Introduction:
This Vehicle Listing and Commission Agreement (Agreement) is submitted to
Chicago Soft, Ltd.(Company) to list a vehicle or vehicle component ( herein
as "Vehicle" ) on the Internet site(s) (Website) maintained by the Company
for the purpose of offering the vehicle for sale on behalf of the vehicle
owner (Seller). If this Agreement is accepted by the Company and the vehicle
is listed on the Website, the Seller agrees to be bound by the terms of this
Agreement. This Agreement shall be deemed accepted at the offices of the
Company only as evidenced by a countersigned copy hereof.
Fees and Payments:
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The creation and maintenance of the listing of the Vehicle on the Website
shall be the property of and the responsibility of the Company. In the event
that the Vehicle is sold to a buyer (Buyer) who has been informed of the sale
of the Vehicle through the Website or has been introduced to the Seller by the
Company, the Seller agrees to pay the Company a commission of 5% of the gross
sales price. All payments shall be in US funds only and shall be paid within 5
days of the sale. Trades in kind shall be considered as sales and a full cash
commission shall be payable on the fair value of the trade goods.
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Conduct of Sale:
The Seller agrees to appoint the Company and it's assigns as their agent with
the right to offer the Vehicle for sale. The Seller acknowledges that the
actual sale of the Vehicle is directly to the Buyer. The Company will never
hold title to the Vehicle and will not provide any of its own warranties to a
Buyer. Any warranties that may exist shall be between the Buyer and Seller
only. The Vehicle will be offered at a sales price determined by the Seller,
which price shall include provisions for prompt payment of the commission to
the Company. All offers made by prospective Buyers will be conveyed to the
Seller. The Seller must notify the Company within 48 hours of the accepted
sale of the Vehicle. Failure to so notify, mislead or submit falsified sale
prices will subject Seller to a charge equaling 5% of the original sales
price. In the event that the Vehicle is sold within 180 days after
termination of this agreement, and the sale had resulted from any efforts
expended by the Company, the full commission will be payable to the Company.
Responsibilities of the Company:
The Company will provide a Website listing of the Vehicle once the required
materials, description and documentation are submitted by the Seller. The
Company agrees to provide reasonable corrections or additions to the listing
as requested by the Seller. The Company will use its best efforts to bring
about the sale of the Vehicle. The Company will endeavor to respond to any
good faith inquiry regarding the Vehicle.
Responsibilities of the Seller:
The Seller warrants that it is the true owner of the Vehicle. Any encumbrances
or liens must be disclosed. The Seller shall provide the required materials
for the listing, including but not limited to 6 quality photographs of the
Vehicle and a detailed description of the Vehicle, including information
outlined in the Car Data Template, which is incorporated into the Company
Website. The Seller agrees to promptly provide any additional information on
the Vehicle which may be requested by the Company. The Seller agrees to
accept any purchase offer which meets or exceeds its stated sales price. The
Seller hereby grants the Company unlimited use of any photographic or motion
picture materials submitted.
Exclusivity in Media:
At the Company's request the Seller shall indicate whether the Vehicle is on
offer in any other media (electronic, print, or otherwise). If it is not on
offer in other media the Company has the right to indicate in the listing that
it is a media exclusive. Seller shall promptly notify the Company of any
change in this offering status of the Vehicle. Media exclusivity does not
imply that the Company is the exclusive sales agent for the Vehicle. The
Seller shall retain the right to sell the vehicle through independent
channels, provided the buyer is not introduced from or the sale originates by
the original Company listing..
Duration:
This agreement may be terminated at any time by either party. In the event of
termination by the Seller, the Company has the right to register with the
Seller all Buyer leads for the purpose of securing it's commission in the
event of a subsequent sale to any of the leads. If termination is requested
by the Seller the Company agrees to remove the listing from the Website.
Limitation of Liability, Indemnity, Severability, Entirety:
Seller agrees that the Company shall nave no liability to the Seller for any
loss the Seller may incur in connection with this Agreement, the Website
Listing, or the Company's efforts on behalf of the Seller. Seller agrees to
indemnify and hold the Company harmless for any dispute arising from the
activities of the Company on behalf of the Seller. Seller agrees that the
terms of this Agreement are severable. If any term or provision is declared
invalid, it shall not effect the remaining terms or provisions, which shall
continue to be binding. Seller agrees that this Agreement is the complete and
exclusive agreement between the Seller and the Company regarding the listing
and sale of the Vehicle. This Agreement supersedes all prior agreements and
understandings, whether established by custom, practice, policy, or precedent.
This agreement may not be amended or revised , except in writing and duly
signed by the Company and the Seller.
This agreement shall be governed in accordance with the laws of the State of
New Hampshire, USA and is subject to the additional Legal Disclaimer incorporated
into the Website. Any and all disputes, should they arise, shall be submitted
to binding arbitration in accordance with the American Arbitration
Association.
