All Buyers on BacklotCars agree to the following:
- To purchase any Vehicle that buyer has made an offer on and Seller has accepted said offer (regardless of if it is the highest offer) or a vehicle that buyer clicks buy it now or accept offer for the purchase price shown on the bill of sale.
- Not to resell such Vehicle until good funds have been transmitted to BacklotCars (full payment is due within 72 hours from time of purchase).
- Upon making settlement, regardless of payment method, to consider the sale a fully consummated cash transaction for present consideration.
- That no stop payment of any Buyer check to BacklotCars shall be honored.
- That any stop payment order of a check/draft or giving a check/draft which is returned unpaid shall be deemed to be evidence of fraud existing at the time of payment and shall be construed as an intent to defraud in order to obtain the Vehicle and/or its title;
- BacklotCars will hold the check until title is received from seller. Upon receipt of title BacklotCars will cash the check for said vehicle and overnight the title to buyer.
- To remove purchased vehicle from Seller’s premises within 5 days.
- That Buyer is responsible for Buyer‘s own transportation of purchased vehicle or requesting BacklotCars assist in transportation of vehicle prior to purchase.
- You represent to BacklotCars that you are solvent, that you are a licensed motor vehicle dealer in good standing or otherwise authorized to sell or buy on a commercial wholesale basis in the relevant jurisdiction(s), and that any Vehicle you purchase is purchased solely for resale.
All Sellers agree to the following:
- Stand behind any representations made by Seller about a car listed or sold on BacklotCars
- Provide title in accordance with BacklotCars arbitration policy. y and hold harmless BacklotCars and their inspectors for any property damage or personal injury that occurs on seller’s property or to seller’s property that involves any BacklotCars employee, inspector or subcontractor regardless of fault.
- Abide by all covenants of BacklotCars Arbitration Policy.
Upon payment to Seller, BacklotCars shall be subrogated to all of Seller‘s and Buyer‘s respective rights, and Seller and Buyer agree to promptly take any action or sign any document deemed necessary, in BacklotCars sole discretion upon BacklotCars request, to secure such rights and do nothing to prejudice them.
BacklotCars only performs a matching service for buying and selling dealers and expressly disclaims all express and/or implied warranties as to merchantability, fitness, or any other matter whatsoever, other than the limited guarantee on the accuracy of the arbitrable items on a BacklotCars inspection (see arbitration policy).
You agree, jointly and severally with any Buyer or Seller (as the case may be), to indemnify and hold BacklotCars harmless from and against any and all liability, loss, cost, damage, or expense, including attorneys‘ fees, which are in any way related to or may otherwise arise, either directly or indirectly, from any Vehicle, including, but not limited to, the purchase or sale of any Vehicle, any matters relating to odometer mileage or odometer mileage statements, any damage or condition disclosures or lack thereof, and/or any damage caused by transporters or other agents of either Buyer or Seller.
Seller agrees to produce a title within their states' required time frame. If a title isn't received by BacklotCars by within 45 days from time of sale, the transaction is able to be cancelled at the buyers request. The buyer and seller acknowledge and agree that each party must operate within their state's rules, regulations and laws, further each party agrees to hold BacklotCars harmless if a party is operating outside state rules, regulations and laws.
If BacklotCars is required to make or defend a claim, related in any way to a Vehicle or Vehicle transaction, from or against either Seller or Buyer or an agent, employee, insurer, or bonding company of either, then BacklotCars shall recover, in addition to the amount of the claim and the costs incurred in the claim, reasonable attorneys' fees in an amount not less than twenty-five percent (25%) of the amount of the claim, regardless of whether suit is filed, including appellate and bankruptcy fees and costs. Interest shall accrue on the unpaid balance of any such claim at the rate of one and one-half percent (1.5%) per month, or the highest rate permitted by law, whichever is greater.
Payments: Payments for goods or services must be made by the registered customer purchasing those goods or services or a pre-established direct floor planner acting on that customer‘s behalf. Although we retain the discretion to make appropriate exceptions, other third-party payments generally will not be accepted. Payments must be made in good funds and in a form acceptable to BacklotCars. BacklotCars reserves the right, in its sole discretion, to change the forms and types of payment that are accepted by BacklotCars.
ACH Authorization: You agree that, if you designate a bank account for payment of amounts you owe us, including, but not limited to, by adding a bank account to your online profile, we may use such account information to initiate an ACH debit to your bank account for such amounts owed. Additionally, you agree that, if any ACH debit we initiate to your bank account is returned unpaid, we may debit your account for a returned item fee in the maximum amount permitted under applicable state law. You agree that any authorizations we initiate to your bank account must comply with applicable law and NACHA Operating Rules. This authorization is in addition to, and does not terminate, any other authorization for electronic or ACH payments that we have on file or that you provide us in the future.
Storage of Vehicles: Unless expressly agreed to the contrary in a writing signed by us, we are not a bailee of your property, consigned or otherwise. If you leave your vehicles or other property unattended on seller’s premises, regardless of the reason, you are solely responsible for any and all damage, theft, or loss relating to such property, including any damage caused by weather conditions or acts of god, regardless of our knowledge or involvement, and we may charge you storage fees of $50 per day for each day each purchased vehicle is not picked up after five days from purchase.
No Right to Do Business: You have no obligation to do business with us. Likewise, you agree and acknowledge that we have no obligation to do business with you. We are affiliated private businesses; we reserve the right to cease doing business with you or anyone else, at any time, for any reason or no reason, in our sole discretion, collectively or separately among our affiliates; and you shall have no right, remedy, or cause of action for same. You acknowledge and agree that there are numerous sources, other than BacklotCars, for you to acquire and sell used motor vehicles.
Limited Power of Attorney: For value received, you hereby irrevocably appoint BacklotCars to be your agent and attorney-in-fact with full and complete authority to, on your behalf, take all steps, do all things, and authenticate, sign, e-sign, or otherwise acknowledge any and all documents, including but not limited to odometer disclosure statements, title documents (including applications for duplicates), sales invoices and transportation instructions/orders, in each case as deemed necessary, incidental, desirable, or expedient by us, in our sole judgment, to any goods and/or services provided by us to you and/or to assist us with our efforts to collect payment for such goods and/or services. You will also sign any separate power of attorney document(s) covering the foregoing activities and authority that BacklotCars may request from time to time in its sole discretion.
INDEMNIFICATION: YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS BACKLOTCARS, INC., ITS SUCCESSORS AND ASSIGNS, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, MEMBERS, REPRESENTATIVES, BORROWED SERVANTS, VOLUNTEERS, INDEPENDENT CONTRACTORS AND AGENTS, FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DEMANDS, CAUSES OF ACTION, DEBTS, OR LIABILITIES, INCLUDING ATTORNEYS‘ FEES, ARISING OUT OF OR RELATING TO:
- ANY PERSONAL INJURY OR PROPERTY DAMAGE THAT YOU MAY CAUSE, EITHER SOLELY BY YOUR OWN ACTIONS OR JOINTLY WITH OTHERS (INCLUDING THE BACKLOTCARS PARTIES), TO BACKLOTCARS, ANY PERSONNEL OR CUSTOMERS OF BACKLOTCARS, OR ANY THIRD PARTIES, OR THE PROPERTY OF ANY OF THE FOREGOING;
- THE BREACH OR ALLEGED BREACH OF ANY AGREEMENT OR OBLIGATION HEREUNDER OR UNDER ANY OTHER AGREEMENT THAT YOU MAY HAVE WITH BACKLOTCARS;
- ANY TRANSPORTATION CLAIMS;
- ANY ACTIONS THAT A BACKLOTCARS PARTY MAY TAKE AS YOUR AGENT, REPRESENTATIVE, OR ATTORNEY-IN-FACT, PURSUANT TO SECTION 20 HEREOF OR OTHERWISE;
- YOUR USE OF ANY PRODUCTS OR SERVICES OF BACKLOTCARS; AND
- ANY LIABILITY OR OBLIGATION, INCLUDING ANY CAUSED IN PART BY A BACKLOTCARS PARTY, THAT MAY OTHERWISE ARISE FROM YOUR PARTICIPATION IN ANY SALE OR TRANSACTION CONDUCTED BY A BACKLOTCARS PARTY, YOUR PRESENCE AT ANY PREMISES OWNED OR OPERATED BY BACKLOTCARS, OR THE PROVISION OF PRODUCTS OR SERVICES TO YOU BY BACKLOTCARS.
How BacklotCars Works
BacklotCars, Inc is a software as a service website and application that allows dealers to network with other dealers for the purpose of making connections to buy, sell or trade wholesale inventory between dealerships on a local and national level. The founders of BacklotCars saw a need in the automotive remarketing industry for a dealer driven and regulated social networking site that allows dealers to interact and conduct business directly with each other thereby eliminating the need for auctions, faxing run lists for back lot sales, wholesalers constantly sitting in dealerships or calling, and not having an audience to sell inventory to or network to buy from. Simply put we wanted to bring dealers together and let them save time and money and wholesale on their own terms and not the terms of auctions. Each dealer can set their terms of sale how they see fit. Dealers can provide feedback on other dealers and respond to that feedback (just like a very popular auction website).
Registration and Access
To obtain access to BacklotCars a dealer must send us a copy of their dealer license and certify that the person requesting access is an authorized representative of the dealer requesting access. Each dealer will select a username and password. If BacklotCars has reasonable grounds to suspect that information a representative provides as part of his registration is untrue, inaccurate, not current or incomplete, BacklotCars has the right to suspend or terminate the representative's account and refuse any and all current or future use of the website (or any portion thereof). Dealership and its representatives are responsible for maintaining the confidentiality of passwords and account numbers, and dealership and users are responsible for all activities that occur under its account and the accounts of its representatives. If dealership or user discovers or suspects any unauthorized use of its account or any of its representatives' accounts or any other breach of security, user will immediately notify BacklotCars. BacklotCars is not responsible for any loss or damage arising from Participant's failure, or the failure of Participant's representatives, to protect or to keep password or account information confidential.
Information about a particular vehicle listed on BacklotCars is supplied by the seller of the vehicle, not by BacklotCars, and BacklotCars does not make any representations or warranties with respect to the accuracy or completeness of such information or the condition of any vehicles. Responsibility for the information contained in vehicle listings lies with each seller. BacklotCars cannot monitor all the listings posted to the BacklotCars website, BacklotCars reserves the right (but assumes no obligation) to delete, move, or edit any listings, ads or other postings that is considered unacceptable or inappropriate, whether for legal or other reasons. By using the BacklotCars website, user (for itself and on behalf of each of its representatives) agrees not to post or transmit any defamatory, abusive, obscene, threatening, misleading, or illegal material, or any other material that infringes on the rights of others or interferes with the ability of others to use the BacklotCars website. BacklotCars will not, in the ordinary course of business, review the content of private electronic messages that are not addressed to BacklotCars. However, BacklotCars may occasionally release information concerning such communications when release is appropriate to comply with law (including disclosure in response to a request from a law enforcement agency), to enforce this Agreement, or to protect the rights, property or safety of visitors to the BacklotCars website, BacklotCars advertisers, the public or BacklotCars. By using BacklotCars the user agrees that any representations made by any user belong to and are made by that user and user agrees to hold BacklotCars harmless for any representation, fraud or wrongdoing by or between the user’s of BacklotCars.
Additional Terms and Conditions for Sellers
All users/ dealers using BacklotCars will indemnify and hold BacklotCars and its employees, and its licensees and their affiliated entities, and their employees, harmless against any and all expenses and losses of any kind (including reasonable attorneys' fees) incurred by them in connection with any breach or alleged breach of any of the foregoing representations and/or warranties, and/or resulting from any mistake or inaccuracy in vehicle listings information made available by user/ dealer (or on user/ dealer’s behalf). By submitting material to BacklotCars, user/ dealer is permanently granting BacklotCars all rights to the material, including the right to modify the material, to display and distribute the material and otherwise use it commercially, and to maintain the material in an archive. Participant represents and warrants that (i) it is the true and lawful owner of each vehicle listed on BacklotCars on Dealer/ User’s behalf, (ii) that the same is free from all liens and encumbrances, (iii) that Participant has the good right and full power to sell and transfer title to the same, and (iv) that Participant will warrant and defend the same against the lawful claims and demands of all persons whomsoever.
Consent to Receive Advertising and Other Communications
Dealer/ User acknowledge that BacklotCars may use means other than the website to support the sale and purchase of vehicles and to promote the services it offers buyers and sellers. Without limiting the generality of the foregoing, user/ dealer grants its express consent to receive advertising offers and other information from BacklotCars on their own behalf or on behalf of their respective affiliates, sellers, consignors, or other customers, for any commercial or advertising purpose, using the telephone numbers (whether business, home or mobile numbers), fax numbers, SMS codes, e-mail addresses, and other contact information provided during the registration process, or at any other address, telephone number, fax number, SMS code, e-mail address or contact point used in connection with user’s/ dealer’s business. User/ Dealer hereby covenants not to sue and waives and releases BacklotCars and their respective officers, employees, agents, representatives, affiliates and customers for any and all rights, claims and causes of action arising out of the communications described in this paragraph, including without limitation, claims that such communications violate Participant's rights under the Telephone Consumer Protection Act, 47 U.S.C. § 227, or any federal or state law or regulation governing telemarketing, email marketing or fax marketing activities. User/ Dealer may terminate its consent only by providing a written notice, executed by an authorized representative of Participant, to email@example.com. The written notice must expressly state that Participant is revoking its consent to receive advertising offers and other information from BacklotCars.
Links to Other Sites
BacklotCars may make available a variety of links to other vendors' websites where users of BacklotCars can obtain vehicle related products and services. BacklotCars cannot guarantee the prices, terms, quality, reliability or performance of the products or services provided by these vendors. BacklotCars is not responsible for the products or services these vendors provide. Any user of BacklotCars releases BacklotCars and its affiliates from any damages that said user may incur, and agrees not to assert any claims against them, arising from user’s purchase or use of third party supplied products and services.
Ownership and Permissionsg
The materials on the BacklotCars website are the property of BacklotCars or its licensors, and are protected by U.S. copyright laws, other copyright laws, and international conventions. Except as explicitly provided in this Agreement, neither users/ dealers nor its representatives may distribute, transmit, display, reproduce, modify, create derivative works from, or otherwise exploit any of the materials on the BacklotCars website. Neither user/ dealer nor its representatives may use automated means, such as robots, screen scrapers, or spiders, to collect and/or index any information contained on the BacklotCars website. Dealer/ user may establish a hypertext link to the BacklotCars website so long as the link does not state or imply any endorsement or sponsorship of Participant by BacklotCars or any of its affiliates. However, without the prior written permission of BacklotCars, neither dealer/ user nor its representatives may frame any of the content of the BacklotCars website or incorporate into another website or other service any intellectual property of BacklotCars or its licensors. Requests for permission to frame Backlot Car’s content may be sent to firstname.lastname@example.org. BacklotCars is a trademark of BacklotCars, Inc. Neither dealer/ user nor its representatives may use any trademark or service mark appearing on the BacklotCars website without the prior written consent of the owner of the mark. BacklotCars claims no ownership of any trademark or service mark posted on the website by users. All trademarks posted on the website belonging to Automobile Manufacturers or other businesses are posted by the users for informational purposes only and users accept full legal responsibility for having license to display or post trademarks or service marks.
Disclaimer of Warranties, Limitation of Liability, and Indemnification
USER/ DEALERS RELIANCE ON ANY INFORMATION ON BACKLOTCARS DOES SO AT ITS OWN RISK. USER/ DEALER UNDERSTANDS THAT THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, INACCURACIES, AND/OR OTHER PROBLEMS WITH THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON OR PROMOTED ON BACKLOTCARS. BACKLOTCARS DOES NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION AVAILABLE THROUGH BACKLOTCARS (OR ANY INFORMATION, GOODS OR SERVICES THAT ARE REFERRED TO, ADVERTISED OR PROMOTED ON, OR SOLD THROUGH THE BACKLOTCARS WEBSITE). NOR DOES BACKLOTCARS GUARANTEE THAT THE WEBSITE WILL BE ERROR FREE, OR CONTINUOUSLY AVAILABLE, OR THAT THE BACKLOTCARS WEBSITE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. UNDER NO CIRCUMSTANCES WILL BACKLOTCARS OR ITS AFFILIATES, AGENTS OR LICENSORS BE LIABLE TO USER/ DEALER OR ANYONE ELSE FOR ANY DAMAGES ARISING OUT OF USER/ DEALER’S USE OF THE BACKLOTCARS WEBSITE OR ANY PRODUCT OR SERVICE PROMOTED OR ADVERTISED OR ACCESSIBLE THROUGH LINKS ON THE BACKLOTCARS WEBSITE, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR OTHER DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS, LOSS OF BUSINESS OR LOSS OF DATA), EVEN IF BACKLOTCARS, AFFILIATES, AGENTS OR LICENSORS ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. USER/ DEALER AGREES THAT THE LIABILITY OF BACKLOTCARS AND ITS PARENTS, AFFILIATES, AGENTS AND LICENSORS, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM ARISING OUT OF OR OTHERWISE RELATED TO THE BACKLOTCARS WEBSITE AND/OR BACKLOTCARS SERVICES WILL NOT EXCEED THE AMOUNT DEALER/ USER PAID, IF ANY, FOR THE USE OF THE BACKLOTCARS WEBSITE, OR FOR THE PROVISION OF SUCH SERVICES, OUT OF WHICH SUCH LIABILITY ALLEGEDLY ARISES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THESE LIMITATIONS MAY NOT APPLY TO USER/ DEALER. USER/ DEALER AGREES TO INDEMNIFY AND HOLD HARMLESS BACKLOTCARS, ITS AFFILIATES, EMPLOYEES, OWNERS, REPRESENTATIVES, AND LICENSEES AGAINST ANY AND ALL CLAIMS, OF WHATEVER NATURE, THAT ARISE OUT OF ANY LISTING USER PLACES OR RESPONDS OR TRANSACTS THROUGH THE BACKLOTCARS WEBSITE AND ANY AND ALL CLAIMS WITH RESPECT TO DEALER/ USER’S CONSENT TO RECEIVE ADVERTISING OFFERS AND OTHER INFORMATION VIA DIRECT MAIL, TELEPHONE, EMAIL, AND FACSIMILE TRANSMISSIONS FROM BACKLOTCARS.
Neither dealer/user nor its representatives may use the services provided by BacklotCars to send unsolicited bulk and/or commercial messages ("spamming"). Dealers/ users may not use information concerning other users of the BacklotCars website, or the vehicles they have listed or searched for on the BacklotCars website (including listing information, user names, email addresses, telephone numbers, and/or other information), for any purpose other than to explore the potential purchase or sale of a listed vehicle.
This Agreement has been made in, and will be construed in accordance with the laws of, the State of Kansas. By using the BacklotCars website, all users/dealers/participants consent to the exclusive jurisdiction and venue of the state court of Johnson County, Kansas and federal courts in Wyandotte County, Kansas in all disputes arising out of or relating to this agreement or use of the BacklotCars website or application.