Trading Assistant on eBay User Agreement
This Trading Assistant on eBay Program (“Trading Assistant Program”) license agreement (“Agreement”) is made by and between eBay Inc. (“eBay”) and you.
In order to participate in the Trading Assistant Program as a trading assistant (“Trading Assistant”) and to use the Trading Assistant Program logo, icon, text description and other Trading Assistant Program branding elements that may be provided by eBay to you from time to time (collectively, the “Trading Assistant Branding”), you first need to meet all qualifications described below, and you must read and agree to the terms of this Agreement in the manner indicated by eBay. If you do not agree to the terms of this Agreement, and/or if you do not meet and maintain the requirements described herein, you are not eligible to be a Trading Assistant, you may not use the Trading Assistant Branding, and you may not appear in the Trading Assistant Directory. Further, if at any time you no longer meet the then-current licensing requirements for the Trading Assistant Branding as determined by eBay, you must immediately cease using the Trading Assistant Branding.
For the sake of clarity, each franchise organization (each, a “Franchisor”) must accept this Agreement prior to using (either directly or indirectly) Trading Assistant Branding, and each franchisee of any such Franchisor (each, a “Member Franchisee”) must accept this Agreement prior to using (either directly or indirectly) Trading Assistant Branding. Member Franchisees may not rely on any agreements between eBay and their Franchisor, and Franchisors may not rely on any agreements between eBay and their Member Franchisees.
This Agreement applies to the Trading Assistant Program for www.eBay.com (the “eBay Site”) only. You are responsible for learning the different rules for participating in the Trading Assistant Program associated with any of eBay’s international eBay web sites and engaging in activities as a Trading Assistant on any of eBay’s international eBay web sites, and you agree to comply with those rules before doing so.
General Terms Related to Trading Assistants and the Trading Assistant Program.
You must meet various requirements as set forth in this Agreement in order to qualify to participate in the Trading Assistant Program. You acknowledge that participation in the Trading Assistant Program and the license to use the Trading Assistant Branding is a privilege and not a right, and eBay may revoke that privilege at any time.
Trading Assistants are not representatives, employees, independent contractors, or agents of eBay. eBay does not formally screen Trading Assistants to confirm a set of professional standards or credentials. eBay is not responsible for the acts or omissions of Trading Assistants, and eBay has no control over the quality, safety, or legality of the items advertised, the truth or accuracy of the listings or the ability of sellers to sell items.
All transactions and disputes between Trading Assistants and their clients are governed by the terms of the agreement between the Trading Assistant and the client, not this Agreement or the eBay User Agreement. eBay encourages Trading Assistants to enter into written agreements with their clients that address all issues relevant to the relationship.
eBay Trading Assistants are responsible for the content and paying all fees related to all listings that they facilitate, whether listed under their own eBay User ID or in the name of a client.
Qualification Requirements for Becoming a Trading Assistant.
To qualify as a Trading Assistant and use the Trading Assistant Branding, you must meet and maintain the following requirements throughout the term of this Agreement:
In addition to satisfying and maintaining the requirements set forth above, to qualify as a Trading Assistant and use any Trading Assistant Branding, you must comply with the following at all times during the Term:
Use of Trading Assistant Branding.
Trading Assistants who comply with the terms of this Agreement and meet and maintain all of the qualifications described above may use the Trading Assistant Branding in accordance with this Agreement and the Style Guide. This license to use the Trading Assistant Branding is nonexclusive, nontransferable, non-assignable, non-sublicenseable and royalty free. All rights not expressly granted herein are reserved by eBay. You acknowledge eBay’s sole ownership of the Trading Assistant Branding, and that nothing in this Agreement, your performance as a Trading Assistant, or that may be implied by law gives you any right title or interest in the Trading Assistant Branding. You agree to immediately cease all use of the Trading Assistant Branding upon the expiration or termination of this Agreement.
Trading Assistants who do not meet and maintain the requirements described in this Agreement, are not eligible to use the Trading Assistant Branding. Further, if at any time you no longer meet the then-current licensing requirements for the Trading Assistant Branding as determined by eBay in eBay’s sole discretion, you must immediately cease using the Trading Assistant Branding.
You may not use or display any eBay Trading Assistant Branding in a manner that implies an affiliation with eBay or in any way suggests that eBay is involved with or endorses your products or services. Any use of the Trading Assistant Branding, or any other eBay protected material not specifically authorized in this Agreement is not permitted without eBay’s prior written approval.
If you exceed the scope of the license granted herein or use the Trading Assistant Branding in a manner that violates the Style Guide or is misleading or reasonably objectionable to eBay, eBay may immediately terminate the foregoing Trading Assistant Branding license and remove you from the Trading Assistant Program. Alternatively, instead of terminating the license in total, eBay may specify that certain of your uses may not contain the Trading Assistant Branding. You shall not use any name or trademark confusingly similar to any eBay mark and/or in such proximity to any of your trademarks or third party trademarks so as to create a combination or composite mark. If eBay modifies the Trading Assistant Branding and requests you to modify any use accordingly, you shall modify such items within the time frame identified by eBay in writing. You shall not form any combination marks with the Trading Assistant Branding and any other mark.
Terms Specific To Taglines
Without limiting the terms of this Agreement or the Style Guide, you hereby acknowledge and agree to the following tagline restrictions:
You may not use “eBay” in a tagline that you intend to serve as a brand for your Trading Assistant business and/or your activities in connection with the Trading Assistant Program; however, you may create a descriptive tagline that includes the term “eBay” and use (during the Term of this Agreement) such descriptive tagline in connection with the services provided by you under the Trading Assistant Program provided you comply with the following requirements (collectively, the “Tagline Requirements”):
Please note that it is your responsibility to make sure that the descriptive tagline you use does not infringe the rights (including, without limitation, trademark and other intellectual property rights) of any third-party. It is not eBay’s responsibility to clear your proposed taglines for your use; please consult your attorney with any questions you may have.
If you do not wish to create a descriptive tagline, you may use (during the Term of this Agreement) one of the following taglines in accordance with and subject to this Agreement (including, without limitation, the above Tagline Requirements) and the Style Guide:
Trading Assistant Directory.
The “Trading Assistant Directory” means the directory on the Trading Assistant Site which may be provided by eBay and which may contain certain contact and other information related to certain Trading Assistants. The Trading Assistant Directory is provided to assist individuals in locating a Trading Assistant. eBay may modify or remove the Trading Assistant Directory from the Trading Assistant Site at any time in eBay’s sole discretion with or without notice to you. eBay retains sole control and discretion regarding the content that is included in the Trading Assistant Directory and the manner in which Trading Assistant information is listed within the directory. eBay's listing of a member in the Trading Assistant Directory does not constitute an endorsement or approval of the Trading Assistant. eBay may remove you from the Trading Assistant Directory at any time in eBay’s discretion with or without notice to you.
You shall comply with the following Trading Assistant Directory policies, as such policies may be updated from time to time by eBay with or without notice to you:
User Data Restrictions.
Notwithstanding anything contrary in this Agreement, you shall not: (i) collect personally identifiable information from any person that accesses any page of the eBay Site (an “eBay User”) without their express permission; nor (ii) commercialize (sell, rent, or lease) any data or information about or pertaining to eBay Users (“User Data”).
Trading Assistants must comply with all laws that govern their consignment sales. When required, they will become licensed as businesses, brokers, dealers, auctioneers or other applicable forms of licensees before listing regulated items on eBay and will maintain required licensing in good standing during the duration of their sales on eBay. Trading Assistants that operate as storefront businesses must include accurate city and state item location in their listings, must include item serial numbers if available in their listings, and must record identification, billing and listing information of all consignors, must retain those records for at least sixty (60) days, and must make those records available to local law enforcement officials upon request during regular business hours.
Trading Assistants may not use the term "auction" or "auctioneer" in any name(s) they use for business purposes (including, without limitation, name(s) they incorporate their business under) or advertising materials to describe their sales on eBay unless they are licensed under their state laws as an auctioneer or auction business or in the traditional auctioneer business in a state that does not license traditional auctioneers. Trading Assistants may use the term "auction-style" instead. If you registered in the Trading Assistant Directory prior to January 15, 2008, you shall not be in breach of this paragraph if you use the term “auction” or “auctioneer” in the names you use for your business purposes related to the Trading Assistant Program or advertising materials (including, without limitation, signage) provided you remove the term auction and auctioneer from the names you use for business purposes (including, without limitation, names under which you incorporate your business) by April 30, 2008 and you remove the term auction and auctioneer from your advertising materials (including, without limitation, signage) by December 31, 2008. The sentence immediately preceding this sentence shall not limit your obligations under any other section of this Agreement including, without limitation, the Section entitled “Warranties; Disclaimer”. Nothing herein shall limit eBay’s right to terminate this Agreement in accordance with the Section entitled “Term and Termination of the Agreement”.
Trading Assistants that are not licensed as motor vehicle dealers may not list vehicles using their eBay User IDs, unless they have an auto dealers license and the vehicles they list are part of their business inventory .
Trading Assistants may not post real estate or time share advertisements on eBay on behalf of third parties unless the Trading Assistants are licensed real estate agents.
Term and Termination of the Agreement.
This sentence and the following Sections of the Agreement shall survive any expiration or termination of this Agreement: “Use of Trading Assistant Program Branding” (solely with respect to eBay’s ownership of the Trading Assistant Program Branding); “User Data Restrictions”; “Warranties; Disclaimer”; “Indemnification”; “Limitation of Liability”; “Release”; and “General”.
You represent and warrant that, during the Term, you shall comply with all laws, regulations, rules and ordinances, and orders applicable to you, your business, products and/or services. You further represent and warrant that you shall comply with all laws, regulations, rules and ordinances, and orders applicable to your interactions with the eBay Site, your interactions with the Trading Assistant Site and/or use of the Trading Assistant Branding. Additionally, you represent and warrant that: (a) you have all governmental approval, permits and licenses, and have made all governmental filings and registrations, necessary or prudent for the marketing and performance of your services, and (b) eBay is not required to obtain any governmental approval, permits or licenses as a result of this Agreement, eBay’s performance hereunder or any payments made by you hereunder.
EXCEPT AS EXPRESSLY STATED HEREIN, EBAY DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. EBAY DOES NOT REPRESENT OR WARRANT THAT THE EBAY SITE OR TRADING ASSISTANT SITE WILL OPERATE SECURELY OR WITHOUT INTERRUPTION. Each party acknowledges that it has not entered into this Agreement in reliance upon any warranty or representation except those specifically set forth herein.
You agree that eBay will have no liability to you or any of Your Customers, and that you will defend, indemnify, and hold eBay, its subsidiaries and affiliates and their respective employees, officers and directors harmless from any and all claims, losses, liabilities, costs and expenses, including reasonable attorneys’ fees (collectively, “Claims”) arising from or relating to: (i) your participation in the Trading Assistant Program; (ii) your activities as a Trading Assistant, including without limitation Claims related to the promotion, performance, or sale of your services, and/or your interactions with or use of the eBay Site and the Trading Assistant Site; (iii) your breach of this Agreement; (iv) eBay’s termination of this Agreement pursuant to the terms herein; and/or (v) infringement by any of your marks, taglines, products or services of a patent, copyright, trademark right or other intellectual property right of a third party or misappropriation of any third party trade secret, except where such item has been modified without authorization, and such modification is the basis of the Claim.
You will not enter into any settlement that affects eBay’s rights or interest without eBay’s prior written approval. eBay will have the right to participate in the defense at its expense.
Limitation of Liability.
IN NO EVENT WILL EBAY, ITS SUBSIDIARIES, AFFILIATES, OR SERVICE PROVIDERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOST PROFITS (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING RELATING TO YOUR ROLE OR ACTIVITIES AS A TRADING ASSISTANT, FAILURE TO ACHIEVE OR MAINTAIN THE REQUIREMENTS TO BE A TRADING ASSISTANT, USE OF OR INABILITY TO USE ANY TRADING ASSISTANT BRANDING, EVEN IF EBAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL EBAY BE LIABLE TO YOU IN AN AMOUNT GREATER THAN ONE HUNDRED DOLLARS ($100.00). THIS LIMITATION OF LIABILITY IS CUMULATIVE, WITH ALL PAYMENTS FOR CLAIMS OR DAMAGES IN CONNECTION WITH THIS AGREEMENT BEING AGGREGATED TO DETERMINE SATISFACTION OF THE LIMIT. THE EXISTENCE OF ONE OR MORE CLAIMS WILL NOT ENLARGE THE LIMIT. SOME Jurisdictions DO NOT ALLOW THE foregoing LIMITATIONs OF LIABILITY, so they MAY NOT APPLY TO YOU.
If you have a dispute with one or more users, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: "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."
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