The Livestock Link’s User Agreement and Terms and Conditions of Service
Dated effective February 1, 2017
All references to “Our,” “We” or “Us” means The Livestock Link, and all references to “You” or “Your” means any person or entity that registers with or uses Our services. Your registration with Us or use of Our services means that You agree with this User Agreement and all of the following terms and conditions.
A. Your Use of the Livestock Link Website. Our online auction service is offered to persons or entities legally able to enter into a binding contract. You must be over eighteen (18) years of age and not subject to legal disability. If You are a legal entity, You must be lawfully organized and in good standing with the State of organization, and the person representing You must be authorized to bind the legal entity. If You do not meet these criteria, please do not use Our service.
B. The Information You Provide to Us. You agree all information You provide to Us will be truthful and complete. Once Your account with Us is approved, You will be solely responsible to keep the account information up to date. If We use Your out of date information, We are not responsible for lost, misdirected or untimely notifications.
C. The Relationship between Bidder, Buyer, Seller and Us.
1. We define the “Seller” as the party listing livestock or other items for sale, the “Bidder” as the party making a bid to purchase livestock or other listed items, and the “Buyer” as the successful party offering the highest or winning bid. We are not a party to the contract between the Seller and Buyer; instead, We provide an electronic communication link between the Seller and Bidder / Buyer. Our service is free to the Bidder / Buyer.
2. Payment for livestock or other listed items by the Buyer is made directly to Seller or as the Seller directs. We will provide the Buyer with the Seller's identification information when the sale is confirmed, and the Buyer may be required to wire the purchase price to the Seller's financial institution, or to provide the Seller with a valid credit or debit card for the purchase.
3. We have no control over and/or do not independently investigate the following: (a) the Seller, Bidder or Buyer or their actual identity, or whether any of them has provided false identification or inaccurate information to Us; (b) any aspect of the title, condition, quality, health or merchantability of livestock or other items offered by the Seller; (c) whether the Seller, Bidder or Buyer has the financial or legal ability to complete the contract resulting from a bid; and (d) whether any livestock or other item listed for sale is, in fact, sold.
D. The Bidding Process.
1. We may bid in increments or lots as We determine for each sale. Unless otherwise announced, all prices and bids are in U.S. Dollars. We and the Seller reserve the right to extend or end bidding at any time. Any announcements We make at the time of auction take precedence over prior information We provided.
2. We use the Internet for Our service, and there is a delay between the time the Bidder makes a bid and when We receive it. We have no control over this delay. We recommend that You use a “high speed” Internet access for Our service. Bids are awarded on a first come, first served basis. We will not accept bids after the auction is closed. All bidding is done at the Bidder’s sole risk.
3. You are solely responsible for both maintaining the security of Your account information (such as passwords or account numbers) and for all bids placed under the Your account. You agree to notify Us as soon as You believe the security of Your account information was compromised and You will establish new account information with Us.
4. Each Bidder’s bid is a valid contract offer to the Seller that cannot be withdrawn by the Bidder. Placement of a higher bid by another Bidder does not withdraw prior bids, and a bid that was not successful may be reinstated if a higher bid is voided. When bidding ends, the sale is closed and the winning bid forms a binding legal contract between the Seller and Buyer requiring the Buyer to pay the bid price in U.S. Dollars unless otherwise announced.
5. We and the Seller reserve the right to accept or reject any and all bids unless otherwise stated, and to withdraw livestock or other listed items at any time before or during the auction. We have the final decision to select the winning bid and to settle all ties in the event of a dispute. We may postpone, cancel or reschedule any sale for any reason at any time.
6. We do not notify Bidders if they have been outbid, and Bidders are advised to closely review the auction at it progresses. Any Bidder may be out-bid at any time before the auction closes.
7. Livestock or other listed items may be subject to a reserve price established by the Seller, and if not met, the Seller is not required to sell the subject item.
8. Our services are electronic and may be interrupted or malfunction without prior warning to anyone. We do not guarantee uninterrupted service. If an auction is interrupted for any reason, the auction will be suspended. If the interruption does not materially interfere with the sale in Our sole determination, the livestock or other listed items sold before the interruption will be deemed to be sold. Remaining unsold items will be offered after correction of the interruption, or the sale may be canceled in Our sole discretion.
9. We will email an invoice with Seller’s payment instructions to the Buyer after the auction closes. Buyer is responsible to provide a current email address in the account information, and to keep this information up to date.
E. Risk of Loss, Title and Transportation, and Documentation.
1. Livestock or other listed items become the property of the Buyer when the auction closes, and all risk of loss passes to the Buyer at that time. Buyer is solely responsible to insure the purchased property against loss.
2. Buyer and Seller are responsible to arrange transportation, loading and delivery between them, and We have no responsibility for any of these arrangements or costs of transportation, loading or delivery.
3. Any inspection, registration, title or health documentation will be delivered by the Seller to the Buyer as soon as reasonably possible after payment. We have no responsibility for delivery of any such documentation or for any fees or costs related to such documentation including, without limitation, any inspections, title transfer, health certificates, brand registration or the like. All livestock offered for sale by the Seller on Our service are subject to inspection by all applicable authorities.
F. Disclaimer of Warranties.
1. We make no warranty, express or implied, as to any aspect concerning, including without limitation, the condition or quality of title, health, genetics, breeding, viability, soundness, loading, delivery or transportation of any livestock or other listed items offered for sale through Our service, or concerning the information provided to Us by the Seller. All livestock or other items listed for sale through Our service shall be sold “AS IS,” “WHERE IS,” and “WITH ALL FAULTS.” All Bidders and Buyers are solely responsible to inspect any livestock or other listed items prior to sale.
2. WE DISCLAIM AND EXCLUDE ALL IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND THOSE ARISING FROM A COURSE OF CONDUCT OR COURSE OF PERFORMANCE, AND ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, and this exclusion shall apply to Our services and to the livestock and other items listed for sale on Our service.
3. You agree to BOTH release, and to indemnify and hold Us and Our members, managers, officers, employees, contractors, agents, and attorneys harmless, from any claim or demand, including reasonable attorney’s fees, FOR any and all causes of action brought by You or by any third partythat is in any way related to or arising out of Our terms and conditions or any aspect of the livestock or other items listed for sale with Our service.
G. Limitation of Liability and Release.
1. You agree We shall not be liable for lost profits or special, incidental or consequential damages arising out of any bid or sale transaction through Our service. You agree to both release, and to indemnify and hold Us and Our members, managers, officers, employees, contractors, agents, and attorneys harmless, from any claim or demand, including reasonable attorney’s fees, for any and all causes of action brought by You or by any third party in any way related to or arising out of Your use of Our service, any non-compliance with Our terms and conditions, and for any information which We provide through Our service that You provide to Us. YOU WAIVE rights under SDCL 20-7-11 and any similar law of any state or territory of the United States limiting or exempting any type of claim from being completely, totally, and fully released by this Release. SDCL 20-7-11 reads as follows: "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."
2. We are not responsible for any accidents or injury related to any livestock or other item listed for sale through Our service, or for any auction sale that We operate, including any part of the sale, closing, loading, delivery, transportation or documentation.
3. We may refuse services to anyone in Our sole discretion.
H. Other Terms of Use.
1. Our services and Your use of our services does not create any agency, partnership, joint venture, corporation or other entity, employee-employer or franchisor-franchisee relationship between You and Us.
2. Our User Agreement cannot be assigned by You without Our written consent.
3. If any provision of this User Agreement is held to be unenforceable or invalid, it shall be stricken without affecting the validity and enforceability of all remaining provisions.
I. Governing Law, Jurisdiction, Venue.
The laws of the State of South Dakota shall govern this User Agreement. In the event of a dispute between You and Us, You agree to attempt to resolve the dispute with Us for at least thirty (30) calendar days before taking any other action. If a dispute cannot be settled between You and Us, and if You elect to take action it must be submitted to binding arbitration under the rules of the American Arbitration Association (“AAA”) before a single, neutral arbitrator mutually agreed by the parties, or if they cannot agree, then from a list of arbitrators submitted by the AAA. The place of arbitration shall be Spearfish, Lawrence County, South Dakota. Arbitration shall be confidential, closed to the public, and any resulting judgment shall be enforced as provided under the laws of South Dakota. YOU AGREE TO WAIVE ALL RIGHT TO TRIAL BY JURY AND AGREE TO BINDING ARBITRATION AS SET FORTH ABOVE.
We may amend these terms and conditions at any time, and such amendments shall be effective immediately after appearing on Our website.