The following describes the terms on which closeout.com offers you access to our services.
Welcome. By using Closeout.com, and its services and tools, you agree to the following terms with Closeout.com, Inc. and the general principles for the websites of our subsidiaries and international affiliates.
This Agreement is effective on January 1, 2012, for current users, and upon acceptance for new users.
While using Closeout.com site, services and tools, you will not:
Closeout.com and the Community work together to keep our site and services working properly and the Community safe. Please report problems, offensive content, and policy violations to us.
Without limiting other remedies, we may limit, suspend or terminate our service and user accounts, prohibit access to our site and its content, services and tools, delay or remove hosted content, and take technical and legal steps to keep users off the sites if we think that they are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our policies (for example, and without limitation, policies related to shill bidding, conducting off- Closeout.com transactions, feedback manipulation, circumventing temporary or permanent suspensions or users who we believe are harassing our employees or other users). Additionally, we may, in appropriate circumstances and at our discretion, suspend or terminate accounts of users who may be repeat infringers of intellectual property rights of third parties. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for a long time, or to modify or discontinue the Closeout.com sites services or tools.
Buyers and sellers share the responsibility for making sure purchases facilitated by Closeout.com are exciting, rewarding and hassle-free. We strongly encourage buyers to work with sellers before opening a claim relating to a purchase. Buyers and sellers agree to follow the requirements of the Closeout.com Buyer Protection Policy with respect to claims. Closeout.com Buyer Protection covers only claims filed in accordance with the Closeout.com Buyer Protection Policy, not claims filed with PayPal or any other affiliates. We may suspend the Closeout.com Buyer Protection Policy without notice if we suspect abuse or interference with the proper working of the program.
We require Closeout.com sellers to comply with our resolution process. Buyers and sellers permit us to make a final decision, in our sole discretion, on any claim that a buyer files with Closeout.com under the Closeout.com Buyer Protection Policy. If we resolve a dispute in the buyer's favor, we will refund the buyer for the full cost of the item (including any applicable sales taxes)and the original shipping, and we will require the seller to reimburse us for the amount due to the buyer. Without limiting the foregoing, sellers may not have to pay a reimbursement for a Closeout.com claim if they provide the documentation (for example, delivery confirmation or proof that the item was as described) indicated in the Closeout.com Buyer Protection Policy. In addition:
Changing a reimbursement method will not affect Closeout.com’s use of a payment method on file for other purposes (such as payment of your Closeout.com fees). If sellers do not provide Closeout.com with a valid reimbursement method, we may collect amounts owed using other collection mechanisms, including retaining collection agencies. We may also suspend or restrict sellers from trading on our sites until payment is made.
To protect against the risk of liability, Closeout.com has at times requested, and may continue to request, that PayPal hold seller funds based on certain factors, including, but not limited to, selling history, seller performance, riskiness of the listing category, or the filing of a Closeout.com Buyer Protection claim. PayPal has held, and will continue to hold, seller funds pursuant to the terms of the PayPal User Agreement, PayPal policies and any other agreement entered into between PayPal and its users.
Fees and Services
Joining Closeout.com and bidding on listed items is free. We do charge fees for using other services, such as listing items. When you list an item or use a service that has a fee, you have an opportunity to review and accept the fees that you will be charged based on our fees schedule, which we may change from time to time. Changes to that schedule are effective after we provide you with at least fourteen days' notice by posting the changes on the Closeout.com site. We may choose to temporarily change the fees for our services for promotional events (for example, free listing days) or new services, and such changes are effective when we post the temporary promotional event or new service on the sites.
Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees and applicable taxes associated with our sites and services in a timely manner with a valid payment method. If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. (This includes charging other payment methods on file with us, retaining collection agencies and legal counsel.)
When you give us content, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all copyright, trademark, publicity, and database rights (but no other rights) you have in the content, in any media known now or in the future.
For the convenience of sellers, we may offer catalogs of stock images, descriptions and product specifications that are provided by third parties (including Closeout.com users). You may use catalog content solely in connection with your Closeout.com listings during the time your listings are on the Closeout.com site.
While we try to offer reliable data, we cannot promise that the catalogs will always be accurate and up-to-date, and you agree not to hold our catalog content providers or us responsible for inaccuracies in catalogs. If you choose to include catalog content in your listings, you continue to be fully responsible for your listings and for ensuring that your listings are accurate, do not include misleading information, and comply with this User Agreement and all Closeout.com policies. The catalogs may include copyrighted, trademarked or other proprietary materials. You agree not to remove any copyright, proprietary or identification markings included with the catalogs or create any derivative works based on catalog content (other than by including them in your listings).
Limitation of Liability
You will not hold Closeout.com responsible for other users' content, actions or inactions, items they list or their destruction of allegedly fake items. You acknowledge that we are not a traditional auctioneer. Instead, our site a venue to allow anyone to offer, sell, and buy just about anything, at anytime, from anywhere, in a variety of pricing formats and locations, such as stores, fixed price formats and auction-style formats. We are not involved in the actual transaction between buyers and sellers. While we may help facilitate the resolution of disputes through various programs, we have no control over and do not guarantee the 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. For certain categories, particularly Motor vehicles and Real Estate, a bid or offer initiates a non-binding transaction representing a buyer’s serious expression of interest in buying the seller’s item and does not create a formal contract between the buyer and the seller.
We do not transfer legal ownership of items from the seller to the buyer. California Commercial Code 2401(2) and Uniform Commercial Code 2-401(2) applies to the transfer of ownership between the buyer and the seller, unless the buyer and the seller agree otherwise. Further, we cannot guarantee continuous or secure access to our site, services or tools, and operation of our site, services or tools may be interfered with by numerous factors outside of our control. Accordingly, to the extent legally permitted, we exclude all implied warranties, terms and conditions. We are not liable for any loss of money, goodwill or reputation, or any special, indirect or consequential damages arising, directly or indirectly, out of your use of or your inability to use our sites, services and tools.
Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.
Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to the greater of (a) any amounts due under the Closeout.com Buyer Protection Policy up to the full cost of the item (including any applicable sales tax) and its original shipping costs, (b) the total fees (under Closeout.com Fees and Services) you paid to us in the 12 months prior to the action giving rise to the liability, and (c) $100.
If you have a dispute with one or more users, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
Access and Interference
The sites contain robot exclusion headers. Much of the information on the sites is updated on a real-time basis and is proprietary or is licensed to Closeout.com by our users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access the sites for any purpose without our express hand written permission.
Additionally, you agree that you will not:
By listing an item on Closeout.com’s site, you agree to pay Closeout.com’s fees for such, assume full responsibility for the content of the listing and item offered, and accept the following listing conditions: When you list an item on Closeout.com, your listing will be posted on Closeout.com’s sites and can be viewed in My Account. Your listing may not be immediately searchable by keyword or category for several hours (or up to 24 hours in some circumstances), so Closeout.com can’t guarantee exact listing durations. Where your listing appears in search and browse results may be based on certain factors including listing format, title, bidding activity, end time, keywords, price and shipping cost, feedback, and detailed seller ratings.
You will indemnify and hold us (and our officers, directors, agents, subsidiaries, joint ventures and employees) harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement, or your violation of any law or the rights of a third party.
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
Except as explicitly stated otherwise, legal notices shall be served on Closeout.com, Inc’s national registered agent (in the case of Closeout.com) or to the email address you provide to Closeout.com during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to the address provided during the registration process. In such case, notice shall be deemed given three days after the date of mailing.
If a dispute arises between you and Closeout.com, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Closeout.com agree that we will resolve any claim or controversy at law or equity that arises out of this Agreement or our services (a "Claim") in accordance with one of the subsections below or as we and you otherwise agree in writing. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution by going to the Customer Support Page. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.
Closeout.com Inc. is located at 3028 East 11th Street, Los Angeles, CA 90023. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. In our sole discretion, we may assign this Agreement in accordance with the Notices Section. Headings are for reference purposes only and do not limit the scope or extent of such section. Our failure to act with respect to a breach by you or others doesn't waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this Agreement.
We may amend this Agreement at any time by posting the amended terms on this site. Except as stated elsewhere, all amended terms shall automatically be effective 30 days after they are initially posted. Additionally, we will notify you through the Closeout.com Message Center. This Agreement may not be otherwise amended except in a writing hand signed by you and us. For purposes of this provision, a "writing" doesn't include an email message and a signature doesn't include an electronic signature.
This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. The following Sections survive any termination of this Agreement: Fees and Services (with respect to fees owed for our services), Release, Content, Liability, Indemnity and Legal Disputes.
In accordance with Cal. Civ. Code 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.