Site Usage Terms and Conditions
The following Site Usage Terms and Conditions (“Site Usage Terms” and “Terms”) establish the terms of your use of Terra Point LLC’s (hereinafter referred to as “Terra Point,” “we,” or “us”) sites and services (www.terrapoint.com), as well as on-site events to be held by a Terra Point company or affiliate) (together, the “Site”).
The Site Usage Terms were last revised on February 6, 2018.
Introduction: About Terra Point
Terra Point is an online platform that allows sellers to list and advertise their used heavy equipment for sale to a global audience of buyers. The actual contract for sale is directly between the seller and buyer. While Terra Point may help facilitate the resolution of disputes through various programs, Terra Point has no control over and does not guarantee the existence, quality, safety or legality of items advertised; the truth or accuracy of users' content or listings; the ability of sellers to sell items; the ability of buyers to pay for items; or that a buyer or seller will actually complete a transaction or return an item.
I. ACCEPTANCE OF TERMS. These Site Usage Terms set forth the legally binding terms and conditions that govern your use of the Site. By accessing or using the Site, you are accepting these Terms (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). You may not access or use the Site or accept the Terms if you are not of legal age to form a binding contract with the Company. IF YOU DO NOT MEET THE FORGOING REQUIREMENTS TO ACCESS OR USE THE SITE OR IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, DO NOT ACCESS AND/OR USE THE SITE. For Sellers in one of the countries in the European Union, the Site may only be used by commercial (non-consumer) parties, who have a valid VAT ID number that is verifiable through the EU Commission's VIES database (accessible via the following web link: http://ec.europa.eu/taxation_customs/vies/vatResponse.html).
II. USER RESTRICTIONS. You may use the Site only for lawful purposes and in accordance with these Terms. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the information or material on the Website, except as follows: (i) your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials; (ii) you may store files that are automatically cached by your web browser for display enhancement purposes; and (iii) 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 agree to comply with all applicable laws and regulations regarding your use of the Site. You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots”, “spiders”, “offline readers”, etc., to access the Site in a manner that sends more request messages to Terra Point's servers than a human can reasonably produce in the same period of time by using a conventional online web browser; (iii) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (iv) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (v) uploading invalid data, viruses, worms, or other software agents through the Site; (vi) collecting or harvesting any personally identifiable information, including account names, from the Site; (vii) using the Site for any commercial solicitation purposes; (viii) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; or (ix) bypassing the measures we may use to prevent or restrict access to the Services. You agree that Terra Point has the right, but not the obligation, to monitor at any time, for any reason at its sole discretion, all material and content on the Site and usage of the Site. Without limiting any other remedies, Terra Point shall have the right to terminate your access to the Site or any part thereof at any time, without notice, in Terra Point's sole discretion for any reason, including, without limitation, if we determine that you have violated the Site.
III. REGISTRATION. To access certain features of the Site, we may ask you to register and provide certain personal information. You agree to provide true, accurate, current and complete information about yourself as prompted by the Site’s registration form. Terra Point reserves the right, in its sole discretion, to grant or reject any request to register with the Site and become a “Registered User.” Upon becoming a Registered User, you agree that you will update your personal information so that it is kept current, accurate and complete at all times. You acknowledge and agree that Terra Point may contact you using the contact information you provide during registration and agree that any wireless charges if incurred through such communication is your sole responsibility. Terra Point reserves the right to suspend or terminate your authorization to use the Site for any reason.
IV. LOGIN ID, PASSWORD, SECURITY. You are responsible for maintaining the confidentiality of your password and account, and are responsible for all activities (whether by you or by others) that occur under your password or account. You agree to notify us immediately of any unauthorized use of your password or account or any other breach of security, and to ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to protect your password or account information. We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
V. USER INFORMATION AND PRIVACY STATEMENT. Terra Point has made a commitment to protect the confidentiality and privacy of your personally identifiable information. Please see Terra Point's Privacy Statement, located at https://terrapoint.com/terms?section=privacyPolicy and incorporated herein by reference, for more information about our collection, use and protection of your personal information. By using the Site, you are specifically consenting and agreeing to Terra Point's Privacy Statement and, if you're located in the European Union, you expressly consent that Terra Point may transfer, process and store your personal data within and without the European Union.
VII. MODIFICATION/SERVICE ACCESSIBILITY. Terra Point makes reasonable commercial efforts to make its Services and Site available. However, it is not responsible for any service interruptions, including, but not limited to, interruptions that may affect the receipt, processing and acceptance of bids or other aspects of an Advertisement. Furthermore, Terra Point reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you. You agree that Terra Point will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.
VIII. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS. The Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, photographs, images, video, and audio, and the design, selection, and arrangement thereof), including all intellectual property, are owned by Terra Point, its affiliates, suppliers, licensors, or other providers of such materials and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or to the Site or its contents, features, or functionality, except for the limited access rights expressly set forth in these Terms. Company and its affiliates, suppliers, and licensors reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms. The use of any such property for any other reason, on any other website, or the modification, distribution or republication of this material without the prior written permission from Terra Point is strictly prohibited.
IX. INDEMNIFICATION. You agree to indemnify and hold Terra Point (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (i) your use of the Website, (ii) your violation of these Terms or (iii) your violation of applicable laws or regulations. Terra Point reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Terra Point. Terra Point will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
X. DISCLAIMER; LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SITE AND SERVICES, PROVIDED BY OR THROUGH TERRA POINT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND WHETHER, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL TERRA POINT BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, COVER, INCIDENTAL OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE, ANTICIPATED PROFITS, BUSINESS, OR SALES, ANY LOSS OF GOODWILL OR REPUTATION, OR THE COSTS OF SUBSTITUTE GOODS OR SERVICES, EVEN IF TERRA POINT OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
XI. GOVERNING LAW. For users contracting with Terra Point, LLC, these Site Usage Terms shall be governed by the laws of the State of Texas, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods and, if user is located in the United States, the Uniform Computer Information Transactions Act, do not apply.
XII. JURISDICTION AND VENUE. All claims, disputes, and other matters in question arising out of, or relating to this Agreement or the breach thereof shall be decided by the appropriate Civil District Court of Travis County, Texas or, if applicable, the United States District Court for the Western District of Texas. In the event of any litigation arising from breach of this Agreement, or the services provided under this Agreement, the prevailing party shall be entitled to recover from the non-prevailing party all reasonable costs incurred including staff time, court costs, attorneys’ fees, and all other related expenses incurred in such litigation.
XIII. CHANGES TO THESE TERMS. Terra Point may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Site thereafter. However, any changes to the dispute resolution provisions set forth in these Terms will not apply to any disputes for which the parties have actual notice prior to the date the change is posted on the Site. Your continued use of the Site following the posting of revised Terms means that you accept and agree to the changes. You are expected to check this page each time you access the Site so you are aware of any changes, as they are binding on you.
XIV. NOTICES. Any notice to Terra Point must be in writing and must be sent via email to email@example.com and by registered mail or overnight courier to Terra Point, LLC, 1213 Ranch Road 620 South Suite 105 Lakeway, TX 78734, U.S.A. Any notice to you shall be given by email to the email address provided to you during registration as a Registered User, or as subsequently updated by you, or via posting on the Site, any of which you agree shall be sufficient notice to you. Notice shall be deemed to have been given to you upon twenty-four (24) hours after it has been sent or at the time the information was posted on the Site. You are responsible for updating your account in the event that your contact information changes.
XV. Entire Agreement/No Waiver. These Terms constitute the entire agreement between you and us regarding the use of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. All provisions in these Site Usage Terms regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination of these Site Usage Terms.
XVI. SEVERABILITY. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
XVII. Copyright infringement Policy. We respond to notices of alleged copyright infringement under the United States Digital Millennium Copyright Act. Terra Point works to ensure that listed items and content on our site or in our apps do not infringe upon the copyright, trademark, or certain other intellectual property rights of third parties. If you believe that your intellectual property rights have been infringed, please notify team and we will investigate. Terra Point may suspend and/or terminate listings and/or the accounts of users who infringe the rights of others.
Terra Point’s Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
c/o Terra Point, LLC
1213 Ranch Road 620 South Suite 105
Lakeway, TX 78734