ClosingBid.net

ClosingBid.net Terms of Use

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE.

By using the Magna Real Estate Ventures LLC website, ClosingBid.net (the "Site" or “ClosingBid”), you agree to follow and be bound by these terms of use (the "Terms of Use") and agree to comply with all applicable laws and regulations, including United States export and re-export control laws and regulations. In these Terms of Use, the words "you" and "your" refer to each customer or Site visitor, "we,” “us," and "our" refer to Magna Real Estate Ventures LLC, its officers, directors, employees, and consultants (collectively, the “Magna Group”) and "Services" refers to all services provided by us.

A “Channel Affiliate” refers to any party that disseminates marketing materials on behalf of Magna Real Estate Ventures LLC or Site.

It is your responsibility to review these Terms of Use periodically. If at any time you find these Terms of Use unacceptable or if you do not agree to these Terms of Use, please do not use this Site. We may revise these Terms of Use at any time without notice to you. If you have any questions about these Terms of Use, please contact 1-800-943-9164.

YOU AGREE THAT BY USING THE SITE AND THE SERVICES YOU ARE AT LEAST 18 YEARS OF AGE AND YOU ARE LEGALLY ABLE TO ENTER INTO A CONTRACT.

The Site provides bidding management software for property sellers to obtain offers on properties from prospective buyers. The term “auction” is used on the Site and in these Terms colloquially to signify a period during which bids are accepted for review by a property seller. In using the Site’s software, property sellers are not obligated to accept the highest bid received for a property or any bid.

Customers need not download or even license ClosingBid software. ClosingBid hosts its software as a backend service for customers when they create their own documents. The Services also include a partial review of your answers for completeness, spelling and grammar, and for internal consistency of names, addresses and the like. At no time do we review your answers for legal sufficiency, draw legal conclusions, provide legal advice or apply the law to the facts of your particular situation. ClosingBid and its Services are not substitutes for the advice of an attorney. All auctions on Site are conducted in a sealed bid fashion. No bidder (or bidder’s agent’s) bid is communicated to another bidder (or bidder’s agent) by Site during the course of an auction.

Any forms supplied by ClosingBid are supplied for general informational purposes only and do not constitute advertising, a solicitation or legal advice. Neither the availability, operation, transmission, receipt nor use of any forms on the ClosingBid.net site is intended to create, or constitutes formation of, an attorney-client relationship or any other special relationship or privilege. You should not rely upon any forms on the ClosingBid.net site for any purpose without seeking legal advice from licensed attorneys in the relevant state(s).

This Site is not intended to create any attorney-client relationship, and your use of ClosingBid does not and will not create an attorney-client relationship between you and ClosingBid. Instead, you are and will be representing yourself in any legal matter you undertake in connection with ClosingBid’s Services.

When you open an account to use or access certain portions of the Site or the Services, you must provide complete and accurate information as requested on the registration form. You will also be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of your password. You may not use a third party's account, user name or password at any time. You agree to notify ClosingBid immediately of any unauthorized use of your account, user name or password. ClosingBid shall not be liable for any losses you incur as a result of someone else's use of your account or password, either with or without your knowledge. You may be held liable for any losses incurred by any member of the Magna Group due to someone else's use of your account or password.

1. Personal Information. In connection with the use of certain ClosingBid products or services, you may be asked to provide personal information in a questionnaire, application, form or similar document or service. This information will be protected pursuant to our Privacy Policy (as defined below). In addition, you grant ClosingBid a license to use this personal information solely for the purpose of enabling your use of the applicable service.

2. Ownership. This Site is owned and operated by Magna Real Estate Ventures LLC. Except as otherwise expressly provided by ClosingBid, no materials from the Site (collectively, “Materials”) may be copied, reproduced, republished, downloaded, uploaded, posted, displayed, transmitted or distributed in any way and nothing on this Site shall be construed to confer any license under any of ClosingBid’s intellectual property rights, whether by estoppel, implication or otherwise.. ClosingBid does not sell, license, lease or otherwise provide any of the Materials other than those specifically identified as being provided by ClosingBid. Any rights not expressly granted herein are reserved by ClosingBid.

3. Limited Permission to Use. ClosingBid hereby grants you permission to view, copy and print the Materials for your use in connection with the Services provided on the site. Any unauthorized use of any Materials contained on this Site may violate copyright laws, trademark laws, laws of privacy and publicity and communications regulations and statutes, and other laws.

4. Links to Third Party Sites. This Site may contain links to websites controlled by parties other than ClosingBid (each a "Third Party Site"). ClosingBid may also provide links to other citations or resources with whom it is not affiliated. ClosingBid is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Site, any website accessed from a Third Party Site or any changes or updates to such sites. ClosingBid makes no guarantees about the content or quality of the products or services provided by such sites. You acknowledge that you bear all risks associated with access to and use of content provided on a Third Party Site and agree that ClosingBid is not responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third Party Site if you have any concerns regarding such links or the content located on any such Third Party Site.

5. Use of ClosingBid Forms. On our Site, we may offer "fill in the blank" forms. If you use a form on our Site, the terms and conditions of these Terms of Use control. You understand that your use of a form document is neither legal advice nor the practice of law, and that each form and any applicable instructions or guidance is not customized to your particular needs.

6. License to Use. ClosingBid grants you a limited, personal, non-exclusive, non-transferable license to use our forms (the "Forms"). You agree that the Forms from the Site may not be sold or redistributed without the express written consent of ClosingBid.net.

7. Dispute Resolution. The Cook County (Illinois) Circuit Court or the United States District Court for the Northern District of Illinois will have sole jurisdiction and venue over any controversy with ClosingBid.

8. Additional Terms. Some ClosingBid Services may be subject to additional posted guidelines, rules or terms of service ("Additional Terms") and your use of such Services will be conditioned on your agreement to the Additional Terms. If there is any conflict between these Terms of Use and the Additional Terms, the Additional Terms will control for that Service, unless the Additional Terms expressly state that these Terms of Use will control.

9. Site Security. Although we cannot make an absolute guarantee of system security, ClosingBid takes reasonable steps to maintain security. If you have reason to believe system security has been breached, contact us by email for help.

If ClosingBid’s technical staff suspects a user name is being used by someone who is not authorized by the proper user, ClosingBid may temporarily disable that user's access in order to preserve system security. In all such cases, ClosingBid will contact the member as soon as feasible.

You also give permission to ClosingBid to copy your materials as part of the normal backup process. You have the right to remove any of your materials at any time.

The use of your ClosingBid user account for any illegal activity is a violation of these Terms of Use.

You are required to provide your real name when signing up as a user of ClosingBid.

If you have a complaint about the behavior of another user, it is your responsibility to attempt to resolve the conflict, typically by contacting that person directly, if possible. Normally, ClosingBid staff will not take a role in mediating conflicts between you and users. ClosingBid does not take responsibility for your behavior or that of other users. Notwithstanding the foregoing, if such a complaint or conflict arises, the user or users may request that ClosingBid moderator intervene and attempt to resolve any such dispute. Any such request is not a guarantee that a moderator will (i) intervene, (ii) intervene in a timely manner, (iii) resolve the dispute in favor of one party or the other or, (iv) successfully resolve the situation. The decision to intervene rests with ClosingBid, in our sole and absolute discretion.

You agree to help protect your account and the security of other users by guarding your password. If you have reason to believe your password has been compromised or there has been any unauthorized use of your account, contact ClosingBid via email as soon as possible.

10. NO WARRANTY. THE SITE AND ALL MATERIALS, DOCUMENTS OR FORMS PROVIDED ON OR THROUGH YOUR USE OF THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, CLOSINGBID EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

CLOSINGBID MAKES NO WARRANTY THAT: (A) THE SITE OR THE MATERIALS WILL MEET YOUR REQUIREMENTS; (B) THE SITE OR THE MATERIALS WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, OR ANY MATERIALS OFFERED THROUGH THE SITE, WILL BE ACCURATE, RELIABLE, OR IN COMPLIANCE WITH THE LAWS OF THE USER’S LOCAL JURISDICTION; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE OR IN RELIANCE ON THE MATERIALS WILL MEET YOUR EXPECTATIONS.

OBTAINING ANY MATERIALS THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND AT YOUR OWN RISK. CLOSINGBID SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE.

11.LIMITATION OF LIABILITY AND INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS ALL MEMBERS OF MAGNA REAL ESTATE VENTURES LLC FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, HOWEVER IT ARISES (INCLUDING ATTORNEYS' FEES AND ALL RELATED COSTS AND EXPENSES OF LITIGATION AND ARBITRATION, OR AT TRIAL OR ON APPEAL, IF ANY, WHETHER OR NOT LITIGATION OR ARBITRATION IS INSTITUTED), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIM FOR PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM THIS AGREEMENT AND ANY VIOLATION BY ME OF ANY FEDERAL, STATE, OR LOCAL LAWS, STATUTES, RULES, OR REGULATIONS, EVEN IF ClosingBid HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THIS INDEMNIFICATION SPECIFICALLY INCLUDES ANY ACTION BROUGHT AGAINST MAGNA REAL ESTATE VENTURES LLC, CLOSINGBID.COM, OR MAGNA REAL ESTATE VENTURES LLC’S MEMBERS FOR INDUCEMENT OF BREACH OF CONTRACT. IF THERE IS LIABILITY FOUND ON THE PART OF CLOSINGBID, IT WILL BE LIMITED TO THE AMOUNT PAID FOR THE PRODUCTS AND/OR SERVICES, AND UNDER NO CIRCUMSTANCES WILL THERE BE CONSEQUENTIAL OR PUNITIVE DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO ME.

11. Unsolicited Submissions. Except as may be required in connection with your use of ClosingBid Services, ClosingBid does not want you to submit confidential or proprietary information to us through this Site. All comments, feedback, information or material submitted to ClosingBid through or in association with this Site shall be considered non-confidential. You acknowledge that you are responsible for the submissions that you provide, including their legality, reliability, appropriateness, and content.

12. Compliance with Intellectual Property Laws. When accessing ClosingBid, you agree to obey the law and you agree to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright, trademark and other intellectual property ownership. You agree not to upload, download, display, perform, transmit or otherwise distribute any information or content in violation of any third party's copyrights, trademarks or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any content you provide or transmit or that is provided or transmitted using your ClosingBid user account.

13. Inappropriate Content. When accessing the Site or using ClosingBid’s Services, you agree not to upload, download, display, perform, transmit or otherwise distribute any content that: (i) is libelous, defamatory, obscene, pornographic, abusive or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or foreign law or regulation; or (c) advertises or otherwise solicits funds or is a solicitation for goods or services. ClosingBid reserves the right to terminate or delete such material from its servers. ClosingBid will cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Use or of any applicable laws.

14. Compliance with Export Restrictions. You may not access, download, use or export the Site or the Materials in violation of United States export laws or regulations or in violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority and to assume sole responsibility for obtaining licenses to export or re-export as may be required. You acknowledge and agree that the Materials are subject to the United States Export Administration Laws and Regulations and agree that none of the Materials or any direct product therefrom is being or will be acquired for, shipped, transferred or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or used for any prohibited purpose.

15. Children. Minors are not eligible to use the Site and we ask that they do not submit any personal information to us.

16. Governing Law; Venue. By using this Site, you expressly agree that your rights and obligations shall be governed by and interpreted in accordance with the laws of the State of Illinois, excluding its choice of law rules. Any legal action or proceeding relating to your access to or use of the Site or Materials is governed by these Terms of Use. These Terms of Use expressly exclude and disclaim the terms of the U.N. Convention on Contracts for the International Sale of Goods, which shall not apply to any transaction conducted through or otherwise involving this Site.

18. Trademarks. ClosingBid, ClosingBid.net, all images and text, and all page headers, custom graphics and button icons are service marks, trademarks and/or trade dress of Magna Real Estate Ventures LLC. All other trademarks, product names and company names or logos cited herein are the property of their respective owners.

19. Inquiries. BY USING CLOSINGBID’S SERVICES OR ACCESSING THE CLOSINGBID SITE, YOU ACKNOWLEDGE AND ACCEPT THAT SUBMITTING YOUR TELEPHONE NUMBER TO CLOSINGBID VIA THE CLOSINGBID SITE CONSTITUTES AN INQUIRY TO CLOSINGBID, AND THAT CLOSINGBID MAY CONTACT YOU AT THE NUMBER SUBMITTED EVEN IF SUCH NUMBER APPEARS ON ANY STATE OR FEDERAL DO NOT CALL LISTS (TAKING INTO ACCOUNT INQUIRY EXCEPTION TIME FRAMES AS APPROPRIATE).

20. Acknowledgement. BY USING CLOSINGBID’S SERVICES OR ACCESSING THE CLOSINGBID SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.

21. Modification. ClosingBid reserves the right to change the terms, conditions, policies and guidelines for the Site, including this Agreement.

22. Right to Enforce. The failure of ClosingBid at any time to require, insist upon or enforce performance of any provision of these Terms of Use shall not be construed as a waiver or affect its right at a later time to enforce the same.

23. Post-Transaction Disputes Between Bidders, Bidders’Agents, Property Owners, and Listing Agents. ClosingBid.net will not arbitrate, and makes no warranty that it will seek to resolve, disputes that should arise between Bidders or Bidders’ Agents, Property Owners, and Listing Agents after use of ClosingBid.net.

24. Login Information. All user names and passwords will expire after six months.

25. Competitive Use Strictly Prohibited. By using this site, you warrant that you are using the Site strictly to effect a potential auction transaction. Any other use is strictly prohibited. ClosingBid reserves the right to seek damages from any user who uses the Site for an unauthorized competitive purpose, consistent with Illinois law.

26. The Role of ClosingBid and Magna Real Estate Ventures LLC. Neither Magna Real Estate Ventures LLC nor ClosingBid broker real estate transactions. Neither Magna Real Estate Ventures LLC nor ClosingBid act as a real estate agent for you or any other user. Neither Magna Real Estate Ventures LLC nor ClosingBid sell, buy, or negotiate the purchase, sale, or exchange of real property. Additionally, neither Magna Real Estate Ventures LLC nor ClosingBid lease or rent, offer to lease or rent, nor negotiate the lease of real property. Further, neither Magna Real Estate Ventures LLC nor ClosingBid is an auctioneer. There is no individual conducting an auction as you would have in a live auction setting, and the property seller is not obligated to accept the highest bid for a property or any bid. The term “auction” is used on the Site and in these Terms informally to signify a period during which bids are accepted for review by a property seller. Our site provides bidding management software for property sellers to obtain offers on properties from prospective buyers. We are not involved in the actual transaction between buyers and sellers. As a result, ClosingBid has no control over the truth or accuracy of properties that appear on the Site, the seller's ownership interest in the noted property, or the ability of a buyer to close on the transaction. All information that appears on the Site concerning a property is authored by the Property Owner or Listing Agent, respectively.

27. Title to a property that is the subject of an auction on ClosingBid does not transfer by virtue of the ClosingBid auction. An auction conducted on ClosingBid does not consummate the signing by any party to a contract of sale, and no deed is transferred during the course of a ClosingBid auction.

Terms and Conditions Common to Property Owners and Listing Agents.

28. Limitation on Use. If you initiate an auction on Site as a Property Owner, you represent that you are a lawful owner of the property that is to be the subject of an auction on Site. Site retains the right to suspend and terminate an auction once commenced should Site learn after auction commencement that you are not a lawful owner of the property that is the subject of an auction on Site.

29. To the extent of any co-owners of the property that is to be the subject of an auction on Site, you warrant that you have authority from each co-owner to agree to these Terms of Use.

Terms and Conditions Specific to Listing Agents.

30. Limitation on Use. To initiate an auction on the site as a Listing Agent, you must be a real estate broker, or agent,licensed in the state which is the situs of the property or parcel of land sought to be sold to buy, or negotiate the purchase, sale, or exchange of real property. As Listing Agent your real estate license must be current and valid in the state that is the situs of the property or parcel of land for which you seek to initiate an auction on the Site. It is a violation of these Terms of Use to initiate an auction on this Site if you do not hold a current, valid real estate broker’s license in the state that is the situs of the property or parcel of land for which you seek to initiate an auction. Site retains the right to suspend and terminate an auction once commenced should Site learn after auction commencement that Listing Agent does not hold a current, valid real estate broker’s license in the applicable state.

31. Warranty by Listing Agent. If you are a Listing Agent, you warrant that you are authorized to enter into transactions on this Site pursuant to authorization from the owner of the property or parcel of land that is to be the subject of an auction on Site. You warrant, separately, that you will not use Site to facilitate the sale of any property listed on the Site to a member of your own family.

Terms and Conditions Common to Property Owners and Listing Agents.

32. Services and Initiation Fee: Gold Package. ClosingBid will provide a Property Owner or Listing Agent who registers on the site for ClosingBid’s Gold Package with the following services (“Services”): 1) a listing of the registered property on the ClosingBid site for six months; 2) unlimited use of ClosingBid’s sealed bid auction platform to receive sealed bids on the subject property for six months; 3) facilitation of the registration of the subject property on the Multiple Listing Service for the geographic area subsuming the property, with Brokerless Inc. As ofJanuary 1, 2015, the flat-fee listing registration includes 6 month’s listing on the MLS in the geographic area subsuming the property, a 6 month listing on other sites including Realtor.com, MSN.com, and The Living Network, up to 6 listed photos of the subject property, and submission of the property into the IDX Program (internet data exchange). Flat fee MLS listing is subject to Brokerless Inc. terms and conditions. ClosingBid’s facilitation of the flat-fee MLS listing service is provided for properties located in the following states: AL, CA, CT, DC, FL, GA, IL, MD, MA, NH, NY, RI, and VA, and is not available in other states. As of January 1, 2015, the ClosingBid’s Gold Package Service Initiation Fee is $149.95.

33. Services and Initiation Cost: Base Package. ClosingBid will provide a Property Owner or Listing Agent who registers on the site for ClosingBid’s Base Package with the following services (“Services”): 1) a listing of the registered property on the ClosingBid site on a month-to-month basis (upon monthly payment of the Base Package Site Access Fee); 2) unlimited use of ClosingBid’s sealed bid auction platform on a month by month basis. As of January 1, 2015, ClosingBid’s Base Package Site Access Fee is $29.95.

34. Indemnification. You agree to indemnify and hold the Magna Group and its Channel Affiliates harmless from any claim or demand, including without limitation, claims for alleged consequential damages, punitive damages, or attorneys' fees, made by any third party due to or arising out of: your failure to comply with these Terms of Use or your violation of any law or the rights of a third party. You further agree to indemnify and hold the Magna Group and its Channel Affiliates harmless from any claim or demand, including, without limitation, claims for alleged consequential damages, punitive damages, or attorneys' fees, made by any third party due to or arising out of your failure to: correctly input to Site a correct legal description of the premises or land; or to input to Site correct contact information for a prospective bidder (Bidder) or Bidder’s agent, and for any claim or demand, including, without limitation, claims for alleged consequential damages, punitive damages, or attorneys' fees, made by any third party due to or arising out of any failure by a Bidder or Bidder’s Agent to locate, identify, open, or otherwise access any email sent by Site to a Bidder or Bidder’s Agent.

35. Authorization to Arrange Acceptance of Partial Down Payment. You authorize, acknowledge and agree to arrange acceptance of the partial down payment as transmitted by the bidder selected by Property Owner or Listing Agent at auction close, with acknowledgment that this disbursement may occur prior to the signing of any contract of sale on the property that is the subject of the auction on Site. The partial down payment (“Partial Down Payment Amount”) equals $1,500.00 (if a winning bid is submitted). At auction close, if the Property Owner or Listing Agent elects to proceed further in acceptance of an offer meeting or exceeding the reserve price specified, ClosingBid shall cause to be transmitted to the selling Property Owner or Listing Agent the Partial Down Payment Amount, minus a Bidding Success Fee of $500. To the extent not otherwise expressly directed by the parties and to the extent permitted under applicable state law, Property Owner and/or Listing Agent may disburse such partial down payment prior to the signing of any contract of sale on the property that is the subject of the auction on Site. ClosingBid at its discretion may engage the services of an escrow company to facilitate the disbursement of the Partial Down Payment Amount.

36. Acceptance of Risk. ClosingBid is not responsible for the legality, enforceability, or correctness of any terms of any Contract of Sale or other document uploaded onto ClosingBid.net. You accept any risk that you are attempting to sell real estate in violation of any state or local law, or without legal authority to sell the property or parcel of land in question. ClosingBid does not warrant that the sale is lawful under the terms of any Contract of Sale or any state or local law.

37. Contract of Sale or Other Document Uploaded by Property Owner or Listing Agent. ClosingBid is not responsible for any error, inaccuracy, or misstated term that may appear in the Contract of Sale or other document uploaded to Site and later disseminated by Site to Bidder or Bidder’s Agent.

38. Sales on Real Estate Subdivisions Prohibited. Neither Property Owner nor Listing Agent may, through this Site, attempt to sell any land which is located in any State or in a foreign country and is divided or is proposed to be divided into lots, whether contiguous or not, for the purpose of sale or lease as part of a common promotional plan.

39. Number of Permitted Bidders. There is no limit on the number of bidders that a Property Owner or Listing Agent is permitted to invite to participate in an auction.

40. Post-Auction Claims by Bidder or Bidder’s Agent Concerning Partial Down Payment. After auction close, Property Owner agrees to indemnify Magna Group and its Channel Affiliates against any claim by a Bidder or Bidder’s Agent against Magna Group or Site for return of the partial down payment (para. 34, above), and to hold Magna Group harmless from any such claim or demand, including reasonable attorneys' fees.

41. You acknowledge and agree that ClosingBid did not introduce you to any prospective Bidder or Bidder’s Agent nor supply you initially with email contact information for any Bidder nor Bidder’s Agent, and that, rather, all prospective Bidders whom you may have chosen to invite to bid on real estate (whether directly or through their agent), are persons or entities whom you independently identified, and whom you chose to invite to participate in bidding.

42. Auction length. You may set any auction to last for up to five days, in one-hour increments. After an auction is initiated, you may extend the bidding period by logging back in to ClosingBid.net to do so.

43. Cancellation of bidder invite. You may cancel an invitation to any Bidder or Bidder’s Agent at any time up to auction close. Such cancellation shall render any bid submitted by that Bidder or Bidder’s Agent moot. Any attempted cancellation of a Bidder or Bidder’s Agent invitation after auction close shall be void.

44. Bidder Cancellation of Bid Permissible. You acknowledge that Bidder or Bidder’s Agent may cancel his or her bid (once submitted) at any time prior to auction close.

45. You shall comply with all applicable municipal, state and U.S. laws, statutes, ordinances and regulations regarding your use of ClosingBid and your listing and sale of a property or parcel of land.

46. To the extent that the Magna Group, in its discretion, enters into a revenue sharing agreement with a Listing Agent for a portion or all of the auction fee on a particular transaction, amounts paid by Magna Group to Listing Agent pursuant to any such revenue sharing agreement may be disbursed by the sponsoring broker of Listing Agent earlier than the date of consummation of the contract of sale on the property that is subject of an auction on Site.

47. At the conclusion of a ClosingBid auction, you will receive an email advising you whether at least one invited bidder has submitted a bid exceeding your specified minimum reserve price (“a qualifying bid”). You have 24 hours after auction close to select whether to proceed further with a qualifying bid. If you click elect to “Decline to proceed” on ClosingBid.net with any and all qualifying bids received, or do not make any selection within 24 hours of auction close, no partial down payment will be transmitted to you. If you elect to proceed further with a qualifying bid, a partial down payment equaling $1,500.00, minus a Bidding Success Fee (para. 35) will be transmitted to you from the selected bidder. The selected bidder will be advised that their bid has been selected. Bidders whose bid exceeded the reserve price but whose bid have not been selected will be informed that they did not submit a selected bid.

48. If at the conclusion of a ClosingBid auction, no invited bidder has submitted a bid exceeding your specified minimum reserve price, no further action is required, no charges or fees are assessed, and no partial down payment will be transmitted.

49. Refunds. No refunds are available as to the Base Package Site Access Fee or Gold Package Initiation Fee.50. Posting to Third Party Sites. Upon registering your property with ClosingBid, ClosingBid retains the right to re-post the listing on the ClosingBid Facebook page, as well as on third party websites with which ClosingBid may have no affiliation, such as Craigslist. By using ClosingBid, you agree to indemnify ClosingBid and its officers, employees, and representatives against any alleged damages stemming from such re-listing of a property on a third party site.

51. ClosingBid Issuance of Bidding Invitations. By registering a Property on Site, you authorize ClosingBid to issue electronic bidding invitations to interested bidders that express interest in the registered Property on Site.

Terms and Conditions Specific to Bidder’s Agents.

52. If you have been invited by a Listing Agent to use the Site as an agent on behalf of a Bidder (a person or entity that seeks to bid upon and obtain title to a property or parcel of land) by a Property Owner or Listing Agent, you warrant that you are authorized to enter into transactions on this Site pursuant to authorization from Bidder. You acknowledge and agree that ClosingBid did not introduce you to either Property Owner (the owner of the property or parcel of land on which you have been invited to bid) or Listing Agent.

Terms and Conditions Specific to Bidders

53. If you have been invited by a Property Owner or Listing Agent to use Site as a Bidder (a person or entity that seeks to bid upon and obtain title to a property or parcel of land), you warrant that you are authorized to enter into transactions on this Site acting as Bidder.

Terms and Conditions Common to Bidders and Bidder’s Agents

54. Authorization to Assess Fees. By using Site and submitting payment information when requested, you authorize Site to assess a $1,500.00 partial down payment amount. This amount shall only be assessed if you are selected by Property Owner or the winning bidder. After auction close, ClosingBid will release $1,000 of the partial down payment submitted by the bidder selected by Property Owner or Listing Agent to Property Owner or Listing Agent, upon receiving written notification from Property Owner or Listing Agent that the closing on the subject property has occurred (“Release Event”).

55. Refund of Partial Down Payment Amount. ClosingBid will facilitate return of the partial down payment submitted by the winning bidder if, prior to a Release Event, ClosingBid receives written notification from Property Owner or Listing Agent that the closing on the subject property has not occurred within 90 days of auction close. By using Site, you acknowledge and agree that in the event of a Release Event, you release Magna, and any escrow company retained by ClosingBid from any claim that ClosingBid or any such escrow company is liable in any way for the return of any portion of any partial down payment.

56. Cancellation of Bid. You may cancel or change your bid (once submitted) at any time prior to auction close.

57. Indemnification. Magna Group does not make and specifically negates and disclaims any representations, warranties, promises, covenants, agreements or guarantees of any kind or character whatsoever, whether express or implied, oral or written, past, present or future, of, as to, concerning or with respect to the property or parcel that is the subject of an auction on Site, including without limitation: (a) the value, nature, quality or condition of the property, including, without limitation, the water, soil and geology; (b) the income to be derived from the property; (c) the suitability of the property for any and all purposes, activities and uses which you may conduct thereon; (d) the compliance of or by the property or its operation with any laws, rules, ordinances or integrity of the land or any buildings or improvements of any applicable governmental authority or body; (e) the habitability, merchantability, marketability, profitability or fitness for a particular purpose of the property; (f) the manner or quality of the construction or materials, if any, incorporated into the property; (g) the manner, quality, state of repair or lack of repair of the property; (h) the existence of any view from the property or that any existing view will not be obstructed in the future; (i) the conformity of the improvements to any plans or specifications for the property that may be provided to you; (j) the conformity of the property to applicable zoning or building code requirements; (k) the existence of soil instability, past soil repairs, susceptibility to landslides, sufficiency of under-shoring, sufficiency of drainage, or any other matter affecting the stability or integrity of the land or any buildings or improvements situated thereon; (l) whether the property is located in a special studies zone under the public resources code or a seismic hazards zone or a state fire responsibility area, or a special flood hazard zone; or (m) any other matter with respect to the property. You agree to hold Magna Group harmless from any and all claims of damages or loss by Bidder stemming from the inadequacy, lack of merchantability, defect in title, or other alleged defect of property or parcel of land subject to auction on site. You additionally agree to hold Magna Group harmless for any act of alleged fraud committed by Seller or Listing Agent during the course of representation of the state or condition of the property or parcel of land subject of a Site auction, regardless of whether such representation was made before, during, or after the conduct of an auction on Site. You further agree to indemnify and hold Magna Group and its Channel Affiliates harmless from any and all claims of damages or loss by Bidder arising from Bidder or Bidder’s Agent’s failure to review any document uploaded by Listing Agent to Site and disseminated by Site to you.

58. You recognize and acknowledge that Property Owners and Listing Agents have the right to cancel your invitation as to your participation in a Site auction at any time up until auction close. If you have submitted a bid on a property and the Listing Agent or Property Owner cancels his or her invitation to you prior to auction close, Bidder will not be the winning bidder on the property. Listing Agents and Property Owners retain the right to cancel invitations previously sent to prospective Bidders or Bidders’ Agents at their sole discretion.

59. You acknowledge that the partial down payment by the winning Bidder may be disbursed to Listing Agent prior to the signing of any contract of sale on the property that is the subject of the auction on Site. To the extent not otherwise expressly directed by the parties and to the extent permitted under applicable state law, you acknowledge that Listing Agent may disburse such partial down payment prior to the signing of any contract of sale on the property that is the subject of the auction on Site.

60. You shall comply with all applicable state and U.S. laws, statutes, ordinances and regulations regarding your use of ClosingBid and your bidding on property using ClosingBid.

61. To the extent that the Magna Group, in its discretion, enters into a revenue sharing agreement with a Listing Agent for a portion or all of the Bidding Success Fee on a particular transaction, Bidder’s Agent authorizes and agrees that amounts paid by Magna Group to a Listing Agent pursuant to any such revenue sharing agreement may be disbursed by the sponsoring broker of Listing Agent earlier than the date of consummation of the contract of sale on the property that is subject of an auction on Site.

62. Occasionally a credit card, even though initially authorized, is declined upon auction close. In the event a Bidder or Bidder’s Agent submits the winning bid on an auction on Site and his or her credit card is declined upon auction close, Bidder or Bidder’s Agent shall be given 48 hours to cure the failure to pay the required $1,500 partial down payment amount. The opportunity to cure shall be communicated by Site to Bidder or Bidder’s Agent at the email address indicated by the Bidder or Bidder’s Agent during registration. The cure period shall be measured from the date and time that Site notifies Bidder or Bidder’s Agent that his or her credit card has been declined.

Other Terms

63. Magna agrees to transmit the following information from Bidder or Bidder’s Agent to Property Owner or Listing Agent: the price of the last bid submitted by Bidder or Bidder’s Agent during the auction (if above the reserve price); the identity of the offeror; the percent cash versus percent financed terms of the offer; and any contingencies specified by Bidder or Bidder’s Agent where requested to supply such information on Site. Magna will not take steps to affirmatively communicate any other conditions, terms, or restrictions that Bidder or Bidder’s Agent might contend apply to the prospective sale of the property.

64. At the Magna Group’s discretion and subject to separate agreement with Listing Agents, Magna may enter into revenue sharing agreements with Listing Agents for a portion or all of fees on particular transactions.