Terms & Conditions
Bridging The Gap, Inc. ("Bridging The Gap", “company,” "we", "us" or "our") requires that all visitors and users (“you,” or “user”) of the Site adhere to the following terms and conditions of use and associated linked and referenced terms and policies (the "Terms"). By accessing the Site and any of its pages, you indicate that you have read, understood and accepted these Terms without limitation or qualification. We may revise the Terms at any time by updating this posting, so you should review the Terms each time you use the Site. Your continued use of the Site after any change in these Terms constitutes your agreement to be bound by such changes. Bridging The Gap may terminate, suspend, change or restrict access to this Site, or any part of it, without notice or liability.
These Terms are effective October 14, 2011.
A. Bridging The Gap / KC-BPS is Only a Venue
The Site acts as a venue which allows users to offer, sell, bid, purchase or receive legally-allowable materials (“materials”) at any time, from anywhere, in a variety of price formats. This Site is a venue for owners and providers (“sellers”) of materials and purchasers, potential purchasers, bidders, or receivers (“buyers”) of such materials to exchange Information and to facilitate an electronic marketplace for such materials. We do not review user listings for accuracy, we never possess the items or materials offered through the Site and we are not involved in transactions between users. As a result, we have no control over the quality, safety or legality of the items listed, the truth or accuracy of the listings, the ability of users to sell items or the ability of users to pay for items. Do not assume that the offer, sale, purchase, export or import of any item is valid and legal simply because it is listed on the Site. We are not responsible for ensuring that users actually complete a transaction. You accept sole responsibility for the legality of your actions under laws applying to you.
B. Eligibility, Compliance and Participation
By using this Site, you represent that you are eighteen (18) years of age or older, and authorized and able to form a legally binding contract with regard to the materials listed or offered on the Site. By using this Site you assume full legal responsibility for the content (“content”) and materials listed or offered, as well as any communications you make in connection therewith. By submitting any content and information through use of this Site, including but not limited to registration, bidding, or listing, the user represents and warrants that all such content and information is true and accurate and in compliance with all applicable international, federal, state and local laws.
Bridging The Gap is not responsible for the determination of what may constitute hazardous waste or create a hazardous situation. It is the legal responsibility for each user to determine if a listed material is hazardous waste or hazardous material. Bridging The Gap will not make judgments with respect to any legal requirements, including but not limited to the storage, transportation, treatment, or disposal of what may be defined as hazardous substance. Hazardous wastes must be managed in accordance with all relevant waste regulations and laws. If you are not already familiar with how your byproducts or materials are categorized, we recommend reviewing the EPA regulatory language and consulting with state and/or local environmental agencies.
Bridging The Gap may refuse the use of the Site to anyone or any entity at any time, in its sole discretion.
C. Registration, User ID and Password.
All users must register with Bridging The Gap. If your registration application is approved, Bridging The Gap will notify you and your user ID and password will be activated. You may only use each user ID and password individually or on behalf of the business you represent, as indicated on the applicable registration application. You will be responsible for the confidentiality and use of your user ID and password, and you will be held solely responsible for all communications made through the Site using your user ID and password. You must immediately notify Bridging The Gap if you become aware of any loss or theft of your password or any unauthorized use of your password, user ID, or of the Site. Bridging The Gap reserves the right to modify your user ID and/or password at any time and from time to time for security or other purposes it deems necessary or appropriate.
At the sole discretion of Bridging The Gap, International Registrants may be asked to complete a separate International Registration Form, which may vary depending upon the jurisdiction in which you are located. Approval is contingent upon a credit check, as well as contact and other requested information verification as set out on the applicable International Registration Form. Bridging The Gap may also require all buyers from outside the United States, to wire a US$2,000 deposit to be held in an escrow account prior to receiving bidding privileges. These funds will remain on deposit with Bridging The Gap as long as you wish to retain bidding privileges. A Buyer may request the return of their deposit from Bridging The Gap at any time, to be returned less any wire transaction fees. In addition, all international transactions are subject to applicable trade regulations and embargos including, but not limited to, those administered by the U.S. Departments of Commerce, Treasury and Homeland Security. By registering, you consent to have Bridging The Gap send you faxes, e-mail messages, brochures, and other advertisements.
D. Fees and Listing Terms
Sellers agree to the following fees and terms:
1. You must be a member in good standing by paying the annual membership dues to post a listing to the Site.
2. The Seller reserves the right to accept, reject, or ignore any bid and is not obligated to sell any materials listed.
No Price Manipulation. You may not manipulate the price of listed materials by any means, including but not limited to using secondary accounts, colluding with third parties or bidding on your own materials. You may not use an alias to place bids on any material you are selling, either directly or indirectly, for any reason. If you fail to comply with this restriction, in addition to any other rights or remedies Bridging The Gap may have, Bridging The Gap may withdraw the material from the Site and you will be barred from future use of the Site. With regard to current or past listings, users may not, under any circumstances, avoid or attempt to avoid any fees or potential fees owed to Bridging The Gap, by circumventing use of this Site to complete a transaction. This would include, for example, attempting to contact a buyer or seller outside of this Site to complete, consummate, or finalize a transaction. Subject to these restrictions and in limited circumstances, users may agree to provide necessary contact information to each other through this Site in order to provide a sample of the listed materials prior to the seller’s acceptance of a bid.
E. Seller Warranties
Seller warrants and represents as follows: Seller has sole ownership of the materials; the material is free and clear of all liens or encumbrances of any kind; seller has authority to enter into these Terms for the purposes stated; performance of these Terms by seller will not violate the terms of any contract to which seller is a party; seller has no knowledge of and there are no claims, demands, notices, suits or other damages or claims or threats of damage by or from any person, entity or governmental agency with respect to environmental matters relating to the material.
F. Bids and Buyers
All bids are governed by the Terms and any additional Terms included on the Site in the listing terms for the applicable listings. Unless explicitly stated otherwise, all bids are exclusive of all applicable taxes, Customs duties and registration fees, shipping, rigging, or other preparation and transportation costs, insurance and escrow fees (if any), Transaction Fees, all of which shall be the sole and complete responsibility of buyer unless otherwise agreed. Unless otherwise stated, all bids must be submitted in U.S. Dollars.
The Bridging The Gap Site uses a Sealed Bid system. Buyers can submit bids for listed items prior to the set ending time for the listing. Bidders are provided their rank position for the listing and may enter subsequent bids that are higher than their current high bid. Bid amounts are not disclosed to other bidders. All bids are binding and cannot be retracted.
Once the seller selects a winning bid (which may or may not be the highest bid), they are responsible for invoicing the buyer and collecting payment.
Without limiting the foregoing, the winning buyers shall be held liable for any expenses, legal fees, court costs, and other damages incurred by the "seller" or Bridging The Gap in connection with the collection of such obligations which are not paid within seven (7) calendar days of the date the bid or offer is accepted. If a Buyer does not fund a transaction within seven (7) calendar days of the date of bid or offer acceptance, a late payment charge of two (2) percent of the sale price for each transaction will be applied, and payment will be due on demand. If a buyer does not fund a transaction and any applicable late fees within fourteen (14) calendar days of the date the bid or offer was accepted, the Buyer forfeits all rights to the materials. Without limiting other claims, damages or other remedies available to "seller" or Bridging The Gap, upon being selected as the winning bidder and failing to complete the transaction in the required time for any reason, the winning buyer agrees to pay a liquidated damage in the amount of ten (10) percent of the winning bid or offer price for each unpaid listing.
All materials are sold ‘AS IS, WHERE IS, WITH ALL FAULTS’ without warranty or guarantee either written, stated or implied. There are no warranties or guarantees as to grade, condition, or performance. Buyer in no way holds Bridging The Gap responsible for any defects, inaccuracies or errors in any way, and releases Bridging The Gap from any claims in respect of alleged defects, inaccuracies or errors.
From time to time, we may offer promotions and discounts to users.
In any transaction on this Site, buyer and seller are responsible for determining whether sales, use, VAT, GST, transfer, ad valorem or other similar taxes of any taxing authority apply to the transaction and to collect, report and remit the correct tax to the appropriate tax authority. We are not obligated to determine whether any such taxes apply and we are not responsible for collecting, remitting or reporting any such taxes arising from any transaction.
The Bridging The Gap rating is a grade based on a proprietary formula that uses information known to Bridging The Gap and incorporates Bridging The Gap's experience with the user and business. The formula evaluates numerous categories of information, and reflects Bridging The Gap weightings as to the relative importance of each category. This rating represents Bridging The Gap's degree of confidence in the user and business in operating in a trustworthy and credible manner. The formula can include, but is not limited to, time in business, type of business, user feedback, survey ratings, payment history, delivery history, listing accuracy, background information, and other information. Bridging The Gap collects the rating information from various sources including surveys.
I. Confidentiality and Our Privacy Practices
J. Electronic Communications and Messaging
When you visit the Site or send e-mails to us, you are communicating with us electronically and consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications must be in writing. We have no responsibility for the content of any messages communicated by users of this Site, or for the content of information of third parties on the Internet, even if accessed through the Site. When you use this Site to communicate with other users, you, or others on your behalf or in your name, will be responsible for the content of such communications. However, we retain the right, which we may or may not exercise in our sole discretion, to monitor, review, edit, modify, remove or delete any information in such communications that we deem to be false, deceptive, illegal, offensive, or found to be otherwise inappropriate or in violation of these Terms.
K. Intellectual Property
All content included on this Site, including without limitation the Bridging The Gap offerings, all Bridging The Gap Work Product Data and all other text, data, graphics, articles, design, source code, software, photos, images and other information (collectively, the Site Content), is the property of Bridging The Gap or its content providers and is protected by United States and international copyright laws and treaties. The name "Bridging The Gap" (including the KC-BPS and Bridging The Gap logo), kcbps.com, and all related logos, trade names, trademarks and service marks (collectively "Bridging The Gap Trademarks") are trademarks or service marks of Bridging The Gap and are protected by federal, state and international laws and treaties. You may not affiliate, use, copy, display, distribute, modify, post, reproduce, or transmit the Site’s Content or the Bridging The Gap Trademarks, in any form, by any means including but not limited to, electronic, mechanical, photocopying, recording or otherwise without the express, prior written consent of Bridging The Gap. Nothing on this Site should be construed as granting, by implication, or otherwise, any license or right to use any of the Site’s Content or Bridging The Gap's Trademarks found on the Site except pursuant to written authorization from Bridging The Gap in each instance. Bridging The Gap prohibits use of any of Site Content or the Bridging The Gap Trademarks as part of a link to or from any website unless establishment of such a link is approved in writing by us in advance.
L. Limitations Of Use
You agree to use this Site and its contents only for lawful purposes and as provided in any Bridging The Gap Agreements. You are prohibited from any use of the Site or its contents that would constitute a violation of any applicable law, regulation, rule or ordinance or that could give rise to any civil or criminal liability. You agree, represent and warrant that all information you submit to or through this Site is true and accurate, is not fraudulent, does not violate any law, statute, ordinance or regulation, is not defamatory or libelous, and does not contain any information or data that is intended to damage or interfere with any system, data, or information. Any unauthorized use of the Site, including but not limited to unauthorized entry into Bridging The Gap systems, misuse of passwords or misuse of any information posted on the Site is strictly prohibited. You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Your eligibility for particular products or services is subject to final determination by Bridging The Gap.
We retain exclusive right to the business relationships formed between users through this Site. You agree that you will not communicate, encourage or solicit external communications with other users for any current or previously listed materials on this Site in order to circumvent these Terms. You further agree that you will not break anonymity or attempt to break anonymity in order to encourage other users to contact you outside of this Site for current or previous listed materials. We retain the right, which we may or may not exercise in our sole discretion, to monitor, review, edit, modify, remove, or delete user content and communications that we deem to be false, deceptive, illegal, offensive, or found to be otherwise inappropriate or in violation of these Terms.
You acknowledge and agree that Bridging The Gap has the right, but not the obligation, to monitor the Site electronically from time to time and to disclose any personal information, without notice to the user, in connection with fraud prevention, a law enforcement investigation, governmental request or legal action; as required by law or regulation; or if we reasonably believe it is necessary or appropriate to protect Bridging The Gap, its users or the public.
M. Limitation of Liabilities and Warranties
NEITHER BRIDGING THE GAP NOR ANY OF ITS AFFILIATES, PROVIDERS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, INDEPENDENT CONTRACTORS OR LICENSORS (COLLECTIVELY THE " BRIDGING THE GAP PARTIES") GUARANTEES THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE CONTENT, AND BRIDGING THE GAP DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THE CONTENT.
THIS SITE AND ITS CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR TITLE. ADDITIONALLY, THE BRIDGING THE GAP PARTIES MAKE NO WARRANTIES AS TO THE RESULTS OF YOUR USE OF THE CONTENT OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THIS DOES NOT AFFECT THOSE WARRANTIES THAT ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS.
BRIDGING THE GAP MAY DISCONTINUE OR CHANGE THE CONTENT AND SITE AT ANY TIME WITHOUT ANY PRIOR NOTICE TO YOU AND WITHOUT ANY LIABILITY TO YOU. ANY DATED INFORMATION IS PUBLISHED AS OF ITS DATE ONLY, AND THE BRIDGING THE GAP PARTIES DO NOT UNDERTAKE ANY OBLIGATION OR RESPONSIBILITY TO UPDATE OR AMEND ANY SUCH INFORMATION. BRIDGING THE GAP RESERVES THE RIGHT TO TERMINATE ANY OR ALL SITE OFFERINGS OR TRANSMISSIONS WITHOUT PRIOR NOTICE TO YOU. THIS SITE COULD CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. YOU ASSUME THE ENTIRE RISK AS TO THE USE OF THIS SITE.
IN NO EVENT WILL THE BRIDGING THE GAP PARTIES BE LIABLE FOR ANY PUNITIVE, SPECIAL, DIRECT, INDIRECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOSS OF USE, DATA, OR PROFITS, WITHOUT REGARD TO THE FORM OF ANY ACTION, INCLUDING BUT NOT LIMITED TO CONTRACT AND TORT ACTIONS (INCLUDING LIBEL), ARISING OUT OF OR IN CONNECTION WITH THE USE, COPYING OR DISPLAY OF, OR THE INTERACTION OR ANY OTHER FORM OF COMMUNICATION WITH, THE SITE AND THE INFORMATION CONTAINED AT THE SITE (INCLUDING VIA COMPUTER VIRUSES OR ANY OTHER FORM OF SOFTWARE), EVEN IF THE BRIDGING THE GAP PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. IF YOUR USE OF MATERIALS FROM THIS SITE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF. BRIDGING THE GAP IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS SITE IS TO STOP USING THE SITE. YOU AGREE THAT, IF THE FOREGOING LIMITATION IS FOUND TO BE INVALID, THE BRIDGING THE GAP PARTIES' TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION OF ANY KIND OR NATURE WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
You agree to indemnify and hold us harmless from and against any and all claims, losses, expenses, demands or liability, including attorney's fees and costs, incurred by us in connection with any claim by a third party (including any intellectual property claims) arising out of your violation of these Terms, applicable international, federal or state law, or any other person's rights, including but not limited to infringement of any copyright, trademark or violation of any proprietary, party confidentiality or privacy right. You further agree that you will fully cooperate in the defense of any such claims. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will not in any event settle any such claim or matter without Bridging The Gap's written consent.
Bridging The Gap's failure to enforce any of its rights under these Terms will not be construed as a waiver of those rights or any other rights in any way whatsoever.
Bridging The Gap may terminate these Terms at any time, without notice, or suspend or terminate your access to and use of the Site, with or without cause, in Bridging The Gap's absolute discretion, pursuant to other agreements that you may have with Bridging The Gap, and without notice. However, notwithstanding termination of your use or access to the Site, the following provisions of these Terms will survive: Indemnification, Limitations of Liability and Warranties, Waivers, Dispute Resolution and Binding Arbitration and any other provision that by its terms survives termination of your use of or access to the Site.
Q. Dispute Resolution and Binding Arbitration
You agree that you will notify Bridging The Gap in writing of any claim or dispute concerning or relating to the Site and information or services provided through it, and give Bridging The Gap a reasonable period of time, but not less than sixty (60) days to address it, before bringing any legal action against Bridging The Gap.
ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN YOU AND BRIDGING THE GAP, its agents, employees, principals, successors, assigns, affiliates arising from or relating to these Terms, its interpretation, or the breach, termination or validity thereof, SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (AAA) or JAMS. Arbitration proceedings shall be governed by this provision and the applicable procedures of the selected arbitration administrator, including any applicable procedures for consumer-related disputes, in effect at the time the claim is filed. The arbitration shall take place in the city of the principal place of business of Bridging The Gap, Kansas City, Missouri. In any dispute, NEITHER YOU NOR BRIDGING THE GAP SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS, OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The individual (non-class) nature of this dispute provision goes to the essence of the parties' dispute resolution agreement, and if found unenforceable, the entire arbitration and dispute resolution provision shall not be enforced. The arbitrator shall be empowered to grant whatever relief would be available in court under law or in equity. This transaction shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1-16 (FAA). Any award of the arbitrator(s) shall be final and binding, and may be entered as a judgment in any court of competent jurisdiction. The Arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law. YOU ACKNOWLEDGE THAT YOU ARE GIVING UP YOUR RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO SUCH A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS ACCESS TO DISCOVERY, MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.
Your interactions with other users found on or through the Site, including payment and delivery of materials goods, and any other terms or representations associated with such dealings, are solely between you and such users, persons or entities. In the event that you have a dispute with such users, persons or entities, you hereby release Bridging The Gap, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or our Site.
T. General Provisions; Miscellaneous Provisions
These Terms will be binding on, inure to the benefit of, and be enforceable against you and your respective successors and assigns. Neither your course of conduct nor trade practice shall act to modify any provision of these Terms. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms between you and Bridging The Gap, Inc. All rights not expressly granted herein are hereby reserved. Headings are for referenced purposes only and in no way define, limit, construe or describe the scope or extent of any section.
These Terms will be subject to any other agreements you have entered into with Bridging The Gap. Furthermore, certain sections or pages on the Site may contain separate terms and conditions of use, which are in addition to these Terms. In the event of a conflict, the additional terms and conditions will govern for those sections or pages.
U. Missouri Law Applicable
These Terms and the relationship between you and Bridging The Gap shall be governed by the laws of the State of Missouri without regard to any conflict of law provisions.