will be the following morning. This amount will include the Winning Bid, all buyers premiums, lot fees, Buyers Assurance Fee and sales tax, if applicable. Upon receipt of payment, all risk of loss shall pass to User. Winning Bids may not be cancelled at any point following the close of an auction.
2.7. Lot Closing Time - Specific lot closing times are published on the Site. TSW shall not be responsible for notifying any User of a change in any closing date or time. TSW will not accept a bid that is received after the closing date and time for the auction and all dynamic close time extensions. In the event that a higher bid is entered within a designated time period, chosen by TSW, of the scheduled lot closing time, the closing time will automatically be extended, in increments specified by TSW, until no bids have been entered in the pre- stated increment prior to the closing time for the auction. Each User is solely responsible for taking such actions as are appropriate to learn of changes to a closing date or time. The User bears the sole risk of transmitting bids so that such bids are received on the site prior to close of the auction lot.
2.8. Item Removal - The User is required to pick-up all items purchased by the removal time set forth in the specific auction. All removal shall be at the expense, liability and risk of the User. If the User does not pick-up an item within the removal period for the specific auction, TSW may, at their sole discretion, deem the item to have been Abandoned by the User and the User will have no further rights with respect to the item. If items are not removed by the removal deadline, User is liable for all removal and disposal costs associated with disposing of the assets that were not removed.
2.9. Shortage or Damage Claims - No shortage or damage claims will be allowed after the items have been removed from the premises (see section 2.10). TSW shall not be liable for non-delivery to any User of all or any portion of a lot/item, other than for the return to the User of the corresponding portion of the sum paid on said lot/item. All of the limitations contained in Section 9 and 10 below shall apply.
2.9.1 Inventory List for Pallet Items - The inventory list provided for the contents of a Pallet Item are provided for representative purposes. All Bidders must inspect pallets thoroughly to have a complete list of the contents of the pallet. Refunds will not be given for missing items from a pallet sale.
2.10. Refunds - All items will be listed for sale with a “Condition Code”. This Condition Code will dictate the type of refund, if any, that will be considered. The Condition Codes are as follows:
2.10.1 Like New - These are items that appear to be in a new condition or have never been used previously. These items are not tested for functionality or completeness. For items that are marked Like New a bidder must examine the item thoroughly when claiming (pick-up) the item. If the item does not appear new or unused or if there is an issue, the bidder MUST report this to TSW prior to leaving the premises. Once the bidder has left the premises with the item, TSW cannot issue any refund for issues arising with the item.
2.10.2 Open Box - Open Box items were sold by a retailer, and potentially used before being returned by the customer. Open Box items may be damaged or have an opened box with missing pieces, so unless the condition of a specific item is explicitly stated, User should not make any assumptions other than the item may be ripped, scratched, non-functional or otherwise damaged. All Open Box items are sold AS/IS. TSW makes all items available for inspection prior to bidding, it is the responsibility of the User to inspect all items before placing a bid on the Site. TSW cannot issue any refund or returns.
2.10.3 Damaged - Items marked "Damaged" indicate that they could come from a multitude of circumstances - shelf pulls, overstock, customer returns or any other means. Damaged items could be incomplete and have not been tested for functionality. All Damaged items are sold AS/IS. TSW cannot issue refunds on these items. TSW makes all items available for inspection prior to bidding, it is the responsibility of the User to inspect all items before placing a bid on the Site. TSW cannot issue any refund or returns.
2.10.4 Final Deals - Items sold as Last Chance Deals are sold AS/IS, TSW cannot process returns or issue refunds on these items. TSW makes all items available for inspection prior to bidding, it is the responsibility of the User to inspect all items before placing a bid on the Site.
2.11. Buyer's Premium - TSW may, in its discretion, charge a buyer's premium, lot fee or other service charge on items sold (including any applicable sales or value added tax or similar taxes in the relevant jurisdiction at the current rate). All such charges will be indicated on the specific auction terms and conditions. If charged, the buyer's premium shall be collected directly from each successful User, in addition to the lot fees, sales tax and purchase price as bid.
2.12. Late Payment - User acknowledges that time is of the essence with respect to their timely payment of all funds required under Section 2.6 and 2.11 of this Agreement. In the event that any such payments are not fully made prior to 10:00 am the day following the auction closing date, the User shall be required to pay TSW a late payment penalty of up to one hundred ($100.00) dollars.
2.13. Reinstatement Fee - If a User account is suspended for any reason, the User may be assessed an additional Reinstatement Fee up to one hundred ($100.00) dollars. At TSW's sole discretion a User account may be permanently suspended for repeat violations of the Terms and Conditions.
2.14. Transfers and Holds - A User may elect to have an eligible item transferred to a TSW physical location other than the original location or placed on “Hold” in the original location. If an item is eligible for a transfer, the User is required to pay a fee (as stated on TSW) for the item to be transferred. Each item can be transferred within a specific District but may not be transferred to auction facilities in other Districts. Hold fees will vary depending upon the size and type of auction. Items that are listed as “non-Transferrable” will have a Hold fee as described on TSW. Items that are eligible for Transfer will have a Hold fee as described on TSW. This fee will be disclosed on the Site, may be changed at the sole discretion of TSW and must be paid prior to the Transfer or Hold. The Removal Deadline will be adjusted for all items that have been Transferred or placed on Hold as follows:
2.14.1 Transfers - Once the Transferred Item arrives at the final destination an email will be sent to the User announcing the item is available for pick-up. Additionally the status will change on the item on the Site to “Awaiting Pickup”. From this time the User will have 5 business days to remove the item. If the item is not removed in 5 business days the item may be considered Abandoned as provided under Section 2.8.
2.14.2 Holds - Once the Hold fee has been paid, the User will have 5 business days beyond the original removal deadline to remove the item. If the item is not removed in 5 business days the item may be considered Abandoned as provided under Section 2.8. NOTE - Transferred items cannot be held beyond the 5 business days afforded for Transfers, even if you are a member of the Buyers Club.
2.15. Buyers Club - A User may elect to become a member of the Buyers Club by agreeing to pay a subscription fee. The membership will renew automatically until cancelled by the User. The User can manage the membership settings through the User's profile on the Site or by contacting TSWBid.Comat [email protected]. By maintaining membership, the User will be entitled to the additional benefits below:
2.15.1 Buyers Club Membership - By paying the monthly membership fees as described on TSW, Users are entitled to the following benefits:
Extended Removal Hours- Premium Members may claim items during special members only removal hours. These hours are between 10:00 am - 12:00pm Monday through Friday (two hours before TSW is open to the general public).
One Returned Item per 30-day period - A User must be a Premium Member when the auction closed and when the return is presented to TSW for the Item to be returned. If the conditions are met, no reason is required for the return to be valid. NOTE - This benefit does not apply to Last Chance Deal items.
Rollover Returns - If a Premium Member does not use a return in the 30-day period, it may be “rolled over” to the next 30-day period. The maximum number of returns that can be rolled over is five (5).
Return Period - All items must be returned withing 30-days after the close of the auction. After this Return Period has expired, no returns will be accepted.
Free Transfers for Eligible Transferrable items - Premium Members may elect to have all eligible transferrable items sent to any TSW location, within the District where the item was sold, for pickup. The transfer fee will be waived for all Member transfers of eligible transferrable items. NOTE - This benefit does not apply to Last Chance Deals items.
Automatic Transfers for Eligible Transferrable items - Members may elect to have all eligible transferrable items automatically transferred to a specific location.
Free Holds for Eligible Transferrable items - All eligible transferrable items will be automatically placed on Hold for an additional 5 Business Days beyond the original removal deadline if designated by the Premium Member in their account. If the item is not removed in 5 business days, the item may be considered Abandoned. NOTE - Transferred items cannot be held beyond the 5 business days afforded for normal Transfers, and does not apply to Last Chance Deal items.
2.15.2 Standard Membership - By paying the monthly membership fees as described on TSW, Users are entitled to the following standard benefits:
Extended Removal Hours- Standard Members may claim items during special members only removal hours. These hours are between 10:00 am - 12:00pm Monday through Friday (two hours before TSW is open to the general public).
Standard members are entitled to five (5) free Holds or Transfers each month.
Transfers - Standard Members may elect to have all eligible transferrable items sent to any TSW location, within the District where the item was sold, for pickup. If the Standard member exceeds the threshold for free transfers, the Standard Member will be charged the same transfer fees as non-members.
Holds - A Standard Member may elect to place any item on Hold for an additional 5 Business Days beyond the original removal deadline. If the item is not removed in 5 business days, the item may be considered Abandoned.
2.16. Buyers Assurance - A User may elect to purchase “Buyers Assurance” for any individual item in the auction. This purchase is elected at the time the bid is placed in the auction. The cost for this product is specified at the time a bid is placed. The price will not change as the bid increases. The Buyers Assurance product allows the User to return the Item, for which the product was purchased, within 5 Business Days following the pickup of the item. This return is treated as a Preferred Buyers Club return, and a reason is not required to process the refund. If an item is transferred from another location, the User is allowed to return the item within 5 Business Days following the pickup of item from the new pick-up location.
2.17. Time Zones - TSWBid.ComSite and all communication from TSWBid.Com(push notification, email, and/or text message) shows business hours, auction closing time and payment processing time is based off of the local time zone of the business location, regardless of location or client device time zone.
TSW may transmit all information in connection with the registration, the posting of an offer/bid/acceptance and offers/listings of products to the other Users in any part of the world in the form and to the extent suitable for the execution of an auction. All data produced or transmitted in connection with the execution of an auction at or to TSW may be stored, used and transmitted as described in the TSW Privacy Policy. Users undertake that information concerning other Users and their employees, contractors or agents obtained through the Site shall not be used for sending unsolicited commercial messages or for any purpose other than participation in auctions or use of the Site. Users also agree that they will only use such information in accordance with applicable laws and regulations, including, without limitation, data protection and privacy laws.
To enable the Site to use information provided by all Users, the Users grant TSW on registration a non-exclusive, world-wide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) license to exercise all rights the User has (including copyright and trademark) in any information provided and to do so in any media form whether now known or not currently known, in order to provide the services.
Any price indicated on the Site or agreed to in an auction is stated exclusive of any applicable tax. Users in auctions shall be responsible for paying any value added, sales, use or other taxes which may be due on amounts owed by the Users under these Terms and Conditions in the applicable jurisdictions at the rates prevailing at the date that their contract of sale is concluded.
TSW grants a limited, non-transferable, revocable right to each User to access and make use of the Site for the purposes of the User using the Site and the services in accordance with these Terms and Conditions. Users are responsible for procuring and maintaining their network connections and telecommunication links from their systems in order to use the Site.
Users shall not use the Site for fraudulent purposes or in connection with any unlawful activity.
Users are expressly forbidden from any form of bid manipulation, including collusion or bidding on lots that they themselves or a party affiliated with them are selling in an auction. Users may not bid under a false name or as agent for a person or entity which would itself be prohibited by these Terms and Conditions or by the terms and conditions governing the specific auction in question from placing a bid on a particular lot.
TSW may, in its sole discretion, terminate a User's right to access and use the Site at any time for any reason.
TSW shall use commercially reasonable efforts to protect against unauthorized access, but TSW cannot guarantee the security of any information User discloses online and User does so at your own risk. TSW is not responsible for the security of any information transmitted via the Internet or any error or delay in transmitting any information over the Internet, and User assumes sole and complete risk for using this Site. By using this Site and providing this data, User consents to the collection of and use of the data in accordance with this Agreement.
TSW does not guarantee continuous, uninterrupted or secure access to the Site. The Site and services are provided “AS IS” and “AS AND WHEN AVAILABLE”.
TSW may change, modify, amend, suspend or discontinue any aspect of the Site or the services at any time without notice and TSW reserves the right to impose restrictions on certain features of the Site or the services at any time without notice.
If a technology malfunction materially affects the outcome of an auction, TSW reserves the right to withdraw the auction within 72 hours following the original auction close time.
Users' access to the Site may be occasionally suspended or restricted to allow for repairs, maintenance, or the introduction of new facilities or services. TSW will use reasonable endeavors to limit the frequency and duration of any such suspension or restriction.
Users acknowledge and agree that TSW and/or its licensors own all intellectual property rights in the Site and the services. Except as may be expressly stated, Users are not granted any rights to, or in, patents, copyright, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the Site or the services.
As a condition of using the Site and the services, User agrees to indemnify, defend, and hold harmless, TSW, its subsidiaries and affiliates and their respective owners, managers, directors, officers agents, partners and employees, from and against any and all liabilities, losses, demands, claims, damages, costs and expenses (including attorney's fees and expenses) suffered or incurred directly or indirectly arising from or related to (i) your use of the Site in violation of these Terms and Conditions, (ii) your breach of these Terms and Conditions, (iii) any accident, injury or death howsoever arising, sustained by any person or persons who access any TSW premises for the purpose of an auction, inspection, purchase, collection, removal, pick-up or any other related activity, and (iv) any claim related to or arising out of the use of any product sold or purchased, including but not limited to actions or claims for personal injury, death, disability, disfigurement, economic or other loss or damages.
TSW MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ITEMS OR THEIR CONDITION, AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OR REPRESENTATIONS, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PATICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
USER ACKNOWLEDGES AND AGREE THAT THE ITEMS ARE SOLD “AS IS,” WITHOUT WARRANTY OF ANY KIND.
TSW MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE SITE, OR THE SUITABILITY, LEGALITY OR ACCURACY OF THE INFORMATION, PRODUCTS AND SERVICES DESCRIBED OR CONTAINED ON THE SITE.
THE SITE AND ALL SUCH INFORMATION, PRODUCTS AND SERVICES ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
IN NO EVENT SHALL TSW BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE SERVICES, OR THE SITE, OR WITH THE DELAY OR INABILITY TO USE THE SITE, OR ANY INFORMATION, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE, INCLUDING WITHOUT LIMITATION LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOST SALES, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF TSW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.
The total liability of TSW arising from or related to the purchase of an item in an auction, whether based in contract, tort (including negligence), strict liability, or otherwise, shall not exceed the amount paid to TSWBid.Comfor such item. You acknowledge and agree that the foregoing limitations have been bargained for and represent a reasonable allocation of risk based on the economics of our relationship under these Terms and Conditions. Therefore, the foregoing limitations shall apply notwithstanding any failure of essential purpose of any limited remedy.
Any notice given to TSW under these Terms and Conditions shall be in writing and in English and shall be served by mailing it by overnight delivery service to TSW at The System Within Business Ventures LLC 2091 J A Cochran Bypass, Chester SC 29706 or to such other address as TSW may specify from time to time. For the avoidance of doubt, notice given by Users to TSW under those Terms and Conditions shall not be validly served if sent by e-mail or US Mail. Notices to Users by TSW may be sent to the e-mail address provided to TSW during the registration process, receipt of which is deemed to have occurred twenty four (24) hours after an e-mail is sent, or by any other method to any address provided by a User.
ALL DISPUTES CONCERNING THESE TERMS AND CONDITIONS OR RELATING TO OR ARISING FROM YOUR USE OF THE SITE OR SERVICES SHALL BE EXCLUSIVELY GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE COMMONWEALTH OF PENNSYLVANIA.
YOU AGREE THAT THE STATE AND FEDERAL COURTS SITTING IN ALLEGHENY COUNTY, PENNSYLVANIA, USA, SHALL HAVE PROPER AND EXCLUSIVE JURISDICTION AND VENUE FOR ANY PROCEEDINGS CONCERNING THESE TERMS AND CONDITIONS OR RELATING TO OR ARISING FROM YOUR USE OF THE SITE OR SERVICES. You consent irrevocably to the jurisdiction over you of the aforementioned Courts in any such action or proceeding and agree that the venue provided above is the most convenient forum for both parties. You also waive any objection to venue or jurisdiction and any objection based on a more convenient forum in any action instituted in connection with the Site or the services.
YOU ACKNOWLEDGE THAT TSW WOULD NOT PERMIT YOU TO REGISTER AS A USER OR PARTICIPATE AS USER IF THE TERMS OF THIS CLAUSE 12 WERE NOT VALID, BINDING AND ENFORCEABLE.
You irrevocably consent to any process in any legal action or proceedings arising out of or in connection with these Terms and Conditions or its enforceability being served in accordance with the provisions of these Terms and Conditions relating to the service of notices. Nothing contained in these Terms and Conditions shall affect the right to serve process in any other manner permitted by the laws of the State or country in which You are located.
YOU HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION CONCERNING THESE TERMS AND CONDITIONS OR RELATING TO OR ARISING FROM YOUR USE OF THE SITE OR SERVICES WHETHER SOUNDING IN CONTRACT OR TORT OR OTHERWISE.
YOU HEREBY AGREE AND CONSENT THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY ANY COURT AT A TRIAL WITHOUT A JURY, AND THAT TSW MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF YOU TO THE WAIVER OF ITS RIGHT TO TRIAL BY JURY.
These Terms and Conditions may be amended at any time by TSW in its sole discretion. Use of the services and the Site constitutes acceptance of these Terms and Conditions, including any amendments.
Should any single provision of these Terms and Conditions be or become fully or partially invalid, illegal or unenforceable, the remainder of these Terms and Conditions shall continue in full force and effect.
Failure or neglect by TSW to enforce at any time any of the terms hereof will not be construed nor will it be deemed to be a waiver of TSW's rights hereunder nor in any way affect the validity of the term or any part of these Terms and Conditions nor prejudice TSW's rights to take subsequent action.
TSW will not be liable for any delay or failure to comply with its obligations under these Terms and Conditions if such delay or failure results from circumstances beyond its control.
