Introduction

Welcome to Upstatebids. By using upstatebids you agree to the following terms with upstatebids and the general principles for the websites of our subsidiaries and international affiliates.

This Agreement is effective on March 1, 2010, for current users, and upon acceptance for new users.

Scope

Before you may become a member of upstatebids, you must read and accept all of the terms in, and linked to, this User Agreement and the upstatebids Privacy Policy. We strongly recommend that, as you read this User Agreement, you also access and read the linked information. By accepting this User Agreement, you agree that this User Agreement and Privacy Policy will apply whenever you use upstatebids sites or services, or when you use the tools we make available to interact with upstatebids sites and services. If you use another upstatebids site, you agree to accept the User Agreement and Privacy Policy applicable to that site. Some upstatebids sites, services, and tools may have additional or other terms that we provide to you when you use those sites, services, or tools.

Using Upstatebids

While using upstatebids sites, services and tools, you will not:

• post content or items in an inappropriate category or areas on our sites and services;

• violate any laws, third party rights or our policies, such as the prohibited and restricted items policies;

• use our sites, services, or tools if you are not able to form legally binding contracts, are under the age of 18, or are temporarily or indefinitely suspended from using our sites, services, or tools;

• fail to deliver payment for items purchased by you, unless the seller has materially changed the item's description after you bid, a clear typographical error is made, or you cannot authenticate the seller's identity;

• fail to deliver items purchased from you, unless the buyer fails to meet the posted terms, or you cannot authenticate the buyer's identity;

• manipulate the price of any item or interfere with other users' listings;

• circumvent or manipulate our fee structure, the billing process, or fees owed to upstatebids;

• post false, inaccurate, misleading, defamatory, or libelous content (including personal information);

• take any action that may undermine the Feedback or ratings systems (such as displaying, importing or exporting Feedback information off of the sites or using it for purposes unrelated to upstatebids);

• transfer your upstatebids account (including Feedback) and user ID to another party without our consent;

• distribute or post spam, unsolicited, or bulk electronic communications, chain letters, or pyramid schemes;

• distribute viruses or any other technologies that may harm upstatebids, or the interests or property of upstatebids users;

• export or re-export any upstatebids tools except in compliance with the export control laws of any relevant jurisdictions;

• copy, modify, or distribute rights or content from the upstatebids sites, service, or tools or upstatebids copyrights and trademarks; or

• harvest or otherwise collect information about users, including email addresses, without their consent.

Abusing Upstatebids

Upstatebids and the Community work together to keep our sites 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 sites and their 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. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for a long time, or to modify or discontinue upstatebids, services, or tools.

Buyer Protection

Buyers and sellers share the responsibility for making sure purchases facilitated by upstatebids 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 upstatebids Buyer Protection Policy with respect to claims. upstatebids Buyer Protection covers only claims filed in accordance with the upstatebids Buyer Protection Policy, not claims filed with PayPal. We may suspend the upstatebids Buyer Protection Policy without notice if we suspect abuse or interference with the proper working of the program.

We require upstatebids sellers to comply with our resolution process. Sellers permit us to make a final decision, in our sole discretion, on any claim that a buyer files with upstatebids under the upstatebids Buyer Protection Policy. If we resolve a dispute in the buyer's favor, we will refund the buyer for the cost of the item and the original shipping, and we will require the seller to reimburse us for the refund. Without limiting the foregoing, sellers may not have to pay a reimbursement for an upstatebids claim if they provide the documentation (for example, delivery confirmation or proof that the item was as described) indicated in the upstatebids Buyer Protection Policy.

• Sellers must have a reimbursement method on file with upstatebids.

• For transactions paid with PayPal, sellers agree to allow us to remove funds from their PayPal accounts to reimburse buyers. Sellers may change this reimbursement method by contacting upstatebids.

• When there are insufficient funds in PayPal accounts, transactions are not paid with PayPal, or when PayPal is not the reimbursement method of a seller, we will require another reimbursement method.

For future claims where the seller is found at fault, we will notify the seller and continue to charge the sellers preferred method for any reimbursements made under the upstatebids Buyer Protection Policy. Changing a reimbursement method will not affect upstatebids use of a payment method on file for other purposes (such as payment of your upstatebids fees). If sellers do not provide upstatebids 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.

Fees and Services

Joining upstatebids 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 14 days' notice by posting the changes on the upstatebids 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, and for accounts over 180 days past due, deducting the amount owed from your PayPal account balance.)

Content

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 upstatebids users). You may use catalog content solely in connection with your upstatebids listings during the time your listings are on upstatebids sites.

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 upstatebids 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