PistonHeads Auction Terms and Conditions of Use
September 13, 2024
PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THESE SERVICES.
This Agreement is between you and CarGurus UK Limited, 1 Ashley Road, 3rd Floor, Altrincham, Cheshire WA14 2DT, United Kingdom (“PistonHeads”), which is an indirect subsidiary of CarGurus, Inc. of 1001 Boylston Street, 16th Floor, Boston, Massachusetts 02115, USA (“CarGurus”). By using the Auction Services, whether as a guest or registered user, you explicitly agree to comply with and be bound by the following terms and conditions together with the documents referred to herein (“Terms”), the Detailed Seller Form, the PistonHeads Terms and Conditions of Use, and PistonHeads Privacy Policy (collectively, the “Agreement”). Any capitalized terms not defined in these Terms have the definitions given in the PistonHeads Terms and Conditions of Use.
By registering for, logging into, visiting and/or otherwise using the Site or Auction Services in any way, you indicate that you understand and intend these Terms and this Agreement to be the legal equivalent of a signed, written contract and equally binding, and that you accept the terms of use as set forth in these Terms and in the collective Agreement and agree to be legally bound by them. PistonHeads may change these Terms at any time.
Your continued use of the Auction Services following reasonable notice of such modifications will be conclusively deemed acceptance of any changes to this Agreement. You agree that notice of changes to this Agreement posted on the Auction Services constitutes reasonable and sufficient notice. At all times, you are bound by the then-current version of this Agreement and all applicable laws. Please review this Agreement periodically for changes.
If you do not agree to these terms of use, you must not use the Auction Services.
In the event of any conflicting or inconsistent provisions between these Terms and any other provisions in the collective Agreement, the Auction Terms and Conditions shall always prevail and take precedence with respect to any such conflicting or inconsistent provisions.
1. Purpose and Objective
PistonHeads provides a platform (“Auction Platform”) where sellers of eligible vehicles can list their vehicles for sale at auction and buyers can bid to purchase such vehicles (“Bidding Service”) and buyers have the ability (1) to make an offer on a vehicle while the vehicle for auction is "Coming Soon" ("Make An Offer Service"), or (2) if the vehicle does not sell through the Bidding Service, to purchase a vehicle at a set price on a first come first serve basis (“Buy It Now Service”) (collectively with the services related thereto, the “Auction Services”), subject to the acceptance of this Agreement. For clarity, the actual purchase and sale of the vehicle is between the Buyer and the Seller (as defined below) and does not occur on the PistonHeads site nor on the Auction Services.
The Auction Platform operates on the PistonHeads “Site” as defined in the PistonHeads Terms and Conditions of Use, and the contents within the Site are considered part of the “Site Content” as defined in the Piston Heads Terms and Conditions of Use.
These Terms applies to the extent you use the Auction Services as:
a “Buyer”, meaning you submit bids expressing an intent to purchase vehicles from a Seller on the Auction Services,
a “Seller”, meaning you submit information to list your vehicle on the Auction Platform in connection with the Auction Services, or
a visitor, registrant or user in any other capacity permitted by these terms (with Buyer and Seller, each, a “User”).
For any of the Auction Services in which the User enrolls in either via the check-out flow or a sales order, User will pay PistonHeads in accordance with the payment terms and conditions herein and in the applicable sales order.
2. Our role
Auction Services.
The Auction Services include a platform for vehicle listings and information services regarding vehicles up for auction. We are not the creator or owner of the vehicles posted on the Auction Services by Sellers for Buyers to bid on. Rather, we provide the Auction Services, which enable Users to access certain features and functionalities of an auction, including posting vehicles, and bidding on such vehicles. For any payment processing related to the Vehicle Sale Fee, Make An Offer Sale Fee, or Buy It Now Sale Fee (as defined in Section 8), the Seller or third party responsible for the applicable vehicle will select a payment processing method that uses a third party to process the payment, therefore we do not process that payment transaction.
Listing Assistance.
As part of the Auction Services, PistonHeads will create the vehicle listings (including the content of such listing) based on the description the Seller gives us, but it remains each Seller’s responsibility to ensure the Seller’s listing(s) is/are accurate.
Photography.
Unless otherwise agreed upon, Seller may elect that PistonHeads provides a recommendation for photography of the vehicle in connection with the Auction Services. Unless otherwise agreed upon, Seller and the applicable photographer are responsible for arranging the exchange of services and payment of applicable fees, PistonHeads is not responsible for arranging payment and will not receive any payment for the photography.
Concierge Services.
The concierge services are provided by PistonHeads’ partner (“Concierge Service Provider”) which may include, storage of vehicle for the duration of the auction, photography of vehicle, management of vehicle viewings, and vehicle collection (“Concierge Services"). For clarity, the Concierge Services do not include facilitation of payment for the vehicle purchased through the Auction Services. After the auction, the Buyer must first pay the Seller and, upon payment and confirmation from Seller that the Buyer has paid the Vehicle Sale Fee, pick up the vehicle from the Concierge Service Provider within the period indicated by the Concierge Service Provider (“Pick-up Period”). If the Buyer does not pick up the vehicle from the Concierge Service Provider within the Pick-up Period days, the Concierge Service Provider may charge the Buyer a fee.
Not an Agent.
PistonHeads is not the Buyer or Seller’s agent and has no legal ownership to the vehicle. PistonHead may provide the Buyer and Seller with pricing, listing or other guidance, however such guidance is solely for informational purposes. It is within the Buyer or Seller’s sole discretion whether or not the Buyer or Seller, respectively, chooses to follow such guidance.
FOR THE AUCTION SERVICES, PISTONHEADS IS NOT AN AUTOMOBILE BROKER OR DEALER AND WE DO NOT SELL, EXCHANGE, BUY, OR OFFER FOR SALE, NEGOTIATE OR ATTEMPT TO NEGOTIATE, A SALE OR EXCHANGE OF AN INTEREST IN ANY VEHICLE LISTED FOR SALE ON THE AUCTION SERVICES. PistonHeads does not hold or possess ownership for any vehicle listed for sale on the Auction Services and PistonHeads is not a party to any vehicle sale contract between Buyers and Sellers that originates on or through the Site or Auction Services.
3. Seller’s Role and Terms
This section shall only apply to Sellers, as defined in Section 1.3.2.
Auction Inquiries.
You may submit an inquiry for your vehicle to be a part of the Auction Services with our team on the Site. You acknowledge and agree that you are not entitled to have your vehicle participate in the Auction Services and PistonHeads may choose in its sole discretion to select or not select your vehicle to be listed on the Auction Platform as part of the Auction Services.
Seller Content.
You are solely responsible for any content for which you submit to PistonHeads in any medium, including without limitation verbally or in writing, for the auction listing and any other information related to any vehicle you decide to sell (“Seller Content”). Seller must disclose to PistonHeads and Buyer(s) any and all warranties on the vehicles, including without limitation, warranties required by law. Sellers are responsible for ensuring that any and all of their Seller Content meets all applicable laws, rules and regulations and that their vehicle as described in the applicable listing is in an accurate and satisfactory manner.
Bidding and Auction.
Auction Reserve.
In order to list your vehicle on the Auction Platform, you need to indicate to PistonHeads whether there is a minimum price at which you are willing to consider selling your vehicle to a Buyer (the “Reserve”). If you indicate that no such minimum bid is required then your vehicle will be listed with no reserve price (“No Reserve”). You may reduce or waive a Reserve during the auction by notifying PistonHeads of such change via email which shall be effective two business days following receipt of the email requesting the change. If you reduce or waive a Reserve with less than two business days left in the auction, it is in PistonHeads’ sole discretion whether the change will be approved. PistonHeads will only approve a listing for publication on the Auction Services once a Seller has either selected a Reserve or selected “No Reserve” for the applicable listing.
Make Whole Amount.
In certain circumstances, following the close of an auction, if no bid has met the Seller’s minimum price, PistonHeads may (in its sole discretion) offer to pay Seller a separate amount to make up the difference between the minimum price and the highest bid (the “Make Whole Amount”). If offered, the Make Whole Amount will be provided to the Seller after the Seller completes the vehicle transaction with the highest bidding Buyer. SELLER ACKNOWLEDGES AND AGREES THAT THE OFFERING OR PROVISION OF SUCH MAKE WHOLE AMOUNT BY PISTONHEADS TO SELLER IS AN INDEPENDENT TRANSACTION AND DOES NOT IN ANY WAY MAKE PISTONHEADS A PARTY TO SALE OF THE SELLER’S APPLICABLE VEHICLE OR OTHER TRANSACTION BETWEEN THE SELLER AND THE BUYER.
Buy It Now Service.
Seller may only list their vehicle for the Buy It Now Service after Seller first lists their vehicle on the Bidding Service and the purchase is not consummated.
Make An Offer Service. During the period after a vehicle is listed on the Auction Platform and before the vehicle’s auction, Buyers may make an offer on Seller’s vehicle (“Offer”). PistonHeads will present the Offer(s) to Seller and Seller may choose to accept or reject the Offer(s). All Offers are valid for 2 business days following the date the Offer was made by the Buyer. If Seller does not respond to PistonHeads before the deadline communicated by PistonHeads, the Offer will be deemed rejected.
Transaction Completion.
You, as a Seller, are fully responsible in all respects for completing the transaction with the applicable Buyer in accordance with the Terms.
Listing Limitations:
IN THE EVENT A USER ACCESSES OR USES THE AUCTION SERVICES TO SELL A VEHICLE AS A “SELLER”, ANY SUCH USER HEREBY ACKNOWLEDGES AND AGREES THAT FOLLOWING PUBLICATION AND FOR THE PERIOD THAT SUCH SELLER'S LISTING IS MADE AVAILABLE ON OR THROUGH THE AUCTION SERVICES AND FOR FIVE BUSINESS DAYS FOLLOWING THE END OF THE LISTING'S AVAILABILITY, SUCH SELLER MUST NOT LIST, POST OR OTHERWISE MAKE AVAILABLE THE APPLICABLE VEHICLE ON ANY OTHER AUCTION, DEALERSHIP, OR LISTING SERVICE. FURTHERMORE, EACH SELLER HEREBY ACKNOWLEDGES AND AGREES THAT AT ANY TIME FOLLOWING PUBLICATION, SELLER'S LISTING MAY BE REMOVED BY PISTONHEADS (IN OUR SOLE DISCRETION). In the event a User violates this section, such User will be required to pay the Buyer's Fee that would have been paid by a Buyer who won the auction. This will be calculated based on the Reserve the Seller sets, and if No Reserve is set, the User will be charged 295 GBP + VAT.
Listing Withdrawal:
In the event you withdraw your vehicle from the Auction Platform and Auction Services after it has been listed on the Auction Platform, you will be obligated to pay PistonHeads the Buyer’s Fee the Buyer would have paid if the auction had been completed. This will be calculated based on the Reserve the Seller sets, and if No Reserve is set, the User will be charged 500 GBP + VAT.
4. Buyer’s Role and Terms
This section shall only apply to Buyers, as defined in Section 1.3.1
Binding Fees and Transactions. You, as a Buyer, acknowledge and agree that:
the Buyer’s Fee and Vehicle Sale Fee associated with each bid submitted via the Auction Services are binding and thus in accordance with this Agreement (1) the Buyer’s Fee (as defined in Section 8) is due payable directly to PistonHeads via the payment card stored on the Buyer’s PistonHeads account, and (2) the Vehicle Sale Fee (as defined in Section 8) is due payable to the Seller,
Buyer is responsible for all applicable government fees and taxes for applicable vehicles listed via the Auction Services,
if you decide to bid or accept an offer on a vehicle that has been listed by a Seller through the Auction Services, that your bid or acceptance constitutes the first non-binding step in expressing your interest to a Seller in the listed vehicle and does not in and of itself create a formal contract between you as the Buyer and such Seller. For clarity, the acceptance of this Agreement does constitute a binding contract and the obligations herein, including payment obligations, are binding
it is the responsibility of a Buyer and Seller, respectively, to negotiate the terms of a binding transaction and enter into a formal contract, and such contracting, is outside of the scope of this Agreement and the Auction Services, neither of which bind the parties to each other, and
Buyer’s responsibility for any shipping or delivery fees shall be set forth in the formal agreement between the applicable Seller and Buyer.
No Sniping.
If you place a bid on an auction through the Bidding Service on the Auction Platform with two minutes or less left on the auction, PistonHeads will extend the time on the auction by an additional two minutes (“Extended Period”) in order to give the other Buyers who are bidding on the auction the chance to submit a bid. For clarity, if a Buyer places a bid during an Extended Period as well, PistonHeads will extend the time on the auction by an additional two minutes.
No Refunds.
The Vehicle Sale Fee and Buyer’s Fee are final and binding upon the Buyer winning the auction. PistonHeads will not issue any refunds for the Buyer’s Fee.
Make An Offer Service.
For listings that have the Make An Offer Service, during the period after a vehicle is listed on the Auction Platform and before the vehicle’s auction, Buyers may make an offer on Seller’s vehicle (“Offer”). Offers can be made while a vehicle is labeled as “Coming Soon” on the Auction Platform up until 48 hours before the auction for the vehicle begins. PistonHeads will present the Offer(s) to Seller and such Offer is valid for 2 business days. If a single Buyer makes multiple Offers, the highest Offer will be presented to the Seller and all other Offers will be deemed null and void. If the Seller accepts the Buyer’s Offer, such offer will be subject to the Make An Offer Sale Fee. PistonHeads will present Offers to the Seller that meet the Seller’s minimum threshold price for the vehicle, and Offers below that minimum threshold will be rejected automatically.
Reserve. For listings that have a Reserve, if a Buyer’s bid is the highest bid, but does not meet the Reserve, that bid will only be binding if the Seller chooses in its sole discretion to agree to the bid price.
You agree that you are solely responsible for all costs and expenses you may incur in relation to your use of the Auction Services.
You agree that you have the sole responsibility to confirm any warranties provided with a Seller’s vehicle and to exercise rights pertaining to the terms of any such warranty. You also acknowledge that PistonHeads does not provide any warranties with vehicles listed through the Auction Services.
We do not inspect any vehicles that a Seller lists on the Auction Services. You acknowledge and agree that PistonHeads bears no risk associated with purchasing a vehicle from a Seller listed via the Auction Services.
5. User obligations
Accuracy of Content.
The information you submit to us through the Auction Services, including as part of your account creation, registration or membership, or for any listings (if applicable), must be truthful, accurate and current. You are responsible for maintaining the accuracy of such information. If we believe that your information is not truthful, accurate or current, we have the right to terminate, suspend or refuse you access to the Auction Services.
Prohibited Acts.
You are prohibited from bidding on your own auction or on an auction of someone connected to you (including without limitation family and friends), nor can you have someone on your behalf bid on your auction. If PistonHeads suspects you are engaging in this prohibited act, you acknowledge that PistonHeads has the right to suspend your access, the person who acts on your behalf’s access, and the affected auction listing. Additionally, you agree that if you engage in this prohibited act, you will be liable to PistonHeads and indemnify us for any losses or costs, including reasonable legal fees, which we incur arising out of any breach by you of this clause. You will be responsible for any loss or damage we suffer as a result of your breach of this clause, to the extent permitted by law.
You may set up an account to access or use the Auction Services and are required to create an account in order to place a bid on the Auction Services. You are responsible for maintaining the confidentiality of your username, password and other credentials (your “Credentials”) that you may be asked to create to access the Auction Services or certain features or portions thereof. We are not responsible for any misuse of your Credentials by any third party, whether authorized by you or not. You agree to immediately notify PistonHeads of any actual or suspected unauthorized use of your Credentials or any other breach of security. We are not responsible or liable for any loss or damage resulting from unauthorized use of your Credentials or for your failure to follow the requirements set out in this Agreement.
PistonHeads may in its sole discretion maintain different types of accounts for different types of Users. If you open an account to use or access the Auction Services on behalf of a company, organization or other entity, then (i) “you” includes you and that entity, and (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to the Agreement and that you agree to the Agreement on the entity’s behalf.
6. Terms and Privacy Statement
In connection with your access to or use of the Auction Services, we may obtain information from you directly or about you through the Auction Services. We will use your information in accordance with our Privacy Statement, which describes our privacy practices as well as choices you may have with respect to the collection and processing of some of your information. Please take a moment to review our
. The Privacy Statement is incorporated into this Agreement and forms part of the Agreement.
Because you are accessing the PistonHeads website (
) in order to use the Auction Services, the PistonHeads Terms and Conditions of Use is incorporated into this Agreement and forms part of the Agreement. Please take a moment to review
PistonHeads Terms and Conditions of Use
.
7. Intellectual Property and Other Proprietary Rights.
The following sections are in PistonHeads’ rights in addition to PistonHeads’ rights in the PistonHeads Terms and Conditions of Use:
Any future release, update, or other addition to functionality of the Auction Services or Content shall be subject to this Agreement. All copyright and other proprietary notices on any Auction Services content or materials must be retained on all copies thereof. Modification or use of the Auction Services (including any content or materials published thereon) for any purpose not permitted by this Agreement is prohibited and may be a violation of the copyrights and/or trademarks protected by law and this Agreement.
If you provide PistonHeads any feedback or suggestions for improving or regarding your use of the Auction Services (“Feedback”), you hereby assign to PistonHeads all rights in the Feedback and agree that PistonHeads shall have the right to use such Feedback and related information in any manner it deems appropriate. PistonHeads will treat any Feedback you provide to PistonHeads as non-confidential and non-proprietary. You agree that you will not submit to PistonHeads any information or ideas that you consider to be confidential or proprietary.
8. Fees and Purchases
Payment of Auction Fees. This section shall only apply to Buyers, as defined in Section 1.3.1
Buyer’s Fee.
If you bid on a vehicle and win the auction through the Bidding Service, make an offer for a vehicle on the Make an Offer Service or accept an offer for a vehicle on the Buy It Now Service, PistonHeads will charge you a fee for facilitating the applicable service (“Buyer’s Fee”) which will be automatically charged to the payment card on file with your account upon you winning the auction, the Seller accepting your offer, or you accepting the Seller’s offer, as applicable.
Vehicle Sale Fee.
Any purchases you make in regards to the highest bidding price when the auction closes or accepting the offer price for a vehicle (each a “Vehicle Sale Fee”) on the Auction Services will be made directly to a Seller. PistonHeads does not process the transaction and is not liable for (i) the method the Buyer and Seller use to facilitate the transaction, nor (ii) any claims made based on the transaction.
Payment of Selling Fees. This section shall only apply to Sellers, as defined in Section 1.3.2.
Concierge Services Fee.
If you sign up for the Concierge Services, PistonHeads will charge you a fee, unless otherwise agreed upon, for our vendor to provide the services.
Currency.
All amounts listed on the Auction Services are in GBP.
No Refunds.
All purchases made from a Seller using the Auction Services are between the applicable Buyer and Seller; for that reason, in the event you seek a refund related to a purchase or have any questions, you must directly contact the applicable Seller.
9. Release
If you have a dispute with one or more Users of the Auction Services (including merchants) or any other third parties, you release PistonHeads (and its affiliates, service providers, partners, and its and their respective co-branders, licensors, payment processing partners, other partners and officers, directors, employees, contractors, and agents) from claims, demands, liabilities, costs, or expenses and damages (actual and consequential of every kind and nature, known and unknown, arising out of or in any way connected with such disputes). In entering into this release, you expressly waive any protections (whether statutory or otherwise) to the extent permitted by applicable law that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
10. Local Regulation
PistonHeads makes no representation that the Auction Services or Site Content are appropriate or available for use outside the United Kingdom, its territories, possessions, and protectorates. If you choose to access the Auction Services or Content from other locations, you do so on your own initiative and at your own risk.
You are responsible for complying with local laws, if and to the extent local laws are applicable. You specifically agree to comply with all applicable laws concerning the transmission of technical data exported from the United Kingdom or the country you reside in.
11. Entire Agreement/Reservation of Rights.
These Auction Terms and Conditions, Detailed Seller Form, PistonHeads Terms and Conditions of Use, and PistonHeads' Privacy Statement represent the entire agreement between you and PistonHeads with respect to your access to or use of any material available on or through the Site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between you and PistonHeads with respect to same. Any rights not expressly granted under this Agreement are reserved. If any of the provisions of this Agreement are declared in part or entirely invalid or unenforceable, they shall be deemed replaced by such valid or enforceable clause(s) that reflect the closest the intentions of the parties without the rest of the Agreement being affected by it.