Site Policies

POWERTRADER.COM

USER AGREEMENT

IMPORTANT NOTICE

This Agreement sets forth the terms that govern your use of the PowerTrader.com website and the services offered through the PowerTrader.com website. By using the PowerTrader.com website, you are entering into a binding legal agreement with PowerTrader, LLC, under which you agree to comply with, and to be legally bound by, all of the terms of this Agreement and all of the Policies set forth on this website.

PowerTrader, LLC, is located at 1705 County Road 318, Cleveland, Texas 77327-4878. If you wish to contact PowerTrader, LLC, please use this address.

In order to utilize the PowerTrader.com website, you must first read this Agreement carefully because, when you begin to use this website, you will be deemed to have agreed to all of the terms of this User Agreement.

Introduction

The PowerTrader.com website is an online tool that enables users to offer, sell, buy, and lease from one another equipment and other goods and services that are used in the power industry. The purpose of the PowerTrader.com website is to provide an online marketplace in which buyers and sellers and lessors and lessees can find one another and then make purchases or sales or enter into lease transactions. Although it is conducted through the facilities of PowerTrader.com, each purchase, sale, or lease is conducted directly between the buyer and seller or the lessor and lessee. PowerTrader.com is not a party to any purchase, sale, or lease transaction.

While PowerTrader.com helps to facilitate transactions and the resolution of disputes relating to those transactions, PowerTrader.com and PowerTrader, LLC, have no control over and do not guarantee the existence, quality, safety, or legality of items promoted or offered on the PowerTrader.com website, the truth of any listing or offer that appears on the PowerTrader.com website, the ability of any seller or lessor to sell or lease any product offered on the PowerTrader.com website, the ability of any buyer or lessee to pay for any item that the buyer or lessee attempts to obtain through the PowerTrader.com website, or that any purchase, sale, or lease of any particular item will actually take place.

1. Definitions.

When this Agreement refers to "you", “your”, or “yours”, it means any person who is making use of the PowerTrader.com website, whether as a member, non-member, buyer, seller, lessor, or lessee.

When this Agreement refers to “we”, “our”, or “us”, it means PowerTrader, LLC, a limited liability company organized and existing under the laws of the State of Texas.

When this Agreement refers to a “Product”, it means any good or service that is listed on the PowerTrader.com website as available for sale or lease.

When this Agreement refers to a “PowerTrader Member”, it means an individual or an entity that has become a member of the PowerTrader.com website by following the instructions that appear on this website.

When this Agreement refers to “Equipment”, it means any item of equipment that is used, or that may be used, in the process of producing, generating, transmitting, or distributing power in any form.

When this Agreement refers to “Services”, it means any service that directly or indirectly facilitates the production, generation, transmission, or distribution of power in any form, as well as any service that service that facilitates the commerce relating to the production, generation, transmission, or distribution of any such power.

When this Agreement refers to “Power”, it means physical power or energy produced from any source of energy, including, but not limited to, electricity, fuel, synthetic sources, and nuclear sources.

When this Agreement refers to a “Fee” or to “Fees”, it means the fee or fees described in this website that are in effect on the date of a particular transaction that users must pay in order to make certain uses of this website.

2. Purchasing Selling, and Leasing Products on the PowerTrader.com Website.

In order to purchase, sell, or lease any product through the PowerTrader.com, you must be a PowerTrader Member. It is easy to become a PowerTrader Member. Simply follow the instructions that appear on this website.

As a PowerTrader Member, you will have the ability to: (i) offer Equipment and/or Services for sale or lease through the PowerTrader.com website; (ii) sell or lease Equipment or Services through the PowerTrader.com website; (iii) offer to purchase or lease Equipment or Services through the PowerTrader.com website; and (iv) purchase or lease Equipment or Services through the PowerTrader.com website. Simply follow the instructions that appear on this website.

PowerTrader.com Members may not buy, sell, or lease, or offer to buy sell or lease, any good or service on the PowerTrader.com website that is not covered by the definition of “Equipment” or “Service” that appears in Section 1 of these Terms and Conditions.

PowerTrader.com Members may list Equipment or Services for sale or lease on the PowerTrader.com website. PowerTrader.com Members who are interested in purchasing or leasing such Equipment or Services must communicate with the offering PowerTrader.com Member through the PowerTrader.com website. Any ensuing sale, purchase or lease must be conducted through the PowerTrader.com website. The parties to the transaction will pay any Fees to us that are required with respect to the transaction. Except for any terms required by this User Agreement, or by any other provision established by us on this website, all other terms of the transaction (including price, delivery terms, warranties, if any, etc.), shall be negotiated and determined solely by the agreement of the parties to the transaction. We are not a party to any transaction conducted through the PowerTrader.com website.

We reserve the right to deny PowerTrader.com Membership to, or to revoke the PowerTrader.com membership of, any person or entity for any reason at our sole discretion. The violation of any of the terms of this User Agreement may result in termination of PowerTrader.com Membership.

3. Fees.

The Fees that we charge for our services and for the use of the PowerTrader.com website are listed on this website. We may change our Fees at any time by posting our revised Fees on this website. You must have a payment method on file when making a transaction through the PowerTrader.com website. You must pay all Fees and applicable taxes associated with our Fees by the date on which the payment is due (as indicated on this website). If, for any reason, we do not receive the payment of any Fee from you when it is due, we may take any or all of the following actions: (i) impose Late Fees on you, as described on this website; (ii) collect the unpaid Fee and any Late Fees by charging any other payment method of yours that is on file with us; (iii) utilize collection agencies to collect the unpaid Fee and any Late Fees; (iv) hire attorneys to take legal action against you to collect the unpaid Fee and any Late Fees; and (v) request that PayPal pay to us the amount that you owe us from your PayPal account balance.

4. Conditions of the Use of this Website.

You agree that you will comply with all requirements established by us regarding the use of this website, whether these requirements appear in these Terms of Use, in any policy that we establish, or anywhere else on this website.

Any individual or entity that acts on behalf of, or becomes a PowerTrade.com Member on behalf of, a business entity, hereby represents and warrants to us that he, she, or it is duly authorized to act on behalf of such business entity and to bind the business entity to this User Agreement and that the Membership account is owned and controlled by the business entity.

You are solely responsible for the accuracy and content of any posting or other communication that you make on this website, whether it relates to an offering of any Equipment or any Service or whether it relates to any offer to purchase or lease any Equipment or Service.

At our sole discretion, we have the right to alter or delete any communication of any kind that you cause to appear on our website.

You will not cause any false, deceptive, misleading, or defamatory communication to appear on our website.

You will not post or list any content on our website in any inappropriate area of our website.

You will comply with all applicable laws in your use of our website. You will not use our website in any way that violates any applicable law, breaches any contractual rights, or violates the legal rights of any person.

You will pay for all Equipment and Services that you purchase using our website, unless we determine, in our sole discretion, that you should not be required to do so. Our determination will affect only your compliance status under these Terms of Use. Any such determination by us will not necessarily affect your obligation under applicable law to make such payment.

You will deliver all Equipment and Services that you agree using our website to deliver, unless we determine, in our sole discretion, that you should not be required to do so. Our determination will affect only your compliance status under these Terms of Use. Any such determination by us will not necessarily affect your obligation under applicable law to make such payment.

You will not post any reviews or other communications of opinion on the PowerTrader.com website that are deceptive or malicious in nature.

You will not cause any virus or other harmful technology to affect our website or its users in any way.

You will not use our website to collect information about its users without their explicit consent.

You will not infringe any copyright, trademark, patent, publicity, moral, database, and/or other intellectual property right that we own or license.

You will not use our website in any way that infringes, or contributes in any way to the infringement of, any copyright, trademark, patent, publicity, moral, database, and/or other intellectual property right of any other person.

Notice for Claims of Intellectual Property Violations and Copyright Infringeement Pursuant to Section 512(c) of Title 17 of the United States Code

We take very seriously notices of alleged copyright infringement under the United States Digital Millennium Copyright Act. We respond to all such notices. We strive to ensure that none of the content that appears on our website infringes the copyright, trademark, or other intellectual property rights of third parties. If you believe that your intellectual property rights have been infringed on our website, please notify us at info@powertrader.com and we will investigate.

5. Our Intellectual Property.

Trademarks and Service Marks.

“PowerTrader”, “PowerTrader.com”, and all logos that we use in connection with our website and our services are the sole proprietary trademarks and service marks of PowerTrader, LLC. Your use of our website, and your membership as a PowerTrader.com Member, give you no rights to use our trademarks and service marks without our express written consent. Nothing in this User Agreement shall be deemed to give you any ownership rights or license rights to use any of our trademarks.

All other trademarks, service marks, product names, and company names appearing on this website are the property of their respective owners.

Content.

You acknowledge that the PowerTrader.com website contains information, data, software, photographs, illustrations, video content, typefaces, graphics, music, sounds, and other material (collectively referred to herein as “Content”) that are subject to and protected by copyrights, trademarks, trade secrets, and/or other proprietary rights and that these rights are valid and protected in all forms, media, and technologies existing now or in the future. All Content is covered by a collective work copyright owned by us under the U.S. copyright laws. We own a copyright in the selection, coordination, arrangement, and enhancement of such Content. We also own copyrights in the portions of the Content that we created as well as the portions of the Content whose copyrights we have acquired. All rights in these copyrights and other intellectual property rights are reserved.

You will not modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any of the Content, in whole or in part. Except as permitted under the fair use privilege under U.S. Copyright law (see, e.g., 17 USC Section 107), you will not upload, post, reproduce, or distribute in any way Content protected by copyright law or covered by other proprietary rights without obtaining the prior express written permission of the owner of the copyright or other proprietary right.

The unauthorized dissemination or distribution of copyrighted or other proprietary Content is illegal and could subject you to criminal prosecution as well as personal liability for damages in a civil suit. You will be liable for any damages resulting from any infringement of copyrights or proprietary rights, or from any other harm, arising from any such unauthorized activity by you.

By submitting content to appear on the PowerTrader.com website, you are representing and warranting to us that you have the legal right to make such a submission and that the appearance of such content on the PowerTrader.com website will not infringe the proprietary rights of any person.

Technology.

The PowerTrader.com website uses software, methodologies, algorithms, and other technology (the “Technology”) that is or may be subject to proprietary rights, including, but not limited to patent rights, trade secret rights, and other rights.

You hereby agree that you will use the Technology solely for the purposes set forth in this website. You will not seek to download, copy, analyze, reverse engineer, transfer, or otherwise utilize or exploit any of the Technology for any other purpose. Any violation of this requirement could result in criminal and civil liability.

Export.

The United States export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to comply with these laws and their regulations (including, but not limited to, the Export Administration Act and the Arms Export Control Act.) in your use of the PowerTrader.com website. You agree not to transfer, by electronic transmission or otherwise, any Content derived from the PowerTrader.com website, or any Equipment or Services through the PowerTrader.com website, to either a foreign national or a foreign destination in violation of such laws.

6. Intellectual Property Licenses Granted by You to Us.

Whenever you place any communication of any sort on our website, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, assignable, and sub-licenseable right to exercise all copyright, trademark, patent, publicity, moral, database, and/or other intellectual property rights that you hold with respect to the communication in the course of our operation of our website (including the publication of the Content therein) and in our provision of services related to our website in any media whatsoever, whether currently in existence or developed at any time in the future. You waive, to the fullest extent permitted under applicable law, any right you might have to enforce against us, our assigns, and our sub-licensees any intellectual property rights that you hold in connection with the use of that content by us, our assigns, and our sub-licensees on this website.

7. Privacy Policy.

Your use of this website is subject to the following Privacy Policy: We collect information about you, our PowerTrader.com Members, and other users of our website in order to establish membership accounts, to handle billing, and to serve you better by understanding your specific needs. We refer to this as “User Information”.

User Information is information that is identifiable to the specific user, such as the user’s name, address, email address, credit card number, or telephone number. User Information also includes any information about the user that the user gives us in the course of becoming a PowerTrade.com Member and in the course of making use of the PowerTrade.com website or other services that we provide.

We may use cookies and other technologies to enhance the user’s experience on our website and to learn about how the user makes use of our website and services. A “cookie” is a small digital file that contains a string of characters that uniquely identifies the user’s browser. While most browsers accept cookies by default, you can manually set your browser to refuse all cookies, to accept cookies from only certain websites, or to notify you when a cookie is sent to your browser.

Our servers may also automatically record information when you visit our website, including the URL that directed you to our website, your IP address, your browser type, and the date and time of your visit.

How We Use Your Information.

We use the information we collect to try to understand your needs and interests. The information enables us to deliver you a more consistent and personalized experience. For example, we may use your information to:

Assist you in completing a transaction or order;

Communicate with you about Equipment and Services;

Provide services and support to you;

Update you on new services and benefits that we provide;

Provide promotional offers that are tailored to you;

Select content to be communicated to you; and

Contact you for market research regarding our products or services.

We sometimes aggregate User Information from many users on a non-identifiable basis in order to help us understand how are services are used and how to make them better.

We use your credit card information solely for payment processing and for fraud prevention efforts. We do not use credit card information, and other sensitive information required to process a credit transaction, for any other purpose. We do not retain your credit card information any longer than necessary to provide these services to you, unless you request that we retain your credit card information to streamline your future purchases.

Policy on Sharing Your User Information.

We will not sell, rent, or lease your User Information to others who are not affiliated with us. We may share User Information with companies working on our behalf and affiliated companies business entities for the purposes described above in this section. We require these companies and entities to adhere to privacy standards and policies at least as protective of user privacy as those we have in place.

It is possible that circumstances might arise, whether for strategic or other business reasons, in which we may decide to sell, buy, merge, or otherwise re-organize our business or portions of our business. Such a transaction might involve the disclosure of personal information to other parties to the transaction or the receipt of such information by us. Under such circumstances, we will seek appropriate protection for all User Information that might be disclosed.

We reserve the right to disclose User Information under circumstances in which we have a good faith belief that access to, use of, preservation of, or disclosure of User information is reasonably necessary to: (a) satisfy any applicable law, regulation, legal process, or legitimate governmental request; (b) detect, prevent, or otherwise address suspected fraud, security, or technical issues; (c) enforce any applicable terms of this User Agreement or any of our Policies, including but not limited to the investigation of potential violations; (d) to protect against harm to the rights, property, or safety of PowerTrader, LLC, users of the PowerTrader.com website, or the general public.

Sites Covered by this Privacy Policy.

The PowerTrader.com website may, from time to time, link to third-party websites for the convenience of users and to provide easy access to additional information. Should you select such a link, you will leave our website. We do not control the websites to which we link. The privacy policies and practices of these websites might be different from ours. Any information that you provide to these third-party websites, or that these third-party websites collect from you, is not covered by our Privacy Policy. We recommend that you read the privacy policy of any such third-party website before you provide it any information.

A link to a third-party website that appears on PowerTrader.com does not constitute an endorsement of such website by us or a representation of any kind about the quality or usefulness of anything found on the third-party website.

Accuracy of User Information.

We seek to keep your User Information accurate and up-to-date. In this effort, we use various technologies, management processes, and policies.

As part of this initiative, we give you reasonable access to much of your User Information so that you may review it and correct any inaccuracies. To safeguard your privacy, however, we will follow certain security procedures to verify your identity when you seek to access your User Information.

We ask that you update your User Information whenever it changes so that any information we use to serve you remains as accurate as possible.

Security of User Information.

We value your trust and we take it seriously. To prevent unauthorized access to, and/or disclosure of, User Information, to maintain data accuracy, and to ensure the appropriate use of User Information, we follow physical, technical, and administrative procedures to safeguard any User Information we collect.

Your Consent.

By using the PowerTrader.com website, you authorize and consent to the collection by us of User Information about you.

8. Limitation of Our Liability.

We Make No Warranties Regarding Our Website or Our Services.

You agree that you are making use of this website, and the services provided through this website, at your own risk and that we are providing this website and the services related to this website on an AS IS and AS AVAILABLE basis.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO EXPRESS WARRANTIES OR IMPLIED WARRANTIES TO YOU, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES FROM COURSE OF DEALING, WARRANTIES THAT OUR WEBSITE IS FREE FROM VIRUSES OR HARMFUL ELEMENTS, AND WARRANTIES OF NON-INFRINGEMENT.

To the extent permitted by applicable law, we (including our members, affiliates, officers, directors, employees, agents, and representatives) are not liable, and you agree not to hold any of us responsible, for any damages or losses (including, but not limited to loss of money, goodwill, or reputation, profits, other intangible losses, or any special, indirect, or consequential damages) resulting directly or indirectly from:

Any problem with any Equipment or Service purchased, sold, offered, or leased through our website;

Any communication that you make or receive through or in connection with our website;

Your use or inability to use our website or our related services;

Any assistance or advice that you receive from us;

Any delays or disruptions in the operation of our website or in our services;

Any viruses, malicious software, or other harmful elements that result from the use of our website.

Any malfunctions, errors, or inaccuracies in the operation of our website or our services;

Damage to any of your devices resulting from the use of our website or services;

Any actions of any other users of our website;

The exercise by us of our right to prohibit you form making one or more use of our website or services.

We Make No Warranties Regarding the Equipment and Services Offered, Sold, and Leased Through Our Website.

YOU UNDERSTAND ACKNOWLEDGE THAT WE DID NOT DESIGN OR MANUFACTURE ANY EQUIPMENT OR SERVICE OFFERED ON OUR WEBSITE. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE EQUIPMENT AND SERVICES OR THEIR OPERATION. TO THE FULLEST EXTENT PERMISSABLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE PURCHASE, LEASE, OR USE OF ANY PRODUCT, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND/OR CONSEQUENTIAL DAMAGES.

We are not responsible for any defects, malfunctions, or other problems that you encounter with any Equipment or Service. You agree that your sole remedy or recourse for claimed negligence, product defect, liability, or contractual violation caused by any Equipment or Service lies with the seller or lessor (and, if applicable, the manufacturer or provider) of the Equipment or Service.

You will have the benefit of any applicable warranty provided to you by the seller (or, if applicable, the manufacturer or provider) of any Equipment or Service that you obtain through our website. You should refer to the written materials provided to you by the seller or lessor for more information on this.

You agree that you will NOT seek to hold us responsible for any defects in, malfunctions of, or other problems with, or caused by, any Equipment or Service.

We shall not be responsible for personal injury, property damage, or any other manner of loss or damages sustained by you or anyone else caused by any Equipment or Service.

To the fullest extent permitted by law, we shall have no liability to you in the event that any Equipment or Service shall be alleged or deemed to infringe any proprietary right of any person or entity.

Limits on Our Liability.

If, despite the terms of this section, we are found liable to you in any way, our liability to you and to any third party is limited to the greater of: (i) the total amount of the Fees that you paid to us during the twelve months prior to the initiation of the action that results in the imposition of liability on us; or (ii) $250.00.

THE LAWS IN CERTAIN STATES DO NOT ALLOW SOME LIMITATIONS ON IMPLIED WARRANTIES OR ON THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS IN THIS AGREEMENT MIGHT NOT APPLY TO YOU AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

9. We are Not Responsible for Any License that Might Apply to any Equipment or Service.

If any Equipment or Service includes or makes use of any intellectual property (including software) that is licensed to you, you will not be the owner of the licensed intellectual property. You will merely have the limited right to use the licensed intellectual property in connection with your use of the Product. Your license will be subject to the terms of a license.

We will not be a party to any such license.

10. Resolution of Disputes.

PLEASE READ THIS SECTION CAREFULLY.

IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND WE HAVE AGAINST EACH OTHER WILL BE RESOLVED.

You and we agree that any claim or dispute at law or equity that has arisen, or that may arise, between you and us (including disputes that involve third parties) in connection with this User Agreement (or any previous or future version of this User Agreement), your use of our website or our services, any Equipment or Service, or any action by us (“Dispute”) will be resolved through binding arbitration, as provided in this section.

The law governing any Dispute will be the law of the State of Texas and the applicable federal law of the United States, notwithstanding any principle of conflicts of laws. Any litigation over any Dispute will take place in the State of Texas. All Disputes will be resolved exclusively through final and binding arbitration, rather than through litigation in court.

YOU AND WE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST EACH OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR A CLASS MEMBER IN ANY CLASS ACTION OR REPRESENTATIVE OR PRIVATE ATTORNEY GNERAL ACTION OR PROCEEDING. THE ARBITRATOR IN ANY DISPUTE MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS IN ANY ARBITRATION PROCEEDING AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF (INCUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THEINDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).

The arbitration of all Disputes will be conducted by the American Arbitration Association (“AAA”) under its rules and procedures, as modified by the terms of this User Agreement. The use of the word “arbitrator” in this User Agreement shall not preclude the use of more than one arbitrator in a particular proceeding. The rules of the AAA will govern the number of arbitrators who preside over the arbitration of a Dispute.

A party who seeks to begin an arbitration proceeding to resolve a Dispute must first notify the other party by certified mail. Notices to us must be sent to PowerTrader, LLC, 1705 County Road 318, Cleveland, Texas 77327-4878. We will send our notice to you to the address you gave us when you became a PowerTrader.com Member, or at any updated address that you gave us thereafter.

The notice must contain a full and detailed description of the grounds for the dispute (including all relevant facts) and a specific statement of the amount of money, if any, that is being demanded.

If you and we are unable to resolve the Dispute within ninety (90) days after the receipt of the notice, you or we may begin the arbitration proceeding by sending a completed arbitration form to AAA and to the other party. The form for beginning the arbitration proceeding appears on the website for AAA (www.ADR.org). When sending such a form to us, please use the following address via certified mail: PowerTrader, LLC, 1705 County Road 318, Cleveland, Texas 77327-4878.

The arbitration proceeding shall take place in the State of Texas.

The arbitrator will decide all claims in accordance with the terms of this User Agreement and applicable law and principles of equity. The arbitrator shall not be bound by rulings in prior arbitrations that did not involve both you and us. The arbitrator’s decision and award (if any) shall be final and binding. Judgment on the decision and award (if any) rendered by the arbitrator may be entered in any court having jurisdiction.

The payment of all fees relating to the filing of an arbitration proceeding, the administration of the proceeding by the AAA, and the fees of the arbitrator(s) shall be paid in accordance with the applicable rules of the AAA. Each party shall be responsible for its own attorneys’ fees and for the costs associated with conducting its arbitration case.

IF YOU ARE A NEW POWERTRADER.COM MEMBER, YOU CAN CHOOSE TO OPT OUT OF THE ARBITRATION REQUIREMENT DESCRIBED IN THIS SECTION BY MAILING US WITHIN THIRTY (30) DAYS AFTER YOU BECOME A POWERTRADER.COM MEMBER A SIGNED WRITTEN NOTICE BY CERTIFIED MAIL THAT YOU ARE OPTING OUT. YOU SHOULD SEND YOUR SIGNED WRITTEN OPT-OUT NOTICE TO: POWERTRADER, LLC, 1705 COUNTY ROAD 318, CLEVELAND, TEXAS 77327-4878. THE OPT-OUT WILL NOT BE EFFECTIVE IF YOUR NOTICE IS POSTMARKED MORE THAN THIRTY (30) DAYS AFTER YOU BECAME A POWERTRADER.COM MEMBER.

If you opt out of the arbitration requirement, all other terms of this User Agreement will continue to apply to you. Your opt-out notice will have no effect on any previous or future arbitration agreements that you have with us.

11. Indemnification.

In return for being permitted to use the PowerTrader.com website and related services, you agree to hold us and our officers, directors, shareholders, employees, agents, parent companies, subsidiaries, successors, assigns, attorneys, and other representatives harmless from, and to defend and indemnify us and our officers, directors, shareholders, employees, agents, parent companies, subsidiaries, successors, assigns, attorneys and other representatives against, ANY suits, claims, settlements, judgments, costs or expenses of any kind relating in any way whatsoever to, or arising from, your use of the PowerTrader.com website, including attorney’s fees, costs of preparing for litigation, contribution, and/or indemnification, whether in contract, common law, or by statute, made by any person or entity (or for subrogation by an insurer of such person or entity).

Your agreement to defend and indemnify us and our officers, directors, shareholders, employees, agents, parent companies, subsidiaries, successors, assigns, attorneys and other representatives, shall apply to all claims relating to your use of the PowerTrader.com website and/or our related services, including but not limited to claims arising from or related to our performance under this Agreement, acts or omissions in providing services, claims arising from or related to defects or deficiencies in Equipment or Services, and claims related to intellectual property.

You shall notify us of any claim, complaint or notice of damage or loss within the scope of this Section and immediately take such action as may be necessary or appropriate to protect our interests.

In the event that a legal claim of any nature or kind whatsoever is made against us or our officers, directors, shareholders, employees, agents, parent companies, subsidiaries, successors, assigns, attorneys or other representatives, arising out of or related to your use of the PwerTrader.com website, we may, in our sole and reasonable discretion, choose the legal counsel that will represent and defend us and the other indemnified parties in any such action or claim. You will pay any and all fees and expenses of any such legal counsel, or if any such fees or expenses have already paid by us, then you will reimburse us for these fees or expenses as part of your indemnity and defense obligation under this Agreement.

12. Amendment of this User Agreement and Policies.

We may amend this User Agreement and any of our Policies at any time, in any way, by placing the amended User Agreement or Policy on the PowerTrader.com website. Your continued use of the PowerTrader.com website will constitute your acceptance of the terms of the amended User Agreement and/or Policy.

13. Severability.

If any provision of this User Agreement or any Policy is held by a court or an arbitrator to be void or unenforceable, such determination shall not affect the enforceability of any other provision of this User Agreement or any such Policy.

14. Waiver.

If we ever waive any of our rights under this User Agreement or under a Policy in any specific situation, or if we refrain from enforcing a violation of this User Agreement in any specific situation, such an action shall not constitute a waiver of such right or such enforcement power in any future situations.

15. Assignment.

You may not assign any of your rights or delegate any of your duties under this User Agreement. We have the right to assign any or all of our rights under this User Agreement, and to delegate any or all of our duties under this User Agreement, at our discretion and without notice to you and without your consent.

16. Limited Business Relationship.

This user Agreement does not create an agency, partnership, joint venture, employee/employer, or franchisee/franchisor relationship between you and us.

17. Acknowledgement.

You acknowledge that we would not have agreed to permit you to use the PowerTrader.com website, or any of our services, if you had not agreed to all of the terms of this User Agreement.

18. Entire Agreement.

This User Agreement contains the ENTIRE AGREEMENT, understanding and final expression of the binding agreement between you and us with respect your use of the PowerTrader.com website and our services. No prior statements, writings or representations of any type, kind or nature may be used to vary the terms of this Agreement. Any conflict between this Agreement and any other document will be resolved in favor of this Agreement. In the event of a Dispute, it is agreed that any prior statements, writing or representations of any type, kind or nature existing between the parties shall have no evidentiary value whatsoever and that it is the parties’ intent that such documents shall not be submitted or received into evidence. The terms of this User Agreement are contractual and not mere recital.

You hereby acknowledge that you have read this Agreement and that you understand that, by making any use of the PowerTrader.com website, you are agreeing to all of the terms of this User Agreement. You acknowledge that you are accepting the terms of this Agreement voluntarily and of your own free will. You hereby acknowledge and agree that you have had the opportunity to consult with legal counsel regarding this Agreement in that you are making. The provisions of this Section shall survive the cancellation, termination or expiration of this Agreement and until all matters within the scope of this Agreement are fully and finally barred by applicable law.