Auction Rules

These Auction Rules are part of the Low Miles No Miles Terms of Use. They govern every auction run on the Service by Low Miles No Miles, LLC ("LMNM," "we" or "us"), and the relationship among LMNM, the seller and every bidder in that auction. Schedule A, the Standard Sale Terms, sets out the terms of the vehicle sale between the buyer and the seller. Capitalized terms not defined here have the meanings in the Terms of Use.

You accept these Rules, together with the Fee Schedule and Refund Policy, when you submit a vehicle for auction and when you check the box to accept them before bidding. Each bid you confirm records the versions of these Rules and the Fee Schedule you accepted. The versions in effect when an auction starts govern that auction.

1. Who does what

1.1. The seller offers the vehicle for sale, is responsible for the facts about it, sets or approves the reserve, and sells the vehicle to the buyer.

1.2. Bidders make offers to buy the vehicle by bidding. The winning bidder becomes the buyer.

1.3. LMNM reviews and accepts vehicles for auction, prepares and publishes the auction listing, runs the timed online auction, identifies the high bidder, announces the result, introduces the buyer and seller, and charges the fees in the Fee Schedule. LMNM does not own the vehicle, does not take title to it, does not ordinarily take possession of it, and does not collect or hold the purchase price.

1.4. LMNM's limited authority. The seller authorizes LMNM to run the auction under these Rules on the seller's instructions (including the reserve), to announce the result, and to issue a written Sale Confirmation on the seller's behalf. Each bidder authorizes LMNM to issue the Sale Confirmation on the bidder's behalf if that bidder wins. LMNM has no other authority to act for the seller or any bidder, does not negotiate for either of them, and is not a party to the vehicle sale.

2. Who may bid

2.1. To bid, you must have an account in good standing, be at least 18, and meet the bidder readiness requirements the auction page shows. These may include a verified email address, a verified phone number, a payment card on file and an active card authorization under Section 3.

2.2. LMNM may require more verification, may limit or refuse bidding by any account, and may restrict an account's bidding with a recorded reason.

2.3. A dealer's team member who bids for the dealer binds the dealer as well as themselves.

3. The $250 card authorization

3.1. What it is. To show you are ready to pay the Buyer Service Fee if you win, LMNM asks your card issuer for a temporary authorization of $250 on your card on file when you first bid in an auction. An authorization, sometimes called a hold, is not a charge. It is not a payment toward the vehicle, and it is not itself the Buyer Service Fee.

3.2. What you may notice. While an authorization is active, your card issuer may reduce your available credit, or for a debit card the money available in your account, by the authorized amount. Some banks show an authorization as a "pending" transaction even though it is not a charge.

3.3. How long it lasts. Card networks and issuers limit how long an authorization can stay active, often about four to seven days. An authorization may therefore expire before an auction ends. If your authorization expires or is released while you are still bidding, you authorize LMNM to request a new authorization of up to $250 on your card on file, and we may ask you to confirm your card or complete a new authorization before your next bid is accepted.

3.4. Release. When an authorization is no longer needed for an auction, for example because the auction has ended and you did not win, we ask your card issuer to release it. Your card issuer, not LMNM, decides when released funds or credit become available to you again. This is often immediate but can take several business days, and sometimes longer for debit cards.

3.5. If you win. If an authorization is still active when you win, LMNM may apply it toward your Buyer Service Fee by charging up to $250 of it and charging the rest of the fee separately. Otherwise, LMNM releases the authorization and charges the full Buyer Service Fee as Section 11 describes.

4. Placing a bid

4.1. A bid is the amount you bid. There is no automatic or proxy bidding. The price shown is always an amount a member committed to.

4.2. Increments. Each bid must be at least the current price plus the increment for that price. The minimum next bid is always shown before you confirm. The increment is based on the current price:

4.3. Review before you confirm. Before a bid is placed, the Service shows you the bid amount, the estimated Buyer Service Fee on that amount and the total, and lets you edit or cancel. A bid is placed only when you confirm it.

4.4. Timing. The time a bid is received by LMNM's server controls. A bid that arrives after the auction has closed is not accepted. We record every bid with the bidder, amount, time and the versions of these Rules and the Fee Schedule the bidder accepted.

5. Bids are binding

5.1. A confirmed bid is a binding offer to buy the vehicle at that amount under these Rules and the Standard Sale Terms if it is the high bid when the auction closes and the reserve (if any) is met, and to pay LMNM the Buyer Service Fee.

5.2. No withdrawal. You may not withdraw or retract a bid once you confirm it. You agree to this rule when you check the box to accept these Rules. It replaces the default rule under the Uniform Commercial Code (UCC § 2-328(3), MCL 440.2328(3)) that would otherwise allow a bidder to retract a bid before an auction closes.

5.3. Errors. This does not take away any right the law gives you that cannot be waived, including rights relating to errors in electronic transactions. If you make an obvious error when bidding, for example extra digits entered by mistake, contact LMNM right away through the Service or at auctions@lowmilesnomiles.com, if possible before the auction closes. LMNM may pause, cancel or relist the auction (Section 16).

6. How long an auction runs, and the soft close

6.1. An auction runs for the period shown on its page, normally seven days, and is scheduled to end at the time shown. All times are shown in U.S. Eastern Time.

6.2. Soft close. If a bid is received in the final two minutes, the auction's end moves to two minutes after that bid. This repeats every time a bid is received in the final two minutes, with no limit. An auction ends only when two minutes pass with no bid.

6.3. The auction closes at the moment LMNM's server records the end time passing with no further bid ("Completion").

7. Reserves

7.1. A seller may set a reserve, the lowest price at which the seller agrees to sell. The reserve is never shown to bidders, during or after the auction. The auction page shows only whether the reserve has been met.

7.2. The seller sets the reserve before the auction starts. Once the auction starts, the seller may lower the reserve but may never raise it. If the seller lowers the reserve so that the current high bid meets it, the page will show that the reserve has been met, and that high bid becomes binding under Section 5 if it is still the high bid at Completion.

7.3. An auction listed with No Reserve says so, and cannot be changed to have a reserve. In a No Reserve auction, the high bid at Completion buys the vehicle whatever the amount, subject to these Rules and the Standard Sale Terms. The seller may not withdraw a No Reserve vehicle once bidding has started.

7.4. LMNM may suggest a reserve. A suggestion is not an appraisal or a promise of value. The seller decides.

8. When the auction closes: the sale

8.1. Reserve met, or No Reserve. At Completion, a binding contract for the sale of the vehicle is formed between the seller and the high bidder, at the amount of the high bid, on the Standard Sale Terms in Schedule A. The seller accepted in advance by setting the reserve (or choosing No Reserve) and authorizing LMNM to announce the result.

8.2. Sale Confirmation. LMNM then sends the buyer and the seller a Sale Confirmation that identifies the vehicle and VIN, the seller, the buyer, the price, the Buyer Service Fee and the versions of these Rules that applied. The Sale Confirmation is issued under the authority in Section 1.4 and is a written record of the sale. Each party should keep a copy.

8.3. Introduction. LMNM opens a private conversation between the buyer and the seller on the Service and, where needed to complete the sale, gives each the other's name, email address and phone number (where provided).

9. Reserve not met: the negotiation window

9.1. If the auction closes with bids but the high bid does not meet the reserve, no sale is formed at Completion, and the high bid no longer binds the bidder or the seller.

9.2. The seller and the high bidder at Completion then have a private negotiation window, normally 24 hours from Completion as shown on the auction page, to try to agree on a price through the Service. No other bidder takes part.

9.3. During the window, either party may make an offer. Only one offer can be pending at a time. While an offer is pending, the party who made it waits, and the other party may accept it, decline it or make a counteroffer, which replaces it. A decline ends the window. If no offer is accepted before the window ends, the window closes and the vehicle is unsold.

9.4. An offer accepted during the window forms a binding sale between the seller and the high bidder at the accepted price, on the Standard Sale Terms, and the Buyer Service Fee is calculated on the accepted price. The Service shows the fee before either party accepts. Sections 8.2 and 8.3 then apply.

9.5. LMNM may end a window early if the vehicle is withdrawn, offered for sale elsewhere, or no longer available, if either party asks to stop, or if needed to address a breach of the Terms. We record the reason and tell both parties.

10. No automatic award to another bidder

LMNM never awards a vehicle to the second-highest bidder, or any bidder other than the high bidder, automatically. Earlier bids are not revived after an auction closes. If a sale does not go forward, LMNM may invite another bidder to make a new offer, but a new sale is formed only if that bidder and the seller both agree.

11. The Buyer Service Fee

11.1. The buyer pays LMNM a Buyer Service Fee of 5% of the winning bid (or the price accepted under Section 9), with a minimum of $250 and a maximum of $7,500. For example: a $5,000 winning bid carries a $250 fee; $25,000 carries $1,250; $50,000 carries $2,500; and $150,000 or more carries $7,500.

11.2. The Buyer Service Fee is LMNM's charge for the auction service, including hosting and running the auction, identifying the high bidder, issuing the Sale Confirmation and introducing the parties. It is earned when the sale is formed under Section 8.1 or 9.4. It is not part of the vehicle's price and is not paid to the seller. The buyer's promise to pay it is made to LMNM, and only LMNM may collect it.

11.3. LMNM charges the Buyer Service Fee to the buyer's card on file after the sale is formed. The Fee Schedule and Refund Policy explain when it is refunded.

12. If the Buyer Service Fee payment fails

12.1. If LMNM cannot charge the Buyer Service Fee, we tell the buyer promptly. The buyer then has 24 hours to resolve it, for example by adding another card and retrying from the auction page.

12.2. Nothing happens automatically when the 24 hours end. A person at LMNM reviews the situation, which may include contacting the buyer and the seller, and decides what happens next. Depending on the circumstances, that may include giving the buyer more time, recording that the buyer has not completed the purchase, helping the seller consider an offer from another bidder under Section 10, restricting the buyer's bidding, or pursuing the unpaid Buyer Service Fee. We tell the buyer and the seller in writing what we decided.

12.3. A decision LMNM makes under this section is about the auction record, fees and accounts on the Service. It does not decide the buyer's and seller's legal rights against each other.

13. After the sale

13.1. The buyer and the seller complete the sale directly with each other under the Standard Sale Terms. The buyer pays the purchase price to the seller. LMNM never collects the vehicle's price and will never ask you to pay it to LMNM or to an "LMNM escrow."

13.2. The buyer and seller arrange title transfer, odometer disclosure, lien release, taxes, registration and delivery as the law and the Standard Sale Terms require. If the buyer books transportation through the Service, the Shipping Terms apply.

14. The seller's obligations

14.1. Submission and certification. By submitting a vehicle for auction, the seller agrees to the Seller Certification in Schedule 1 of the Terms of Use.

14.2. Auction seller fee. A No Reserve auction carries no seller fee. For an auction with a reserve, the auction seller fee in the Fee Schedule ($99) is due once LMNM accepts the vehicle for auction, and the seller pays it through the Service before LMNM prepares the auction listing. LMNM may waive that fee as a promotion or as a benefit of a dealer plan, and the waiver is shown on the seller's account or listing when it applies.

14.3. The listing. LMNM prepares the auction listing. We may write or edit the description, select and order photos, and add facts we have verified, labeled as such. Before the auction starts, the seller must review the listing and confirm that the facts in it are correct. The seller is responsible for the facts the seller provided or confirmed. LMNM is responsible for its own verification statements.

14.4. During and after the auction. The seller must keep the vehicle available and in the condition described, must not sell or offer it elsewhere while the auction is running or during the negotiation window, must tell LMNM right away about any change to the vehicle or its facts, and must complete the sale to the buyer under the Standard Sale Terms.

14.5. The seller's identity. The seller's identity is disclosed to the buyer when the sale is formed. A seller selling for someone else must disclose that on request.

15. Fair bidding

15.1. The following may not bid on a vehicle, directly or through anyone else: the seller; anyone acting for the seller or at the seller's request; members of the seller's household; if the seller is a business, its owners and employees; and LMNM's employees and contractors and members of their households. No one may bid to raise the price of a vehicle they are connected with, bid with multiple accounts, coordinate bids with others to hold prices down, or bid in any other way intended to manipulate an auction.

15.2. LMNM may monitor bidding for manipulation, but does not promise to detect it. If LMNM believes an auction has been manipulated, it may pause, cancel, extend or relist an auction, void a result or refund the Buyer Service Fee as Section 16 describes, and restrict or close accounts.

15.3. If a bid was made for the seller's benefit in violation of Section 15.1, the buyer keeps any rights the law gives the buyer, including the right under UCC § 2-328(4) to avoid the sale or to buy at the last good-faith bid before the prohibited bid.

16. LMNM's right to cancel, pause or void

16.1. LMNM may cancel an auction before it closes, or pause or extend it, and after it closes may void the result before the Buyer Service Fee is charged or, if the Buyer Service Fee has already been charged, refund it, if:

• the listing turns out to be materially inaccurate;
• the vehicle is no longer available, cannot be sold as listed, or has a title problem the seller did not disclose;
• bidding was manipulated in violation of Section 15;
• a bidder made an obvious error in a bid (Section 5.3) and fairness to the other bidders requires it;
• a technical problem prevented the auction from running as these Rules describe (Section 17); or
• continuing would break the law or put members at risk.

16.2. LMNM records the reason for every cancellation, pause, extension or void, and tells the seller and affected bidders. Fees for an auction LMNM cancels or voids are handled as the Refund Policy describes.

16.3. If a seller withdraws a vehicle from a live No Reserve auction, or causes LMNM to cancel an auction by breaking these Rules, LMNM may restrict the seller's account. The buyer keeps any rights the buyer has against the seller.

17. Technical problems

17.1. A "Platform Disruption" is a failure of LMNM's systems that prevents bids from being received or recorded during an auction, particularly in its final minutes. It does not include problems with a bidder's own device, internet connection or card.

17.2. If a Platform Disruption occurs, LMNM will extend the auction so bidders have a fair chance to bid or, if an extension is not enough, void the result before the Buyer Service Fee is charged and relist the vehicle or, if the Buyer Service Fee has already been charged, refund it, and will refund fees as the Refund Policy describes.

18. Test auctions

An auction labeled as a test auction is an exercise run by LMNM's team. It is not a sale, its bids are not commitments, and no one taking part owes or receives anything because of it.

19. Disputes between the buyer and the seller

19.1. A sale made through an auction is a contract between the buyer and the seller. LMNM is not a party to it and does not decide disputes between them. LMNM may help the parties communicate, may review what happened, and may take a member's conduct into account in deciding fees, refunds and account status.

19.2. Disputes between a member and LMNM are governed by Sections 20 and 21 of the Terms of Use (the Arbitration Agreement, and the courts for anyone who opts out of it), or by Section 14 of the Dealer Program Terms for a dealer account. None of those provisions applies to disputes between a buyer and a seller.

20. Changes

LMNM may change these Rules. Each version has a version name and an effective date. A change does not apply to an auction that has already started. The versions in effect when an auction starts govern it.

Schedule A: Standard Sale Terms

These Standard Sale Terms apply to every vehicle sale formed under Section 8.1 or Section 9.4 of the Auction Rules. They are a contract between the buyer and the seller. LMNM is not a party to them.

A1. Parties and price. The seller sells and the buyer buys the vehicle described in the Sale Confirmation, identified by its VIN, at the price stated in the Sale Confirmation. The Buyer Service Fee is owed to LMNM separately and is not part of the price.

A2. Payment. The buyer pays the price directly to the seller by a method the buyer and seller agree on. Unless they agree otherwise in writing, the buyer pays within a reasonable time after the Sale Confirmation, and the seller is not required to release the vehicle or title until the seller has received payment in full in cleared funds.

A3. Title, liens and odometer. The seller will deliver the certificate of title (or the equivalent document the law requires), properly assigned to the buyer, free of liens other than any the buyer agrees in writing to take subject to, within a reasonable time after receiving payment. The seller will complete the odometer disclosure the law requires. The buyer will apply to title and register the vehicle as the law of the buyer's state requires and pay any taxes and fees due.

A4. Documents. The buyer and the seller will sign the documents the law requires to complete the sale, such as the title assignment, the odometer disclosure and any bill of sale or state form. These documents carry out the sale. They may not change the price or the other terms of these Standard Sale Terms unless both parties agree in writing. Refusing to sign documents the law requires is a breach.

A5. Pickup, delivery and risk. The buyer and seller will agree on the time and place for pickup or delivery. Unless they agree otherwise in writing, the risk of loss passes to the buyer when the buyer, or a transporter acting for the buyer, takes possession of the vehicle. Until then, the seller will keep the vehicle in the condition described in the listing, reasonable wear from any agreed driving excepted.

A6. Condition and warranties. The seller's statements in the listing, including facts the seller confirmed in a description LMNM edited, are part of the description of the vehicle the buyer is buying. Whether any warranty applies, express or implied, depends on the listing, any written warranty from the seller, the Buyers Guide for a dealer sale, and the law. These Standard Sale Terms do not add or disclaim any warranty, and they do not limit any right the law gives the buyer.

A7. When the buyer may cancel. The buyer may cancel the sale by written notice to the seller through the Service, without being in breach, if before the buyer takes possession:

• the seller cannot deliver title as Section A3 requires within a reasonable time;
• the vehicle's VIN does not match the listing;
• the vehicle has a title brand or designation the seller did not disclose;
• the odometer status or mileage is materially different from what the listing states; or
• the vehicle is otherwise materially different from its listing, in a way the buyer could not reasonably have discovered from the listing before bidding.

Where the problem can reasonably be fixed, the buyer must first give the seller notice and a reasonable opportunity to fix it. If the buyer cancels under this section, the buyer and seller return anything each received from the other.

A8. If a party does not perform. If the buyer or seller does not perform, the other party has the remedies the law provides for breach of a contract for the sale of goods. These Standard Sale Terms do not set any fixed penalty or fee for non-performance.

A9. Their own agreement. The buyer and seller may agree in writing to additional or different terms, as long as they do not change the price in the Sale Confirmation or any amount owed to LMNM. A dealer seller may use its own sale documents where the law requires, but they may not add charges that were not disclosed in the listing.

A10. Governing law. These Standard Sale Terms do not choose the law that governs the sale. That law is decided under ordinary conflict-of-laws rules, unless the buyer and seller agree otherwise in writing. The Arbitration Agreement in the Terms of Use does not apply to disputes between the buyer and seller.