Terms and Conditions
Effective Date: April 18th, 2017
THE FOLLOWING DESCRIBES THE TERMS AND CONDITIONS (“TERMS”) ON WHICH NEWPARTS.COM OFFERS YOU ACCESS TO ITS SERVICES. PLEASE READ THIS AGREEMENT CAREFULLY.
This website, located at www.newparts.com, as well as all services related to this website (collectively, the “Site”) is provided by Newparts, LLC, a Tennessee Limited Liability Company (herein referred to as “Newparts”, “we”, “us” or “our”). The terms and conditions set out in this notice apply to your visits and use of our Site. By using the Site, you agree to be bound by these Terms without limitation or qualification. As a condition of your participation in the Newparts services (the “Services”),you (hereinafter “You”, “Your” or “User”) agree to abide by the Terms of this User Agreement (“Agreement”). Should You not agree to these terms, please do not use our Site. You may review this Agreement at any time by clicking on the User Agreement link at the bottom of any page.
Modifications of Terms: Newparts reserves the right to make changes to our Site, this Agreement, or the policies incorporated herein by reference, with or without notice, at our sole discretion. Therefore, it is recommended that You regularly visit this page and familiarize Yourself with the latest version of this Agreement. Your continued use of our Site will signify Your acceptance of any revised Terms. Unless otherwise stated, all amended terms shall be effective upon posting to our Site. Furthermore, we may modify, suspend, and/or discontinue part or all of the Services at any time. We make no promises or guarantees regarding the continuation of any Services provided by this Site.
Membership/Access Eligibility/Monthly Fees: You must be at least eighteen (18) years of age to register and use our Site. Our Service is available only to individuals who can form legally binding contracts under applicable law. Additionally, Newparts reserves the right to refuse access to, or use of our Site to anyone not complying with our Terms, at any time, in its sole discretion.
Usage Policy: As a user of the Site, You will not:
b. Alter the price of any other Seller’s items or interfere with other Seller’s listings.
c. Violate any laws, third party rights, or this Policy.
d. Use the Site if You are not able to form legally binding contracts, are under the age of 18, or are temporarily or indefinitely suspended from the Site.
e. Distribute or post unsolicited, bulk, or “spam” electronic communication.
f. Distribute malware, viruses or any other technologies that may harm the Site or the interests or property of Site users.
g. Violate any export control laws while using the Site.
h. Copy, modify or distribute rights or content from the Site or Newparts' copyrights and trademarks
i. Harvest or otherwise collect information about users without the consent of both, the User and Newparts.
j. Use the Site for unlawful purposes.
Buyer: As a Buyer, You agree that You will not:
a. Submit an offer without the intentions to purchase the item for the offered price.
b. Fail to provide payment for items that You agree to purchase unless an erroneous bid is made (after which the erroneous bid process must be followed).
c. Post false, inaccurate, misleading, defamatory, or libelous content (including, but not limited to, personal information, inappropriate language, pornographic images).
Return Policy: If You receive Your item purchased through the Site and find You are dissatisfied with the item You may contact the Seller for a return and refund by notifying the Seller within the amount of time allotted in the Seller’s item listing. You must also provide a description regarding why such item does not conform with the item offered by Seller.
Title: In exchange for this service, users of this Site recognize and acknowledge that Newparts never acquires, holds, or transfers title to any item even if such item is in Newparts’ possession.
Limitation of Use of Newparts Services: Newparts provides this Site to enable Buyers and Sellers of tools and parts to locate each other and solely as a service to Buyers and Sellers. Users of this Site agree that they shall not use this Site in any way prohibited by the Terms or for any illegal activity. If Newparts suspects any illegal activity, Newparts shall investigate such activity and shall take any legal action Newparts considers necessary or appropriate to ensure that such activity is stopped. User further acknowledges that it shall be considered a violation of these Terms to use any information obtained through this Site in order to harass, abuse, stalk, or otherwise harm another person, or in order to contact, advertise to, solicit, or sell to any user without that user’s express prior written consent.
Termination/Right to Withhold Payouts: Without limiting any other provisions of these Terms, You may not use this Site for any purpose that is unlawful or prohibited by these Terms and/or any applicable additional terms. Your access to this Site may be terminated immediately in our sole discretion, with or without notice, if You fail to comply with any provision of these Terms, or for any other reason, or no reason. Furthermore, in the event that Newparts believes that You have violated the terms of this Agreement or have used the Site to commit any illegal action, Newparts may withhold any funds or other payments due to You until the issue is resolved to Newparts’ satisfaction, in its sole discretion. Notwithstanding the foregoing, Newparts and You may terminate Your use of this Site and the Services at any time for any reason.
Security Features: You agree not to circumvent, disable or otherwise interfere with security-related features of the Services.
Communications: You authorize Newparts, its affiliates, agents, and independent contractors to contact You at any telephone number (including telephone numbers associated with mobile, cellular, wireless, or similar devices) You provide to us or from which You place a call to us, or any telephone number at which we reasonably believe we may reach You, using any means of communication, including, but not limited to, calls or text messages using an automatic telephone dialing system and/or prerecorded messages, even if You incur charges for receiving such communications. You understand and agree that Newparts may, without further notice or warning and in its discretion, monitor or record telephone conversations You or anyone acting on Your behalf has with Newparts or its agents for quality control and training purposes or for its own protection. You acknowledge and understand that, while Your communications with Newparts may be overheard, monitored, or recorded without further notice or warning, not all telephone lines or calls may be recorded by Newparts, and Newparts does not guarantee that recordings of any particular telephone calls will be retained or retrievable.
Trademarks and Copyrights: The trademarks, service marks and logos on the Site and all content, material, information, images, text, designs, graphics and software on the Site, are owned by or licensed to Newparts, subject to trademark law, copyright law and/or other intellectual property laws. You may access, copy, download and print the material contained on the Site for Your personal and non-commercial use, provided You do not modify or delete any copyright, trademark or other proprietary notice that appears on the material You access, copy, download or print. Any other use of the content on the Site, including but not limited to the modification, distribution, transmission, performance, broadcast, publication, uploading, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any material, information, software, products or services obtained from the Site, or use of the Site for purposes competitive to Newparts, is expressly prohibited.
Open Interchange: As part of the Service, Newparts offers “Open Interchange” which collects public, non-personal data regarding parts and tools from every transaction. Such data includes, but is in no way limited to, part numbers, matching parts to vehicles, repair information, and known problems and related fixes. This information will be provided to users of the Services through Open Interchange. By using the Service, you authorize Newparts to collect this information from your transaction and grant to Newparts the right to use, display, edit, and modify this information in anyway determined by Newparts. WHILE NEWPARTS ATTEMPTS TO VERIFY ALL INFORMATION IN OPEN INTERCHANGE, NEWPARTS CANNOT GUARANTEE THAT THE INFORMATION FOUND IN OPEN INTERCHANGE IS COMPLETE AND ACCURATE. THEREFORE, YOU AGREE AND ACKNOWLEDGE THAT ANY USE OF THE INFORMATION IN OPEN INTERCHANGE WILL BE AT YOUR OWN RISK.
Legal Compliance: You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding Your use of the Site and the Services and, if applicable.
Taxes: In addition, You shall be responsible for paying any and all taxes applicable to any purchases or sales of items You make on the Site (excluding any taxes on Newparts’ net income). Specifically, Sellers shall be obligated to collect and pay all applicable sales taxes due as a result of selling items through the Site and Buyers shall be obligated to pay all applicable use taxes due as a result of buying items through the Site. You agree and acknowledge that Newparts has no obligation whatsoever to collect or pay sales or use taxes on behalf of a User.
Sales Tax Exemptions: As assistance to Users, Newparts shall enable Sellers to receive and review Buyer’s sales tax exemption certificates. If a Seller agrees to accept sales tax exempt sales, Buyers shall be able to upload copies of their sales tax exemption certificates for review by Sellers. Sellers shall be solely responsible for reviewing all sale tax exempt transactions and verifying that Buyers have uploaded the appropriate sale’s tax exemption certificate. Newparts assumes no responsibility to review sales tax exempt transactions and Seller assumes all liability for reviewing and verifying sales tax exempt transactions.
Disclaimer of Warranties: YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO PROMISES REGARDING RESULTS OF USING THE SERVICES AND WE MAKE NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR VIRUS FREE. USE OF ANY APPLICATION THROUGH THE USE OF THE SERVICES SHALL BE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE TELEPHONE, WIRELESS DEVICE OR DATA THAT RESULTS FROM THE USE OF THE SERVICES. FURTHERMORE, YOU SPECIFICALLY WAIVE ALL CLAIMS AGAINST NEWPARTS REGARDING THE DAMAGE OR LOSS OF ANY ITEM IN NEWPARTS ’ POSSESSION EXCEPT FOR DAMAGE OR LOSSES ARISING FROM NEWPARTS ’, ITS EMPLOYEE’S, OR ITS AGENT’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.
Assumption of Risk: YOU AGREE AND ACKNOWLEDGE THAT NEWPARTS MAKES NO WARRANTY REGARDING THE PERFORMANCE OF A SELLER, THE PERFORMANCE OF A BUYER, REPRESENTATIONS MADE BY A SELLER, THE QUALITY, QUANTITY, OR CONDITION OF AN ITEM SOLD THROUGH THE SITE, OR THE TERMS AND CONDITIONS OFFERED BY ANY SELLER. YOU UNDERSTAND THAT YOU ARE ASSUMING ALL RISK WHEN ENTERING INTO A TRANSACTION WITH A SELLER OR BUYER, AND NEWPARTS ASSUMES NOT LIABILITY WHATSOEVER REGARDING THE RESULTS OF SUCH TRANSACTION.
Limitation of Liability: YOU AGREE THAT THIS SITE, NEWPARTS, ITS OWNERS, OFFICERS, AND EMPLOYEES SHALL IN NO WAY BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER LOSS OR DAMAGE WHATSOEVER OR FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE RELATED TO ANY OF THE SERVICES SHALL BE TERMINATION OF SUCH SERVICE. IN NO EVENT SHALL OUR ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE GREATER OF (A) THE PRICE OF THE ITEM SOLD OR BOUGHT ON THE SITE (INCLUDING ANY APPLICABLE SALES TAX) AND ITS ORIGINAL SHIPPING COSTS, (B) THE AMOUNT OF FEES IN DISPUTE NOT TO EXCEED THE TOTAL FEES, WHICH YOU PAID TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, OR (C) $100.
Indemnification: You agree to indemnify and hold harmless this Site, Newparts, its officers, directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney’s fees and costs) arising out of or relating to any claims that You have used the Services in violation of another party’s rights, in violation of any law, in violations of any provisions of these Terms, or any other claim related to Your use of the Services.
Release Regarding Interaction between “users” and shipping agents: You understand that when using the Service, You may be exposed to other users of the Service, and in the event that a purchase is made using the Service, You may be exposed to shipping agents. Newparts is not responsible for the actions of such users or shipping agents. You further understand and acknowledge that You may be exposed to communications with these users or shipping agents that is inaccurate, offensive, indecent, or objectionable, and You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against Newparts with respect to such communications.
Disputes between Users: If a dispute arises between users, a User may notify Newparts at [email protected] and Newparts may attempt to resolve the dispute (but Newparts has no obligation to resolve a dispute). However, You agree and acknowledge that Newparts’ ability to resolve any disputes between users is limited and that Newparts' only ability to enforce a resolution is to terminate an offending party’s access to the Site. Therefore, You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against Newparts with respect to any disputes between You and another user of the Site whether or not Newparts attempts to resolve such dispute.
Governing Law and Venue: Your use of the Site and these Terms shall be governed by the laws of the State of Tennessee where permitted. Should a dispute arise concerning the Terms of the Agreement or the breach of these Terms by any party, such dispute shall be brought in a court of competent jurisdiction in Davidson County, Tennessee. To the extent permitted by law, You agree that You will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that You may have against Newparts. You agree to the entry of injunctive relief to stop such a lawsuit or to remove You as a participant in the suit.
Attorneys’ Fees: In the event that we must bring legal action in order to enforce these Terms or You bring legal action against us, if we prevail, You shall pay our costs of litigation, including reasonable attorneys’ fees and court costs.
Assignment: These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Newparts without restriction.