buyer's agreement
1. Purpose and Scope
The present Buyer Agreement ("Agreement") governs all purchases, bids, offers, and transactions made by individuals or entities acting in the capacity of buyers ("Buyers," "you," or "your") on the Tuners Vault Auction Marketplace platform, located at tunersvault.com ("Tuners Vault," the "Platform," or the "Site"), including all related tools, features, and services (collectively, the "Services"). Tuners Vault is owned and operated from the Province of Ontario, Canada.
By placing a bid, submitting an offer, completing a fixed-price purchase, participating in any listing, or completing a purchase on the Platform, you acknowledge that you have read, understood, and agree to be bound by the terms set forth herein, together with all applicable auction rules, the Terms of Service, the User Agreement, the Settlement Agreement and Policy, the Privacy Policy, the Cookie Policy, the Cross-Border Duties, Taxes & Customs Policy, and the High-Value Risk Policy, each of which is incorporated by reference. In the event of any conflict between the provisions of this Agreement and those of the Terms of Service or the User Agreement, the document that is more specifically applicable to the matter at issue shall prevail, unless the Terms of Service expressly provide otherwise.
If you do not agree with any provision of this Agreement, you must refrain from placing bids, completing purchases, or otherwise using the transactional features of the Platform.
2. Platform Role and Disclaimer
Tuners Vault operates solely as a technology-driven online auction marketplace that provides the digital infrastructure through which independent third-party Sellers may list, and Buyers may bid on and acquire, performance, OEM, aftermarket, JDM, import, discontinued, and replacement parts and components for cars and motorcycles, together with related tools, equipment, and motorsport goods (each, an "Item" or a "Part"). Buyers must understand that Tuners Vault is not a party to the contract of sale formed between the Buyer and the Seller upon the close of a listing. The Platform does not own, hold, inspect, test, dismantle, measure, appraise, verify, warehouse, insure, or take possession of any Item listed for sale.
Tuners Vault does not represent, endorse, or guarantee any Seller, listing, Item description, photograph, part number, fitment claim, condition statement, or claim of authenticity or originality. No agency, partnership, joint venture, or fiduciary relationship of any kind exists between Tuners Vault and any Buyer. The sole function of Tuners Vault is to provide the marketplace through which listings may be published and concluded, and to collect its 9.5% marketplace operations commission in accordance with the Settlement Agreement and Policy.
3. Buyer Eligibility
3.1 Age and Legal Capacity
You must be at least eighteen (18) years of age and possess the full legal capacity to enter into binding contracts under the laws of your jurisdiction of residence. By placing a bid or completing a purchase, you represent and warrant that you meet these requirements.
3.2 Valid Payment Information
You must maintain valid and accurate payment information on file with your Tuners Vault account at all times. Such information must include at least one active credit card to which the 9.5% marketplace operations commission may be charged upon the close of a listing. Failure to maintain valid payment information may result in the forfeiture of winning bids, the imposition of account restrictions, or account termination.
3.3 Compliance with Applicable Law
You must comply with all applicable local, provincial, state, national, and international laws, regulations, and ordinances in connection with your bidding activity and any subsequent transaction, including laws governing import and export controls, customs and tariffs, vehicle safety and emissions standards, dangerous-goods transport, taxation, consumer protection, and anti-money laundering. Tuners Vault reserves the right to restrict, suspend, or terminate Buyer access at any time and for any reason, including for violations of this Agreement or any related policy.
4. Bidding Rules and Obligations
4.1 Bids as Binding Offers
All bids placed on the Platform constitute binding, irrevocable legal offers to purchase the Item at the stated bid amount. By submitting a bid, you unconditionally commit to completing the transaction in the event that you are determined to be the winning bidder upon the close of the applicable listing. A bid, once placed, may not be retracted, withdrawn, modified, or cancelled except where expressly permitted under specific auction rules published on the Platform.
4.2 Listing Cycles and Closing Procedures
Tuners Vault publishes timed auction listings on a continuous basis rather than within a single fixed weekly window. The opening time, duration, closing time, and any applicable extension or anti-sniping protocol are published on the Site with each lot and may be adjusted by Tuners Vault from time to time in its sole discretion. The determination of the winning bidder at the close of a listing is final and binding, subject only to Tuners Vault's right to nullify results in cases of suspected irregularity, manipulation, or policy violation.
4.3 Buy It Now Purchases
Where a Seller offers an Item at a fixed Buy It Now price, a Buyer who activates that function accepts the Seller's offer, forms a binding contract of sale with immediate effect, and closes the listing. Every obligation, deadline, forfeiture consequence, and remedy expressed in this Agreement by reference to an auction, a bid, a winning bidder, or a hammer price applies with equal force to a Buy It Now purchase, to the accepted fixed price, and to the Buyer who completes it. Where a lot carries both a bidding option and a Buy It Now price, the Buy It Now option may be withdrawn automatically once bidding has commenced or a reserve has been met, in accordance with the listing rules published on the Platform.
4.4 Buyer's Obligation to Complete Transactions
Upon being determined the winning bidder or upon completing a Buy It Now purchase, you are obligated to complete the purchase in its entirety, which includes the processing of the 9.5% marketplace operations commission to your credit card on file, or to an alternative credit card you designate, and the payment of the remaining balance of the price, plus any applicable shipping charges and taxes, directly to the Seller within seventy-two (72) hours of the close of the listing, using a payment method accepted by the Seller.
Failure to remit the remaining balance to the Seller within the seventy-two (72) hour payment window shall result in the automatic and irrevocable forfeiture of the 9.5% marketplace operations commission previously charged to the Buyer's credit card, and the Buyer shall have no right to a refund, credit, chargeback, or reversal of the forfeited amount under any circumstances. In addition to forfeiture, Tuners Vault reserves the right, at its sole discretion, to record a strike under the Platform's enforcement policy, suspend or terminate the Buyer's account, restrict future bidding privileges, and pursue any other remedial action available under the Terms of Service or applicable law. By placing a bid or completing a fixed-price purchase, the Buyer expressly acknowledges and agrees that the forfeiture of the deposit in the event of non-completion of payment to the Seller is a reasonable and proportionate provision, represents a genuine pre-estimate of loss suffered by Tuners Vault and the Seller as a result of the Buyer's default, and does not constitute a penalty.
4.5 Prohibition on Bid Manipulation
Buyers shall not engage in shill bidding, bid shielding, bid rigging, collusive bidding, or any other form of auction manipulation. The use of automated software, scripts, or bots to place bids is prohibited unless expressly authorized in writing by Tuners Vault. Any attempt to manipulate the outcome of a listing constitutes a severe violation of this Agreement and may result in immediate and permanent account termination without prior warning.
5. The 9.5% Marketplace Operations Commission and Settlement Process
5.1 Commission Charge at the Close of a Listing
Upon the close of a listing, Tuners Vault will process a charge to the winning Buyer's credit card on file, or to an alternative credit card designated by the Buyer, in the amount of 9.5% of the final hammer price or of the accepted Buy It Now price. Buyers must understand the nature of the charge: it is not a supplementary fee or premium imposed upon the Buyer. It constitutes a deposit that is deducted from the total price of the Item and represents the Seller's commission obligation to Tuners Vault. The amount charged to the Buyer's credit card at this stage reduces the balance owed directly to the Seller.
Where a Buyer wins or purchases more than one lot within the same settlement batch, the 9.5% commission will be calculated on a per-lot basis and may be processed as a single consolidated charge representing the aggregate commission across all lots.
5.2 Settlement Invoice
Following the successful processing of the commission charge, Tuners Vault will issue a settlement invoice to both the Buyer and the Seller. The settlement invoice serves as formal confirmation of the result, discloses the total price, the amount collected by Tuners Vault as its 9.5% commission, the remaining balance payable to the Seller, and the Seller's accepted payment methods. It also introduces the parties to one another so that they may coordinate directly for the purpose of completing the transaction.
5.3 Payment of Remaining Balance
The winning Buyer must remit the remaining balance of the price, together with any applicable shipping charges and taxes, directly to the Seller within seventy-two (72) hours of the close of the listing, using a payment method accepted by the Seller as identified in the settlement invoice or as communicated by the Seller following issuance of the invoice. Tuners Vault does not collect, process, hold, distribute, or otherwise handle payments between Buyers and Sellers beyond the initial 9.5% commission charge.
5.4 Failed Commission Payment
In the event that the credit card transaction for the 9.5% commission charge is declined or fails for any reason, Tuners Vault will notify the Buyer and afford them a period of twenty-four (24) hours to provide a valid alternative payment method. Should the Buyer fail to furnish a functioning payment method within that window, the winning bid shall be deemed forfeited, and Tuners Vault reserves the right to offer the winning position to the next-highest bidder (the "runner-up") at their bid price. If the runner-up declines or fails to provide payment within twenty-four (24) hours, the lot shall be nullified, and the Seller shall be notified accordingly.
5.5 Non-Refundability of the Commission Deposit
The 9.5% marketplace operations commission charged to the Buyer's credit card upon the close of a listing is non-refundable in all circumstances where the Buyer fails to complete the transaction by remitting the remaining balance to the Seller within the seventy-two (72) hour payment window prescribed in Section 5.3. Upon the expiry of the payment deadline without confirmed remittance, the commission deposit shall be deemed automatically and irrevocably forfeited, regardless of the reason for non-payment, including Buyer remorse, financial inability, disputes with the Seller, or disagreements regarding Item condition, fitment, authenticity, or value. The Buyer waives any claim, demand, or right of action against Tuners Vault for the recovery of the forfeited deposit. Nothing in the present Section shall affect Tuners Vault's right to pursue additional remedial measures, including account suspension, permanent termination, and the recovery of consequential losses where applicable. For the avoidance of doubt, where the Buyer's failure to pay the remaining balance results in the nullification of the lot, the commission deposit remains retained by Tuners Vault and is not returned to the Buyer.
6. Pricing, Taxes, Duties, and Additional Charges
6.1 Buyer's Financial Responsibility
The Buyer is responsible for paying the full price of any Item won or purchased, which includes the 9.5% commission portion collected by Tuners Vault and the remaining balance paid directly to the Seller. Beyond that price, Buyers are solely responsible for all applicable sales taxes, goods and services taxes, harmonized sales taxes, value-added taxes, provincial sales taxes, or equivalent consumption taxes imposed by any governmental authority in connection with the transaction or the importation of the Item; for all customs duties, import tariffs, surtaxes, brokerage fees, clearance charges, carrier handling fees, and any other government-imposed fees or charges assessed in connection with a cross-border shipment; and for any shipping, crating, freight, or insurance costs agreed with the Seller.
6.2 No Additional Buyer Premium
Tuners Vault does not impose any buyer's premium beyond the 9.5% marketplace operations commission described in Section 5. The 9.5% commission is not an additional cost; it is a portion of the price collected by Tuners Vault in satisfaction of the Seller's commission obligation.
6.3 Cross-Border Transactions
Where a purchased Item is shipped across international borders, the Buyer acknowledges and accepts full responsibility for all government-imposed charges, customs duties, surtaxes, brokerage fees, and regulatory requirements arising from the importation, and for the admissibility of the Item in the destination jurisdiction. Automotive and motorcycle components are subject to tariff, emissions, and safety measures that change frequently and that differ by country and by commodity. Tuners Vault has no control over, and accepts no liability for, charges assessed or decisions taken by customs authorities, carriers, or government agencies. Buyers should consult the Cross-Border Duties, Taxes & Customs Policy published on the Platform, and should verify the import rules applicable to a specific Part with the customs authority of their own jurisdiction, before placing a bid on an Item offered by an international Seller.
7. Shipping and Delivery
7.1 Seller Responsibility
Unless otherwise stated in the applicable listing, Items are shipped by the Seller directly to the Buyer. Shipping terms, including the carrier, method, packaging, insurance, and applicable charges, are governed by the conditions set forth in the listing and confirmed in the settlement invoice. The Seller is responsible for shipping the Item within seventy-two (72) hours of receiving payment from the Buyer.
7.2 Heavy, Oversized, and Freight Shipments
Engines, transmissions, subframes, body panels, wheel and tyre sets, roll cages, and comparable components frequently exceed standard parcel limits and require palletized freight, crating, or specialized handling. Where a listing does not state a fixed shipping charge for such an Item, the Buyer and the Seller must agree the carrier, service level, packaging method, and cost before payment of the remaining balance. Accessorial charges, including residential delivery, liftgate service, limited-access delivery, redelivery, and storage, are the responsibility of the Buyer unless the Seller has expressly agreed otherwise in writing.
7.3 Delivery Estimates and Carrier Liability
Any delivery timelines stated in listings or settlement invoices are estimates only. Tuners Vault is not responsible for shipping delays, carrier performance failures, lost or damaged packages, theft including theft by carrier personnel, customs holds, regulatory inspections, or any other logistical issue arising after the Seller has tendered the Item to the carrier. All claims relating to lost, damaged, destroyed, or stolen shipments must be initiated by the affected party directly with the shipping carrier in accordance with the carrier's claims procedures and applicable law. Tuners Vault does not serve as an intermediary in shipping disputes between Users and carriers, and the availability of the limited review process described in Section 10 does not constitute an assumption of liability by Tuners Vault for any shipping-related loss.
7.4 Shipping Address Accuracy
Buyers must ensure that the shipping name and address recorded in their Tuners Vault account profile are accurate and current, and that the delivery location is suitable for the size and weight of the Item purchased. If the Buyer's intended shipping destination differs from the address on file, the Buyer must notify the Seller promptly following issuance of the settlement invoice to provide updated shipping instructions. Tuners Vault bears no responsibility for Items shipped to an incorrect address resulting from the Buyer's failure to maintain accurate profile information, nor for refused or undeliverable freight.
7.5 Transfer of Risk and Post-Delivery Responsibility
Unless the Buyer and the Seller have otherwise agreed in writing, risk of loss of or damage to the Item passes from the Seller to the Buyer upon delivery of the Item to the carrier. From that moment the Item travels at the Buyer's risk, which is why Buyers are encouraged to agree insured carriage with the Seller where the value of the Item warrants it, and to read Section 7.3 together with the present Section.
Once the shipping carrier's tracking system records the Item as delivered, whether through electronic delivery confirmation, signature capture, or equivalent proof-of-delivery record, the Seller's shipping obligation shall be considered fully discharged. Any claim arising after confirmed delivery, including allegations of non-receipt, theft from the delivery location, package tampering, or damage discovered subsequent to acceptance, must be pursued by the Buyer directly with the shipping carrier or, where appropriate, with local law enforcement authorities. Tuners Vault bears no liability for any event occurring after the carrier has confirmed delivery. Buyers are encouraged to ensure that a secure and attended delivery location is available, to inspect freight before signing for it and to note any visible damage on the delivery receipt, and to make use of signature-required or hold-at-terminal options where the value of the Item warrants additional security.
8. Item Condition, Fitment, Authenticity, and Due Diligence
8.1 "As-Is" and "As-Described" Sales
All Items sold through the Platform are offered on an "as-is" and "as-described" basis. Buyers acknowledge that Item descriptions, photographs, part numbers, fitment data, test results, and condition reports are provided by Sellers, not by Tuners Vault. The Platform does not inspect, test, measure, appraise, or verify any Item and makes no representation or warranty of any kind, whether express, implied, or statutory, regarding the accuracy of any listing or the condition, quality, authenticity, originality, provenance, mileage, legality, or market value of any Item.
8.2 No Warranty on New or Used Parts
Most Items traded on the Platform are used, removed, take-off, refurbished, or previously installed components, and such components may exhibit wear, heat cycling, corrosion, fatigue, or latent defect that is not visible on inspection. Tuners Vault gives no warranty of any kind, express or implied, in respect of any Item sold through the Platform, whether described as new or as used, and specifically disclaims any warranty as to condition, quality, durability, remaining service life, mileage, performance, output, calibration, emissions status, roadworthiness, merchantability, compatibility with any vehicle, or fitness for any particular purpose.
A Seller may offer a warranty of its own, or pass through a manufacturer's, distributor's, or dealer's warranty, on a particular Item. Any such warranty binds the Seller or the third party named in it, must be stated expressly and in full within the listing, and is never an obligation of Tuners Vault. Where the listing states no warranty, the Item is sold without warranty from the Seller beyond the representations made in the listing and beyond any term implied by law that cannot lawfully be excluded.
Nothing in Sections 8.1 and 8.2 operates to exclude, restrict, or modify a condition, warranty, right, or remedy that applicable law does not permit to be excluded, restricted, or modified. Where the purchase is a consumer agreement within the meaning of the Consumer Protection Act, 2002, S.O. 2002, c. 30, Sched. A, section 9 (2) of that Act applies the implied conditions and warranties of the Sale of Goods Act, R.S.O. 1990, c. S.1, to the goods supplied, and section 9 (3) renders void any term purporting to negate or vary them. Buyers who purchase for personal, family, or household purposes from a Seller acting in the course of a business should read the disclaimers in this Agreement as subject to those provisions, and to the equivalent mandatory protections in force in their own jurisdiction.
8.3 Buyer's Due Diligence Obligation
Prior to placing a bid or completing a purchase, it is the Buyer's sole responsibility to review all available listing information, including photographs, descriptions, part numbers, casting and serial numbers, chassis and engine codes, model-year and VIN ranges, condition disclosures, and any supporting documentation. Buyers should cross-reference every technical identifier against the manufacturer's own documentation, confirm that the Part suits the intended application and the regulatory regime in which the vehicle will be operated, and request additional information, photographs, or measurements from the Seller through the Platform's messaging system wherever uncertainty exists. By submitting a bid or completing a purchase, the Buyer acknowledges having had a reasonable opportunity to examine the listing and accepts full responsibility for the purchasing decision.
8.4 Technical Documentation and Third-Party Testing
Where a listing refers to dyno sheets, compression or leakdown results, borescope images, bench-test reports, calibration records, installation history, or an inspection carried out by a third party, the Buyer acknowledges that such material reflects the condition of the Item at the time of the test, under the conditions and on the equipment then used, and is supplied by the Seller or by a third party engaged by the Seller. Results obtained on different equipment, in different ambient conditions, or after further use may differ. Tuners Vault neither commissions, witnesses, nor verifies any such test, does not guarantee any result, and no testing-related claim shall give rise to any obligation on the part of Tuners Vault.
8.5 Counterfeit and Misrepresented Components
Counterfeit wheels, seats, harnesses, suspension components, turbochargers, electronic control units, and branded hardware circulate in the performance-parts trade, and a counterfeit component may fail catastrophically in service. Buyers should cross-reference branding, part numbers, castings, forgings, date stamps, holograms, and packaging against the manufacturer's published references, and should ask the Seller for supporting documentation before bidding on an Item where authenticity materially affects value or safety. Where a Buyer obtains a determination from the manufacturer whose branding the Item bears, or from a qualified independent specialist, that an Item is counterfeit or materially not as represented, the Buyer may submit that determination under the limited review process described in Section 10.
9. Returns, Refunds, and Chargebacks
9.1 No Returns or Refunds by Tuners Vault
Tuners Vault does not handle, process, manage, administer, or adjudicate returns, refunds, exchanges, or chargebacks. The Platform is not a party to the contract of sale between the Buyer and the Seller, and it assumes no responsibility for post-sale disputes of any kind.
9.2 Buyer-Seller Resolution
Any request for a return, refund, or exchange must be directed by the Buyer to the Seller and resolved exclusively between those two parties. The terms governing returns and refunds, if any, are determined by the individual Seller and should be reviewed by the Buyer within the listing prior to placing a bid. Buyers should note that a Part which has been installed, modified, machined, disassembled, heat-cycled, or fitted to a vehicle is frequently excluded from any return arrangement a Seller may otherwise offer.
9.3 Chargeback Policy
Buyers must refrain from initiating chargebacks, payment disputes, or payment reversals with their credit card issuer or financial institution until a formal resolution attempt has been undertaken directly with the Seller and, where applicable, through Tuners Vault's limited review process described in Section 10. Initiating an unjustified, premature, or abusive chargeback constitutes a material breach of this Agreement. Tuners Vault reserves the right to take any or all of the following actions in response: immediate suspension or termination of the Buyer's account; withholding of future bidding privileges; recovery of reversed funds together with processor penalties, administrative fees, and investigation costs from the Buyer; and pursuit of any available legal remedies.
9.4 Mandatory Consumer Protection Rights
Nothing in this Agreement shall be construed as limiting or excluding any right that a consumer may have under mandatory consumer protection legislation applicable in the consumer's jurisdiction of residence, including the Consumer Protection Act, 2002, S.O. 2002, c. 30, Sched. A (Ontario), and Directive (EU) 2019/771 and Directive 2011/83/EU as transposed into the national law of European Union Member States, to the extent that such rights cannot lawfully be excluded by agreement.
10. Limited Platform Review
Tuners Vault may, at its sole and absolute discretion, review a completed transaction where the Buyer provides documented evidence establishing material misdescription, meaning that the Item received materially and demonstrably differs from the description, part number, or photographs in the listing; damage in transit, supported by carrier inspection reports or contemporaneous photographic evidence; proven inauthenticity, meaning that the manufacturer whose branding the Item bears, or a qualified independent specialist, has determined the Item to be counterfeit or materially not as represented; or despatch of an incorrect Item, meaning that the Buyer received an Item demonstrably different from the lot purchased.
For the avoidance of doubt, Tuners Vault does not accept liability for damage, loss, destruction, or theft of Items during transit; all shipping-related claims must be initiated by the affected party directly with the shipping carrier in accordance with the carrier's claims procedures and applicable law. The existence of the limited review process described in the present Section does not create any obligation on the part of Tuners Vault to compensate, reimburse, or indemnify either party for shipping losses, to intervene in any dispute, or to assume liability for any transaction.
Where a claim qualifies for review, Tuners Vault may request documentation from both parties, temporarily restrict accounts, and facilitate communication. Tuners Vault does not guarantee any particular resolution, refund, credit, or outcome, and all determinations remain within Tuners Vault's sole discretion.
11. Disclosure of Information and Post-Transaction Communication
Upon the close of a listing and issuance of the settlement invoice, certain account information will be shared between the Buyer and the Seller to facilitate completion of the transaction. The Buyer's shipping name and address, as recorded in the Buyer's account profile, will be made available to the Seller for fulfilment purposes. Each party's username or registered business name may also be disclosed.
Following issuance of the settlement invoice, Buyers may communicate directly with Sellers for the sole purpose of completing the transaction, including coordination regarding payment, shipping, freight quotations, updated delivery instructions, and related logistical matters. All information received through this process shall be used exclusively for completing the relevant transaction. Any unauthorized use of such information, including for unsolicited marketing, spam, data harvesting, or any unlawful purpose, is strictly prohibited and may result in account termination and legal action.
By placing a bid or completing a purchase, you expressly consent to the disclosure of the foregoing information to the applicable Seller.
12. Buyer Tax Responsibility and Regulatory Reporting
Buyers are solely responsible for all tax obligations arising from transactions conducted through the Platform, including sales taxes, goods and services taxes, harmonized sales taxes, value-added taxes, import duties, customs tariffs, surtaxes, and any required regulatory reporting obligations. Tuners Vault does not provide tax advice and makes no representations regarding the tax consequences of any transaction.
Tuners Vault may report transactions, including high-value purchases, to tax authorities and regulatory bodies where required by applicable law, and may issue tax documentation, such as information returns, in accordance with the requirements of the Canada Revenue Agency, the Internal Revenue Service, or other relevant governmental authority.
13. Non-Circumvention
Buyers agree not to circumvent or attempt to circumvent Tuners Vault's transactional processes or fee structure by any means. Without limiting the generality of that obligation, Buyers shall not complete transactions outside the Platform with Sellers introduced through Tuners Vault, share or solicit contact information for the purpose of arranging off-platform sales, or take any action designed to avoid the payment of Tuners Vault's marketplace operations commission.
For a period of ninety (90) days following the close of any listing, the Buyer and the Seller introduced through that listing may not complete a private transaction for the same Item outside the Platform. Should such a transaction occur, Tuners Vault reserves the right to invoice the applicable parties for the unpaid commission, suspend or terminate accounts, and pursue all available legal remedies.
14. Limitation of Liability
To the fullest extent permitted by applicable law, Tuners Vault, its officers, directors, employees, agents, affiliates, and licensors (collectively, the "Tuners Vault Parties") shall not be liable for any direct, indirect, incidental, special, consequential, punitive, or exemplary damages arising out of or in connection with Seller misrepresentations, omissions, or fraudulent conduct; the condition, authenticity, originality, compatibility, or value of any Item; mechanical failure, engine damage, vehicle damage, personal injury, or consequential loss arising from the installation, use, or misuse of any Part purchased through the Platform; failure by any Seller to ship or deliver an Item; changes in market value or demand; shipping delays, losses, or damage; disputes between Buyers and Sellers; or any other matter arising from the Buyer's participation in a listing or transaction on the Platform.
In all cases, the total aggregate liability of Tuners Vault for any and all claims arising in connection with a particular transaction shall not exceed the total fees actually paid by the Buyer to Tuners Vault in relation to that specific transaction.
15. Indemnification
Buyers agree to indemnify, defend, and hold harmless the Tuners Vault Parties from and against any and all claims, demands, actions, suits, losses, damages, liabilities, costs, and expenses, including reasonable legal fees, arising out of or related to the Buyer's use of the Platform; participation in any listing or transaction; breach of this Agreement or any related policy; violation of applicable law, including import, emissions, safety, and dangerous-goods law, or of any third-party right; and any dispute with a Seller.
16. Account Suspension and Termination
Tuners Vault reserves the right to suspend, restrict, or terminate Buyer accounts for non-payment or failure to complete transactions in accordance with the timelines prescribed in this Agreement; for the initiation of unjustified, premature, or abusive chargebacks or payment disputes; for violations of this Agreement, the Terms of Service, the User Agreement, or any related policy; for fraudulent, deceptive, or manipulative conduct, including shill bidding, bid shielding, or collusion; and for any other conduct that Tuners Vault, in its sole discretion, determines to be detrimental to the Platform, its Users, or the integrity of the marketplace. Suspension or termination does not relieve the Buyer of any outstanding obligations or liabilities incurred prior to such action.
17. Dispute Resolution and Arbitration
The dispute resolution provisions set forth in the Terms of Service apply in full to this Agreement. Prior to commencing any formal proceedings, Buyers must first attempt informal resolution by providing written notice to Tuners Vault at info@tunersvault.com, following which both parties shall engage in good-faith negotiations for no fewer than thirty (30) days. If the dispute remains unresolved, it shall be submitted to final and binding arbitration in the Province of Ontario, Canada, pursuant to the Arbitration Act, 1991, S.O. 1991, c. 17, before a single neutral arbitrator. All disputes must be brought in an individual capacity; class actions, representative proceedings, and jury trials are waived to the fullest extent permitted by law. Either party may bring an individual claim in Small Claims Court where the monetary threshold is satisfied.
The arbitration and class-waiver provisions apply only to the extent permitted by the law governing the Buyer concerned. Where a Buyer is a consumer within the meaning of the Consumer Protection Act, 2002, S.O. 2002, c. 30, Sched. A, section 7 (2) of that Act renders an arbitration term invalid insofar as it would prevent the consumer from commencing an action in the Superior Court of Justice, and section 8 (1) preserves the consumer's right to commence or join a class proceeding. Those rights are not waived by this Agreement, and equivalent mandatory protections in force in a Buyer's own jurisdiction apply in the same manner.
18. Governing Law
The present Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-law principles. To the extent that any matter falls outside the scope of the arbitration provisions, the courts of the Province of Ontario located in the City of Toronto shall have exclusive jurisdiction, and you hereby irrevocably attorn to the jurisdiction of such courts.
19. Electronic Contracting
By placing a bid, completing a fixed-price purchase, clicking "I Agree," or otherwise accepting this Agreement through the Platform's electronic interface, you acknowledge that your acceptance constitutes a valid and enforceable electronic agreement within the meaning of the Electronic Commerce Act, 2000, S.O. 2000, c. 17 (Ontario), and applicable federal and international frameworks governing electronic transactions. You waive any objection to the enforceability of this Agreement based solely on the fact that it was formed by electronic means.
20. Severability
Should any provision of this Agreement be determined by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, such determination shall not affect the validity or enforceability of the remaining provisions. The invalid provision shall be modified to the minimum extent necessary to render it valid and enforceable, or, where modification is not possible, severed from this Agreement.
21. Entire Agreement
Together with the Terms of Service, the User Agreement, the Settlement Agreement and Policy, the Privacy Policy, the Cookie Policy, the Cross-Border Duties, Taxes & Customs Policy, and the High-Value Risk Policy, this Agreement constitutes the entire agreement between you and Tuners Vault with respect to the subject matter hereof. No waiver of any provision shall be effective unless in writing and signed by Tuners Vault.
22. Contact Information
For any questions, concerns, or formal notices regarding this Agreement, please contact Tuners Vault by email at info@tunersvault.com or through the website at https://tunersvault.com.
23. Acknowledgement
By placing a bid, submitting an offer, or completing a purchase on the Platform, you confirm that you have read this Buyer Agreement in its entirety, that you understand all provisions contained herein, and that you voluntarily agree to be bound by its terms. You further acknowledge that you have had the opportunity to seek independent legal advice prior to accepting this Agreement.
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