1. Terms of Use Agreement

WELCOME TO THIS WEBSITE. YU-PICK (“YU-PICK”, “Company”, “Yu-pink.com”, “we”, “us” or “our”) OFFERS THIS SITE (the “Site”) TO YOU (“You”, “Your” or “Buyer”) SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS (the “Terms”). YOUR USE OF THIS SITE SHALL BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, PLEASE DO NOT USE THIS SITE. IF YOU HAVE ANY QUESTIONS ABOUT THESE TERMS, PLEASE CONTACT US AT INFO@YU-PICK.COM.

2. DESCRIPTION OF SERVICE

2.1 Yu-pick.com is an online vehicle broker site listing various vehicles (either from auction or otherwise) on behalf of auctions for consumers and dealers. As a registered user of Yu-pick.com we can assist You with:

Gaining access privileges to major auctions for various vehicles;
Handling of the documentation involved in the purchase of Your vehicle;
Transferring title for the purchase of Your vehicle;
Arranging shipping (both ground and ocean transportation) for the vehicle which You purchased (including, preparing all port documentation, clearance procedures, freight forwarding and custom clearance); and
Financing for select clients, on select purchases to select destinations.
2.2 You understand that Yu-pick.com does not control the price and any other terms of any sale offered through its website and that these are strictly within the control of the seller, auction clearing house, and/or dealer of that vehicle or automotive-related services.

2.3 You further understand and agree that Yu-pick.com as a neutral facilitator in this process has no control over the truth, accuracy, quality, legality, or safety of postings made by users, sellers, dealers, auction clearing houses, brokers and other automotive industry professionals. You understand and agree that Yu-pick.com cannot and does not confirm or verify the identity, background, qualifications, or abilities of users, sellers, auction clearing houses, dealers, brokers and the like, nor does Yu-pick.com guaranty the condition and/or quality of the vehicles or services that are offered up for sale through this Site.

3. GENERAL USE RESTRICTIONS

3.1 Yu-pick.com and/or third parties granting rights to Yu-pick.com and its affiliates hold all rights, titles, and interests in and to the materials on this Site, which are the copyrighted work of Yu-pick.com and its affiliates. Yu-pick.com grants You a limited, personal, non-exclusive and non-transferable license to use and display the materials only on Your personal computer only for purposes associated with Your interaction with this website. Except as stated herein, You have no right to copy, download, display, perform, reproduce, distribute, modify, edit, alter or enhance any of the materials in any manner. Pictures and descriptions from this Site cannot be reproduced on any other site.

3.2 This limited license terminates automatically, without notice to You, if you breach any of these Terms. Upon termination, You must immediately destroy any downloaded and printed materials. You have no right, title or interest (and no copyright, trademark or other intellectual property right) in or to the Site or any materials and You agree not to “frame” or “mirror” the Site, any material contained on or accessible from this Site on any other server or Internet-based device without the advanced written authorization of Yu-pick.com.

4. THIRD PARTY INTERACTION AND LINKS TO THIRD PARTY SITES

4.1 When using this Site, You have to be aware that links to third party sites and advertisements of products and/or services are only there for Your convenience. The contents, warranties or any other representations in those ads are NOT those of Yu-pick.com. You acknowledge that Yu-pick.com and its affiliates are hereby RELEASED by You from any legal or financial responsibility that may stem from Your use and/or purchase of anything from third party advertisers and/or sponsors. The service may be financially beneficial for Yu-pick.com in some instances.

4.2 The links, advertisements and/or pop-ups are provided for Your convenience only. You acknowledge that Yu-pick.com and its affiliates do not make ANY representations in those links, advertisements and/or pop-ups. The Site is simply a medium that provides a place for posting of such advertisements, pop-ups and/or links.

4.3 Although Yu-pick.com cannot monitor every listing posted on our Site, it reserves the right, but assumes no obligation, to delete, move, or edit any listings or postings on our website. You understand and agree that the services on this Site (the “Services”) are provided “AS-IS” and “WHERE-IS, WITH ALL FAULTS”, and that Yu-pick.com assumes no responsibility for the condition, timeliness or non-delivery of a vehicle(s) and/or related services.

5. BUYER REGISTERED ACCOUNTS

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5.1 Upon completing the registration process, You will create an account with a user name and password. You are responsible for maintaining the confidentiality of Your user name and password, and You are fully responsible for all activities that occur under Your account. Yu-pick.com is in no way responsible if Your registration information, including Your user name and password is either lost, misplaced or stolen.

5.2 You agree to immediately notify Yu-pick.com of any unauthorized use of Your account or any other breach of security and to ensure that You exit from Your account at the end of each session. Yu-pick.com cannot and will not be liable for any loss or damage arising from Your failure to comply with this section.

6. DEPOSITS, FEES, PAYMENT AND DELIVERIES

6.1 For its services, Yu-pick.com charges a fee for vehicles sold and/or purchased (whether through an auction process, as a Buy it Now or in any other way) on the Site. This fee is $249 for vehicles purchased between $1 and $3,499 or a fee of $299 for vehicles purchased above $3,500 (the “Yu-pick Mall Fee”). Listings will have additional fees in connection with the vehicle purchase, such as a documentation fee of $75 (which covers title transfers, courier and other related charges) and an auction clearing house fee which varies based on the vehicle purchase price, auction type and location. Each listing will set out the associated fees and expenses for that vehicle in the fee calculator. For all listings, the fee calculator shows, along with the other fees, the estimated auction clearing house fee based on the then highest pre-bid. The auction clearing house fee shall change if the final purchase price is higher than the highest pre-bid. For buy now listings, if you wish to see the auction clearing house fee based on the buy now price, click the Buy Now button and all such fees will be set out in the pop-up. Notwithstanding anything to the contrary herein, the auction clearing house fee that will be charged to You on the purchase of the vehicle (and which is also shown in the fee calculator and the buy now fee breakdown on the Site) is based on the unsecured payment method. For some auction clearing houses this is “Fee B” or the “Schedule B” fee. You acknowledge and agree that You shall pay all of the fees and costs set out in this paragraph in connection with Your purchase of the vehicle.

6.2 In addition to the above, You agree to pay all other customary auction fees and charges for services rendered in connection with the purchase and sale of vehicles, including, without limitation, gate fees, buyer fees, sale fees, entry fees, loading fees, storage fees, and other such fees and charges. It is the sole responsibility of the Buyer to verify fees charged by Yu-pick.com prior to incurring such charges. All fees and charges are subject to change without notice.

6.3 Deposit payments made towards placing a bid on a vehicle can be paid by credit card or by wire transfer. You acknowledge that Yu-pick.com may require additional documentation from You in connection with its fraud prevention and security measures program before it approves any credit card deposit made by You. You acknowledge and agree that You shall provide Yu-pick.com such additional documentation, including, without limitation, a copy of a government issued identification, a copy of the credit card used for the deposit and any other documentation reasonably required to ascertain Your identity as part of Yu-pick.com’s fraud prevention and security measures program, all of which are for your protection. Prior to any credit card charge, You agree to sign an authorization letter for all charges.

6.4 Payment for vehicles purchased through the Site must be made within two (2) days following the date of purchase of the vehicle by wire transfer only to Yu-pick’s bank account. Vehicles not paid for within the above-specified timeframe will be subject to a Late Fee of $100 (or more depending on the auction clearing house) per vehicle per day.

6.5 Should Yu-pick.com acquire a vehicle(s) for You (and/or on Your behalf), whether by way of, without limitation, being the highest bidder at the auction for the vehicle(s), through a “buy it now” option, or any other way, and You default on Your acceptance of Your obligation to pay for the vehicle(s) in full, You unconditionally acknowledge and agree that Your deposit will be automatically forfeited to Yu-pick.com to cover a portion of the losses that Yu-pick.com will incur (including, without limitation, re-listing fees, late fees and storage fees charged by the auction clearing house, filing fees of $200 and any additional fees incurred by Yu-pick.com) and such deposit shall become the sole and lawful property and possession of Yu-pick.com. You further acknowledge and agree that You have considered the amount of the losses Yu-pick.com may incur as a result of Your breach and have also considered Your deposit and that Your deposit is a reasonable estimation of a portion of the losses that Yu-pick.com is likely to suffer as a result of a breach of Your obligation to pay for the vehicle(s) in full. You further agree that this paragraph operates as a liquidated damages provision and not as a penalty.

6.6 You acknowledge and agree that in addition to the paragraphs set out in this Section 6, should Yu-pick.com acquire a vehicle(s) for You (and/or on Your behalf), whether by way of, without limitation, being the highest bidder at the auction of the vehicle, through a “buy it now” option, or any other way, and You do not pay for the vehicle(s) in full, Yu-pick.com will, in addition to any other fees and losses it has incurred, charge You a service fee (“Service Fee”) to cover their representative’s time to find, negotiate and execute the purchase of the vehicle(s) you have chosen. This Service Fee will be equivalent to the deposit that You have made with Yu-pick.com. Notwithstanding the foregoing, You agree that You will still be responsible for any and all other fees and expenses (including, without limitation, the Yu-pick Mall Fee and the fees set out in paragraph 8 below) that Yu-pick.com incurs as a result of Your default to pay for the vehicle(s) that you have agreed to purchase.

6.7 If Your deposit is not sufficient to cover the fees set out in paragraphs 6.5 and 6.6 above, You acknowledge and agree to immediately pay Yu-pick.com the remaining fees and expenses it has incurred as a result of Your default on Your acceptance of Your obligation to pay for the vehicle(s) in full that Yu-pick.com acquired on Your behalf. You further acknowledge and agree that until such time as you have paid all outstanding amounts owed to Yu-pick.com for and in connection with any vehicle(s) that You have purchased from Yu-pick.com (including, without limitation, the purchase price of the vehicle(s), the fees and taxes in connection with the purchase of the vehicle(s) and any late payment and storage fees in connection with the vehicle(s)), Yu-pick.com shall have the right to withhold sending you: (i) the original title and/or reassignment of title to such unpaid vehicle(s) and (ii) the original title and/or reassignment of title to any other vehicle(s) that you have purchased from Yu-pick.com (“Other Vehicles”), even if such Other Vehicles have been paid in full and do not have an outstanding balance.

7. TERMS OF BIDDING AND SALE

7.1 If: (a) You make a bid on a vehicle that is on auction and you are the highest bidder at the conclusion of the auction, (b) submit a purchase offer on a vehicle and Yu-pick or the seller (as the case may be) accepts such offer or (c) purchase a vehicle using the Buy it Now option, You are unconditionally obligated to complete the transaction, which includes, without limitation, making full and final payment of the highest bid, offer made or buy it now price (as the case may be). Once a bid has been submitted, an offer has been made and/or the buy it now option has been exercised, it cannot be retracted, deleted, or cancelled. Yu-pick.com is not and shall not be responsible for any cancelled bids, cancelled offers and/or a cancelled buy it now. Yu-pick.com reserves the right to reject or void bids, offers or a buy it now for any reason whatsoever, in its sole and absolute discretion. Should a dispute arise regarding a bid, offer, or buy it now, Yu-pick.com is the exclusive deciding authority with sole and absolute discretion in resolving disputes. You agree to indemnify, defend, and hold Yu-pick.com harmless from any and all liability arising out of or in connection with any of Your bids, offers, buy it now and/or any decisions made in resolving disputes. Yu-pick.com may, by its sole and absolute discretion and with or without notice, postpone or cancel a sale or withdraw a vehicle from auction. Yu-pick.com will neither have liability nor obligation to You as a result of any vehicle withdrawal, or auction cancellation or postponement.

7.2 You acknowledge and agree that, as the Buyer, You are responsible for all vehicles purchased through Yu-pick.com. Anything You purchase on the Yu-pick.com is solely at Your risk.

7.3 You further acknowledge and agree that once You bid on a vehicle, make an offer or choose the “buy it now” option, it cannot be retracted, cancelled or deleted. Any such bid, offer or the selection of the “buy it now” option is fully binding on You.

7.4 All amounts and transactions are in USD (United States Dollars).

8. CANCELLATION POLICY
If Yu-pick.com does not receive payment in full of the purchase price of the vehicle You have purchased within 5 days after the purchase date, Yu-pick.com will consider Your purchase cancelled. In that case the vehicle which You are obligated to purchase will be relisted and (in addition to but without prejudice to paragraphs 6.6 and 6.7 above) a fee, being the greater of: i) 10% of the purchase price, ii) $600, iii) the total cost (including all fees charged by Yu-pick Mall and the auction clearing house) to complete the purchase of the vehicle You authorized us to purchase on Your behalf from the auction clearing house less the total amount received when the vehicle is resold through the auction clearing house (or otherwise) as a result of Your non-payment for this vehicle and iv) the fee charged by the auction clearing house to Yu-pick.com, will be charged to Your account and the terms of paragraphs 6.5, 6.6 and 6.7 will apply as if set out in full herein (including, without limitation, using Your deposit to offset a portion of the losses that Yu-pick.com incurs). You acknowledge and agree that You will be fully liable for payment of all of the costs and fee(s) set out in this paragraph 8.

9. REFUND POLICY

You acknowledge and agree that due to the non-cancelable and irrevocable nature of the transactions contemplated herein and on the Site (including, without limitation, placing a bid on vehicle through an auction process, making an offer on a vehicle and using the “buy it now” option in connection with the vehicle), all fees and charges in connection with (i) a bid on a vehicle, (ii) an offer on a vehicle or (iii) the exercise of a buy it now option in connection with a vehicle, are non-refundable and no refund in connection therewith will be processed for any reason. You acknowledge and agree that Your deposit is only refundable if You have paid all of Your outstanding invoices, and have met the following terms and conditions: (i) You have not won the sale specified by the bid placed, (ii) You do not have any current bids, (iii) You have not, in any way, exercised nor selected the “buy it now” option nor advised a representative of Yu-pick that You wish to exercise the “buy it now” option in connection with any vehicle on the Site, (iv) You have not made an offer to purchase a vehicle on the Site, (v) You specifically requested a refund of the deposit by written request to INFO@YU-PICK.COM, (vi) the refund request has been verified as valid by Yu-pick and (vii) Your account is in good standing with no outstanding charges and/or fees. Once the foregoing has been met, Your deposit will be refunded within 1 business day but it may take from 5 – 15 days to be reflected back on your credit card (depending on your financial institution).

10. ACCIDENT REPORTS

10.1 The vehicle history reports or any related excerpts or information and related products (“Vehicle Reports”) which you obtain on the Yu-pick.com site are provided by VinAudit.com, Inc. (“VinAudit”), a third party provider of these Vehicle Reports. VinAudit is not part of nor related to Yu-pick in any way. As a result, Yu-pick cannot in any way verify the accuracy of the Vehicle Reports and does not warrant or guaranty the accuracy of the Vehicle Reports and related products and accepts no liability if the Vehicle Report has any errors or omissions. Further, Yu-pick disclaims all warranties, expressed or implied, including any implied warranties of merchantability or fitness for a particular purpose in connection with these Vehicle Reports.

10.2 By providing information and purchasing, viewing, downloading, or otherwise accessing a Vehicle Report, you agree that the following terms set forth in this section constitute an agreement between you and Yu-pick.com and apply to your access to and use of the Vehicle Reports. If you do not agree to be bound by these terms in connection with the Vehicle Reports, you must immediately cease all access to and use of the Vehicle Reports. Yu-pick.com reserves the right (in its sole discretion and without notice to you) to update, revise, supplement or otherwise change the terms for the Vehicle Reports and your continued use of any Vehicle Reports subsequent to any such changes shall constitute your acceptance of all such changes and the updated terms related to the Vehicle Reports as of the date of such change.

10.3 Yu-pick.com makes the Vehicle Reports from VinAudit available solely to and for use by consumers for evaluating vehicle history for their own personal, non-commercial use in accordance with the terms set out in this section.

10.4 You are hereby granted a limited, personal, non-exclusive license to access, download, view, and use the Vehicle Reports for which you have paid for your personal use and not for any Commercial Use. You may not share or transfer a Vehicle Report to or with any third party, other than in connection with your purchase or sale of a vehicle for your personal use. For purposes of these Terms, “Commercial Use” means access to or use of any Vehicle Reports or information in any Vehicle Reports in any of the following activities: (i) buying or selling automotive vehicles other than for your own personal use, (ii) the resale, sublicense, or distribution of any Vehicle Reports, (iii) analysis between or among groups of vehicles, or (iv) for any other business or commercial benefit or purpose.

10.5 Except as set forth in these Terms, in no event shall you directly or through any third party: (i) revise, modify, alter, copy, publish, retransmit, sell, compile, or transfer any Vehicle Report or any information set forth in a Vehicle Report; (ii) create any derivative works from a Vehicle Report or any information in a Vehicle Report; (iii) remove, alter, or obscure any trademark, copyright, or any other notice set forth on a Vehicle Report; or (iv) use any Vehicle Report or information set forth in a Vehicle Report to identify or contact any current or previous owners of a vehicle for which you obtained such Vehicle Report.

10.6 You hereby agree that you shall use the Vehicle Reports and all information in the Vehicle Reports in full compliance with all applicable federal, local, state and foreign laws, rules, regulations, and decisions.

10.7 VinAudit compiles Vehicle Reports using records from certain third party sources in an effort to report a history with respect to each vehicle relative to its vehicle identification number (“VIN”). VinAudit does not have all information from all data sources and may not have information available to other parties, including other vehicle history providers. Yu-pick.com and VinAudit have no control over how you may use the information you obtain from a Vehicle Report and does not attest to the validity of any information in a Vehicle Report or guarantee the condition or reliability of any vehicle. You are fully and solely responsible for your use of the Vehicle Reports and your vehicle purchase and sale decisions.

10.8 YOU HAVE SOLE CONTROL AND RESPONSIBILITY FOR YOUR USE OF THE VEHICLE REPORTS AND IN NO EVENT CAN YU-PICK.COM PROVIDE ASSURANCE THAT A VEHICLE REPORT PROVIDES A FULL OR COMPLETE HISTORY AND DISCREPANCY INFORMATION RELATING TO ANY VEHICLE. YOU ACKNOWLEDGE AND AGREE THAT ADDITIONAL TITLE BRANDS, ACCIDENT RECORDS, ODOMETER READINGS, OR OTHER DISCREPANCIES OR RECORDS RELATING TO A VEHICLE MAY EXIST THAT ARE NOT LISTED ON A VEHICLE REPORT AND THAT A VEHICLE REPORT DOES NOT SUBSTITUTE FOR A PHYSICAL INSPECTION OF A VEHICLE.

10.9 Yu-pick.com does not guarantee nor assure your access to the Vehicle Reports, does not attest to the validity or accuracy of any information or data found in a Vehicle Report, and shall not be liable for any delay or failure to make available the Vehicle Report. NEITHER YU-PICK.COM, VINAUDIT NOR ANY OF ITS DATA SOURCES ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, INACCURACIES OR OMISSIONS IN ANY INFORMATION OR DATA SET FORTH IN OR/ OMITTED FROM ANY VEHICLE REPORT. YU-PICK.COM PROVIDES THE VEHICLE REPORTS TO YOU “AS IS, WHERE IS”, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE REGARDING THE VEHICLE REPORTS.

10.10 YOU SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS YU-PICK.COM FROM ANY AGAINST ANY THIRD PARTY CLAIMS OR LOSSES (INCLUDING COSTS, EXPENSES AND ATTORNEY FEES) ASSERTED AGAINST YU-PICK.COM ARISING DIRECTLY OR INDIRECTLY FROM YOUR USE OF THE VEHICLE REPORTS OTHER THAN AS EXPRESSLY PERMITTED IN THESE TERMS.

10.11 Yu-pick.com’s shall have no liability whatsoever for any breach of the terms found in this Section 10 or otherwise in connection with your use of or access to the Vehicle Reports. IN NO EVENT SHALL YU-PICK.COM HAVE ANY LIABILITY FOR ANY SPECIAL, CONSEQUENTIAL, PUNITIVE OR OTHER INDIRECT DAMAGES IN CONNECTION WITH ANY VEHICLE REPORTS YOU OBTAINED FROM YU-PICK.COM.

11. SHIPPING

The Buyer is responsible for the shipping of the vehicle (for both ground and ocean shipping), including the shipping charges. If the Buyer requests Yu-pick.com to arrange shipping on their behalf, Yu-pick.com will work with the Buyer to organize shipping. Buyer shall be responsible for any and all shipping charges in connection with the vehicle and shall either pay Yu-pick.com directly for the shipping charges or shall pay the shipping company directly, as advised by Yu-pick.com. Buyer shall also be responsible for all documentation and anything related thereto required in connection with the shipping of the vehicle.

12. DISCLAIMER OF WARRANTIES AND DAMAGES

12.1 Your use of this Site is at Your own risk. This Site may include inaccuracies or errors that may affect the quality of the materials and/or services on the Site (including, without limitation, information about the vehicles being sold on the Site). The products have not been independently verified or authenticated in whole or in part by Yu-pick.com. Before purchasing vehicles and/or related services that You have read about on Yu-pick.com, You should confirm any information that is important to Your purchasing decision (including, without limitation, the condition of the vehicle and the price). Yu-pick.com does not warrant the accuracy or timeliness of the descriptions and/or pictures of goods that are purchased by You on our Site. You hereby release Yu-pick.com from any liability for any errors or omissions in the descriptions and/or pictures, whether provided by Yu-pick.com, affiliated dealers or third parties.

12.2 BUYER AGREES THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YU-PICK.COM NOR ITS AFFILIATED DEALERS SHALL, UNDER ANY CIRCUMSTANCES, HAVE ANY LIABILITY WHATSOEVER TO BUYER OR ANY THIRD PARTY (WHETHER JOINTLY, SEVERALLY, OR INDIVIDUALLY) FOR ANY DAMAGES OR LOSSES OF ANY KIND (KNOWN OR UNKNOWN, FORESEEN OR UNFORESEEN, DIRECT OR INDIRECT) ARISING OUT OF OR IN ANY WAY RELATED TO ANY PRODUCTS (INCLUDING, WITHOUT LIMITATION, VEHICLES PURCHASED THROUGH THE SITE AND VEHICLE REPORTS OBTAINED THROUGH THE SITE) AND/OR SERVCIES PURCHASED AND/OR PROVIDED ON OR THROUGH THE SITE AND/OR ANY DISCLAIMER PROVIDED IN THESE TERMS.

12.3 BUYER AGREES THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YU-PICK.COM SHALL NOT UNDER ANY CIRCUMSTANCES HAVE ANY LIABILITY WHATSOEVER TO BUYER OR ANY THIRD PARTY (WHETHER JOINTLY, SEVERALLY, OR INDIVIDUALLY) FOR ANY (a) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, (b) LOSS OF USE, DATA, OPPORTUNITY, GOODWILL, REPUTATION, PROFIT, OR REVENUE, OR (c) COSTS OR EXPENSES (INCLUDING WITHOUT LIMITATION ATTORNEY FEES), FOR ANY CLAIM NOT AMOUNTING TO A WILLFUL OR INTENTIONAL WRONG.

12.4 THIS SITE IS PROVIDED TO YOU ON AN “AS IS” AND “WHERE-IS”, “WITH ALL FAULTS” BASIS, WITHOUT ANY WARRANTY OR GUARANTY. YU-PICK.COM AND ITS AFFILIATES, FOR ITSELF AND ANY THIRD PARTY PROVIDING MATERIALS, SERVICES, OR CONTENT TO THIS WEBSITE, MAKE NO REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THE SITE INCLUDING BUT NOT LIMITED TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY MATERIAL, INFORMATION (INCLUDING, WITHOUT LIMITATION, THE VEHICLE REPORTS), PRODUCT, OR SERVICE CONTAINED ON OR OBTAINED FROM THE SITE. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED. YU-PICK.COM AND ITS AFFILIATES WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, ARISING FROM OR CONNECTED WITH THE SITE AND/OR THE VEHICLE REPORTS, INCLUDING BUT NOT LIMITED TO, YOUR USE OF THIS SITE AND/OR THE VEHICLE REPORTS OR YOUR INABILITY TO USE THE SITE AND/OR THE VEHICLE REPORTS, EVEN IF YU-PICK.COM AND ITS AFFILIATES HAVE PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.5 REGARDLESS OF THE PREVIOUS PARAGRAPHS, BUYER AGREES THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, IF YU-PICK.COM IS FOUND LIABLE IN ANY CLAIM, YU-PICK.COM’S TOTAL LIABILITY TO BUYER OR TO ANY THIRD PARTY (WHETHER JOINTLY, SEVERALLY, OR INDIVIDUALLY) SHALL NOT EXCEED THE AMOUNT OF ANY FEES (INCLUDING, WITHOUT LIMITATION, TRANSACTION FEES, LATE FEES, RELIST FEES, STORAGE FEES, VEHICLE REPORT FEES (IF ANY) AND OTHER FEES, BUT NOT INCLUDING AUCTION CLEARING HOUSE FEES, THE PURCHASE PRICE OF ANY VEHICLE, OR ANY OTHER FEES CHARGED BY ANY THIRD-PARTY) PAID BY BUYER TO YU-PICK.COM RELATED TO THE TRANSACTION OR VEHICLE GIVING RISE TO THE LIABILITY. IF NO SUCH FEES WERE PAID BY BUYER TO YU-PICK.COM, YU-PICK.COM’S TOTAL LIABILITY TO BUYER OR ANY THIRD-PARTY (WHETHER JOINTLY, SEVERALLY, OR INDIVIDUALLY) FOR ANY CLAIM SHALL NOT EXCEED $500 USD.

12.6 REMEMBER: Yu-pick.com is merely a marketing service that cannot (and does not) guaranty, verify, inspect and/or warrant any of the vehicles, the Vehicle Reports nor the information about the products and/or the services, which are placed on the Site by third parties or affiliates of Yu-pick.com.

13. INACCURACIES OR ERRORS

13.1 The descriptions, Vehicle Reports, pictures and other representations of products on this site may contain inaccuracies and/or errors (including, without limitation, the title status of the vehicle, the general status of the vehicle, the mileage and anything else related thereto). Yu-pick.com and its affiliates do not make (or attempt to make) any guaranty, warranty or representation with respect to the accuracy or completeness of any such information. Prior to bidding on and/or buying any vehicle on this site, You should ascertain, confirm, research, inspect, and/or investigate vehicles and any and all information regarding the type, title, condition, damage, mileage, status, history of vehicles.

13.2 You acknowledge that prices and availability of products, descriptions of which are provided on this Site, may change without notice to You at any time pursuant to the sole discretion of our affiliated dealers, Yu-pick.com and its affiliates.

13.3 Dealers and auction clearing houses associated with Yu-pick.com shall have the right to refuse or cancel any offers placed for product listed on this website. Dealers associated with Yu-pick.com shall have the right to refuse or cancel any such offers whether or not the offer has been accepted and You provided the necessary deposit. If You have paid a required deposit and your offer has been refused or cancelled, Your deposit will be refunded in a timely manner.

14. RISK OF LOSS

14.1 Buyer takes full responsibility and assumes all risk of loss for all vehicles purchased from the time that Yu-pick.com’s affiliated dealer accepts the Buyer’s bid. From and after acceptance of Buyer’s bid (for vehicles located at either one of our affiliated storage facilities) Buyer acknowledges that that storage facility is acting as bailee of Buyer’s vehicle until such time as the vehicle is removed from those premises.

14.2 Buyer agrees that under the terms of the bailment:

14.2.1 Yu-pick.com, its affiliated dealers (including, without limitation, the dealer that purchased the vehicle on the Buyer’s behalf), the auction clearing house and the storage facility itself shall not be responsible for any damage to or loss of the vehicle or parts thereof for any reason whatsoever (including, without limitation, due to operational procedures in place at any of those facilities, from acts of theft or vandalism, or acts of God or for any other reason); and

14.2.2 Yu-pick.com, its affiliated dealers, the auction clearing house or the storage facility shall not be responsible for any claim of damage made after the vehicle has left the storage premises.

15. Import/Export Issues

It is the responsibility of the buyer to comply with customs import and/or export procedures applicable to foreign title vehicles. Customs inspection, import fees, export fees and proof of emissions compliance may be required.

16. Vehicle Condition & History Disclaimer

16.1 ALL VEHICLES ARE SOLD “AS-IS WHERE-IS, WITH ALL FAULTS”.

16.2 All vehicles sold through Yu-pick.com are sold “AS-IS WHERE-IS, WITH ALL FAULTS”, WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY.

16.3 Notwithstanding anything to the contrary herein, Yu-pick.com and its affiliated dealers expressly disclaim the accuracy or completeness of any and all information provided to Buyers regarding vehicles, whether provided in written, verbal, or digital image form (including, without limitation, the Vehicle Reports) (“Vehicle Information”). Vehicle Information provided by or through Yu-pick.com, VinAudit and/or its affiliated dealers is for convenience only. Buyers shall not rely on Vehicle Information in deciding whether or how much to bid on a vehicle offered for sale through Yu-pick.com. Vehicle Information includes but is not limited to: year, make, model, trim, engine size, fuel type, cylinders, drivetrain, condition, actual car (or cash) value, damage amount, damage type, extent of damage, drivability, options and accessories, mileage, odometer disclosures, vehicle identification number (“VIN”), title, title status, general vehicle status, whether the vehicle starts and moves, whether the vehicle’s engine starts (with a jump or without), repair history, title history, and total loss history.

16.4 Yu-pick does not warrant or represent that vehicles sold can be legally registered in any state or country or exported to another country. You accept any and all risks associated with variations in state or country sale document and registration laws and the possibility that those may negatively impact the marketability of vehicles purchased from Yu-pick.

16.5 Without prejudice to Section 12, the images of the vehicles that Yu-pick provides are not intended to exhaustively display the current condition of the vehicle and Yu-pick does not make any warranty, guaranty or representation about the condition of the vehicle by providing these images.

16.6 In accordance with applicable state law, You acknowledge and agree that vehicles sold with a clear title may have a salvage history.

16.7 A general statement regarding the location of the vehicle’s damage is not intended to be inclusive or exhaustive of all the damage the vehicle has suffered. The vehicle may have more damage which is not reflected in the damage section nor the pictures. It is the sole responsibility of the Buyer to ascertain, confirm, research, inspect, and/or investigate the condition of the vehicle and any and all information related thereto prior to bidding on and/or purchasing the vehicle.

16.8 Yu-pick.com and its affiliated dealers expressly disclaim any and all representations, warranties, and guarantees regarding vehicles sold through Yu-pick.com’s website. Yu-pick.com and its affiliated dealers do not guaranty that keys are available for any vehicle sold through Yu-pick.com and its affiliated dealers, regardless of whether keys are present in online vehicle images, or were present in the vehicle prior to the time of purchase. Certain jurisdictions permit vehicles to be sold with missing VIN plates, and as a result Yu-pick.com and its affiliated dealers do not guarantee that vehicles are equipped with any or all VIN plates. Yu-pick.com and its affiliated dealers do not guaranty that vehicles meet or can be modified to meet local emission and/or safety requirements. It is the sole responsibility of the Buyer to ascertain, confirm, research, inspect, and/or investigate vehicles and any and all information regarding the type, title, condition, damage, mileage, status, history of vehicles prior to bidding on and/or purchasing the vehicle.

17. GENERAL – PRE-QUALIFICATION FOR FINANCING

17.1 You acknowledge and agree that any application for pre-approval or pre-qualification on our Site is for the sole purpose to advise you whether you have been pre-approved or pre-qualified for a loan and not an offer to lend any funds. At no time shall you interpret a pre-qualification or pre-approval as Yu-pick providing a loan or financing to you. All offers of financing and/or loans are subject to credit approval by the relevant financial institution that considers your finance and/or loan application.

17.2 You understand and agree that programs, rates, terms and conditions on our Site are subject to change and may expire without notice.

17.3 By completing and submitting the application on our Site you acknowledge and agree that you are not applying for credit, funding and/or financing. You further acknowledge and agree that completing and/or submitting the application does not mean that a vehicle loan (or an offer thereof) will be provided to you.

17.4 You understand and agree that a vehicle loan and/or an offer for a vehicle loan is a decision of the financial institution providing the loan and not a decision made by Yu-pick. Yu-pick does not originate, fund nor disburse any of the loans offered.

18. REGISTRATION LAWS DISCLAIMER

Yu-pick.com and its affiliated dealers do not guarantee that any vehicle sold can be legally registered in any state or country, and Buyer accepts all risks associated with variations in vehicle title and registration laws between states, provinces, and countries that may negatively impact the marketability of vehicles purchased through Yu-pick.com’s website.

19. DMV/MVD PAPERWORK DISCLAIMERS

Yu-pick.com and its affiliated dealers are not responsible for defects, errors, or omissions (i) related to motor vehicle department paperwork not processed by Yu-pick.com and its affiliated dealers, or (ii) made by DMV/MVD.

20. LOCAL LAWS; EXPORT/IMPORT CONTROL

Yu-pick.com and its affiliates controls and operates this Site from its headquarters in Hallandale Beach, FLORIDA of the United States of America and makes no representation that the materials are appropriate or will be available for use in other locations. Unless otherwise explicitly stated, all marketing or promotional materials found on this Site are solely directed to individuals, companies or other entities located in the United States. If You use this Site from outside the United States of America, You are entirely responsible for compliance with applicable local laws, including but not limited to the export and import regulations.

21. TERMS OF USE REVISIONS

Yu-pick.com may revise these Terms at any time without notice by updating this posting. You are responsible for checking the Terms periodically for changes. Your continued use of the Site after such modifications have been made will constitute Your acceptance of such revised Terms.

22. ARBITRATION

Any and all disputes related to or arising out of Your (customer) visit to the site and conducting business with Yu-pick shall be submitted to confidential arbitration in Miami-Dade County, Florida except that, to the extent You have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive, equitable, or other appropriate relief in any state or federal court and You consent to exclusive jurisdiction and venue in the state and federal courts in the State of Florida. You agree that any dispute between Yu-pick and You shall be resolved exclusively and finally by arbitration administered by the American Arbitration Association (“AAA”), using interpretations under Florida law, and conducted under its Commercial Arbitration Rules and in accordance with its expedited hearing procedures, except as otherwise provided below. We will agree on another arbitration forum if AAA ceases operations. The arbitration will be conducted before a single arbitrator in Miami-Dade County, Florida and will be limited solely to the Dispute between us. The arbitrator’s award, including attorneys’ fees, shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms or under our privacy policy shall be joined to an arbitration involving any other party subject to these Terms or our privacy policy, whether through class arbitration proceedings or otherwise. You understand that, in the absence of this provision, You would have had a right to litigate disputes through a court, including the right to litigate claims on a class-wide or class action basis, and that you have expressly and knowingly waived those rights and agreed to resolve any Disputes through binding arbitration in accordance with the provisions of this paragraph. This arbitration provision shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. For the purposes of this provision, the term “Dispute” means any dispute, controversy, or claim arising out of or relating to: (i) these Terms and/or our privacy policy, its interpretation, or the breach, termination, applicability or validity thereof; (ii) the related order for, purchase, delivery, receipt or use of any product or service from Yu-pick; or iii) any other dispute arising out of or relating to the relationship between You and Yu-pick. Information may be obtained from the AAA online at www.adr.org, by calling 1-800-778-7879, or writing to 1633 Broadway, 10th Floor, New York, New York 10019.

23. APPLICABLE LAW AND CHOICE OF FORUM

Any action related to these Terms will be governed by the law of the State of Florida, without regard to the choice or conflicts of law provisions of any jurisdiction. You agree to submit to the jurisdiction of the courts located in the State of Florida, for the resolution of all disputes arising from or related to these Terms and/or Your use of the Site. You, the customer, hereby agree that any and all litigation related to Yu-pick.com and/or its affiliates shall be litigated only in the State of Florida Courts under the laws of the State of Florida.

24. UNAUTHORIZED ACTIVITIES

24.1 Submissions and unauthorized use of any materials contained on this Site may violate copyright laws, trademark laws, the laws of privacy and publicity, certain communications statutes and regulations and other applicable laws and regulations. You alone are responsible for Your actions or the actions of any person using Your user name and/or password. As such, You shall indemnify and hold YU-PICK.COM AND ITS AFFILIATES, and their officers, directors, employees, affiliates, agents, licensors, and business partners harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees) incurred in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party if Your use of the Site or the use of the Site by any person using Your user name and/or password violates any applicable law or regulation, or the rights of any third party.

24.2 Any items offered through this site are offered by licensed professional dealers.

24.3 OUR SERVICES ARE AVAILABLE ONLY TO, AND MAY ONLY BE USED BY INDIVIDUALS WHO CAN FORM LEGALLY BINDING CONTRACTS UNDER APPLICABLE LAW. WITHOUT LIMITING THE FOREGOING, OUR SERVICES ARE NOT AVAILABLE TO CHILDREN (PERSONS UNDER THE AGE OF 18) OR TEMPORARILY OR INDEFINITELY SUSPENDED YU-PICK.COM MEMBERS.

24.4 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. YOU AGREE THAT THIS AGREEMENT AND ALL INCORPORATED AGREEMENTS MAY BE AUTOMATICALLY ASSIGNED BY YU-PICK.COM AND ITS AFFILIATES.

25. Digital Millennium Copyright Act (DMCA) Notice
25.1 If you believe that material available on our site, infringes on your copyright(s), please contact us first or notify us by providing a DMCA notice using this link. Upon receipt of a valid and complete notice, we will take reasonable efforts to remove the material in a timely manner.

25.2 If you would prefer not to use our automated form, you can send your DMCA notice to our designated agent at the following address:

YU-PICK

20200 W. Dixie Highway

Suite 1001

Miami, FL, 33180

25.3 You must include the following:

25.3.1 A physical or electronic signature of the copyright owner or a person authorized to act on their behalf;

25.3.2 An identification of the copyrighted work claimed to have been infringed;

25.3.3 A description of the nature and exact location of the material that you claim to infringe your copyright, in sufficient detail to permit Yu-pick to find and positively identify that material. For example we require a link to the specific website page (not just the name of the painting) that contains the material and a description of which specific portion of the page – an image, a link, the text, etc. your complaint refers to;

25.3.4 A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

25.3.5 A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

25.4 Please note that we are unable to process DMCA notices that refer to sites not owned by Yu-pick and/or hosted by third parties but we will make reasonable attempts to support your direct claims to such websites whenever possible.

25.5 Please be advised that you may be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that material or activity is infringing. We have and will seek to collect those damages.

25.6 Your DMCA notice will be forwarded to our copyright department and also may be sent to third parties such as Yu-pick.com.

25.7 Please follow these steps to file a notice:

25.7.1 Verify that the content in question is hosted by Yu-pick; and

25.7.2 Send your complaint to our designated agent via the form below.

25.8 As required by the DMCA, we are obligated to remove any violating content. Please note that notices that are successfully countered, rejected on fair use grounds, or deemed to be fraudulent are not going to be acted upon and you will receive an appropriate notice when such events occur.