BidX General Terms and Conditions
A. General section
1. Area of application, relevant version
1.1. The following General Terms and Conditions (hereinafter "GTC") govern the contractual relationship between BidX GmbH, Gräfenhäuser Straße 85b, 64293 Darmstadt, Germany (hereinafter "BidX") and the respective customer who wish to use the offer (hereinafter "customer") made under the domain www.bidx.io (hereinafter "website").
1.2. In addition to these GTC our privacy policy applies (available under: https://www.bidx.io/privacy).
1.3. The version of the GTC valid at the time of conclusion of the contract is decisive.
2. Subject of the contract, scope of service
2.1. The contract subject as well as the scope of service is determined by the special conditions for the service of BidX in sections B, C and D (jointly hereinafter “services”)
2.2. BidX is entitled to amend the content or functionalities (e.g. by patches, updates or modifications) of the services which are reasonable in consideration of the interests of the customer. BidX is also entitled to provide parts or the entirety of its services by third parties, in particular subcontractors.
3. Registration and its preconditions, conclusion of the contract
3.1. Full use of services requires registration and the conclusion of a corresponding service contract on the website. Registration shall be made by creating an account on the website and with agreeing to these GTC. The Registration on the website is free.
3.2. In the registration form, each customer shall enter a valid e-mail address and create a password. By submitting the completed registration form , the customer creates a user account (hereinafter referred to as "account") and submits its offer for a contract conclusion for the website use. If BidX accepts this offer by sending a confirmation e-mail and the customer subsequently confirms its registration by selecting the hyperlink listed in the confirmation e-mail (double opt-in), a contract for the website use is concluded between the customer and BidX (hereinafter "user contract"). A registration that the customer does not confirm within one week by clicking on the activation link can be deleted by BidX.
3.3. The contract conclusion shall only be permitted to entrepreneurs within the meaning of § 14 Abs. 1 BGB (German Civil Code), i.e. natural or legal persons or a partnership with legal capacity who, when concluding a legal transaction, act in the exercise of their commercial or independent professional activity. Furthermore, the contract conclusion shall only be permitted to natural persons and legal entities with unlimited legal capacity as well as only in their own name and on their own behalf. The contract conclusion for legal entities shall only be permitted to persons who act as legal representatives or other authorized persons of the respective legal entity or on its behalf and will. Customers must either have reached the age of 18 at the time of registration and contract conclusion, or their legal representatives must have consented to the registration and contract conclusion.
3.4. There is no right to conclude a user contract or any other contract. BidX reserves the right to refuse the registration and the contract conclusion without giving reasons.
3.5. The data requested during registration and within the framework of the contract conclusion shall be provided completely and truthfully by the customer. The same shall apply to data requested when providing the services. If the data changes subsequently, the customer is obliged to update the information immediately. BidX is entitled to verify the data provided in individual cases and to request further information from the customer. Upon BidX's request, the customer shall confirm the data.
4. Payment method
4.1. The provisions in the section B, C and D shall apply to the individual services.
4.2. The customer may be charged with additional costs by third parties in connection with the use of the automation services (e.g. for the use of telecommunication networks); BidX has no influence on such costs.
4.3. The remuneration owed by the customer shall be paid only by using the payment methods supported by BidX. The supported payment methods are listed on the website. BidX reserves the right to refuse individual payment methods for selected customers if there is reasonable cause e.g. if a return debit note or payment cancellation or insufficient funds in the bank account to be debited is expected.
4.4. All prices are exclusive of the statutory value-added tax.
5. Confidentiality
5.1. The customer is obliged to keep the login data, passwords, etc. secret and not to pass on his/her access data to unauthorized third parties and to log out after each session. Declarations and actions that are made or committed after a login with the customer's password and e-mail address may be attributable to the customer even if he has no knowledge of them. An attribution takes place in particular if the customer intentionally or negligently provides third parties (including family members) with access to the password or the account. The customer must inform BidX immediately as soon as he/she becomes aware that the access data are accessible and known to unauthorized third parties.
5.2. In the case of a justified suspicion that access data became known to unauthorized third parties, BidX is entitled but not obliged, for security reasons, to change the access data independently without prior notice or to block the use of the account at its own discretion. BidX shall inform the customer of this without delay and shall provide new access data on request within a reasonable period of time. The customer has no right to demand that the original access data be restored.
6. Granting usage rights to customer contents
6.1. In order for BidX to be able to provide the service, the customer grants BidX the simple, spatially, temporally and content unlimited right of use to all contents (e.g. logos, pictures, videos, texts) (hereinafter "customer contents") posted by him/her on the website and contained within the scope of the Amazon-ID (hereinafter "license"). In particular, this includes the right of reproduction, use, operation, copying, public presentation or display, distribution, modification, translation and creation of derived versions of distribution as well as the right of editing. In particular, BidX is entitled to process, prepare and adapt the customer content technically in such a way that it can also be displayed on mobile receiving devices or in services and software applications of third parties.
6.2. The license shall be terminated, once a customer deletes his/her customer content or account.
6.3. The customer guarantees that he/she is the owner of the transferred rights and that it is possible for him/her to effectively grant the license in Section 6.1. The customer also guarantees that the customer content does not infringe any rights of third parties, in particular no trademark, competition, copyright, property or personal rights.
7. Granting usage rights to custom functions
Upon request, BidX offers customers development services relating to custom functions within the services. BidX grants the customer a simple, worldwide right of use to the development services, limited in time to the term of the license agreement and in content to the use within the services.
8. Availability
8.1. BidX guarantees 98% accessibility of services on a quarterly basis. Downtimes that are not based on a breach of duty by BidX, such as attacks on BidX systems by third parties, hardware failures through no fault of BidX or cases of force majeure, as well as related unscheduled and scheduled maintenance work are not taken into account. The possibilities of use may be restricted or temporarily interrupted by maintenance work, further development or malfunctions. This can lead to data loss under certain circumstances
8.2. Plannable maintenance work takes place regularly between 10 pm and 6 am CET and is announced to the customer at least three (3) days in advance by e-mail. Plannable maintenance work will affect the availability of the services for a maximum of ten (10) hours during a calendar month
8.3. BidX provides the services only on the website. Errors or disturbances outside BidX's sphere of influence, such as the functionality of the API of the amazon.de platform, operated by Amazon Europe Core S.à.r.l. (hereinafter “amazon platform”) or the provision of the correct parameters by the customer are not subject to BidX's obligation to perform. In the event of errors or disruptions outside BidX's sphere of influence, the customer shall remain obliged to pay the corresponding remuneration.
8.4. The customer is responsible for creating, maintaining, operating and, if necessary, updating a sufficiently dimensioned hardware and software environment for the use of the services. The necessary requirements for the service use can be viewed by the customer in the FAQ on the website at any time.
9. Term and termination of the user contract
9.1. The user contract can be terminated by both parties at any time, subject to the following sentence, with a notice period of fourteen (14) days to the end of the month. If the customer has concluded a service contract in accordance with the sections B., C. or D. before the cancellation of the user contract, the cancellation will not take effect until the contracts have been completely carried out, canceled or terminated in any other way. In the event of termination, the account will be maintained for as long as is necessary for the processing of completed subscriptions.
9.2. The notice periods of the services shall be in accordance with the provisions of sections B., C. or D.
9.3. Notwithstanding the above provision, BidX may terminate subscriptions without notice if the customer is in default for two consecutive months with the payment of the remuneration or a not inconsiderable part of the remuneration or, in a period of more than two months, with the payment of the remuneration in the amount of an amount which reaches the remuneration for two months.
9.4. The right to terminate without notice for cause remains unaffected.
9.5. An e-mail to hello@bidx.io or any other message in text form to BidX is sufficient for the termination notices. Alternatively, the termination can also be made via the customer's account
10. Execution of the termination
The personal data provided by the customer and the account will be deleted by BidX upon termination of the user contract; in the event of termination by BidX, the customer will have the option of viewing and, if necessary, backing up his stored data for at least 2 weeks. If BidX is entitled not to delete data for legal or other reasons, BidX may alternatively also block it; if this authorization is omitted, the data will be deleted by BidX.
11. Warranty
If not otherwise agreed in the sections B., C., D., or hereinafter, the statutory warranty shall apply.
12. Liability limitation
12.1. Subject to the further provisions of this clause 12, BidX shall only be liable if and to the extent that BidX, its legal representatives, executives, employees or other vicarious agents are charged with intent or gross negligence. In the event of BidX's default in payment or the impossibility of performance for which BidX is responsible, and in the event of a breach of material contractual obligations (so-called cardinal obligations), BidX shall, however, be liable for any culpable conduct of its own or that of its legal representatives, executives, employees or other vicarious agents. Essential contractual obligations are defined abstractly as those obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the customer may regularly rely.
12.2. Except in case of willful intent or gross negligence on behalf of BidX, its statutory representatives, executive staff, employees or other vicarious agents, liability shall be limited to such damages foreseeable at the time of conclusion of the contract.
12.3. The limitations of liability contained in clauses 12.1 and 12.2 shall not apply in case BidX has assumed an explicit representation/guarantee as well as in case of any claims due to lack of warranted characteristics and any damage resulting from any injury to life, limb or health. With respect to any default of BidX the limitations of liability contained in clause 12.2 shall not apply to any claims for default interest, the default lump sum pursuant to §§ 288 Abs. 5 BGB (German Civil Code) and any legal costs incurred due to default.
12.4. Claims under the Product Liability Act shall remain unaffected by the provisions of this clause 12.
13. Assignment of claims
13.1. The customer is only entitled to assign claims arising from or in connection with the business relationship with BidX with the prior written consent of BidX; § 354a HGB (German Commercial Code) remains unaffected.
13.2. Unless otherwise agreed in individual cases, neither party shall be entitled to offset claims of another party under this agreement or to assert a right of retention with regard to an obligation arising from the business relationship, unless the claims of the respective party asserting a right to offset or retention are ready for decision and undisputed or have been recognized by the other party or have been established by a final decision of a competent court or arbitration court; this restriction shall not apply to synallagmatic, i.e. mutually interdependent claims.
14. Language, contract text, applicable law, exclusion of foreign terms and conditions, place of jurisdiction
14.1. The contract language is German. In the event that the texts of these GTC provided by BidX are interpreted differently in German and English, the German version shall prevail.
14.2. The contract text of the user contract as well as the contract texts of the subscriptions and the other contract texts are only accessible to the customer on the website in the current version. However, the respective contract text is sent to the customer by e-mail and can thus be saved or printed out by the customer.
14.3. These GTC and the user contract regulated therein as well as the subscriptions regulated therein are subject to the law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
14.4. The validity of the customer's general terms and conditions of contract or business is expressly excluded. This also applies if BidX has not expressly objected to the customer's conditions and/or provides services without contradiction.
14.5. The exclusive place of jurisdiction for all legal disputes arising from or in connection with the GTC shall be the registered seat of BidX. In all other respects, the statutory places of jurisdiction shall apply.
14.6. The place of performance for companies within the meaning of § 14 Abs. 1 BGB is the registered office of BidX
15. Amendments to the GTC
15.1. Changes to these GTC must be made in text form. There are no ancillary agreements
15.2. BidX reserves the right to change these GTC at any time without giving reasons, unless the change is unreasonable for the customer. BidX will inform the customer immediately by e-mail about changes to the GTC. If the customer does not object to the validity of the amended GTC within a period of four weeks after receipt of the amended GTC, the amended GTC shall be deemed accepted by the customer. BidX will inform the customer separately of the deadline and its significance in the e-mail announcing the changes.
15.3. If any provision of these GTC is invalid, the remaining provisions shall remain unaffected. The ineffective provision shall be deemed replaced by a provision that comes as close as possible in a legally effective manner to the sense and purpose of the ineffective provision. The same applies to possible loopholes in the regulations.
B. Special section: Amazon Advertising automation as a service
1. Service description
1.1. By providing its software solution (so-called Software as a Service, SaaS) on the website for a limited period of time, BidX offers the customer the option to design, manage and evaluate advertising measures on the amazon platform (hereinafter "automation services"). The scope of use of the automation services can be selected by the customer within the scope of various subscriptions and results from the service description in the version applicable at the time of contract conclusion.
1.2. BidX offers the adaptation and evaluation of the customer's advertising measures on the amazon platform on the basis of the customer's information. The customer is responsible for the completion, correctness, legality, up-to-dateness, quality and suitability of the data, content, parameters and information (hereinafter "parameters") provided by the customer. BidX does not undertake to check the parameters provided by the customer for completeness, correctness, legality, up-to-dateness, quality and suitability for a particular purpose or the contractually intended purpose.
2. Booking of automation services
2.1. Within the first fourteen (14) days after successful registration according to clause A. 3.2, the customer may use the automation services free of charge (hereinafter "trial period"). After expiry of the trial period, the customer may use the automation services only on the basis of a contract subject to a charge (hereinafter "subscription”)
2.2. The legally binding contract conclusion regarding a subscription for the automation service shall take place as set out below:
a. The presentation of the subscription on the website does not constitute a legally binding offer, but a non-binding invitation to submit an offer (invitatio ad offerendum).
b. The contract shall only be concluded by using the form provided on the website (hereinafter "order form"). To conclude the subscription, the customer shall fill out the order form completely.
c. By submitting the order form the customer submits an offer to conclude a subscription. Furthermore he/she agrees with the validity of the GTC.
d. The receipt of the offer will be confirmed by BidX immediately by an acknowledgement of receipt.
e. Acceptance of the offer by BidX shall be made by declaration of acceptance in text form or provision of the automation services to the customer.
3. Booking of add-ons
3.1. The customer has the option to add further services (hereinafter referred to as "add-ons") to a subscription on a one-time basis or also in the form of a permanent subscription. The contract shall be concluded as set out in section B. 2.2.
3.2. The scope of services of the add-ons is defined in the service description on the website in the version applicable at the time of contract conclusion as well as in the agreements of the parties.
4. Prices and payment conditions
4.1. The use of the automation services as well as the add-ons are subject to a charge.
4.2. The prices of the automation services and the add-ons shall be governed by the price list for the one-time, monthly or annual remuneration valid at the time of the contract conclusion.
4.3. The remuneration owed by the customer shall be due for payment in advance at the beginning of each booking period (once, monthly or annually).
5. Term and termination of the subscription for the automation services and the add-on
5.1. The subscription for automation services has the term as set out in the service description (monthly or annually).
5.2. The subscription for automation services
a. can be terminated in case of a monthly term with a notice period of fourteen (14) days to the end of the respective term
b. and in case of an annual term with thirty (30) days' notice to the end of the respective term.
5.3. If an add-on is a recurring service, the term is based on the term of the selected subscription and ends with the subscription termination. Alternatively, the add-on can be terminated separately with the same notice periods as the subscription.
6. Warranty
The statutory liability for defects irrespective of fault shall, subject to the provision in clause A. 12., is expressly excluded by BidX in the area of tenancy law and similar usage relationships for defects already existing upon conclusion of the contract (see § 536a Abs.1 Alt. 1 BGB).
7. Enterprise services
7.1. BidX can agree on special terms with enterprise customers upon request.
7.2. In this case the legally binding contract conclusion for automation services shall take place as set out below
- The contract shall only be concluded using the personalized order form provided to the enterprise customer. To conclude the subscription, the customer shall fill out the personalized order form fully. In the personalized order form, the parties shall make deviating agreements in accordance with the sections B. 2.1, 3., 4.2, 4.3, 5.2 and 5.3 If the parties do not make any arrangements in this respect, the respective clauses shall also apply accordingly to the enterprise customers.
- By submitting the order, the customer submits an offer to conclude a subscription under the conditions specified in the personalized order form and accepts the validity of these GTC.
- The receipt of the order will be confirmed by BidX immediately by an acknowledgement of receipt.
- Acceptance of the offer by BidX shall be made by declaration of acceptance in text form or provision of the automation services to the enterprise customer.
C. Special section: Managed services
1. Service description
BidX also offers the customer a package of the automation services, add-ons and additional consulting services relating to the creation, customization and analysis of advertisements (hereinafter "managed services"). The scope of services of the managed services results from the service description on the website as well as the agreements of the parties as set forth in the order form pursuant to section C. 2.a.
2. Booking of managed services
The legally binding contract conclusion of a subscription regarding the managed services shall take place as set out below
- a. The contract shall only be concluded using the personalized order form provided to the customer. To conclude the subscription, the customer shall fill out the personalized order form fully.
- b. By submitting the order, the customer submits an offer to conclude a subscription under the conditions specified in the personalized order form and accepts the validity of these GTC.
- c. The receipt of the order will be confirmed by BidX immediately by an acknowledgement of receipt.
- d. Acceptance of the offer by BidX shall be made by declaration of acceptance in text form or provision of the managed service to the customer.
3. Prices and payment conditions
3.1. The use of the managed services is subject to a charge. The remuneration listed between the parties in the order form as well as the payment interval listed therein shall be decisive.
3.2. The remuneration owed by the customer for the managed services shall be due for payment in advance at the beginning of each booking period (once, monthly or annually).
4. Term and termination of the managed services
4.1. The term and notice period specified in the personalized order form pursuant to clause C. 2.a. shall apply to the managed services.
4.2. If no agreements have been made in the personalized order form pursuant to clause C. 2.a., the managed services can be
- a. terminated with fourteen (14) days' notice to the end of the respective term in the event of a monthly term
- b. and with thirty (30) days’ notice to the end of the respective term in the case of an annual term.
D. Special section: DSP-services
1. Service description
1.1. BidX provides the customer with the option to run programmatic advertising via the Amazon Demand Side Platform (hereinafter "Amazon DSP"). Therefore, BidX provides the customer with consulting services and the provision of a software solution limited in time (hereinafter “DSP-services").
1.2. The scope of the DSP-services is subject to the service description set out on the website and the agreements between the parties in accordance with the personalized order form under section D. 2.a.
1.3. If the customer is an owner of an Amazon DSP access and wishes to use the DSP-services, the customer shall provide BidX with access to the customer’s account.
2. Booking of DSP-services
The legally binding contract conclusion regarding the DSP-services shall take place as set out below
- a. The contract shall only be concluded using the personalized order form provided to the customer. To conclude the subscription, the customer shall fill out the personalized order form fully.
- b. By submitting the order, the customer submits an offer to conclude a subscription under the conditions specified in the personalized order form and accepts the validity of these GTC.
- c. The receipt of the order will be confirmed by BidX immediately by an acknowledgement of receipt.
- d. Acceptance of the offer by BidX shall be made by declaration of acceptance in text form or provision of the managed service to the customer.
3. Prices and payment conditions
3.1. The monthly fee for the use of the DSP-services (hereinafter "management fee") is calculated according to the percentage share of the Amazon DSP Advertising Spend (hereinafter "media budgets") listed in the personalized order form pursuant to section D. 2.a. Unless otherwise agreed, the percentage share of the Amazon DSP Advertising Spend shall be 15%.
3.2. The parties agree on the monthly media budgets in accordance with the personalized order form under section D. 2.a.
3.3. The parties may set a minimum fee for the use of the DSP -services. The minimum fee may increase as agreed by the parties in the personalized order form pursuant to section D. 2.a. for specified thresholds of advertising expenses increases.
3.4. The management fee owed by the customer as well as the planned media budgets are each due for payment two (2) months in advance, unless otherwise agreed in the personalized order form pursuant to section D. 2.a.
3.5. In the personalized order form pursuant to section D. 2.a., the parties agree on a minimum return of advertising spend (ROAS). If the media budget cannot be invested under this restriction, the remaining media budget will be refunded. Management fees paid will not be refunded.
4. Term and termination of the DSP-services
4.1. The term and the periods of notice specified on the order form in accordance with section D. 2.a. shall apply to the DSP-services.
4.2. If no agreements have been made in the personalized order form pursuant to clause D. 2.a., the DSP-services can be
- a. terminated with fourteen (14) days' notice to the end of the respective term in the event of a monthly term
- b. and with thirty (30) days’ notice to the end of the respective term in the case of an annual term.
Last updated: January 2023
Acceptance of the Terms of Use
Last modified: January 11, 2022
These terms of use are entered into by and between You and BidX Inc. The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, "Terms of Use"), govern your access to and use of www.bidx.io, including any content, functionality, and services offered on or through www.bidx.io (the "Website"), whether as a guest or a registered user.
Please read the Terms of Use carefully before you start to use the Website. By using the Website or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://www.bidx.io/privacy/, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website.
This Website is offered and available to users who are 18 years of age or older and reside in the United States or any of its territories or possessions. By using this Website, you represent and warrant that you are of legal age to form a binding contract with BidX and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.
Changes to the Terms of Use
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Website.
Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.
Accessing the Website and Account Security
We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
You are responsible for both:
- Making all arrangements necessary for you to have access to the Website.
- Ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.
To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Intellectual Property Rights
The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by BidX, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:
- Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
- You may store files that are automatically cached by your Web browser for display enhancement purposes.
- You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
- If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
- If we provide social media features with certain content, you may take such actions as are enabled by such features.
You must not:
- Modify copies of any materials from this site.
- Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website.
If you wish to make any use of material on the Website other than that set out in this section, please address your request to: credits@bidx.io.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms of Use, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by BidX. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Trademarks
The BidX name, the BidX logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of BidX. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.
Prohibited Uses
You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website:
- In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
- For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
- To impersonate or attempt to impersonate BidX, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses, social media usernames, or screen names associated with any of the foregoing); or,
- To engage in any other conduct that restricts or inhibits anyone''s use or enjoyment of the Website, or which, as determined by us, may harm BidX or users of the Website, or expose them to liability.
Additionally, you agree not to:
- Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party''s use of the Website, including their ability to engage in real time activities through the Website;
- Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website;
- Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent;
- Use any device, software, or routine that interferes with the proper working of the Website;
- Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website;
- Attack the Website via a denial-of-service attack or a distributed denial-of-service attack; or,
- Otherwise attempt to interfere with the proper working of the Website.
Copyright Infringement
We are a provider of an interactive computer service for purposes of 47 U.S.C. § 230. As such, its liability for others'' conduct and information is limited as described in that statute. Further, we are a service provider pursuant to the Digital Millennium Copyright Act. Pursuant to the Digital Millennium Copyright Act. If you are a copyright owner and believe that any content on the Website infringes upon your copyrights, you may submit a notification to us pursuant to the Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"). To provide us notice of an infringement, you must provide a written communication to us at:
BidX Inc
ATTN: Nadine Schöpper
101 Avenue of the Americas, 8th Floor
New York, NY 10013
USA
or send an email with the subject line “DMCA Infringement Notification” infringement@bidx.io that includes substantially the following: (i) your physical or electronic signature; (ii) identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works; (iii) identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material; (iv) adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address); (v) a statement that you have a good faith belief that use of the copyrighted materials is not authorized by the copyright owner, its agent, or the law; (vi) a statement that the information in the written notice is accurate; and, (vii) a statement, under penalty of perjury, that you are, or are authorized to act on behalf of, the copyright owner. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA notice may not be effective. Please be aware that you may be liable for damages (including costs and attorneys'' fees) if you knowingly materially misrepresent that material or an activity on the Website is infringing your copyright.
Reliance on Information Posted
The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
This Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by BidX, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of BidX. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the Website
We may update the content and features offered on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Visits to the Website
All information we collect on this Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Online Transactions and Other Terms and Conditions
All purchases through our site or other transactions for the sale of goods or services formed through the Website, or resulting from visits made by you, are governed by our General Terms and Conditions of Service, which are hereby incorporated into these Terms of Use.
Additional terms and conditions may also apply to specific portions, services, or features of the Website. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use.
Linking to the Website and Social Media Features
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
This Website may provide certain social media features that enable you to:
- Link from your own or certain third-party websites to certain content on this Website;
- Send emails or other communications with certain content, or links to certain content, on this Website; or,
- Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us, solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
- Establish a link from any website that is not owned by you;
- Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking;
- Link to any part of the Website other than the homepage; or,
- Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
Links from the Website
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Geographic Restrictions
The owner of the Website is based in the State of Delaware in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER BIDX NOR ANY PERSON ASSOCIATED WITH BIDX MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER BIDX NOR ANYONE ASSOCIATED WITH BIDX REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, BIDX HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL BIDX, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify, and hold harmless BidX, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys'' fees) arising out of or relating to your violation of these Terms of Use or your use of the Website, any use of the Website''s content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website.
Governing Law and Jurisdiction
All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware, in each case located in the City of Wilmington and County of New Castle, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Arbitration
At Company''s sole discretion, it may require You to submit any disputes arising from these Terms of Use or use of the Website, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Delaware law.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by BidX of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of BidX to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Entire Agreement
The Terms of Use, our Privacy Policy, and General Terms and Conditions of Service constitute the sole and entire agreement between you and BidX Inc regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.
Your Comments and Concerns
This Website is operated by BidX Inc, located at the address listed below. All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Infringement policy, described above. All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to us by email using the below contact information.
BidX Inc
ATTN: Nadine Schöpper
101 Avenue of the Americas, 8th Floor
New York, NY 10013
USA
Email: hello@bidx.io
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