TERMS AND CONDITIONS

1. AGREEMENT TO TERMS

By signing the Vehicle Sourcing Agreement ("Agreement") electronically and making any payment to Auction2Drive ("Company," "we," "us," or "our"), you ("Buyer," "you," or "your") agree to be bound by these Terms and Conditions. Your electronic signature, combined with your payment, constitutes a legally binding contract equivalent to a physically signed document under the Electronic Signatures in Global and National Commerce Act (ESIGN) and the Uniform Electronic Transactions Act (UETA).

2. NATURE OF BUSINESS

Auction2Drive is NOT a licensed motor vehicle dealer. We are an independent vehicle sourcing and procurement service that acts as your authorized representative at dealer-only auctions. We have established relationships with licensed automobile dealers who provide us access to dealer auctions and facilitate the purchase and transfer of vehicles on behalf of our clients.

All vehicle purchases are completed through our affiliated licensed dealers in compliance with state and federal motor vehicle laws. The final title and registration will be processed through a licensed dealer in accordance with applicable regulations.

3. DIGITAL SIGNATURE VALIDITY

You acknowledge and agree that:

• Your electronic signature is legally binding and enforceable
• Once you submit payment (deposit or otherwise), your electronic signature becomes irrevocable
• Your digital signature has the same legal effect as a handwritten signature
• You have the legal capacity to enter into this binding agreement
• You waive any right to contest the validity of your electronic signature

4. DEPOSIT AND PAYMENT TERMS

4.1 Deposit: The deposit paid is non-refundable except under the specific circumstances outlined in Section 3 of the Vehicle Sourcing Agreement.

4.2 Payment Transfer: Once any payment has been transferred to Auction2Drive, the agreement becomes fully binding and enforceable. You may not cancel or revoke the agreement after payment without forfeiting your deposit as specified in the Agreement.

4.3 Final Payment: Upon winning a vehicle at auction within your approved budget, you must pay the balance in full before the vehicle can be released to you.

5. VEHICLE SOURCING SERVICES

5.1 No Guarantee of Availability: We do not guarantee that we will find a vehicle meeting your exact specifications within your budget. Auction inventory varies daily.

5.2 Buyer Approval Required: We will not bid on any vehicle without your prior written approval (email or text confirmation accepted).

5.3 Vehicle Condition: While we provide condition reports and available vehicle history, all vehicles are sold "AS-IS" unless otherwise specified in writing. You are responsible for reviewing all provided information before approving a bid.

5.4 Inspection: We recommend that you inspect the vehicle or arrange for a third-party inspection before final purchase. We are not responsible for undisclosed mechanical issues or defects not apparent in the auction condition report.

6. FEES AND COSTS

In addition to the final auction price, you are responsible for:

• Auction fees (buyer's premium, documentation fees, etc.)
• Auction2Drive sourcing fee (covered by deposit)
• Affiliated dealer fees for title and registration processing
• Applicable state and local taxes
• Transportation/delivery costs (if applicable)
• Any reconditioning or repair costs (if agreed upon)

7. CANCELLATION AND REFUND POLICY

7.1 Before Winning Bid: If we are unable to secure a vehicle within your budget, or if a vehicle sells above your maximum approved price, your deposit is fully refundable.

7.2 After Winning Bid: If we win a vehicle at or below your approved maximum price and you cancel or fail to complete the purchase, your deposit is NON-REFUNDABLE. You will also be responsible for any auction penalties or fees incurred.

7.3 After Payment Transfer: Once any payment beyond the deposit has been made, the sale is final and non-refundable.

8. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Auction2Drive shall not be liable for any indirect, incidental, special, consequential, or punitive damages
• Our total liability shall not exceed the amount of fees paid to us by you
• We are not responsible for auction errors, misrepresentations in auction listings, or undisclosed vehicle defects
• We do not warrant the condition, quality, or fitness of any vehicle for a particular purpose

9. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Auction2Drive, its affiliated dealers, officers, employees, and agents from any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising from:

• Your breach of this Agreement or these Terms and Conditions
• Your use of our services
• Your violation of any law or regulation
• Any dispute regarding the vehicle after purchase

10. DISPUTE RESOLUTION AND GOVERNING LAW

10.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

10.2 Arbitration: Any dispute arising from this Agreement shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in Los Angeles County, California.

10.3 Class Action Waiver: You agree to resolve disputes on an individual basis and waive any right to participate in a class action lawsuit.

11. DATA PRIVACY AND ELECTRONIC RECORDS

We collect and store your personal information and electronic signature in accordance with applicable privacy laws. You consent to:

• Electronic storage of your agreement and signature
• Electronic delivery of all notices and documents
• Sharing your information with affiliated dealers as necessary to complete the transaction

12. ENTIRE AGREEMENT

These Terms and Conditions, together with the Vehicle Sourcing Agreement, constitute the entire agreement between you and Auction2Drive. No modification or amendment shall be valid unless made in writing and signed by both parties.

13. SEVERABILITY

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

14. ACKNOWLEDGMENT

BY SIGNING THE VEHICLE SOURCING AGREEMENT ELECTRONICALLY AND MAKING ANY PAYMENT, YOU ACKNOWLEDGE THAT:

• You have read and understand these Terms and Conditions
• You have had the opportunity to review this document with an attorney
• You agree to be legally bound by these terms
• Your electronic signature is valid and enforceable
• You understand that Auction2Drive is not a licensed dealer
• You accept all risks associated with purchasing a vehicle through auction