Terms & Conditions

Terms of Use (Consumers)

Last updated September 2015
Welcome to Overhaul Bids!
Overhaul Bids LLC and/or its affiliates (“Overhaul Bids”) provide OverhaulBids.com and its products or services to you subject to the following conditions. If you visit or shop through our Sites, you accept these conditions. Please read them carefully, because they contain important disclosures and information regarding terms of sale, among other terms that may affect your legal rights.

Acceptance of the Terms

The “Terms” consist of these Terms of Use, the Overhaul Bids Privacy Policy (published at  http://blog.overhaulbids.com/privacy-policy) and any supplemental terms, legal notices and other communications provided to you. These Terms govern your use of the website offered by Overhaul Bids at www.OverhaulBids.com (including any mobile, touch, merchant-specific, or area-specific versions or sections) (each a “Site”), and all products or services accessed through the Sites (collectively “Services”). These Terms constitute a binding legal agreement (“Agreement,” though we may use “Terms” interchangeably with “Agreement” herein) in electronic form between you (“you,” “your” and/or “yourself”) and Overhaul Bids LLC and its successors, subsidiaries, affiliates and family of brands (“Overhaul Bids,” “we,” “us” and/or “our”). By using the Sites and/or Services, you agree to these Terms. IF YOU DO NOT AGREE TO THE TERMS, IMMEDIATELY STOP ACCESSING OR USING ANY OF THE SITES AND/OR SERVICES. BY USING THE SITES AND/OR SERVICES, YOU HAVE ACCEPTED THE TERMS.

Conditions on Your Use of the Sites and the Services

You are permitted to use Overhaul Bids, only if you: (1) are 18 years of age or older; (2) comply with these Terms; (3) are able to form a binding contract with us; (4) are not prohibited by law from accessing our Sites and/or Services or have not previously been banned, terminated or otherwise denied access to our Sites and/or Services by us; (5) are not acting on behalf of a person whose access to our Sites and/or Services has been previously terminated or otherwise denied by us; (6) will not impersonate another user of the Sites and/or Services; (7) will not copy or distribute any part of the Sites and/or Services in any medium without Overhaul Bids’ prior written authorization; (8) will provide accurate information when creating an account, submitting a Project or registering for our Services; (9) are solely responsible for your User ID and the activity that occurs while signed in to or while using the Services using your User ID; (10) will not use Overhaul Bids’ Services to collect any personally identifiable information, including account names, e-mail addresses, or other such information, for commercial purposes; (11) will not use the communication systems provided by or contacts made on Overhaul Bids’ Sites or Services for any commercial solicitation purposes; (12) are solely responsible for your content submissions, including discussion posts, profile information and links, pictures, and other such content; (13) represent that you own or have the necessary licenses, rights, permissions, and consents to use and authorize Overhaul Bids to use any and all content submitted by you to Overhaul Bids in accordance with the licenses granted in this Agreement; (14) hereby grant each Overhaul Bids user, whether using Overhaul Bids’ Services or an application authorized by Overhaul Bids but developed via a third party developer, a non-exclusive license to access your submissions through Overhaul Bids’ Services and to use, reproduce, distribute, prepare derivative works of, display and perform such submissions as permitted through the functionality of the Sites and Services and under these Terms; (15) will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content to Overhaul Bids; and (16) hereby affirm we have the right to determine whether any of your submissions are appropriate and comply with these Terms, remove any and/or all of your submissions, and terminate your account with or without prior notice.

Engine Repair or Inspection Service

Overhaul Bids provides you with opportunities to submit aircraft maintenance and repair projects (each a “Project”) requesting certain aviation maintenance and repair products and services (each a “Service”) to certain third party merchants which have registered with Overhaul Bids (each a “Merchant”) so that one or more Merchants can provide a bid or estimate for provisioning such requested Service (each a “Bid”). Payment for a Service may be submitted directly to the shop unless other arrangements are made between you, Overhaul Bids, and Merchant.
By submitting a Project and/or accepting a Bid you agree to these Terms.

Your Responsibilities

You shall be solely responsible for: (i) inputting accurate and appropriate information and/or images in submitting a Project (which shall include a good faith description or depiction of any applicable damage); (ii) continually updating any such information to the extent it becomes inaccurate at any time while a Project remains active; (iii) upon selecting a Bid in connection with a particular Project, beginning prompt communications with such Merchant to come to agreement and begin the maintenance or repair process; (iv) honoring the terms and pricing associated with the Bid of the winning Merchant; (v) maintaining strict confidentiality in respect of all information submitted by a Merchant in connection with a Project or a Bid; and (vi) promptly paying the Merchant according to their requirements.

Refunds

If you want a refund, please contact the Merchant directly. Overhaul Bids does not provide the Service therefore, any disputes related to the Service shall be between you and the Merchant, and Overhaul Bids shall not be responsible for providing you with a refund.
We want you to be happy with your Overhaul Bids experience. If you have trouble with your purchase for any reason, please contact us at help@OverhaulBids.com so we can work with the Merchant to resolve your issue.

Merchant is the Provider of Service

The Merchant is the provider of the Service and is solely responsible for providing Service. The Merchant is also solely responsible for all goods and services it provides to you and for any and all injuries, illnesses, damages, claims, liabilities and costs it may cause you to suffer, directly or indirectly, in full or in part, whether related to the Service or not, as well as for any unclaimed property liability arising from the Service. Overhaul Bids is solely the marketer of the Merchant’s goods or services. You hereby irrevocably waive all your rights and the rights of any person with interested in your estate related to, and release Overhaul Bids and its subsidiaries, affiliates, partners, officers, directors, employees and agents from, any liabilities arising from or related to any act or omission of a Merchant in connection with your purchase of Service or the products and/or services Merchant provides in connection with Service. Furthermore, you acknowledge that the merchant is solely responsible for their warranty and you release Overhaul Bids from any liability therein.

Your Account

You will need to register by creating an account (an “Account”) with us in order to publish content on the Sites or obtain access to certain Services. If you choose to create an account or Overhaul Bids profile with us, you agree to provide only accurate, complete registration information, and that you will keep that information up-to-date if it changes. Access to the Sites is not authorized by any other person or entity using your registration information and you are responsible for preventing such unauthorized use.
After you register, we’ll issue a unique account number (a “User ID”) to you. Individuals and entities who access the Sites or use the Services and have previously been terminated by Overhaul Bids may not register for an account, nor may you designate any of those individuals to use your account on your behalf.
You must understand that Overhaul Bids relies on User IDs to know whether users accessing the Sites and using our Services are authorized to do so. If someone accesses our Sites using a User ID that we’ve issued to you, we will rely on that User ID and will assume that it is really you or your representative who is accessing the Sites. You are solely responsible for any and all access to the Sites or use of the Service by persons using your User ID. Please notify us immediately if you become aware that your User ID is being used without authorization.

Access to Our Services

We reserve the right to modify or discontinue, temporarily or permanently, all or any portion of our Services without notice. We will not be liable to you or to any third party for any modification, suspension, or discontinuance of all or any portion of our Services.

Restrictions

You must comply with all applicable laws when using our Sites and Services. Except as may be expressly permitted by applicable law, or as Overhaul Bids may authorize expressly in writing, you will not, and will not permit anyone else to: (i) store, copy, modify, distribute, or resell any of the information; audio, visual, and audiovisual works, or other content made available on our Services (collectively, “Service Content”) or compile or collect any Service Content as part of a database or other work; (ii) use any automated tool (e.g., robots, spiders) to access or use our Services or to store, copy, modify, distribute, or resell any Service Content; (iii) rent, lease, or sublicense your access to our Services to another person; (iv) use any Services or Service Content for any purpose except for your own personal use; (v) circumvent or disable any digital rights management, usage rules, or other security features of our Services; (vi) use our Services in a manner that overburdens, or that threatens the integrity, performance, or availability of, our Services; or (vii) remove, alter, or obscure any proprietary notices (including copyright and trademark notices) on any portion of our Services or any Service Content.

Rules Regarding Information and Other Content

When you use the Sites, you can publish and obtain access to various kinds of information and materials, all of which we call “Content.” Content also includes information and materials posted to the Sites by you. You agree not to revise or obscure Content posted by others (including advertising and promotions authorized by Overhaul Bids), and you agree not to post or use any Content in any manner that: (i) infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others; (ii) violates the privacy, publicity, or other rights of third parties; (iii) is unlawful, defamatory, discriminatory, libelous, pornographic, obscene, abusive, threatening, harassing, hateful, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate, as determined by Overhaul Bids in its sole discretion; (iv) is false or inaccurate; or (v) could damage our company, parent company, sister companies, affiliates, advertisers, or other parties.
BY POSTING OR PROVIDING ANY SUBMISSION, YOU REPRESENT AND WARRANT THAT PUBLIC POSTING AND USE OF YOUR SUBMISSION BY US WILL NOT INFRINGE UPON OR VIOLATE THE RIGHTS OF ANY THIRD PARTY.
You agree that we are free to use any comments, information, ideas, concepts, methods, techniques, content, and any other material in any post or submission that you may make to our Services (each, a “Submission”), without further compensation, acknowledgement, or payment, for any purpose whatsoever including, without limitation, modifying or improving the Services. Furthermore, by making any Submission on the Services, you grant us a perpetual, nonexclusive, fully paid, royalty-free, irrevocable, sub licensable, worldwide license and right to display, use, perform, reproduce, modify, distribute and create derivative works of the Submission in any media, software, or technology of any kind now existing or developed in the future, without any obligation to provide attribution or compensation to you or any third party.
Though we strive to enforce these rules with all of our users, you may be exposed through the Sites or Services to Content that violates our policies or is otherwise offensive. You may use the Sites and Services at your own risk. We may, but are not obligated to, terminate user accounts and/or remove Content from the Sites if we determine or suspect that those accounts or Content violate the terms of this Agreement or the applicable agreement with the offending user(s). We take no responsibility for your exposure to Content on the Sites whether it violates our policies or not.

Privacy Policy

We may collect registration, demographic and other information about you through our Services. Our collection and use of this information is governed by our Privacy Policy. For full details see www.OverhaulBids.com/privacy-policy.
Security
Overhaul Bids will use reasonable efforts to maintain the security and integrity of information you provide to us. However, you acknowledge and agree that Overhaul Bids cannot fully eliminate security risks and cannot guarantee that unauthorized access to your information will never occur. You agree that you will keep your password for your Overhaul Bids account confidential and secure, and that you will not share it with others.

Non-Confidentiality

You understand that much of the information that you submit to us (such as postings and reviews) is submitted precisely for the purpose of disclosure in a variety of ways by Overhaul Bids, and therefore such information is not subject to any confidentiality obligation. Other information, such as credit card information provided in connection with the purchase of Service, is maintained with appropriate privacy and security protections. You agree that information provided to us in connection with the purchase of Service, other than your credit card information, may be disclosed by us to Merchants for their commercial purposes.
Any communications between you and Overhaul Bids, such as e-mail or other correspondence, in which you offer suggestions or comments for improving or modifying our Services will be deemed by us to be non-confidential and non-proprietary, and you agree that such information may be used by us without any limitation whatsoever.

General Rules of Conduct

Our goal to make the use of our Sites and Services a good experience for all of our users, so you agree not to do any of the following: (i) conduct or promote any illegal activities while using the Sites or Services; (ii) upload, distribute or print anything that may be harmful to minors; (iii) attempt to reverse engineer or jeopardize the correct functioning of the Sites or Services, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Sites; (iv) attempt to gain access to secured portions of the Sites or Services to which you do not possess access rights; (v) upload or transmit any form of virus, worm, Trojan horse, or other malicious code; (vi) use the Sites or Services to generate unsolicited advertisements, e-mail advertisements or spam; (vii) use any automatic or manual process to search or harvest information from the Sites or Services, or to interfere in any way with the proper functioning of the Sites and Services; (viii) use the Sites or Services to victimize, harass, degrade, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or any other classification protected by law; (ix) invade a person’s or entity’s privacy or other rights; (x) misidentify yourself or impersonate any person or entity, including, without limitation, any employee or representative of Overhaul Bids, or falsely states, implies, or otherwise misrepresents your affiliation with a person or entity by, for example, pretending to be someone other than yourself or pretending to represent a company or organization that you are not affiliated with or authorized to represent; (xi) take any action that may cause harm to minors in any way; or (xii) use the Sites or Services for any purpose that could otherwise reasonably be deemed or viewed to be unethical, illegal or offensive.

Linking to Our Services

If you link to our Services, you are permitted to link only to the home page at www.OverhaulBids.com. Linking to any pages other than the home page of our Site, linking to any internal parts of our Services, framing of our Services within or as part of any third party services, or any other manner of incorporating parts of our Services as part of another Web site or service, is not permitted without our prior written consent.

Linking to Third Party Sites

We don’t have control over websites that Overhaul Bids’ Sites may link to. Overhaul Bids’ Sites may contain links to third party websites that are not owned, operated, or controlled by Overhaul Bids. Therefore, we cannot and do not assume responsibility for the content, privacy policies, or practices of such websites or the companies that own them. Additionally, we cannot and will not censor or edit the content of any third party site. We encourage our users to read the terms of service and privacy statements of each and every website they visit. The ability to access information of third parties from Overhaul Bids’ Services, or links to other websites or locations, is for your convenience and does not signify our endorsement of such third parties, their products, their services, other websites, locations or their content. By using the Services you expressly relieve us from any and all liability arising from your use of any third party website.

Restricted Areas of the Services

Certain parts of our Services, including account management features, may be password-restricted to registered users or other authorized persons (“Password-Protected Areas”). If you are authorized to gain access to any Password-Protected Areas, you agree that you are entirely responsible for maintaining the confidentiality of your password, and agree to notify us if the password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities that occur under your account, whether or not you are the individual who undertakes such activities. You agree to immediately notify us of any unauthorized use of your account or any other breach of security in relation to your password or our Services that is known to you.
Access to the Sites; Site Outages and Browser Incompatibilities
The Sites may become inaccessible or it may not function properly with your web browser and operating system. Overhaul Bids cannot be held liable for any perceived or actual damages arising from content, materials, operation, or use of the Sites. USER AGREES THAT OVERHAUL BIDS SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY INTERRUPTION, SUSPENSION OR TERMINATION OF THE SITES.
Feedback
We may provide you with a mechanism to provide feedback, suggestions, and ideas, if you choose, about our Services or the Services of another Merchant (“Feedback”). You agree that we may, in our sole discretion, use the Feedback you provide to us in any way, including in future enhancements and modifications to our Services. You hereby grant to us and our assigns a perpetual, worldwide, fully transferable, sublicensable, irrevocable, royalty free license to use, reproduce, modify, create derivative works from, distribute, and display the Feedback in any manner and for any purpose, in any media, software, or technology of any kind now existing or developed in the future, without any obligation to provide attribution or compensation to you or any third party.
Further, the Feedback available on Overhaul Bids are not opinions of Overhaul Bids or any of its officers, employees, or agents. We do not guarantee its accuracy and suggest that you not rely on it as a basis for any decision. You agree not to hold us liable for any damages resulting from any Feedback on the site or otherwise.

Typographical Errors

While we try to make sure that all prices and information posted on the Sites are communicated accurately, we cannot be responsible for the typographical and other errors that may appear on the Sites. If there is incorrect information given about bids, price, product, or service due to typographical error, Overhaul Bids is not responsible for such errors or their correction; but will attempt to correct such errors promptly. We reserve the right to refuse or cancel any orders for products or services listed at an incorrect price or Bid.

Termination

Overhaul Bids may, at any time, terminate this Agreement with you if: (i) you have breached any provision of this Agreement or you do not comply with the Agreement; (ii) Overhaul Bids is required by law to do so; (iii) the Merchant with whom Overhaul Bids has offered Service to you has terminated its relationship with Overhaul Bids or ceased to offer the Service to you; (iv) Overhaul Bids no longer provides Services in the country in which you reside; or (v) Overhaul Bids determines that the provision of Services to you is no longer commercially viable. Notwithstanding anything contrary in these Terms, Overhaul Bids reserves the right to discontinue any product or service at any time and at its sole discretion.
Without limiting any of the foregoing Terms, Overhaul Bids may immediately terminate or suspend any User IDs, Accounts or passwords in the event of any conduct by you which Overhaul Bids, in its sole discretion, considers to be unacceptable or in the event of any breach by you of this Agreement. In the event of termination, you agree to immediately cease access to our Sites and Services.

Disclaimer of Warranties

We provide the Sites and Services “as is”, “with all faults” and “as available.” We make no express or implied representations, warranties or guarantees of any kind about the Sites, Services, or any third party products or services made available to you by us, unless specified in writing.
YOU HEREBY EXPRESSLY AND IRREVOCABLY AGREE THAT YOUR USE OF THE SITES IS AT YOUR OWN RISK.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE AND OUR OFFICERS, DIRECTORS, AGENTS, AND VENDORS DISCLAIM IMPLIED WARRANTIES THAT THE SITES AND SERIVCES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT OVERHAUL BIDS’ SERVICES WILL MEET YOUR REQUIREMENTS, IS ERROR-FREE, RELIABLE, WITHOUT INTERRUPTION OR AVAILABLE AT ALL TIMES. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OVERHAUL BIDS’ SITES, INCLUDING ANY SERVICES, WILL BE EFFECTIVE, RELIABLE, ACCURATE OR MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT ANY PRODUCTS OR SERVICES OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SITES AND/OR SERVICES WILL BE RELIABLE. WE DO NOT GUARANTEE THAT ELECTRONIC COMMUNICATIONS SENT FROM OVERHAUL BIDS WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE MAKE NO WARRANTIES AS TO PRIVACY AND SECURITY OTHER THAN AS EXPRESSLY STATED IN THE PRIVACY POLICY. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SITES OR SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING. YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ALL NECESSARY SERVICING OR REPAIRS OF ANY EQUIPMENT YOU USE IN CONNECTION WITH YOUR USE OF THE SITES, AND OVERHAUL BIDS SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND RELATED TO YOUR USE OF THE SITES. YOUR USE OF THE SITES AND THEIR CONTENT IS ENTIRELY AT YOUR OWN RISK. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY AN OVERHAUL BIDS REPRESENTATIVE SHALL CREATE A WARRANTY. You may have additional consumer rights under your local laws that this contract cannot change.
You hereby agree and acknowledge that: (i) Overhaul Bids shall not be responsible for any actions taken by a Merchant or any other third party, and as such, all disputes with a Merchant or other such third party shall be resolved directly with such Merchant or third party; (ii) Overhaul Bids does not recommend or endorse any Merchant or other third parties hereunder, and makes no representations or warranties whatsoever regarding any such third party or whether or not a given Merchant is more or less qualified than another Merchant or any other automobile repair facility; (iii) you are solely responsible for evaluating and/or assessing a Bid submitted in response to a Project and determining which Merchant to select and what follow-up questions to ask of each Merchant; (iv) Overhaul Bids does not guarantee that any Merchant will honor its bid or estimate in connection with a Project; (v) Overhaul Bids has not established a business relationship with all automotive repair facilities which may be available and/or appropriate to satisfy your automobile repair needs, and as such, the bids and/or estimates submitted in response to a Project are not comprehensive and may not represent the best or optimal service providers for the issues described in a Project; (vi) Overhaul Bids is not responsible for any Merchant’s or third party’s compliance with applicable laws, rules or regulations; (vii) Overhaul Bids’ services are administrative in nature and Overhaul Bids is not a party to any transaction between you and a Merchant; and (viii) the Sites may not function properly or as intended at times. Overhaul Bids shall not be liable in any way for any services provided to or by a Merchant or any other party you learn about on the Sites. As such, you shall not name Overhaul Bids or any of its officers or equity holders as a party in any litigation or arbitration arising out your selection of any Merchant and/or any communications or transactions with a Merchant or any other third party; and (viv) Overhaul Bids has a learning center where users can become familiar with overhaul and repair related topics. Users shall hold Overhaul Bids harmless for any damages or liability resulting from use of this information as Overhaul Bids does not guarantee the accuracy of its information. Users must rely and refer to their engine shops advice as the sole source of their decision making.
You agree that Overhaul Bids shall not be liable for any damages arising from any interruption, suspension or termination of the Sites and/or Services and that you shall put in place contingency plans to account for such periodic interruptions or suspensions of the Sites and/or Service.

Limitation of Liability

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS TO DISCONTINUE YOUR USE OF THE SITES AND SERVICES. OVERHAUL BIDS SHALL NOT, UNDER ANY SET OF CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNATIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE APPLICATION OR WEBSITE, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. IN ANY EVENT, OVERHAUL BIDS’ TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING HEREUNDER OR RELATED HERETO SHALL NOT EXCEED $50.
AS SET FORTH ABOVE, YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR INTERACTIONS WITH MERCHANTS AND OTHER THIRD PARTIES. YOU AGREE TO RELEASE OVERHAUL BIDS FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO ANY INTERACTIONS WITH A MERCHANT OR A THIRD PARTY AND ANY ACTION OR INACTION BY A THIRD PARTY OR A MERCHANT.

Service Performed

Responsibility of the work performed remains solely with the Merchant whose Bid you choose. Overhaul Bids assumes no responsibility for the work performed and implies no guarantee that the work will be performed on time, under cost, or to your satisfaction. Overhaul Bids does its best to make sure the Merchants listed on our Sites are reputable, and may remove Merchants it deems unacceptable, however it is under no obligation to do so. Overhaul Bids does not guarantee the accuracy of any data projected to it by participating Merchants that is displayed on the Sites. You agree that Overhaul Bids shall be held completely harmless of all claims associated with misrepresentation of data, services, costs, and any other information presented to you and/or to participating Merchants.

Indemnity

You will defend, indemnify and hold us and our respective subsidiaries, affiliates, officers, agents, employees, representatives, and assigns harmless from any costs, damages, expenses, and liability caused by your use of the Services and Content, your violation of these Terms, or your violation of any rights of a third party through use of the Services or Content. This defense and indemnification obligation will survive the termination of this Agreement and your use of the Services and shall bind to any party with an interest in your estate.
Overhaul Bids reserves the right, but has no obligation, to monitor, or take any action Overhaul Bids deems appropriate regarding disputes that you may have with other customers of ours. To the extent the law permits, you release us from any claims or liability related to any Content posted on the Sites and from claims related to the conduct of any other customers of ours. You hereby waive California Civil Code Section 1542 (and any similar provision in any other jurisdiction) which states: “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.”

Intellectual Property

You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to the Sites and Services, including applicable copyrights, trademarks and other proprietary rights. We are not granting any license to you under any of those intellectual property rights by virtue of this Agreement. “Overhaul Bids” is our trademark. Other product and company names that are mentioned on the Sites or provided as part of the Services may be trademarks of their respective owners. We reserve all rights that are not expressly granted to you in this Agreement.
The content on the Sites, excluding all intellectual property of other sites obtained by way of API and linking, is owned by Overhaul Bids. This includes, without limitation, the text, software, scripts, graphics, photos, sounds, interactive features and the trademarks, service marks and logos contained therein (“Marks”). These are owned or licensed to Overhaul Bids, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content not owned by Overhaul Bids is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners, except as permitted through the functionality of the Sites and Services and under these Terms. We reserve all rights not expressly granted in and to Overhaul Bids and the content.
As between you and us, you retain any intellectual property rights in any copyrighted materials and trademarks that are contained in content that you post to the Sites. You grant us an irrevocable, perpetual, non-exclusive, royalty-free, fully paid, worldwide license, with rights to sublicense through multiple levels of sublicensees, to reproduce, make derivative works of, translate, distribute, publicly perform and publicly display in any form or medium, whether now known or later developed, make, use, sell, import, offer for sale, otherwise commercially exploit and exercise any and all such rights, under any and all of your intellectual property rights related to the content in any manner we choose. If you have any rights to content that cannot be licensed to us (such as moral rights in some countries), you unconditionally and irrevocably waive the enforcement of such rights, and all claims and causes of action of any kind against us or related to our customers and partners anywhere in the world, with respect to such rights. With respect to other users, you grant each Overhaul Bids user, whether using the Sites and Services or an application developed via a third party developer, a non-exclusive license to access your submissions through the Sites and Services and to use, reproduce, distribute, prepare derivative works of, display and perform such submissions as permitted through the functionality of the Sites and Services and under these Terms.
We respect the intellectual property of others, and we ask you to do the same.

Electronic Communications

The communications between you and Overhaul Bids use electronic means, whether you visit the Sites or send us e-mails, or whether Overhaul Bids posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Overhaul Bids in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Overhaul Bids provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.

Changes to this Agreement

We may change the terms of this Agreement from time to time on a going-forward basis, and any such modifications become effective immediately upon being posted to the Sites. It is your sole responsibility to check the Sites from time to time to view any such changes in the Agreement. If you do not agree to all of the changes, if and when such changes may be made to the Agreement, you must cease use of the Sites. Your use of the Sites and Services after any modifications to the Agreement indicates that you agree to such modified Agreement.

General Terms

You and we are independent contractors, and nothing in this Agreement creates a partnership, employment relationship or agency. There are no third party beneficiaries of this Agreement. You may not assign this Agreement or your rights and obligations hereunder, in whole or in part, to any third party without our prior written consent, and any attempt by you to do so will be invalid. Should any part of this Agreement be held invalid or unenforceable, that portion will be construed consistent with applicable law and the remaining portions will remain in full force and effect. Our failure to enforce any provision of this Agreement will not be considered a waiver of the right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
YOU AND OVERHAUL BIDS AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO OVERHAUL BIDS MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
You represent that you are legally able to accept these Terms. You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement. If you aren’t, you must please cease use of the Sites and Services.
The parties hereto confirm their express wish that this Agreement and all documents and agreements directly or indirectly relating thereto be drawn up in the English language.

Terms of Use (Merchants)

Last updated September 2015

Welcome to Overhaul Bids!

Overhaul Bids LLC and/or its affiliates (“Overhaul Bids”) provide OverhaulBids.com and its products or services to you subject to the following conditions. If you visit or use our services through our Site, you accept these conditions. Please read them carefully, because they contain important disclosures and information regarding terms of sale, among other terms that may affect your legal rights.

Acceptance of the Terms

The “Terms” consist of these Terms of Use, the Overhaul Bids Privacy Policy and any supplemental terms, legal notices and other communications provided to you. These Terms govern your use of the website offered by Overhaul Bids at www.OverhaulBids.com (including any mobile, touch, merchant-specific, or area-specific versions or sections) (each a “Site”), and all products or services accessed through the Site (collectively “Services”). These Terms constitute a binding legal agreement (“Agreement,” though we may use “Terms” interchangeably with “Agreement” herein) in electronic form between you (“Merchant,” “you,” “your” and/or “yourself”) and Overhaul Bids LLC and its successors, subsidiaries, affiliates and family of brands (“Overhaul Bids,” “we,” “us” and/or “our”). By using the Site and/or Services, you agree to these Terms. IF YOU DO NOT AGREE TO THE TERMS, IMMEDIATELY STOP ACCESSING OR USING ANY OF THE SITE AND/OR SERVICES. BY USING THE SITE AND/OR SERVICES, YOU HAVE ACCEPTED THE TERMS.

Conditions on Your Use of the Site and the Services

You are permitted to use Overhaul Bids, only if you: (1) are 18 years of age or older; (2) comply with these Terms; (3) are able to form a binding contract with us; (4) are not prohibited by law from accessing our Site and/or Services or have not previously been banned, terminated or otherwise denied access to our Site and/or Services by us; (5) are not acting on behalf of a person or entity whose access to our Site and/or Services has been previously terminated or otherwise denied by us; (6) will not impersonate another user of the Site and/or Services; (7) will not copy or distribute any part of the Site and/or Services in any medium without Overhaul Bids’ prior written authorization; (8) will provide accurate information when creating an account, submitting a Bid or registering for our Services; (9) are solely responsible for your User ID and the activity that occurs while signed in to or while using the Site and/or Services using your User ID; (10) will not use the Site and/or Services to collect any personally identifiable information, including account names, e-mail addresses, or other such information, for commercial purposes; (11) are solely responsible for your content submissions, including discussion posts, profile information and links, pictures, and other such content; (12) represent that you own or have the necessary licenses, rights, permissions, and consents to use and authorize Overhaul Bids to use any and all content submitted by you to Overhaul Bids in accordance with the licenses granted in this Agreement; (13) hereby grant each Overhaul Bids user, whether using Overhaul Bids’ Site and Services or an application authorized by Overhaul Bids but developed via a third party developer, a non-exclusive license to access your submissions through Overhaul Bids’ Site and Services and to use, reproduce, distribute, prepare derivative works of, display and perform such submissions as permitted through the functionality of Overhaul Bids’ Site and Services and under these Terms; (14) will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content to Overhaul Bids; and (15) hereby affirm we have the right to determine whether any of your submissions are appropriate and comply with these Terms, remove any and/or all of your submissions, and terminate your account with or without prior notice.

Bids

Overhaul Bids, may at their sole discretion, allow you to have opportunities to respond to and/or place bids or estimates (each a “Bid”) in response to aircraft maintenance and repair projects (each a “Project”) submitted to the Site by aircraft owners (each a “Consumer”), who are requesting certain aircraft maintenance and Services (each a “Service”). Overhaul Bids shall be entitled, at its sole discretion, to turn on or off bidding services at any time.

By submitting a Bid you agree to these Terms. You are required to create an Account in order to submit a Bid so we can provide you with easy access to details of your Bid, view your past Bids and modify your preferences.

Your Responsibilities

You shall be solely responsible for: (i) inputting accurate and appropriate information in submitting a Bid in response to a Project (which shall include a firm price as to the applicable repair price associated with such Project or, if Merchant is unable to ascertain such price with any certainty, a price range with any contingencies); (ii) continually updating any such information to the extent it becomes inaccurate at any time while a Project remains active (which includes, without limitation, refraining from charging any additional amounts to a Consumer beyond those charges outlined in the applicable Bid except to the extent such additional charges have been pre-approved by such Consumer); (iii) ensuring that all Bids submitted in connection with any Project are appropriate in tone and responsive to and consistent with the parameters set forth within such Project; (iv) in the event Merchant is selected as the winning bidder by a Consumer in connection with a particular Project, promptly responding to communications from Consumer and beginning the repair process as agreed between you and Consumer; (v) honoring the terms and pricing associated with each Bid submitted in connection with a Project; (vi) maintaining all state and local licenses necessary to perform aircraft Services in the location in which Merchant is located; (vii) complying with all applicable laws, rules and regulations at all times (including, without limitation, all disclosure requirements and/or other regulations addressing the submission of Bids and all restrictions regarding charges to and/or fees collected from Consumers); (viii) maintaining strict confidentiality in respect of all information submitted by a Consumer in connection with a Project; (ix) performing Services for each Consumer in a first rate manner consistent with best industry practices (which includes, notifying each Consumer of any costs or expenses beyond those set forth in any Bid in advance of performing any work on Consumer’s aircraft, engine, components, or accessories); (x) maintaining all passwords and access codes to the Site, and refraining from sharing or otherwise permitting third parties to use any such passwords and/or access codes to access the Site; (xi) maintaining Merchant’s status as an independent operator and refraining from maintaining more than one Account or placing more than one estimate in response to any Project or having family members, roommates, friends or employees respond to the same Project; (xii) collecting and remitting any and all applicable state and local sales, use, and other similar taxes that may apply to the Services; and (xiii) notifying us promptly upon completion of Services provided in connection with a Project.

Merchant is the Provider of Service

The Merchant is the provider of the Service and is solely responsible for providing Service. The Merchant is also solely responsible for all goods and services it provides to Consumers. Overhaul Bids is solely the marketer of the Merchant’s goods or services. You hereby irrevocably waive all your rights and the rights of any person with interested in your estate related to, and release Overhaul Bids and its subsidiaries, affiliates, partners, officers, directors, employees and agents from, any liabilities arising from or related to any act or omission of a Consumer in connection with Service.

Our Rights

Overhaul Bids shall be entitled, at its sole discretion, to: (i) remove or cancel any Bids submitted by Merchant that Overhaul Bids deems to be offensive, illegal, inaccurate, contrary to any agreement or contract or inappropriate in any way, and Overhaul Bids shall not be liable to Merchant or any other party on account of any such decision; (ii) review all information entered by Merchant in connection with a Project or otherwise to ensure such information complies with all applicable rules and policies; or (iii) suspend, restrict and/or terminate, without notice of any kind, any Merchant’s access to the Site or any Merchant’s Account for any reason. Notwithstanding the foregoing, Overhaul Bids shall not be required to review or monitor any data or information entered into the Site or otherwise posted by Merchant, and Merchant shall be solely responsible for the veracity and accuracy of all such data and information.

Fees

Overhaul Bids charges the Merchant a fee for all Services won through the website (the “Finder’s Fee”). The Finder’s Fee, as outlined in the “Fee Addendum” shall be remitted by the Merchant within 10 days of receiving final payment from the Consumer or 10 days after shipment if the Consumer is billed. If alternate payment methods or terms are approved (at Overhaul Bid’s sole discretion), the Merchant must still pay Overhaul Bids the Finder’s Fee in a format approved by Overhaul Bids. Each Merchant hereby agrees and acknowledges that Overhaul Bids, shall not, under any set of circumstances, be liable in any way for any refunds which may be due and owing, or alleged to be due and owing, to any Consumer before or after Merchant has commenced work for Consumer (such refunds, regardless of the reason provided for such refund, being the sole and exclusive obligation of the applicable Merchant).

Your Account

You will need to register by creating an account (an “Account”) with us in order to submit Bids on the Site or obtain access to certain Services. If you choose to create an account or Overhaul Bids profile with us, you agree to provide only accurate and complete registration information, and that you will keep that information up-to-date if it changes. Access to the Site is not authorized by any other person or entity using your registration information and you are responsible for preventing such unauthorized use.

After you register, we’ll issue a unique account number (a “User ID”) to you. Individuals and entities who access the Site or use the Services and have previously been terminated by Overhaul Bids may not register for an account, nor may you designate any of those individuals to use your account on your behalf.

You must understand that Overhaul Bids relies on User IDs to know whether users accessing the Site and using our Services are authorized to do so. If someone accesses our Site using a User ID that we’ve issued to you, we will rely on that User ID and will assume that it is really you or your representative who is accessing the Site. You are solely responsible for any and all access to the Site or use of the Service by persons using your User ID. Please notify us immediately if you become aware that your User ID is being used without authorization.

Access to our Services

We reserve the right to modify or discontinue, temporarily or permanently, all or any portion of our Services without notice. We will not be liable to you or to any third party for any modification, suspension, or discontinuance of all or any portion of our Services.

Restrictions

You must comply with all applicable laws when using our Services. Except as may be expressly permitted by applicable law, or as Overhaul Bids may authorize expressly in writing, you will not, and will not permit anyone else to: (i) store, copy, modify, distribute, or resell any of the information; audio, visual, and audiovisual works, or other content made available on our Services (collectively, “Service Content”) or compile or collect any Service Content as part of a database or other work; (ii) use any automated tool (e.g., robots, spiders) to access or use our Services or to store, copy, modify, distribute, or resell any Service Content; (iii) rent, lease, or sublicense your access to our Services to another person; (iv) use any Services or Service Content for any purpose except for Merchant’s use in providing Service; (v) circumvent or disable any digital rights management, usage rules, or other security features of our Services; (vi) use our Services in a manner that overburdens, or that threatens the integrity, performance, or availability of, our Services; or (vii) remove, alter, or obscure any proprietary notices (including copyright and trademark notices) on any portion of our Services or any Service Content.

Rules Regarding Information and Other Content

When you use the Site, you can publish and obtain access to various kinds of information and materials, all of which we call “Content.” Content also includes information and materials posted to the Site by you. You agree not to revise or obscure Content posted by others (including advertising and promotions authorized by Overhaul Bids), and you agree not to post or use any Content in any manner that: (i) infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others; (ii) violates the privacy, publicity, or other rights of third parties; (iii) is unlawful, defamatory, discriminatory, libelous, pornographic, obscene, abusive, threatening, harassing, hateful, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate, as determined by Overhaul Bids in its sole discretion; (iv) is false or inaccurate; or (v) could damage our company, parent company, sister companies, affiliates, advertisers, or other parties.

BY POSTING OR PROVIDING ANY SUBMISSION, YOU REPRESENT AND WARRANT THAT PUBLIC POSTING AND USE OF YOUR SUBMISSION BY US WILL NOT INFRINGE UPON OR VIOLATE THE RIGHTS OF ANY THIRD PARTY.

You agree that we are free to use any comments, information, ideas, concepts, methods, techniques, content, and any other material in any post or submission that you may make to our Services (each, a “Submission”), without further compensation, acknowledgement, or payment, for any purpose whatsoever including, without limitation, modifying or improving the Services. Furthermore, by making any Submission on the Services, you grant us a perpetual, nonexclusive, fully paid, royalty-free, irrevocable, sub licensable, worldwide license and right to display, use, perform, reproduce, modify, distribute and create derivative works of the Submission in any media, software, or technology of any kind now existing or developed in the future, without any obligation to provide attribution or compensation to you or any third party.

Though we strive to enforce these rules with all of our users, you may be exposed through the Site or Services to Content that violates our policies or is otherwise offensive. You may use the Site and Services at your own risk. We may, but are not obligated to, terminate user accounts and/or remove Content from the Site if we determine or suspect that those accounts or Content violate the terms of this Agreement or the applicable agreement with the offending user(s). We take no responsibility for your exposure to Content on the Site whether it violates our policies or not.

Privacy Policy

We may collect registration, demographic and other information about you through our Services. Our collection and use of this information is governed by our Privacy Policy.

Security

Overhaul Bids will use reasonable efforts to maintain the security and integrity of information you provide to us. However, you acknowledge and agree that Overhaul Bids cannot fully eliminate security risks and cannot guarantee that unauthorized access to your information will never occur. You agree that you will keep your password for your Overhaul Bids account confidential and secure, and that you will not share it with others.

Confidentiality

Each party agrees to treat as confidential all confidential information of the other party, not to use such confidential information for any purpose other than to the limited extent necessary to perform under this Agreement and not to disclose such confidential information to any third party except as may be reasonably required pursuant to this Agreement and subject to confidentiality obligations at least as protective as those set forth herein. Without limiting the generality of the foregoing, each of the parties shall use at least the same degree of care which it uses to prevent the disclosure of its own confidential information of like importance to prevent the disclosure of confidential information disclosed to it by the other party, provided, however, that in no event shall such degree of care be less than reasonable in light of general industry practice. Merchant agrees to keep financial terms of this Agreement strictly confidential and shall not disclose financial terms of this Agreement without Overhaul Bids’ prior written consent.

General Rules of Conduct

Our goal to make the use of our Site and Services a good experience for all of our users, so you agree not to do any of the following: (i) conduct or promote any illegal activities while using the Site or Services; (ii) upload, distribute or print anything that may be harmful to minors; (iii) attempt to reverse engineer or jeopardize the correct functioning of the Site or Services, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Site; (iv) attempt to gain access to secured portions of the Site or Services to which you do not possess access rights; (v) upload or transmit any form of virus, worm, Trojan horse, or other malicious code; (vi) use the Site or Services to generate unsolicited advertisements, e-mail advertisements or spam; (vii) use any automatic or manual process to search or harvest information from the Site or Services, or to interfere in any way with the proper functioning of the Site and Services; (viii) use the Site or Services to invade any person’s or entity’s privacy or other rights; (ix) use the Site or Services to victimize, harass, degrade, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or any other classification protected by law; (x) use the Site or Services for any purpose that misidentifies Merchant or impersonates any person or entity, including, without limitation, any employee or representative of Overhaul Bids, or falsely states, implies, or otherwise misrepresents Merchant’s affiliation with a person or entity by, for example, pretending to be someone other than Merchant or pretending to represent a company or organization that Merchant is not affiliated with or authorized to represent; or (xi) use the Site or Services for any purpose that could otherwise be deemed or viewed to be unethical, illegal or offensive.

Linking to our Services

If you link to our Services, you are permitted to link only to the home page at www.OverhaulBids.com. Linking to any pages other than the home page of our Site, linking to any internal parts of our Services, framing of our Services within or as part of any third party services, or any other manner of incorporating parts of our Services as part of another Web site or service, is not permitted without our prior written consent.

Links to Third Party Site

We don’t have control over websites that Overhaul Bids’ Site may link to. Overhaul Bids’ Site may contain links to third party websites that are not owned, operated, or controlled by Overhaul Bids. Therefore, we cannot and do not assume responsibility for the content, privacy policies, or practices of such websites or the companies that own them. Additionally, we cannot and will not censor or edit the content of any third party site. We encourage our users to read the terms of service and privacy statements of each and every website they visit. The ability to access information of third parties from Overhaul Bids’ Services, or links to other websites or locations, is for your convenience and does not signify our endorsement of such third parties, their products, their services, other websites, locations or their content. By using the Services you expressly relieve us from any and all liability arising from your use of any third party website.

Restricted Areas of the Services

Certain parts of our Services, including account management features, may be password-restricted to registered users or other authorized persons (“Password-Protected Areas”). If you are authorized to gain access to any Password-Protected Areas, you agree that you are entirely responsible for maintaining the confidentiality of your password, and agree to notify us if the password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities that occur under your account, whether or not you are the individual who undertakes such activities. You agree to immediately notify us of any unauthorized use of your account or any other breach of security in relation to your password or our Services that is known to you.

Access to the Site;  Site Outages and Browser Incompatibilities

The Site may become inaccessible or it may not function properly with your web browser and operating system. Overhaul Bids cannot be held liable for any perceived or actual damages arising from content, materials, operation, or use of the Site. MERCHANT AGREES THAT OVERHAUL BIDS SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY INTERRUPTION, SUSPENSION OR TERMINATION OF THE SITE.

Feedback

We may provide you with a mechanism to provide feedback, suggestions, and ideas, if you choose, about our Services (“Feedback”). You agree that we may, in our sole discretion, use the Feedback you provide to us in any way, including in future enhancements and modifications to our Services. You hereby grant to us and our assigns a perpetual, worldwide, fully transferable, sublicensable, irrevocable, royalty free license to use, reproduce, modify, create derivative works from, distribute, and display the Feedback in any manner and for any purpose, in any media, software, or technology of any kind now existing or developed in the future, without any obligation to provide attribution or compensation to you or any third party.

Typographical Errors

While we try to make sure that all prices and information posted on the Site are communicated accurately, we cannot be responsible for the typographical and other errors that may appear on the Site. If there is incorrect information given about bids, price, product, or service due to typographical error, Overhaul Bids is not responsible for such errors or their correction; but will attempt to correct such errors promptly. We reserve the right to refuse or cancel any Bids or orders for products or services listed at an incorrect price or Bid.

Termination

Overhaul Bids may, at any time, terminate this Agreement with you if: (i) you have breached any provision of this Agreement or you do not comply with the Agreement; (ii) Overhaul Bids is required by law to do so; (iii) Overhaul Bids no longer provides Services in the country in which you operate; or (iv) Overhaul Bids determines that the provision of Services to you is no longer commercially viable. Notwithstanding anything contrary in these Terms, Overhaul Bids reserves the right to discontinue any product or service at any time and at its sole discretion.

Without limiting any of the foregoing Terms, Overhaul Bids may immediately terminate or suspend any User IDs, Accounts or passwords in the event of any conduct by you which Overhaul Bids, in its sole discretion, considers to be unacceptable or in the event of any breach by you of this Agreement. In the event of termination, you agree to immediately cease access to our Site and Services.

Disclaimer of Warranties

We provide the Site and Services “as is”, “with all faults” and “as available.” We make no express or implied representations, warranties or guarantees of any kind about the Site, Services, or any third party products or services made available to you by us, unless specified in writing.

YOU HEREBY EXPRESSLY AND IRREVOCABLY AGREE THAT YOUR USE OF THE SITE IS AT YOUR OWN RISK.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE AND OUR OFFICERS, DIRECTORS, AGENTS, AND VENDORS DISCLAIM IMPLIED WARRANTIES THAT THE SITE AND SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT OVERHAUL BIDS’ SERVICES WILL MEET YOUR REQUIREMENTS, IS ERROR-FREE, RELIABLE, WITHOUT INTERRUPTION OR AVAILABLE AT ALL TIMES. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OVERHAUL BIDS’ SITE, INCLUDING ANY SERVICES, WILL BE EFFECTIVE, RELIABLE, ACCURATE OR MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT ANY PRODUCTS OR SERVICES OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SITE AND/OR SERVICES WILL BE RELIABLE. WE DO NOT GUARANTEE THAT ELECTRONIC COMMUNICATIONS SENT FROM OVERHAUL BIDS WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE MAKE NO WARRANTIES AS TO PRIVACY AND SECURITY OTHER THAN AS EXPRESSLY STATED IN THE PRIVACY POLICY. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SITE OR SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING. YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ALL NECESSARY SERVICING OR REPAIRS OF ANY EQUIPMENT YOU USE IN CONNECTION WITH YOUR USE OF THE SITE, AND OVERHAUL BIDS SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND RELATED TO YOUR USE OF THE SITE. YOUR USE OF THE SITE AND ITS CONTENT IS ENTIRELY AT YOUR OWN RISK. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY AN OVERHAUL BIDS REPRESENTATIVE SHALL CREATE A WARRANTY. You may have additional rights under your local laws that this contract cannot change.

You hereby agree and acknowledge that: (i) Overhaul Bids shall not be responsible for any actions taken by a Consumer or any other third party, and as such, all disputes with a Consumer or other such third party shall be resolved directly with such Consumer or third party; (ii) Overhaul Bids does not recommend or endorse any third parties or Consumers hereunder, and makes no representations or warranties whatsoever regarding any such third party or Consumer; (iii) you are solely responsible for evaluating and/or assessing any Project, determining how to respond to such Project and complying with applicable laws, rules or regulations in responding to such Project and performing any Services in connection therewith; (iv) Overhaul Bids is not responsible for any Consumer’s compliance with the applicable laws, rules or regulations; (v) Overhaul Bids does not guarantee that any Consumer will honor its selection of a Merchant as the winning bidder in connection with any Project; (vi) Overhaul Bids’ services are administrative in nature and Overhaul Bids is not party to any transaction between Consumer and Merchant; and (vii) the Site may not function properly or as intended at times. Overhaul Bids shall not be liable in any way for any services provided to a Consumer or any other party you learn about on the Site, the performance of any service or any other action taken by a Consumer or any third party. As such, you shall not name Overhaul Bids or any of its officers or equity holders as a party in any litigation or arbitration arising out of any Bid submitted in connection with a Project or any communications or transactions with a Consumer or any other third party.

You agree that Overhaul Bids shall not be liable for any damages arising from any interruption, suspension or termination of the Site and/or Services and that you shall put in place contingency plans to account for such periodic interruptions or suspensions of the Site and/or Services.

Limitation of Liability

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS TO DISCONTINUE YOUR USE OF THE SITE AND SERVICES. OVERHAUL BIDS SHALL NOT, UNDER ANY SET OF CIRCUMSTANCES, BE LIABLE TO MERCHANT FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNATIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, ARISING OUT OF THIS AGREEMENT OR MERCHANT’S USE OF THE APPLICATION OR WEBSITE, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. IN ANY EVENT, OVERHAUL BIDS’ TOTAL LIABILITY TO MERCHANT FOR ANY CLAIM ARISING HEREUNDER OR RELATED HERETO SHALL NOT EXCEED $50.

AS SET FORTH ABOVE, YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR INTERACTIONS WITH CONSUMERS AND OTHER THIRD PARTIES. YOU AGREE TO RELEASE OVERHAUL BIDS FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO ANY INTERACTIONS WITH A CONSUMER OR A THIRD PARTY AND ANY ACTION OR INACTION BY A THIRD PARTY OR A CONSUMER.

Indemnity

You will defend, indemnify and hold us and our respective subsidiaries, affiliates, officers, agents, employees, representatives, and assigns harmless from any costs, damages, expenses, attorney fees, court costs, and liability arising out of or relating to any of the following: (a) your or any Merchant’s (i) fraud, willful misconduct, negligence, or gross negligence or (ii) breach or alleged breach of these Terms; (b) any claim for state sales, use, hotel occupancy, or any other similar tax obligations (including any penalties, interest or other additions to tax) arising from the sale of Services; (c) to the extent applicable, any claim by any local, state or federal governmental entity for any unclaimed property regarding Services, including but not limited to, any claims for penalties and interest; (d) the goods and/or services provided by you, including but not limited to, any claims for false advertising, injuries, illnesses, damages, or death; (e) any Service or Bid, including your provision of incomplete or inaccurate or information applicable to such Service or Bid; or (f) your use of the Services and Content, your violation of these Terms, or your violation of any rights of a third party through use of the Services or Content. This defense and indemnification obligation will survive the termination of this Agreement and your use of the Services.

Overhaul Bids reserves the right, but has no obligation, to monitor, or take any action Overhaul Bids deems appropriate regarding disputes that you may have with other customers of ours. To the extent the law permits, you release us from any claims or liability related to any Content posted on the Site and from claims related to the conduct of any other customers of ours. You hereby waive California Civil Code Section 1542 (and any similar provision in any other jurisdiction) which states: “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.”

Intellectual Property

You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to the Site and Services, including applicable copyrights, trademarks and other proprietary rights. We are not granting any license to you under any of those intellectual property rights by virtue of this Agreement. “Overhaul Bids” is our trademark. Other product and company names that are mentioned on the Site or provided as part of the Services may be trademarks of their respective owners. We reserve all rights that are not expressly granted to you in this Agreement.

The content on the Site, excluding all intellectual property of other Site obtained by way of API and linking, is owned by Overhaul Bids. This includes, without limitation, the text, software, scripts, graphics, photos, sounds, interactive features and the trademarks, service marks and logos contained therein (“Marks”). These are owned or licensed to Overhaul Bids, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content not owned by Overhaul Bids is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners, except as permitted through the functionality of the Site and Services and under these Terms. We reserve all rights not expressly granted in and to Overhaul Bids and the content.

As between you and us, you retain any intellectual property rights in any copyrighted materials and trademarks that are contained in content that you post to the Site. You grant us an irrevocable, perpetual, non-exclusive, royalty-free, fully paid, worldwide license, with rights to sublicense through multiple levels of sublicensees, to reproduce, make derivative works of, translate, distribute, publicly perform and publicly display in any form or medium, whether now known or later developed, make, use, sell, import, offer for sale, otherwise commercially exploit and exercise any and all such rights, under any and all of your intellectual property rights related to the content in any manner we choose. If you have any rights to the content that cannot be licensed to us (such as moral rights in some countries), you unconditionally and irrevocably waive the enforcement of such rights, and all claims and causes of action of any kind against us or related to our customers and partners anywhere in the world, with respect to such rights. With respect to other users, you grant each Overhaul Bids user, whether using Overhaul Bids’ Services or an application developed via a third party developer, a non-exclusive license to access your submissions through Overhaul Bids’ Site and Services and to use, reproduce, distribute, prepare derivative works of, display and perform such submissions as permitted through the functionality of the Site and Services and under these Terms.

We respect the intellectual property of others, and we ask you to do the same.

Electronic Communications

The communications between you and Overhaul Bids use electronic means, whether you visit the Site or send us e-mails, or whether Overhaul Bids posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Overhaul Bids in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Overhaul Bids provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.

Changes to this Agreement

We may change the terms of this Agreement from time to time on a going-forward basis, and any such modifications become effective immediately upon being posted to the Site. It is your sole responsibility to check the Site from time to time to view any such changes in the Agreement. If you do not agree to all of the changes, if and when such changes may be made to the Agreement, you must cease use of the Site. Your use of the Site and Services after any modifications to the Agreement indicates that you agree to such modified Agreement.

General Terms

You and we are independent contractors, and nothing in this Agreement creates a partnership, employment relationship or agency. There are no third party beneficiaries of this Agreement. You may not assign this Agreement or your rights and obligations hereunder, in whole or in part, to any third party without our prior written consent, and any attempt by you to do so will be invalid. Should any part of this Agreement be held invalid or unenforceable, that portion will be construed consistent with applicable law and the remaining portions will remain in full force and effect. Our failure to enforce any provision of this Agreement will not be considered a waiver of the right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
YOU AND OVERHAUL BIDS AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO OVERHAUL BIDS MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
You represent that you are legally able to accept these Terms. You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement. If you aren’t, you must please cease use of the Sites and Services.

The parties hereto confirm their express wish that this Agreement and all documents and agreements directly or indirectly relating thereto be drawn up in the English language.