Gavelbase Terms of Service Agreement

Jul 28, 2025

terms

Terms of Service and Limited Liability Agreement

Last Updated: July 28, 2025

Gavelbase LLC, doing business as Gavelbase ("Gavelbase," "we," "us," or "our"), provides a software-as-a-service (SaaS) platform (the "Platform") that enables businesses ("Members," "you," or "your") to create, manage, and operate online marketplaces and auctions. By accessing or using the Platform, you agree to be bound by these Terms of Service and Limited Liability Agreement (the "Terms"). If you do not agree to these Terms, you may not use the Platform.

1. Overview of Gavelbase Services

Gavelbase provides a SaaS platform that enables Members to create and manage their own auction and resale websites. The Platform includes tools for inventory management, consignor and crew account management, cross-listing items to third-party platforms (e.g., eBay, other Gavelbase-powered sites), live auction functionality, auto-bidding, Stripe Connect payment processing, fee management, warehouse/location tracking, and buyer-seller messaging. Gavelbase is a software provider only and does not own, manage, or take custody of inventory, process taxes, participate in transactions, store payment or credit card information directly, store Personally Identifiable Information (PII) directly, or perform services on behalf of Members.

2. Provision of Tools vs. Performance of Services

2.1 Tools Provided by Gavelbase

The Platform may include tools to assist Members with tasks such as calculating taxes, applying fees (e.g., buyers’ premiums, sellers’ premiums, listing fees), categorizing charges, managing inventory, collecting or managing PII (e.g., names, addresses), or facilitating communications. These tools are provided for your convenience and use at your sole discretion. Gavelbase is not in the business of performing these tasks on your behalf, including but not limited to:

  • Calculating, collecting, or remitting taxes.

  • Managing or enforcing fee structures.

  • Collecting, storing, or managing PII.

  • Verifying the accuracy or legality of transactions, listings, content, or PII.

  • Ensuring compliance with legal, tax, payment, or data privacy requirements.

2.2 No Responsibility for Tool Use

While Gavelbase provides tools to assist with various functions, you are solely responsible for:

  • Configuring and using these tools correctly.

  • Verifying the accuracy and legality of any outputs or actions resulting from tool use (e.g., tax calculations, fee applications, PII collection).

  • Ensuring compliance with all applicable laws and regulations when using these tools.

  • Handling any disputes, errors, or liabilities arising from the use of these tools.

Gavelbase does not assume any responsibility or liability for the outcomes, accuracy, or legality of actions taken using the Platform’s tools. For example, while the Platform may allow you to categorize a percentage of sales as a tax or collect PII such as buyer addresses, Gavelbase does not calculate, collect, or remit taxes, nor does it store or manage PII on your behalf, and you remain solely responsible for all related obligations.

3. Acceptance of Terms

By registering for, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, including any future modifications. These Terms constitute a legally binding agreement between you and Gavelbase LLC. If you are entering into these Terms on behalf of a business or other legal entity, you represent that you have the authority to bind such entity to these Terms.

4. Eligibility

To use the Platform, you must:

  • Be at least 18 years of age or the age of majority in your jurisdiction.

  • Be a legally recognized business entity or individual with the authority to conduct business.

  • Comply with all applicable local, state, federal, and international laws, including those related to taxation, commerce, consumer protection, payment processing, and data privacy.

  • Provide accurate and complete information during registration and maintain the accuracy of such information.

Gavelbase reserves the right to refuse service to any individual or entity at our sole discretion.

5. Scope of Services

5.1 Software-as-a-Service

Gavelbase provides a cloud-based software platform that enables Members to:

  • Create and customize auction and resale websites.

  • Manage inventory, consignors, and crew accounts.

  • Cross-list items to third-party marketplaces (e.g., eBay) or other Gavelbase-powered sites.

  • Facilitate live auctions and auto-bidding.

  • Process payments and collect PII via Stripe Connect.

  • Configure fees, including buyers’ premiums, sellers’ premiums, and listing fees.

  • Track warehouse locations and inventory.

  • Enable buyer-seller messaging.

5.2 No Ownership or Transactional Role

Gavelbase is solely a software provider. We do not:

  • Own, manage, or take custody of any inventory listed on Member-run marketplaces.

  • Process, collect, or remit taxes on behalf of Members, buyers, or sellers.

  • Act as a party to any transactions facilitated through the Platform.

  • Store or process payment or credit card information directly.

  • Store or manage PII directly, including but not limited to names, addresses, or contact information.

  • Perform services such as tax calculation, fee enforcement, PII management, or legal compliance on behalf of Members, even if tools are provided to assist with these tasks.

  • Guarantee the accuracy, legality, or completion of any transactions or data collection.

5.3 Third-Party Integrations

The Platform integrates with third-party services, including Stripe Connect for payment processing and PII storage, and eBay for cross-listing. Members are responsible for complying with the terms of service of these third-party providers. Gavelbase is not liable for any issues arising from third-party services, including service interruptions, data breaches, payment disputes, transaction failures, or PII-related issues.

6. Payment Processing and PCI Compliance

6.1 Stripe Connect Payment Processing and PII Storage

All payment processing and storage of Personally Identifiable Information (PII) on the Platform are handled exclusively through Stripe Connect, a third-party payment processor. Gavelbase facilitates the integration of Stripe Connect for Members to:

  • Process payments (e.g., credit card, debit card, or other payment methods supported by Stripe).

  • Collect and store PII (e.g., buyer or seller names, addresses, contact information) as required for transactions.

Gavelbase does not:

  • Store, process, or transmit credit card or payment information directly.

  • Store or manage PII directly.

  • Act as a payment processor, merchant of record, or data controller for PII.

  • Assume responsibility for the security, accuracy, or completion of payment transactions or PII storage.

6.2 PCI DSS Compliance

Gavelbase adheres to the Payment Card Industry Data Security Standard (PCI DSS) requirements as mandated by Stripe Connect for SaaS platforms that integrate with their services. We implement Stripe’s pre-built security features, including but not limited to:

  • Tokenization of payment data to ensure no sensitive cardholder data is stored on Gavelbase servers.

  • Use of Stripe’s secure payment forms (e.g., Stripe Elements) for payment collection.

  • Compliance with Stripe’s security and encryption standards for data transmission.

As Gavelbase does not store, process, or transmit cardholder data or PII directly, our PCI DSS obligations are limited to those required by Stripe for SaaS platforms. Members are responsible for:

  • Ensuring their own PCI DSS compliance for any additional payment-related activities outside of Gavelbase’s integration with Stripe.

  • Maintaining secure systems and practices for handling payment-related data or PII in their marketplaces.

  • Complying with Stripe’s PCI DSS requirements as outlined in Stripe’s terms of service.

6.3 Member Responsibilities for Payment Processing and PII

You are solely responsible for:

  • Setting up and maintaining a valid Stripe Connect account in good standing.

  • Complying with Stripe’s terms of service, including requirements for PCI DSS compliance and PII handling.

  • Handling all payment-related disputes, chargebacks, refunds, or fraud claims.

  • Ensuring that payment collection and PII storage processes are transparent and compliant with applicable laws (e.g., consumer protection, GDPR, CCPA).

  • Obtaining necessary consents from buyers and sellers for the collection, storage, and processing of PII.

  • Notifying buyers and sellers of any fees, charges, or terms related to payment processing or PII collection.

  • Verifying the accuracy and legality of any payment or PII-related configurations made using Platform tools.

Gavelbase is not liable for any losses, damages, or liabilities arising from payment processing or PII storage, including but not limited to:

  • Transaction failures or errors.

  • Chargebacks, disputes, or fraudulent transactions.

  • Breaches of payment data or PII occurring within Stripe’s systems or your systems.

  • Non-compliance with PCI DSS, data privacy laws, or other regulations by you or Stripe.

7. Member Responsibilities

7.1 Compliance with Laws

You are solely responsible for ensuring that your use of the Platform complies with all applicable local, state, federal, and international laws, including but not limited to:

  • Tax laws related to sales, use, value-added, or other taxes.

  • Consumer protection laws.

  • Data privacy and protection regulations (e.g., GDPR, CCPA).

  • Payment processing regulations, including PCI DSS.

  • E-commerce and auction regulations.

Gavelbase does not provide legal, tax, financial, payment compliance, or data privacy advice. You should consult with qualified professionals to ensure compliance.

7.2 Tax Obligations

You acknowledge and agree that:

  • Gavelbase does not calculate, collect, or remit taxes on your behalf, even though the Platform may provide tools to assist with tax categorization or calculation.

  • You are solely responsible for determining, collecting, and remitting any taxes (e.g., sales tax, VAT) arising from transactions facilitated through the Platform.

  • You are responsible for verifying the accuracy and legality of any tax-related configurations or calculations made using Platform tools.

  • Gavelbase is not liable for any tax liabilities, penalties, or interest incurred by you, your buyers, or your sellers.

7.3 Payment and PII Compliance

You are responsible for:

  • Ensuring that all payment transactions and PII collection/storage comply with applicable laws and regulations.

  • Maintaining PCI DSS compliance and data privacy compliance (e.g., GDPR, CCPA) for any systems or processes outside of Gavelbase’s Stripe Connect integration.

  • Handling all payment-related disputes, including chargebacks, refunds, or fraud claims.

  • Handling all PII-related disputes, including breaches or misuse of PII.

  • Clearly disclosing all fees, charges, or terms related to payment processing and PII collection to your buyers and sellers.

  • Verifying the accuracy of any payment or PII-related configurations made using Platform tools.

7.4 Content and Conduct

You are responsible for all content (e.g., listings, images, descriptions) posted on your marketplace. You agree not to:

  • Post unlawful, defamatory, obscene, or infringing content.

  • Engage in fraudulent or deceptive practices, including payment fraud or misuse of PII.

  • Use the Platform to facilitate illegal transactions or activities.

  • Violate the intellectual property or privacy rights of others.

Gavelbase reserves the right to remove or suspend any content or account that violates these Terms or applicable laws.

7.5 Account Security

You are responsible for maintaining the confidentiality of your account credentials, including Stripe Connect credentials, and for all activities conducted under your account. You must notify Gavelbase and Stripe immediately of any unauthorized access or security breaches, including those involving PII.

7.6 Use of Tools

When using tools provided by the Platform (e.g., for tax calculation, fee application, PII collection, or inventory management), you are responsible for:

  • Configuring the tools in a manner that complies with applicable laws and meets your business needs.

  • Verifying the accuracy, legality, and appropriateness of any outputs or actions resulting from tool use (e.g., tax amounts, fee applications, PII collection).

  • Handling any disputes, errors, or liabilities arising from the use of these tools.

Gavelbase provides these tools “as is” and does not assume responsibility for their configuration, use, or outcomes.

8. Fees and Pricing

8.1 Subscription Fees

Gavelbase charges subscription fees for access to the Platform, as outlined in your subscription plan. Fees may be charged monthly, annually, or on another billing cycle, as agreed upon at registration.

8.2 Fee Changes

Gavelbase reserves the right to modify subscription fees or introduce new fees at any time, with notice provided at least 30 days in advance via email or through the Platform. Continued use of the Platform after such changes constitutes your acceptance of the new fees.

8.3 Transaction Fees

Members may configure fees (e.g., buyers’ premiums, sellers’ premiums, listing fees) within their marketplaces using tools provided by the Platform. Gavelbase facilitates the calculation and application of these fees as configured by you but does not:

  • Collect or retain these fees.

  • Verify the accuracy or legality of fee configurations.

  • Assume responsibility for disputes related to fees.

You are responsible for:

  • Setting appropriate fee structures in compliance with applicable laws.

  • Ensuring fees are clearly disclosed to buyers and sellers.

  • Handling any disputes related to fees.

  • Verifying the accuracy of fee calculations made using Platform tools.

8.4 Payment Processing Fees

Stripe Connect may charge additional fees for payment processing or PII storage (e.g., transaction fees, cross-border fees). These fees are determined by Stripe and are your responsibility. Gavelbase does not control or retain these fees and is not liable for any issues related to their application.

8.5 Non-Payment

Failure to pay subscription fees or Stripe Connect fees may result in suspension or termination of your access to the Platform or payment processing/PII storage capabilities. Gavelbase is not liable for any losses incurred due to suspension or termination for non-payment.

9. Limited Liability

9.1 Disclaimer of Warranties

The Platform, including its tools, payment processing, and PII storage features, is provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. Gavelbase does not guarantee that:

  • The Platform or its tools will be uninterrupted, error-free, or secure.

  • The Platform or its tools will meet your specific requirements.

  • Data or content hosted on the Platform, including PII stored by Stripe, will be accurate, complete, or preserved.

  • Payment transactions or PII storage will be processed successfully or securely by Stripe Connect.

  • Tools provided for tasks such as tax calculation, fee application, or PII collection will produce accurate or legally compliant results.

9.2 No Liability for Losses

To the maximum extent permitted by law, Gavelbase LLC, its affiliates, officers, directors, employees, agents, and licensors shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to:

  • Losses due to Platform downtime, interruptions, or failures.

  • Losses arising from transactions facilitated through the Platform, including failed transactions, non-delivery, or defective items.

  • Losses due to payment processing issues, including chargebacks, fraud, or Stripe service interruptions.

  • Losses related to data breaches, hacking, or unauthorized access to payment data, PII, or other data (except where caused by Gavelbase’s gross negligence or willful misconduct).

  • Losses related to third-party integrations (e.g., Stripe, eBay).

  • Losses resulting from the use or misuse of Platform tools, including but not limited to tax calculation, fee application, PII collection, or inventory management.

  • Financial losses, lost profits, or business interruptions caused by your use of or inability to use the Platform.

9.3 No Liability for Taxes

Gavelbase is not responsible for any tax obligations arising from transactions facilitated through the Platform, even if tools are provided to assist with tax categorization or calculation. This includes but is not limited to:

  • Sales taxes, use taxes, value-added taxes, or other taxes imposed by any jurisdiction.

  • Penalties, interest, or fines related to tax non-compliance.

  • Tax reporting or filing obligations.

9.4 No Liability for Payment Processing and PII

Gavelbase is not liable for any issues arising from payment processing or PII storage, including but not limited to:

  • Failed, delayed, or erroneous transactions.

  • Chargebacks, refunds, or disputes.

  • Breaches of payment data or PII occurring within Stripe’s systems or your systems.

  • Non-compliance with PCI DSS, data privacy laws, or other regulations by you or Stripe.

  • Errors or misuse of PII collected or stored via Platform tools or Stripe Connect.

9.5 No Liability for Tool Use

Gavelbase is not liable for any issues, errors, or liabilities arising from the use of tools provided by the Platform, including but not limited to:

  • Inaccurate or non-compliant tax calculations.

  • Incorrect or unlawful fee applications.

  • Errors in PII collection or management.

  • Errors in inventory management or transaction processing.

  • Disputes arising from the use of tools for communication, reporting, or other functions.

9.6 No Liability for Third-Party Actions

Gavelbase is not liable for the actions or omissions of:

  • Buyers, sellers, consignors, or crew members using your marketplace.

  • Third-party platforms (e.g., eBay, Stripe) integrated with the Platform.

  • Any third party accessing or using your marketplace.

9.7 Limitation of Liability

To the maximum extent permitted by law, Gavelbase’s total liability for any claim arising out of or relating to these Terms or your use of the Platform shall not exceed the amount paid by you to Gavelbase for the use of the Platform in the twelve (12) months preceding the claim.

10. Indemnification

You agree to indemnify, defend, and hold harmless Gavelbase LLC, its affiliates, officers, directors, employees, agents, and licensors from any claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising from:

  • Your use or misuse of the Platform, including its tools, payment processing, or PII storage features.

  • Your violation of these Terms or applicable laws, including tax, payment, or data privacy regulations (e.g., PCI DSS, GDPR, CCPA).

  • Disputes between you and your buyers, sellers, consignors, or crew members.

  • Your use of Platform tools, including but not limited to tax calculation, fee application, or PII collection.

  • Your failure to comply with tax, payment, or data privacy obligations.

  • Content posted on your marketplace that violates third-party rights, including intellectual property or privacy rights.

11. Intellectual Property

11.1 Gavelbase Intellectual Property

The Platform, including its software, design, code, tools, and branding, is owned by Gavelbase LLC and protected by copyright, trademark, and other intellectual property laws. You are granted a non-exclusive, non-transferable, revocable license to use the Platform solely for its intended purpose, subject to these Terms.

11.2 Member Content

You retain ownership of content you post on your marketplace (e.g., listings, images). By posting content, you grant Gavelbase a non-exclusive, royalty-free, worldwide license to use, store, and display such content solely to provide and improve the Platform’s services.

12. Data Privacy and Security

12.1 Data Collection and PII

Gavelbase uses Stripe Connect to collect and store PII (e.g., names, addresses, contact information) as part of transaction processing. Gavelbase does not store or manage PII directly. Gavelbase collects and processes other data as described in our Privacy Policy, which is incorporated into these Terms by reference. You are responsible for:

  • Obtaining any necessary consents from your users (e.g., buyers, sellers) for the collection, storage, and processing of PII, including when using Platform tools.

  • Ensuring compliance with data privacy laws (e.g., GDPR, CCPA) when collecting or managing PII.

  • Verifying the accuracy and legality of any PII collected using Platform tools.

12.2 Data Security

While Gavelbase implements reasonable security measures, we do not guarantee the security of data transmitted through the Platform, stored by Stripe, or generated by its tools. You are responsible for:

  • Securing your account and any sensitive data you process, including PII.

  • Complying with data privacy laws and regulations applicable to your marketplace.

  • Handling any data breaches or security incidents involving PII stored by Stripe or your systems.

Gavelbase is not liable for any data breaches, unauthorized access, or misuse of PII, except where caused by Gavelbase’s gross negligence or willful misconduct.

13. Termination

13.1 Termination by You

You may terminate your account by providing written notice to Gavelbase and ceasing use of the Platform. No refunds will be issued for unused subscription periods unless required by law.

13.2 Termination by Gavelbase

Gavelbase may suspend or terminate your access to the Platform at our sole discretion, with or without notice, for reasons including but not limited to:

  • Violation of these Terms.

  • Non-payment of fees.

  • Suspected fraudulent or illegal activity.

  • Abuse of the Platform or its tools.

  • Failure to comply with third-party terms (e.g., Stripe, eBay).

13.3 Effect of Termination

Upon termination, your access to the Platform will cease, and Gavelbase is not responsible for preserving or providing access to your data, including data generated by Platform tools or PII stored by Stripe. You remain liable for any fees or obligations incurred prior to termination.

14. Modifications to the Platform

Gavelbase reserves the right to modify, suspend, or discontinue the Platform or any part thereof, including its tools, with or without notice. We are not liable for any losses or damages resulting from such modifications or discontinuations.

15. Dispute Resolution

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Michigan, without regard to its conflict of law principles.

15.2 Arbitration

Any dispute arising out of or relating to these Terms or the Platform shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. Arbitration shall take place in Prescott, Michigan, and the arbitrator’s decision shall be final and binding. You waive any right to participate in a class action or representative proceeding.

16. Force Majeure

Gavelbase shall not be liable for any failure to perform its obligations under these Terms due to events beyond our reasonable control, including but not limited to natural disasters, cyberattacks, government actions, or third-party service failures.

17. Miscellaneous

17.1 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated herein, constitute the entire agreement between you and Gavelbase LLC regarding the Platform.

17.2 Severability

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

17.3 No Waiver

Gavelbase’s failure to enforce any provision of these Terms shall not constitute a waiver of such provision or any other right.

17.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without Gavelbase’s prior written consent. Gavelbase may assign its rights and obligations at its discretion.

17.5 Notices

Notices from Gavelbase will be sent via email to the address associated with your account or through the Platform. You may contact us at:

Gavelbase LLC
2477 Greenwood Rd
Prescott, MI 48756
Email: support@gavelbase.com

18. Acknowledgment

By using the Platform, you acknowledge that:

  • Gavelbase is a software provider only and does not perform services on your behalf, even if tools are provided to assist with tasks such as tax calculation, fee application, or PII collection.

  • You are solely responsible for tax compliance, payment processing, PII management, transaction disputes, and legal obligations.

  • Gavelbase is not liable for any losses, damages, or liabilities arising from your use of the Platform, its tools, or third-party integrations, including Stripe’s storage of PII.

Contact Us
If you have questions about these Terms, please contact us at support@gavelbase.com.

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