Auction Consignment Agreement

This Consignment Agreement (the "Agreement") is by and between you and Waste Equipment Exchange Inc., ("Waste Equipment Exchange" or "we") in which you authorize and instruct Waste Equipment Exchange to sell certain equipment or toher itmes (collectively "Equipment") set forth below through the Waste Equipment Exchange web site currently located at http://www.wasteequipmentexchange.com (the "Waste Equipment Exchange Site" or "Site" or "Service").

In consideration of the mutual promises and covenants, you agree to abide by the following terms and conditions:

1.  Equipment Listing and Consignment Period.  If you desire to use the Site or Service to sell a piece of Equipment, you must provide certain information related to the Equipment during the Equipment Listing process.  You agree that during the period commencing at the time of the Equipment Listing and until (i) such Equipment is sold on the Site or (ii) you withdraw the Equipment from the Site (the "Consignment Period"), the Waste Equipment Exchange Site will be the exclusive listing for such sale.  You agree to remove any listings of such Equipment from other auctions and any other sources during the Consignment Period.

2.  Featured Auctions.  If you list your Equipment in a Featured Auction, you agree to the following terms and conditions:

-For each peice of Equipment you list on the Site in a Featured Auction, you agree to pay Waste Equipment Exchange the approprate listing fee ("Listing Fee") which is set forth on the Site.  Waste Equipment Exchange will charge you the listing fee at the time that the equipment sells and the fee will be automatically deducted from the total sales proceeds due to you

-Waste Equipment Exchange sets the Opening Bid for the Equipment

-Waste Equipment Exchange schedlues the auction opening and closing time for the Equipment

-You acknowledge and agree that you are extending an irrevocable offer to sell the Equipment to the highest bidder who meets or exceeds the Opening Bid or Reserve.  If the Equipment is sold during the auction on the Site, you agree to pay Waste Equipment Exchange a commission fee ("Commission Fee") which is set forth on the Site and which will be automatically deducted from the total sales proceeds remitted to you

-If the Equipment is not sold, you may re-list the Equipment in any Waste Equipment Exchange auction or withdraw you Equipment with no penalty and end the Consignment Period

-If you choose to cancel the auction and withdraw the Equipment prior to the auction closing time, you agree to pay Waste Equipment Exchange a removal penalty ("Removal Penalty Prior to Featured Auction Close") which is set forth on the Site

-If, for any reason, after Waste Equipment Exchange has notified you of receipt of full payment from the Buyer and at least one (1) business day after the auction has closed, you either do not have the Equipment "ready" condition for transport or delay the release of your equipment to the Buyer, you agree to pay Waste Equipment Exchange a delay penalty (Post-Auction Delay Penalty") which is set forth on the Site

-If, for any reason, you fail to release the Equipment to the Buyer after Waste Equipment Exchange auction has closed with at least one bid at or above the Opening Bid, you agree to pay Waste Equipment Exchange a delay penalty (Post-Auction Delay Penalty") which is set for on the Site.  In addtion you will be barred from further use of the Waste Equipment Exchange Site

-If your Equipment is sold during auction and the transaction closes satisfactorily any monies due to the Seller shall be disbursed within 15 days after the sate of the sale

3.  Listing Details Content.  The information you provide during the Equipment Listing process, will constitute the Listing Details for the Equipment.  The Listing Details may only include text descriptions, maintenance records, graphics and pictures supplied to Waste Equipment Exchange by you that describe the Equipment.  The Listing Details may not be used as a means of communication with one or more other users and may not be used to advertise or promote your other goods or services generally.  You will not link directly to, or include descriptions of, other items you have for sale.

4.  Restrictions of Use.  From the time of Equipment Listing and until the Buyer removes the Equipment from your location (or you withdraw the Equipment from the Waste Equipment Exchange Site), you may not operate, lease, rent, modify, use or allow the Equipment to be altered in any way which might affect the accuracy of the Listing Details (including without limitation the Inspection Report).  If you fail to comply with this restriction, you will incur penalties, which are set forth on the Waste Equipment Exchange Site.  If, prior to the Equipment being sold in any Waste Equipment Exchange auction, Waste Equipment Exchange discovers that the equipment has been altered, you agree to pay Waste Equipment Exchange the appropriate removal penalty:  Removal Penalty Prio to Featured Auction Close or Removal Penalty Prior to Owner Auction Close.  If Waste Equipment Exhcange discovers that you have violated this section after the Equipment ha been sold in any Waste Equipment Exchange auction, you agree to pay Waste Equipment Exchange an unauthorized equipment use penalty ("Unauthorized Equipment Use Penalty"), title and/or ownership will not tranfer to the buyer and you shall not receive any of the proceeds with the sale.

5.  Changes to Listing Details.  If at any time prior to auction the Equipment is altered or modified in any way which might affect the accuracy of the Listing Details (including without limitation the Inspection Report), in order to proceed with an auction you will incur penalties, which are set forth on the Site.  If the Equipment isinspected, you must have the Equipment re-inspected and pay Waste Equipment Exchange a re-inspection fee("Re-inspection Fee").  If the Equipment is not inspected, you must re-supply the Listing Details to Waste Equipment Exchange and pay Waste Equipment Exchange a second Listing Fee.

6.  Post Sale Re-inspection.  Waste Equipment Exchange reserves the right to re-inspect any Equipment after the auction period ends at no additional cost to you.

7.  No Price Manipulation.  You may not manipulate the price of the listed Equipment by any means, including but not limited to using secondary accounts, colluding with third parties or bidding on your own Equipment.  You may not use an alias to place bids on any Equipment you are selling, either directly or indirectly, for any reason.  If you fail to comply with this restriction, Waste Equipment Exchange will withdraw the Equipment from the auction and you will be barred from future use of the Site.

8.  Seller Options after Buyer Default.  If the winning bidder does not make payments in accordance with the payment schedule set forth in the Terms and Conditions, the winning bidder is considered in default.  As the Seller of any piece of Equipment subject to Buyer default, you may elect any one of the following options after Waste Equipment Exchange notifies you of such Buyer default.

-Offer Equipment to Second Highest Bidder at Second Highest Bid Price  If there was more than one bidder for the defaulted Equipment, you may elect to offer the Equipment to the second highest bidder in the auction at the maximum bid amount entered by the second highest bidder.  The second highest bidder will have two (2) business days to decide whether or toaccept the winner's position for the auction.  If the second highest bidder accepts the winner's position, your Equipment will be sold and you will receive proceeds based on that second bidder's highest bid, less any applicable commissions and fees.

-Re-list the Equipment for Subsequent Auction  You may elect to list the Equipment on one subsequent Waste Equipment Exchange auction within the next thirty (30) days without incurring an additional Listing Fee.  All other terms and conditions of this Agreement continue to be enforced for any such re-listing in a subsequent auction.

-Withdraw the Equipment from Auction  You may elect, without penalty, to withdraw the Equipment from auction and you will not be responsible for payment to Waste Equipment Exchange of any unpaid Listing Fee.

9.  Listing Conduct.  Whenever you list Equipment for sale, you are certifying that (i) you have the legal right in your jurisdiction to sell such Equipment; (ii) the sale of such Equipment is not subject to any Canadian or United States embargo; and (iii) you have disclosed all restrictions, laws or regulations regarding the sale of such Equipment.

10.  Prohibited Items.  You may not list goods the possession or use of which is illegal.  Waste Equipment Exchange reserves the right, in its sole discretion, to refuse to list any piece of Equipment at any time.  Waste Equipment Exchange reserves the right, in its sole discretion, to withdraw any listing from the Site or cancel any transaction that it deems to be suspicious or fraudulent in nature.  Waste Equipment Exchange will cooperate with authorities to prosecute to the fullest extent of the law any Seller engaged in fraudulent activities while selling Equipment using our martketplace Serivce.

11.  Warranties.  As a Seller, you represent and warrant that: (1) the Equipment is in safe condition and free of hazardous materials; (2)all Listing Details you provide and all answers to questions from Waste Equipment Exchange shall be truthful, accurate and compelte, and shall accurately represent the conditions of the Equipment until removed from your location byt the Buyer; (3)no Equipment you list on the Site shall be fraudulent, stolen or counterfeit; (4)and you have the right, through actual ownership (lien-free) or otherwise, to list the Equipment for sale on the Site and to sell the Equipment through the Service.  You shall be liable for any errors or omissions in the Listing Details provided or mitted by you.  Any brand name or other indication of origin or manufacture included with the Listing Details must be completely accurate and not capable of misleading any purchaser.  You agree to indemnify and save harmless Waste Equipment Exchange against all such claims arising from, but not limited to, the seller warranties listed above.  In addition, if a buyer takes legal action against your arising from, but not limited to,the seller warranties listed above, Waste Equipment Exchange will support such action by providing the buyer with any relavent documentation.

12.  Delivery of Title and Other Documentation for Ministry of Transportation On-Road Registration.  Prior to the auction period, you shall deliver to Waste Equipment Exchange documents evidencing your title to the Equipment, including the original Minitry of Transportation Motor Vehicle title, manufactures certificate of origin and any and all other documents required to transfer the title of the Equipment to any Buyer, where ownership of the Equipment or any part thereof is capable of being or required to be registered.  Prior to delivery to Waste Equipment Exchange, you shall properly endorse these titles and documents either by your signature or Power of Attorney as necessary to permit any Buyer to register ownership of the Equipment.  In addition, any item for which ownership of the Equipment or any part thereof is capable of being or required to be reigistered, will be subject to a title fee("On-Road Title Transfer Processing Fee") which is set forth on the Site.

13.  Ownership Ceritification.  As the Seller of Equipment, you represent and warrant to Waste Equipment Exchange and the Buyer that you are the lawful owner of such Equipment and ensure that such Equipment is free and clear of all liens and encumberances.  You also represent and warrant to Waste Equipment Exchange and the buyer that you have good right to sell the same and that good and marketable title to such Equipment will, at such time the Equipment is sold, be conveyed to such Buyer free and clear of all liens including without limitation any tax liens, encumberances and adverse claims.  You covenant that you will, at all times at your own cost and expense, warrant and defend such title to such Equipment on behalf of such Bueyer, its successors and assigns, against the claims and demands of all persons whomsoever.  You will cause to be promptly and duly taken, executed, acknowledged or delivered all such futher acts, conveyances, documents and assurances as the Buyer may reasonably request in order to evidence and confirm such title and its conveyance.

14.  Ownership Verification and Lien Searches.  Waste Equipment Exchange in its sole discretion may carry out title and lien searches to investigate the existence of filed financing statements on the Equipment at your expense, but in no case shall Waste Equipment Exchange have a duty to conduct, nor be responsible for the results of, any such title or lien search.  If Waste Equipment Exchange carries out such a search, you agree to pay to Waste Equipment Exchange a lien search fee ("Ownership Verification and/or Lien Search Fee") which is set forth on the Site.

 

 

 

 

Last updated on : 05/07/2010