TERMS & CONDITIONS
The following terms and conditions (the "Terms and Conditions") govern your use of the Perpetuelle.com website (the “Website”) on which they are posted. Your use of certain areas or features of the Website may be subject to additional or separate terms and conditions, which will be posted or otherwise made available to you in connection with such area or feature. The Website is owned and operated by Perpetuelle, Inc. ("Perpetuelle" or "we" or "us" or "our" or other similar pronouns). Perpetuelle, Inc., including Perpetuelle.com, Perpetuelle Certification Centers, the watchXchange, and its agents and affiliates are collectively referred to herein as Perpetuelle. We may change the Terms and Conditions from time to time, at any time without notice to you, by posting such changes on the Website. BY ACCESSING, USING, BROWSING, OR BUYING ON THE WEBSITE, YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. If you do not agree to these Terms and Conditions, you may not access or otherwise use the Website. The terms "Seller" and "Buyer" as written in this User Agreement refer to You (the “User”), and Your obligations hereunder.
Limited License. We offer the Website and its services only to those who may lawfully enter into and form contracts under applicable law. For example, minors are not allowed to sell, make offers, buy or perform other transactions on the Website. You agree to comply with all applicable law, statutes and regulations regarding use of the Website.
Use of the watchXchange. The watchXchange is a marketplace to buy and sell authentic, pre-owned luxury watches. All offers, asking prices, commissions, and other fees for transactions conducted via the watchXchange are in U.S. dollars. All watches purchased and sold via the watchXchange must be sent from, and be shipped to, a valid U.S. address that is not a Post Office box (P.O. Box).
Selling on the watchXchange. In order to offer a watch for sale on the watchXchange, Sellers must provide all information as required by Perpetuelle including (but not limited to) a valid credit card. Perpetuelle reserves the right to prohibit and/or remove the listing of any item at any time for any reason, including, but not limited to, the following: if in Perpetuelle's sole judgment (i) there is doubt as to an item’s authenticity, (ii) there is doubt as to the accuracy of Seller's representations and warranties set forth herein, (iii) Seller has breached any provision of this Agreement. If, a) Seller accepts Buyer’s offer or b) Buyer accepts Seller’s asking price (either action will be deemed an "Agreement On Price"), then Seller agrees to complete the transaction in accordance with the terms set forth in this User Agreement and as set forth elsewhere on this website. If Perpetuelle in its sole discretion a) determines that an item and/or its condition does not match the criteria and/or statement of condition as specified by the Seller in the listing (a “Failure to Validate”) or b) is unable to determine if the item is authentic (a “Failure to Authenticate”), Seller agrees that the the item will be returned to Seller at Seller’s expense and Seller’s credit card may be charged a Processing Fee of 15% of the agreed upon transaction price plus the cost of shipping the watch to Seller. Additional terms and conditions for selling on the watchXchange are available at http://www.perpetuelle.com/how2sell.aspx and are hereby incorporated by reference.
Seller Success Fee. Following Buyer’s final acceptance of an item, Perpetuelle will pay Seller the agreed upon transaction price of the item sold, less a Success Fee equal to15% of the transaction price. Seller acknowledges, agrees and hereby grants permission to Perpetuelle to deduct and retain from the proceeds of any payment to Seller an amount equal to the Success Fee, or $100, whichever is greater.
Seller’s Representations and Warranties. Seller represents and warrants to Perpetuelle that (i) Seller has the right and title to sell the item(s) listed for sale; (ii) each item is, and until the completion of sale will be, free and clear of all liens, claims and encumbrances of others or restrictions on Seller’s right to offer and sell the item; (iii) upon sale, good and marketable title and right to possession will pass to the Buyer free of any such liens, claims, encumbrances or restrictions; (iv) Seller has no reason to believe that any of Seller’s items are counterfeit or stolen; (v) Seller’s item(s) are not "confiscated Property" within the meaning of any United States federal or state laws; (vi) there are not and will not be any restrictions on Perpetuelle’s right to photograph or reproduce photographs of Seller's item(s) for marketing, promotional or other purposes, and (vii) Seller has included in Seller’s item listing(s) a full description of the item(s) including its condition and any and all information which would reasonably be determined to be of importance to a Buyer in assessing and making an offer for or purchasing the item. Seller agrees that such representations and warranties are for the benefit of Perpetuelle and Buyers of the item(s) and that such representations and warranties shall survive the completion of the transactions contemplated hereby. Seller agrees to notify Perpetuelle promptly in writing of any events or circumstances that may cause the foregoing representations and warranties to be inaccurate or breached in any way.
Buying on the watchXchange. A valid credit card is required of Buyer in order to submit an offer. If, a) Seller accepts Buyer’s offer or b) Buyer accepts Seller’s asking price (either action an "Agreement On Price"), Buyer agrees to complete the transaction in accordance with the terms set forth in this User Agreement and as set forth elsewhere on this website. If Seller accepts Buyer’s Offer, Buyer acknowledges, agrees and hereby grants permission to Perpetuelle to charge the Buyer’s credit card for an amount equal to the agreed upon price. Additional terms and conditions for selling on the watchXchange are available at http://www.perpetuelle.com/how2buy.aspx and are hereby incorporated by reference.
Shipping. Buyer and Seller agree that all shipments of items to Perpetuelle shall be insured for full value and shall require signature upon delivery or other delivery confirmation. Perpetuelle reserves the right to reject all shipments not shipped in accordance with these terms. Buyer and Seller agree to bear all costs of shipping, handling, insurance and risk of loss when sending items to Perpetuelle. Additional terms and conditions for selling on the watchXchange are available at http://www.perpetuelle.com/AskQuestion.aspx and are hereby incorporated by reference.
Return Policy. Perpetuelle’s Return policy, located at http://www.perpetuelle.com/AskQuestion.aspx is hereby incorporated by reference.
Water resistance Policy. Perpetuelle’s Water Resistance policy, located at http://www.perpetuelle.com/AskQuestion.aspx is hereby incorporated by reference.
User Conduct. When User posts or uploads content, either in pictures or words, User grants Perpetuelle a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, right to exercise the copyright, publicity, and database rights User has in the content, in any media known now or in the future. You warrant and agree that, while using the Website and the various services and features offered on or through the Website, you shall not: (a) impersonate any person or entity, whether actual or fictitious, or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party's advertising, branding or other promotional content into any of the Website's content, materials or services, or use, redistribute, republish or exploit such content or service for any further commercial or promotional purposes; (c) attempt to gain unauthorized access to other computer systems through the Website; (d) engage in spidering, "screen scraping," "database scraping," harvesting of catalogue information, e-mail addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of catalogue items or information, users or other information from or through the Site or the services offered on or through the Site, including without limitation any information residing on any server or database connected to the Site or the services offered on or through the Site; (e) obtain or attempt to obtain unauthorized access to computer systems, materials or information through any means; (f) use the Site or the services made available on or through the Site in any manner with the intent to interrupt, damage, disable, overburden, or impair the Site or such services, including, without limitation, sending mass unsolicited messages or "flooding" servers with requests; (g) use the Website or the Website's services or features in violation of Perpetuelle or any third party's intellectual property or other proprietary or legal rights; or (h) use the Site or the Site's services in violation of any applicable law. You further agree that you may not attempt (or encourage or support any one else's attempt) to engage in any of the foregoing prohibited activities or to circumvent, reverse engineer, decrypt, disassemble, decompile or otherwise alter or interfere with the Site or the Site's services, or any content thereof, or make unauthorized use thereof. You agree that you will not use the Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain, use or access, or attempt to obtain, use or access, any materials or information through any means not intentionally made publicly available or provided for through the Site.
Indemnification. User shall defend, indemnify and hold harmless Perpetuelle (and its officers, directors, affiliates, agents, subsidiaries, joint ventures and employees) from and against any and all losses, damages, demands, liabilities and claims, and all fees, costs and expenses of any kind related thereto (including, without limitation, reasonable attorney's fees), arising out of, based upon or resulting from (i) any act by or omission of Seller or Seller's agents (other than Perpetuelle) or representations relating to or affecting the item(s) or (ii) any inaccuracy, alleged inaccuracy, claim of authenticity, or failure to authenticate asserted by Perpetuelle or any third party in a court action, based on any representation or warranty made by Seller pursuant to this Agreement, or (iii) User’s breach of this Agreement, or User’s violation of any law or the rights of a third party.
If User has a dispute with one or more other Users, User releases Perpetuelle (and its 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 dispute.
DISCLAIMER OF WARRANTIES. THE SITE, INCLUDING, WITHOUT LIMITATION, ALL SERVICES, CONTENT, FUNCTIONS AND MATERIALS, IS PROVIDED "AS IS," "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE, FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. WE DO NOT WARRANT, REPRESENT OR COVENANT THAT THE SITE OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE WILL MEET USERS' REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. PERPETUELLE ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, AUDIO OR SOFTWARE FROM THE SITE. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.
WE TRY TO ENSURE THAT THE INFORMATION POSTED ON THE SITE IS CORRECT AND UP-TO-DATE. WE RESERVE THE RIGHT TO CHANGE OR MAKE CORRECTIONS TO ANY OF THE INFORMATION PROVIDED ON THE SITE AT ANY TIME AND WITHOUT ANY PRIOR WARNING. WE CANNOT, AND DO NOT, GUARANTEE THE CORRECTNESS, PRECISION, THOROUGHNESS OR COMPLETENESS OF ANY OF THE INFORMATION AVAILABLE ON THE SITE, NOR WILL WE BE LIABLE FOR ANY INACCURACY OR OMISSION CONCERNING ANY OF THE INFORMATION PROVIDED ON THE SITE.
WITHOUT LIMITATION OF THE ABOVE IN THIS SECTION, PERPETUELLE AND ITS AFFILIATES, SUPPLIERS AND LICENSORS MAKE NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES ORDERED OR PROVIDED VIA THE SITE, AND HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND REPRESENTATIONS MADE IN PRODUCT OR SERVICES LITERATURE, FREQUENTLY ASKED QUESTIONS DOCUMENTS AND OTHERWISE ON THE SITE OR IN CORRESPONDENCE WITH PERPETUELLE OR ITS AGENTS. ANY PRODUCTS AND SERVICES ORDERED OR PROVIDED VIA THE SITE ARE PROVIDED BY PERPETUELLE "AS IS," EXCEPT TO THE EXTENT, IF AT ALL, OTHERWISE SET FORTH IN A LICENSE OR SALE AGREEMENT SEPARATELY ENTERED INTO IN WRITING BETWEEN YOU AND PERPETUELLE OR ITS LICENSOR OR SUPPLIER.
LIMITATION OF LIABILITY. IN NO EVENT SHALL PERPETUELLE, ITS AFFILIATES OR ANY OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE "PROTECTED ENTITIES") BE LIABLE, WHETHER IN AN ACTION BASED ON A CONTRACT INDEMNIFICATION, OBLIGATION, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), COLLATERALLY OR ARISING FROM ANY STATUTORY DUTY, PRE-CONTRACT OR OTHER REPRESENTATIONS, OR OTHERWISE, HOWEVER ARISING, FOR ANY ECONOMIC LOSSES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS, GOODWILL OR ANTICIPATED SAVINGS) OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, YOUR PROVISION OF INFORMATION VIA THE SITE, LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE PROTECTED ENTITIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO PERPETUELLE FOR YOUR USE OF THE SITE OR PURCHASE OF PRODUCTS VIA THE SITE (NOT INCLUDING AUCTION ITEM PURCHASES).
No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement. If User is acting as an agent for a principal, User and principal, jointly and severely, assume all of User’s obligations set forth in this Agreement.
Modification. Perpetuelle reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms and Conditions, in whole or in part, at any time, and we will post the revised version on this Site. Changes in the Terms and Conditions will be effective when posted. Your continued use of the Site and/or the services offered on or through the Site after any changes to the Terms and Conditions are posted will be considered acceptance of those changes.
Enforcability. 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. Perpetuelle's failure to act with respect to a breach by User or others does not waive Perpetuelle’s right to act with respect to subsequent or similar breaches. Perpetuelle does not guarantee it will take action against all breaches of this Agreement.
Termination. Perpetuelle may terminate, change, suspend, add to or discontinue any aspect of the Site or the Site's services at any time, in our sole discretion, and without liability to any user. Perpetuelle may restrict, suspend or terminate your use of or access to the Site and/or its services if we believe you are in breach of or are attempting to breach our terms and conditions or applicable law, or for any other reason without notice or liability (including, for example, if we learn that you have provided us with false or misleading information, or interfered with other users or the administration of our Site or services).
Miscellaneous. This Agreement constitutes the entire agreement and understanding between the parties with respect to the transactions contemplated on Perpetuelle. This Agreement shall be binding upon User’s heirs, distributees, executors, legal representatives, successors and assigns.
Privacy. Perpetuelle’s Privacy Statement, located at http://privacy-policy.truste.com/verified-policy/www.perpetuelle.com is hereby incorporated by reference.
Last updated: November 15, 2010.
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