Certain Qualifications. Buyer must be a verified business (meaning a holder of a State Tax Certificate) in order to participate in an Auction on the Select Mobile Auctions Marketplace site. The Buyer must be located within the fifty U.S. states and the District of Columbia to be eligible to bid on the Products identified to a specific Auction on the Select Mobile Auctions Marketplace site.
Cancellation for Impropriety. Samsung reserves the right, at its sole discretion, to decline or cancel Buyer’s participation in the Auction, with or without advance notice, for any reason or no reason.
Modifications to Terms. Samsung reserves the right, from time to time, with or without notice to Buyer, to change, substitute, cancel or add to any part of these Terms at any time, including terminating the Auction or modifying these Terms in its sole and absolute discretion. The most current version of these Terms can be reviewed by clicking on "Terms of Purchase" located at the bottom of the pages of the Select Mobile Auctions Marketplace site. The most current version of the Terms will supersede all previous versions. Buyer’s use of the Select Mobile Auctions Marketplace site or continued purchases after changes are made mean that Buyer agrees to be bound by such changes. No purchase order or other documentation issued by Buyer to B-Stock and/or Samsung will alter these Terms. It is the Buyer’s obligation and responsibility to check the Terms for changes prior to participation in each Auction. If Buyer does not agree to any changes made to these Terms, the Buyer’s sole remedy shall be to discontinue Buyer’s use of the Select Mobile Auctions Marketplace site.
Trademarks. Buyer is permitted to use trademarks as may be specifically approved by Samsung at Samsung’s sole discretion (“Trademarks”) in support of the sale of Products under these Terms and to resell the Products, in such a manner as not to jeopardize the validity of the Trademarks or to damage or detract from Samsung’s goodwill or interest in the Trademarks. No other use of Trademarks by Buyer is permitted. Buyer shall not use the Trademarks in association with any other trademark so as to create a composite mark of any kind. Buyer agrees that the Trademarks will not be modified in any way and further agrees to promptly modify any advertising or promotional materials that do not comply with Samsung’s guidelines. Any complaints regarding the use of any Trademark shall be promptly forwarded to Samsung. Buyer’s right to use the Trademarks shall end when these Terms end. Buyer acknowledges that the Trademarks and all goodwill associated therewith are, and shall remain, the sole property of Samsung.
Governing Law. These Terms will be governed by, and construed and enforced in accordance with, the laws of the State of New York, excluding the principles of conflict of laws thereof that would cause the laws of another jurisdiction to apply. The Parties hereby irrevocably submit to the jurisdiction of the federal and state courts in New York County, New York, and agree that any action, suit or proceeding concerning, related to or arising out of these Terms shall be heard and determined in the federal and state courts in New York County, New York.
Compliance with Laws. Buyer agrees to comply, at its own expense, with (i) the provisions of all applicable federal, state, county and local laws, ordinances, regulations and codes, including procurement of any required permits or certificates, as well as all non-U.S. laws, applicable to the Buyer in connection with these Terms; and (ii) the Foreign Corrupt Practices Act, and Buyer shall at all times refrain from engaging in any illegal, unfair, unethical or deceptive business practices. In connection with these Terms, Buyer agrees not to make any illegal offer or make, or commit to the making of, a transfer of anything of value (in the form of compensation, a gift, contribution or otherwise) to any employee, representative, person or organization that is in any way connected with Samsung; provided, however, that this restriction shall not prevent reasonable and ordinary business entertainment or gifts of an unsubstantial value, that is customary in local business relationships and is permitted by applicable law. Buyer agrees to indemnify, defend and hold Samsung harmless from, any loss or damage sustained because of Buyer’s noncompliance under this Section.
Convention on Sale of Goods. Buyer acknowledges and agrees that the Uniform Computer Information Transactions Act and the United Nations Convention on Contracts for the International Sale of Goods do not and will not apply to these Terms.
Export Control. Buyer acknowledges that any Products, software or technical information provided under these Terms are subject to U.S. and non-U.S. export laws and regulations and any use or transfer thereof must be made in compliance with such regulations. Buyer agrees not to transfer, directly nor indirectly, any Product, technical data or software furnished under these Terms to any country without first obtaining all required licenses or other governmental approvals and otherwise complying with all applicable export control laws. Buyer agrees to indemnify and hold Samsung harmless from, any loss or damage sustained because of Buyer’s noncompliance under this Section.
Entire Agreement; Assignment; Severability. These Terms constitutes the entire agreement of the Parties with respect to the subject matter hereof and supersedes all prior verbal or written agreements or statements. If any term or provision of these Terms shall be found to be illegal or unenforceable, such illegal or unenforceable provision will be deemed modified to the limited extent required to permit its enforcement in a manner most closely approximating the wording and intention of the Parties expressed herein. Buyer may not assign any rights or delegate any duties arising out of these Terms without the prior written consent of Samsung. Any such attempted assignment and/or delegation shall be void. The section headings in these Terms are included for convenience only and shall not limit or otherwise affect the interpretation of any of the terms or provisions herein.
These Terms were last updated on 04/25/2018. Please check the Terms periodically for changes.