Cell Beach ("Cell Beach") offers services (the "Cell Beach Services") through which you can sell certain consumer electronic products (the "Products") after receiving an "offer" from Cell Beach by identifying your Product and it’s condition and completing check-out on the Cell Beach Websites. You must agree to abide by the following terms in order to use the Cell Beach Services and/or the Cell Beach Websites.
- About These Terms. These terms govern any offer that you receive to sell your Product to or through Cell Beach. These terms, the terms that govern your use of Cell Beach’s web sites ("Cell Beach Websites"), the Cell Beach Services and any and all applications included therein, which terms are located at https://www.Cell Beach.com/terms, the terms of Cell Beach’s privacy disclosures located at https://www.Cell Beach.com/privacy-policy/ and any supplemental terms or policies that accompany a specific transaction, feature or application collectively make up an agreement between you and Cell Beach (the "Agreement"). You acknowledge that this Agreement is in electronic form and has the same force and effect as an agreement in writing.
In this Agreement, the term "you" or "your" means an individual or entity exercising rights under this Agreement, and the term "Cell Beach," "we" or "us" means Cell Beach and its affiliates and subsidiaries.
- Requirements. In order to complete the sale of your Product to or through Cell Beach or to complete any other transaction with Cell Beach, you must:
(i) Create an account with us;
(ii) Provide true, up to date and accurate account information about yourself and any Product you submit to us;
(iii) Comply with all terms and conditions of this Agreement;
(iv) Comply with all applicable laws and regulations, including all import and export laws as described in Section 15 below;
(v) Transact on behalf of yourself and not on behalf of others; and
(vi) Have the legal capacity to enter into agreements and to convey title and interest in any Product that you submit to us.
In order to receive payments for any Products we purchase from you, you must provide us with information including a valid email address at which you are able to receive email, a valid postal address at which you are able to receive mail, and your first and last name. Cell Beach shall not be responsible for communication errors should your contact information be in accurate or incomplete. You are responsible for ensuring that you can receive emails from Cell Beach and Cell Beach is not responsible for any emails that were not received by you because they were blocked or filtered as spam. You understand and agree that if you fail to provide us with accurate and up to date information about yourself: (a) we will not be responsible for any misapplied payments or payments sent to a wrong address, and (b) any unclaimed funds may be subject to collection by governmental authorities under applicable unclaimed funds and escheat laws. You agree that we have no obligation to you if any of your unclaimed funds are turned over to governmental authorities.
- Product Eligibility. Cell Beach determines, in its sole discretion, which Products are eligible for purchase by or through the Cell Beach Services and for which eligible Products Cell Beach will provide an offer. Cell Beach may terminate the eligibility of certain Products at any time and without advanced notice, but such termination will not affect any Products for which you have already accepted an offer, which is good for thirty (30) days pursuant to Section 9 below.
- You Product Condition Defined. Cell Beach uses five (5) basic Product conditions to grade Products, ranging from "Mint" or “Like New” to "Dead”. If the product that you send us matches the description you checked and were quoted, Cell Beach will pay you that amount. NOTE: We do a thorough inspection of every product we receive and we will verify that your description was an accurate depiction of your product. If for any reason we determine your product’s quality was less than the quality you were quoted you will be contacted via email and given a lower valuation quote. We do all we can to give you the maximum dollar amount for your product and highly value your business. At Cell Beach we look at the long term and our goal is to make you, and anyone you refer to us, lifelong customers of Cell Beach. In light of this business philosophy, we will treat you as fair as possible on any re-valuation.
- Fitness for Sale; Phone and Internet Service. You must have all right, title, and interest in any and all Products you seek to sell to Cell Beach and all Products must be able to be activated for new service (unless the Product is incapable of being activated because it is in “Cracked” condition). The Products and the sale and shipment of such items to Cell Beach: (a) must comply with all applicable laws, statutes, ordinances, including without limitation all import and export laws as described in Section 14 below, (b) may not infringe on third party intellectual property rights (including copyrights, trademarks, patents, trade secrets or other proprietary rights), and (c) shall not be counterfeit, stolen, or fraudulent. You represent and warrant that the Products are free of any liens or encumbrances, including third-party software which may not be transferred or for which royalties are due. By using the Cell Beach Services, you agree to indemnify Cell Beach from all claims or losses sustained by Cell Beach as a result of any breach of these representations and warranties. It is your responsibility to discontinue phone, Internet and/or any similar service on your Product prior to selling it to Cell Beach. Cell Beach is not responsible for any service charges related to your Product, whether you incur such charges before, during or after your use of the Services. It is also your responsibility to remove any security codes that would prevent use of any Product.
- Sending Cell Beach Your Product. When packaging your Product, be sure to include all materials included in your description when we calculated your offer. This may include software, accessories, adapters, and manuals. Failure to include any items you told us about when the offer was calculated, or sending us a Product which does not match your original description, may impact the final value of your Product and may result in a revised offer.
- Removing Data From Your Product. For Products involving devices that store files and/or personal data on hard drives, memory chips or the like, you must back up and store any data you wish to keep from your Product and remove any personal information before you send your Product to us. Cell Beach’s standard practice is to remove all such data from your Product; however, Cell Beach makes no guarantee that it will do so. By sending Cell Beach your Product, you agree to release us from any claim as to the Product, the data stored in such Product, or any information on any media used in conjunction with the Product and which you send to Cell Beach, or for such data's security, integrity, confidentiality, disclosure or use. Cell Beach is not responsible for: (a) any loss suffered by you due to any data that is not erased from the device and transferred to a third party, or (b) any loss of data after you submitted your Product to us.
- Product Inspection; Offer Recalculation. Your Product must be received by Cell Beach within fourteen (14) days after you accept the original offer provided by Cell Beach and complete the check- out process on the Cell Beach Website (the "Delivery Period") or the offer shall automatically expire. Packing and shipping recommendations provided to you by Cell Beach should be followed in order to avoid possible damage to or loss of the Product in transit. Cell Beach will inspect all Products that are received. Cell Beach has the option to accept or reject the Product, including without limitation, to reject any Product not conforming to the description you provided to us, any Product modified in such a way that it no longer conforms to the original factory specifications, any Product no longer complying with applicable laws or regulations (e.g., FCC rules, etc.) and/or any Product damaged or lost in transit. If Cell Beach rejects the Product for any of these reasons, the original offer automatically expires and is rescinded. Cell Beach reserves the right to revoke the original offer and provide a revised offer for the Product if: (a) the Product and/or materials are not as described, (b) the Product is received by Cell Beach after the Delivery Period, and/or (c) Cell Beach receives Product(s) that are different from those identified when your offer was calculated.
- Recalculated Product Offers after Inspection. In the event Cell Beach recalculates the offer it provided for the Product after it has been received and inspected, as described above, you shall have the option of accepting or rejecting the new offer. If you accept the new offer, you will be paid in normal course and in accordance with these service terms. If you reject the new offer, Cell Beach will return the Product to you at the address from which it was originally sent. Cell Beach will give you a period of five (5) days after Cell Beach presents you with a recalculated offer via email at the address you provided to accept or reject the new offer (the "New Offer Period"). Cell Beach will also remind you of the outstanding new offer one or more times during the New Offer Period. However, if the new offer is neither affirmatively accepted nor rejected by you during the New Offer Period, the new offer will be deemed to have been accepted by you and you will be paid the new offer price in the normal course and in accordance with these service terms. For the avoidance of doubt, your acceptance of the original offer and/or any new offer is final and you may not change your mind later about accepting such offer.
- Releasing Rights to Product. Once you send Cell Beach your Product, Cell Beach cannot and does not guarantee that it will be able to honor any request for return of the Product and/or any data or information contained in such Product. Of course, if Cell Beach rejects the Product or you do not accept any new offer for the Product pursuant to Sections 9 and 10 ("Return Circumstances"), your Product will be returned to you as set forth in Sections 9 and 10.
- Risk-Of-Loss. You remain responsible for the risk-of-loss for the Products until delivery of the same to Cell Beach. You are responsible for any damages that may occur to your Product while in transit. Cell Beach is responsible for risk-of-loss when it opens the packaging containing your Product and ceases in the event Cell Beach returns your product to you for any reason. For the avoidance of doubt, in such event, risk of loss will be transferred to you once Cell Beach delivers the package to the carrier for return to you and you will bear the risk-of-loss while the Product is in transit.
- Passing of Title. Title to the applicable Product passes to Cell Beach upon Cell Beach’s acceptance of the Product for the original offer or the new offer, as applicable. If there is a Return Circumstance, title shall not pass and shall remain with you.
- Non-Transferable. Any offer by Cell Beach for your Product is non- transferable and not redeemable for any other consideration other than what is offered by Cell Beach.
- Import and Export Laws. You agree to comply fully with all import and export laws, regulations, rules and orders of the United States, or any foreign government agency or authority, and that you will not directly or indirectly transfer your Product without proper authorization from the U.S. and/or foreign government. You bear responsibility for and assume all expenses relating to your compliance with the described laws, regulations, rules and orders, and for obtaining all necessary authorizations and clearances in order to convey your Product to Cell Beach, including without limitation, valuation, classification and duties applicable with the import of any goods. Please note: U.S. trade sanctions administered by the Office of Foreign Assets Control (OFAC) generally prohibit the importation into the United States (including U.S. territories), either directly or indirectly, of most goods, technology, or services (except information and informational materials) from, or which originated from Cuba, Iran, Iraq, Libya, North Korea, Serbia, or Sudan; from foreign persons designated by the Secretary of State as having promoted the proliferation of weapons of mass destruction; named Foreign Terrorist Organizations; designated terrorists and narcotics traffickers. You may not offer or provide to Cell Beach for sale, any Products that would violate the provisions of this Section 15.
- Promotions. From time to time, and at Cell Beach's sole discretion, Cell Beach may offer promotional programs as an incentive to customers. Promotions applicable to payments are applied as an increment to the final value of a customer's Product, but they are not considered a change in that final value. Promotional programs have explicitly defined terms, including but not limited to, expiration, usage per person and per transaction, and other limitations and restrictions. Unless otherwise stated, promotions must be applied by you before checkout. For the avoidance of doubt, once checkout is completed, promotions cannot be applied to the same transaction. Cell Beach reserves the right, in its sole discretion, to cancel or refuse promotions.
- Accuracy of all Information. Cell Beach makes every effort to ensure the accuracy of all information you receive in relation to your Product. From time to time, however, there may be typographical errors, technical inaccuracies, pricing or other errors or omissions. As such, Cell Beach reserves the right, at any time prior to payment, to:(a) Correct an error. (b) Change the offer. In the event the Product has already been sent to Cell Beach, the changed offer will become a New Offer subject to the processes set forth in Section 9 and Section 10. Otherwise, the changed offer will be a re-issued original offer, which you may accept or reject. (c) Void a transaction. If the Product was already sent to Cell Beach, Cell Beach will be deemed to have rejected the Product resulting in a Return Circumstance subject to Section 11.
- Electronic Notices and Transactions.
You agree to transact with us electronically, including without limitation, agreeing to terms and conditions or offering to sell your Product by electronic means. You authorize Cell Beach to provide you with terms and important notices about Cell Beach and your transactions to an email address you provide to us or by posting notices on an applicable page (or my account area) on www.Cell Beach.com. It is your duty to keep your email address accurate and up to date and to maintain a valid email address and to ensure that emails we send you are not filtered or stopped by spam filters or other types of email blocking functionalities. If you no longer desire to transact electronically with us, you may no longer use the Cell Beach Websites. You can retrieve and review this Agreement by clicking on the "Legal" link at www.Cell Beach.com.
- Access. You are responsible for obtaining at your own expense all equipment and services needed to access and use the Cell Beach Websites and the Cell Beach Services, including all devices, Internet browsers and Internet access. If you access the Cell Beach Website and the Cell Beach Services through a mobile or wireless device, you are responsible for all fees that your carrier may charge you for data, text messaging and other wireless access or communications services.
- Use of Services. By using Cell Beach Websites, you agree not to (i) access any of the Services by any means (including, without limitation, by use of scripts, web crawlers or similar methods) other than through the user interface provided by Cell Beach; and (ii) engage in any other activity that interferes with or disrupts the Services or performance of the Cell Beach Websites.
- No Warranties. WE PROVIDE THE CELL BEACH SERVICES AND WEBSITES "AS IS," "WITH ALL FAULTS," AND "AS AVAILABLE," WITHOUT EXPRESS OR IMPLIED WARRANTIES OF ANY KIND. WE DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND THE IMPLIED CONDITIONS OF SATISFACTORY QUALITY. WE MAKE NO REPRESENTATIONS THAT YOUR TRANSACTIONS WITH CELL BEACH WILL MEET YOUR REQUIREMENTS.
- Limited Liability. IN NO EVENT SHALL CELL BEACH, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS OR CONTRACTORS BE LIABLE FOR ANY COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSS OF DATA, INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, OR ANY CLAIMS OF YOU OR OTHER THIRD PARTIES WHATSOEVER WITH RESPECT TO YOUR TRANSACTIONS WITH CELL BEACH UNDER THIS AGREEMENT. Some states do not allow the exclusion or limitation of liability of consequential or incidental damages, so the above exclusions may not apply to all users; in such states liability is limited to the fullest extent permitted by law.
- Indemnity. You agree to indemnify, defend, and hold harmless Cell Beach, its parent, subsidiaries, affiliates, officers, directors, employees, agents, representatives, vendors and distributors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys’ fees) that such parties may incur as a result of or arising from your (or anyone using your account’s) violation or breach of any terms under this Agreement. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.
- Entire Agreement/No Waiver. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof. The captions are used only as a matter of convenience and are not to be considered a part of this agreement or be used in determining the intent of the parties to it. No waiver by Cell Beach of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Sections 6, 8, 11, 13, 15, 18, 19 and 22 through 28 shall survive termination of this Agreement.
- Correction of Errors and Inaccuracies. The Cell Beach Website and any correspondence related to a transaction may contain typographical errors or other errors or inaccuracies and may not be complete or current. Cell Beach therefore reserves the right to correct any errors, inaccuracies or omissions and to change or update the Content at any time without prior notice. Cell Beach does not, however, guarantee that any errors, inaccuracies, or omissions will be corrected.
- Modification. Cell Beach reserves the right to modify this Agreement at any time. If you do not agree to the changes, you may discontinue using the Cell Beach Websites and/or the Cell Beach Services. Your continued use of any Cell Beach Website and/or Cell Beach Services after any such changes take effect constitutes your acceptance to such changes. Each time you submit a Product for sale to Cell Beach, you reaffirm your acceptance of this Agreement as in effect at the time of such use. You are responsible for reviewing this Agreement each time you use the Cell Beach Websites and/or the Cell Beach Websites. The Agreement is and will be located at https://www.Cell Beach.com/ main/service_terms. The last date this Agreement was revised is set forth below. Terms and conditions modifying the Agreement are effective immediately upon posting.
- Applicable Law and Venue. THIS AGREEMENT AND THE TERMS OF SALE AND TRANSFER OF TITLE OF YOUR PRODUCT ARE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH MASSACHUSETTS LAW AND TO THE EXTENT APPLICABLE, THE LAWS OF THE UNITED STATES. NO CONFLICT OF LAWS OR PROVISIONS OF ANY JURISDICTION WILL APPLY TO THESE TERMS AND CONDITIONS. BY CLICKING ON THE "ACCEPT" BUTTON BELOW, YOU AGREE THAT ANY ACTION AT LAW OR INEQUITY ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS WILL BE FILED ONLY IN STATE OR FEDERAL COURT LOCATED IN BOSTON, MASSACHUSETTS, AND YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY CONSENT AND SUBMIT TO THE EXCLUSIVE JURISDICTION OF SUCH COURTS OVER ANY SUIT, ACTION, OR PROCEEDING ARISING OUT OF THESE TERMS AND CONDITIONS. ALL DISPUTES MUST BE ADJUDICATED IN THE ENGLISH LANGUAGE.