Last Updated: July 19, 2023

These Terms of Purchase are an ongoing contract between you and AT&T Services, Inc. (“AT&T” or “we”) and apply to your use of AT&T’s online marketplace located at Wireline Asset Recovery Auctions (the “Site”), hosted and configured by B-Stock Solutions, LLC (“B-Stock”), including your viewing, bidding upon, and purchase of AT&T’s inventory from the Site (“Inventory”). In the event AT&T is selling Inventory on behalf of an AT&T affiliate, the term “AT&T” as used in these Terms of Purchase shall apply to such AT&T affiliate. Such AT&T affiliate shall be solely liable for all applicable obligations of the seller hereunder with respect to any sales on its behalf and such AT&T affiliate shall have the benefit of all applicable obligations of Buyer established in these Terms of Purchase in connection with any sales on its behalf. If you are entering into these Terms of Purchase on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms of Purchase. You may not use the Site if you do not have such authority. When you register on and subsequently use the Site, B-Stock is collecting the information that you provide and will protect and use it in accordance with its privacy policy. Should you bid on and win Inventory on the Site, you will become a AT&T customer and B-Stock will share the information required for AT&T to fulfill your order. AT&T will protect and use that information according to the terms of its privacy policy. Therefore, by registering to use this Site, you are agreeing to B-Stock’s Terms of Use, these Terms of Purchase, and both B-Stock Solutions’ and AT&T privacy policies.

1. Acceptance and Modification of Terms of Purchase
   1. Acceptance of Terms. By checking the “I agree to the Terms of Purchase” box, you accept and agree to be bound by these Terms of Purchase each time you log into the Site. If you do not agree to these Terms of Purchase, you may not bid on or purchase Inventory Products from the Site. You may preserve these Terms of Purchase in written form by printing it for your records, and you waive any other requirement that these Terms of Purchase be evidenced by a written document.
   2. Modifications to Terms. We reserve the right, from time to time, with or without notice to you, to change these Terms of Purchase in our sole and absolute discretion. If we make material changes to these Terms of Purchase, we will notify you with an in-app message, by email, or by means of a notice on our Site. The most current version of these Terms of Purchase will supersede all previous versions and can be reviewed by clicking on "Terms of Purchase" located at the bottom of the pages of the Site. Your continued use of the Site following the posting of changes indicates your agreement to and acceptance of the changes. We will indicate the date on which these Terms of Purchase were last changed at the beginning of these Terms of Purchase. You agree to keep your email address and other contact information current at all times.
2. Additional Definitions
   1. “Buyer” or “you” or “your” shall mean the entity that registers or logs into the Site for the purpose of viewing, bidding upon and/or purchasing Inventory Products.
   2. A “Completed Purchase” occurs when (i) you have provided to AT&T all of the purchase information requested in the Notification (defined below) in the manner specified in such Notification to complete your purchase and (ii) the Purchase Price for the Inventory has been received as specified in the Notification.
   3. “Extended Listing” shall mean any Listing where the time to bid is extended, one or more times, due to a bid being placed within the final 5 minutes of the Listing. Each extension is for a period of 3 minutes.
   4. “Listing Data” shall mean the content on the Site associated with particular Inventory, including, but not limited to, the description and quantity of the Inventory. AT&T shall have the right to modify or correct any Listing Data at any time and such modification shall be binding on any purchase of any Inventory made after such modification.
   5. “Promotional Content” shall mean any and all information, materials, or content provided or otherwise made available to you by AT&T or its agents in any medium in connection with these Terms of Purchase, including promotional content and Listings displayed on the Site.
3. Listing Process
   1. Inventory Products. Inventory Products consist of customer returns or company stock items, some of which may have been previously shipped. The condition of the Inventory Products will vary and standard designations regarding a product's condition will be set forth in the Listing. The Inventory Products are provided to you “as is” for purchase on the Site. The quantity and/or value of actual Inventory Products in each lot may vary up to 5 percent (5%) less or greater than the number set forth in the Listing and may include up to 5 percent (5%) quantity and/or value of more damaged items than designated as “Damaged” in the Listing Data. Accessories such as remote controls, cables and instructions may or may not be included. Inclusion of accessories will be delineated in the Listing.
   2. Listing Process. Inventory will be sold pursuant to the listing process set forth in this Section 3 (the “Listing”). If you wish to bid on Inventory, you will be required to enter your bid amount. In order to be eligible for the Listing, your bid must be (i) in an amount higher than the bid listed as the minimum opening bid and the “current winning bid,” as applicable, (ii) in the bid increments set forth on the bid page and (iii) placed before the scheduled closing time for such Listing (including any additional time added for an Extended Listing). If your bid is the highest bid at the conclusion of a Listing (the “Winning Bid”) you will be notified by email (the “Notification”) at the email address you provided when you registered for your account (or as subsequently updated by you by following instructions on the Site). The Notification will serve as your official proof of purchase and/or official invoice. Any additional formal invoice or proof of purchase outside of the original winning notification is not available. It is your responsibility to keep your email address current and to timely check your email to determine if you are the winning bidder for any Listing in which you participated. AT&T is not responsible for the failure of a Notification to reach a winning bidder for any reason, including, but not limited to, technical problems or other system error.
   3. Winning Bids. If your bid is deemed the Winning Bid at the end of the Listing for certain Inventory Products, you agree to promptly purchase such Inventory Products pursuant to the terms and instructions set forth in these Terms of Purchase and in the Notification. Penalties for failure to make a Completed Purchase for any Listing for which you have the Winning Bid are set forth in Section 4.1 below.
   4. Deactivation; Cancellation. AT&T reserves the right, in its sole discretion at any time and for any reason, to deactivate your Site account, reject any offer to purchase Inventory or suspend or cancel any Listing or purchase of Inventory, including fulfillment of a purchase after completion of a Listing and payment for the Inventory. If AT&T cancels any purchase of Inventory after you have submitted payment for such Inventory, AT&T will direct B-Stock to issue a refund to the designated payment method that you used to make such payment or other method selected by AT&T or B-Stock.
4. Conditions to Sale; Payment
   1. Purchase Price. In consideration for your payment of the Winning Bid amount for a Listing, and any applicable shipping costs, taxes, and fees (the “Purchase Price”), AT&T hereby agrees to sell to you the Inventory for such Listing subject to your compliance with the terms set forth in these Terms of Purchase and the Notification. You agree to pay the Purchase Price for the Inventory in accordance with the instructions included in the Winning Bid Notification, within 2 business days after end of the Listing. If you fail to register a Completed Purchase, including by failing to pay the Purchase Price, within two (2) business days of when the Notification is sent by AT&T, you shall forfeit any right to purchase such Inventory and AT&T may deactivate your account and password so you can no longer access the Site and, at its sole discretion, may choose to (i) offer to sell such Inventory to the next highest bidder at such bidder’s bid price or (ii) post such Inventory on the Site for sale in a new Listing. You shall be responsible for all taxes, shipping costs and any other expenses incurred in connection with your purchase hereunder.
   2. Canceled Bids and Purchases. We reserve the right, at our sole discretion, to refuse or cancel any bid or purchase for any reason. By way of example, but not limitation, AT&T may cancel your bid or purchase if there are inaccuracies or errors in product or bid information, or problems identified by our credit and fraud avoidance department. While AT&T strives to provide accurate product and bid information, typographical or system errors may occur. In the event that bids for Inventory are incorrectly listed or Inventory is listed with incorrect information due to an error in quantity or other product information, we shall have the right, at our sole discretion, to refuse or cancel any purchases placed for such Inventory. In the event that we must cancel a bid or purchase, we will cancel your bid or purchase and notify you by email of such cancellation.
   3. Payment Terms. You shall submit the Purchase Price in accordance with the payment terms set forth in the Notification and on the Site. AT&T may revise the payment terms from time to time in its sole and absolute discretion upon notice to you; provided, however, that any change to payment terms will not be effective for any then-pending sale but will only be effective for sales subsequent to such notice. Upon acceptance of the Purchase Price and the fulfillment of all other conditions to the sale, AT&T will sell, assign, transfer and convey to you all of AT&T’s right, title and interests in and to the Inventory and shall arrange with you for removal and/or delivery of such Inventory in the manner set forth in Section 5 below.
   4. Identification of AT&T. You shall not sell, lease or otherwise transfer or dispose of any of the Inventory that you purchase, unless you first Demanufacture such Inventory. “Demanufacture” means, in accordance with any AT&T’s specifications provided to you, to remove, if possible, all of the identifying marks, including, but not limited to, AT&T’s or its affiliates’ names, logos, serial numbers, UPC numbers, RA numbers, and other identifying marks (including but not limited to tags, labels, price stickers, bar codes, or other carton or packaging markings) from the packaging. Although you should not have access to any AT&T customer information, including without limitation, sales receipts, addresses, phone numbers, credit card numbers or other personally identifiable information, if you receive any such information that may be included with the Inventory, you will not use such information and agree to promptly remove, delete, and destroy all such information. You shall not under any circumstances (i) identify AT&T, its parent or any of its affiliates or divisions as the source of the Inventory; (ii) advertise the Inventory using any name relating to AT&T, its parent or any of its divisions or affiliates, or any of its or their private labels, in any manner; (iii) make reference to AT&T or its parent or any of its affiliates or divisions in any signing or advertising; or (iv) advertise the Inventory using any name related to AT&T’s suppliers.
   5. Buyer certifies that all lead containing materials and/or equipment purchased from AT&T will be recycled domestically.
   6. Export of the Inventory is subject to the export control laws of the United States. Buyer agrees not to export the Inventory in violation of those laws. Buyer shall defend, indemnify, and hold AT&T harmless from and against any liability, claims, suits, demands, actions, causes of action, or damages (including attorneys fees and expenses) of whatever kind or nature that may be asserted against AT&T as a result of Buyer’s breach of this Section.
   7. Buyer and all persons furnished by Buyer will comply with the provisions of the Fair Labor Standards Act, Environmental Protection Act, Occupational Safety and Health Act (OSHA), Resource and Conversation Recovery Act, Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), Motor Carrier Act, Toxic Substance Control Act, and all other applicable foreign, federal, state, county and local laws, ordinances, rules, regulations and codes (“Laws”). Buyer’s obligation to comply with all Laws includes the procurement of permits, certificates, approvals, inspections and licenses, when needed, in the performance of these Terms of Purchase.
   8. Buyer and AT&T acknowledge that certain Inventory contains software, which is under license from the software’s manufacturer. When Buyer completes the purchase of the Inventory, Buyer and AT&T further acknowledge that the license granted to AT&T shall not transfer or be assigned from AT&T to the Buyer. Buyer, by accepting these Terms of Purchase, hereby avows that it shall obtain such license before using the Inventory for anything other than its intrinsic value as scrap.
5. Shipment and Acceptance of Inventory Products
   1. Shipment of Inventory. Please refer to B-Stock’s Shipping Policy, which is incorporated into these Terms of Purchase by this reference, for information on the various options available to AT&T for shipping Inventory to Buyers. You acknowledge and agree to be bound by all such shipping terms set forth in the Shipping Policy. The shipping option for a particular shipment will be set forth in the Listing or in the Email Notification. In no event will B-Stock be liable for loss of or damage to Inventory during shipping. Nor will B-Stock have any responsibility for transportation arranged directly by AT&T to Buyer.
   2. Title; Risk of Loss. Title to the Inventory shall remain with AT&T until you or your agent take possession of the Inventory as set forth under the Shipping Policy. You expressly acknowledge that risk of loss and liability for the Inventory shall pass to you upon your or your agent's receipt of the Inventory at the Inventory Location. Without limiting the foregoing, You release B-Stock of any liability and waive all claims against B-Stock with respect to Inventory.
   3. Acceptance. Your acceptance of possession of the Inventory from AT&T pursuant to Section 5.2 shall constitute an unqualified acceptance of the Inventory and a waiver by you of all claims with respect thereto except as set forth in Section 5.4. All sales are final.
   4. Inspection. You shall have five (5) business days from the date of delivery of Inventory to inspect the shipment for any discrepancies in the quantity/quality delivered and report such discrepancy to AT&T in writing. Buyer must provide a detailed manifest, identifying each item that is missing or damaged, and, if damaged, the exact nature of such damage, as well as any supporting images or other documentation. AT&T reserves the right to conduct an additional inspection at its own expense. If AT&T, acting reasonably and in good faith, agrees that an under delivery and/or damage has occurred greater than 5%, based on the listed retail value of the Listing (or unit count if retail value is not available), claims shall be made according to the Shipping Policy. AT&T will reimburse you in an amount equal to the approved discrepancy. By way of example, if Buyer wins a Listing and pays a Winning Bid of $1,000, and the shipment is missing an item that is 10% of the value of the Listing, AT&T will issue Buyer a reimbursement in the amount of $100 (i.e., 10% of the of the Listing winning bid amount). Such reimbursement may be in the form of an offset against any amount you may owe to AT&T or a credit to your B-Stock account. Following the five (5) business day inspection period, you shall no longer have the right to claim any reimbursement for under-delivery/damage.
   5. Further Assurances. Each party agrees that it will execute and deliver, or cause to be executed and delivered, all such other instruments, and it will take all reasonable actions, as may be necessary to transfer and convey the Inventory to Buyer and to consummate the transactions contemplated herein.
6. Confidentiality
   1. Confidential Information. Each party acknowledges that by reason of its relationship to the other party hereunder it will have access to certain information and materials concerning the other party’s business that are confidential and of substantial value to the other party, which value would be impaired if such information were disclosed to third parties. In particular, the parties hereto acknowledge that the information regarding the Purchase Price and any particular sale are confidential to AT&T. Each party will, and will cause its affiliates and employees to, protect and not disclose information that is considered confidential and use this information only to fulfill its obligations under these Terms of Purchase. Notwithstanding the foregoing, you understand that B-Stock will have access to confidential information pertaining to you. You may not make any public announcement about these Terms of Purchase without AT&T’s prior written approval and consent. Notwithstanding anything in this Section 6.1 to the contrary, any information (i) already in the public domain through no fault of the receiving party, (ii) independently developed by the recipient without the use of or access to the other party's confidential information, or (iii) released to the public through no action or inaction by the receiving party, will not be considered confidential information hereunder. The receiving party may disclose the disclosing party's confidential information upon the order of any court of competent jurisdiction or as otherwise required by law or legal process, provided that prior to such disclosure the receiving party shall inform the disclosing party of such order, if permitted by law, in order to provide the disclosing party with an opportunity to contest such order or to seek such other protective action as the disclosing party may elect. This Section 6 shall survive each purchase transaction hereunder.
7. Representations and Warranties; Indemnity
   1. You shall indemnify, defend, and hold harmless AT&T and B-Stock, their respective affiliated companies, and each of their respective officers, directors, agents, and employees (the “Indemnified Parties”) against any claim, liability, loss, damage, cost or expense, including reasonable attorneys' fees (“Liabilities”), incurred by any Indemnified Party arising from or relating to (i) your use of the Site, (ii) any sale, use or handling of the Inventory, including any recall of the Inventory, (iii) any infringement or misappropriation of any proprietary right by you, (iv) your negligence or intentional misconduct, (v) injury to or death of any person, (vi) damage to, or loss or destruction of, any property; (vii) contamination of, or any adverse impact upon, the environment, (viii) attachments, liens or claims of materialmen or laborers, (ix) Buyer’s use of the Inventory without securing a software license from software’s manufacturer, or (v) your breach of these Terms of Purchase, where such Liabilities arise out of, result from, or are incurred in connection with acts or omissions of Buyer in connection with these Terms of Purchase, except for that portion of Liabilities caused by the sole negligence or willful misconduct of AT&T. Buyer shall keep the Indemnified Parties fully informed of any such defense and afford the Indemnified Parties, at their own expense, an opportunity to participate in the defense or settlement of such Liabilities. Buyer shall keep the Indemnified Parties fully informed of any such defense and afford the Indemnified Parties, at their own expense, an opportunity to participate in the defense or settlement of such Liabilities.
   2. The indemnity obligation under this Section 7 shall survive each purchase transaction hereunder.
8. Warranty Disclaimer; Limitation of Liability

   EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE INVENTORY IS PROVIDED BY AT&T TO YOU “AS IS”, “WITH ALL FAULTS”, AND “WHERE IS”, AND AT&T DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE INVENTORY, THE SITE, OR ANY OTHER MATTER, INCLUDING WITHOUT LIMITATION THE INVENTORY’S CONDITION OR QUALITY AND THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. EXCEPT FOR THE INDEMNITY OBLIGATIONS SET FORTH IN THESE TERMS OF PURCHASE, NEITHER PARTY WILL BE LIABLE FOR ANY LOSS OF PROFITS OR OTHER CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES OF ANY KIND ARISING OUT OF OR RELATED TO THESE TERMS, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AT&T’S LIABILITY FOR ANY AND ALL LOSSES OR DAMAGES ARISING FROM OR IN CONNECTION WITH THESE TERMS OF PURCHASE, EXCEED THE PURCHASE PRICE PAID BY YOU TO AT&T FOR THE INVENTORY AT ISSUE. AT&T SHALL NOT BE HELD LIABLE FOR ANY ERROR IN A LISTING THAT AT&T CORRECTS PRIOR TO THE PURCHASE OF THE INVENTORY TO WHICH THAT LISTING APPLIES. THIS LIMITATION OF LIABILITY SHALL SURVIVE EACH PURCHASE TRANSACTION.

   AT&T makes no warranty that Inventory furnished under these Terms of Purchase is registered under or complies with Part 68 of the Federal Communication Commission’s Rules and Regulations. Buyer agrees to indemnify and hold AT&T harmless from any liability, claim or demand (including costs, expenses and reasonable attorneys’ fees on account thereof) that may be made because of Buyer’s or a subsequent user’s noncompliance with Part 68 of the Federal Communications Commission’s Rules and Regulations.

   Some states do not allow the exclusion or limitation of incidental, consequential, or special damages, or the exclusion of implied warranties. Therefore, some of the limitations set forth in this Section may not apply to you.

9. Use of the Site

   You agree and acknowledge that neither AT&T nor B-Stock make any guaranty of the accuracy, correctness or completeness of any Promotional Content and are not responsible for: (i) any errors or omissions arising from the use of any thereof; (ii) any failures, delays or interruptions in the delivery of any Promotional Content contained with the Site; (iii) losses or damages arising from the use of the Promotional Content provided by the Site; (iv) any conduct by you in connection with the Site; or (v) any Promotional Content or products provided through or in conjunction with the Site. You must comply with the operating rules and policies applicable to the Site as may be published or provided by B-Stock or AT&T in writing (including by posting on the Site) from time to time.

10. Breach of Terms of Purchase

    If you fail to comply with any term or condition in this Terms of Purchase, AT&T may immediately terminate your account, deactivate your password and seek any other remedy available to AT&T or its affiliates.

11. General Provisions
    1. These Terms of Purchase will be governed by and interpreted in accordance with the laws of the state of Texas, without reference to any applicable conflict of law rules, the Convention on Contracts for the International Sale of Goods, or any local laws implementing such convention in any jurisdiction where the Inventory is sold. You irrevocably consent to the exclusive venue and jurisdiction of Texas courts for any action or proceeding arising out of these Terms of Purchase. YOU HEREBY WAIVE ANY RIGHTS THAT YOU MAY HAVE TO BRING DISPUTES FOR RESOLUTION BEFORE ANY OTHER COURT, TRIBUNAL OR FORUM. No waiver of or failure to enforce any provision of these Terms of Purchase shall constitute a continuing waiver, and no waiver shall be effective unless made in a signed writing. The division of these Terms of Purchase into separate sections, subsections and/or exhibits and the insertion of titles or headings is for convenience of reference only and shall not affect the construction or interpretation of these Terms of Purchase. If any provision is held to be invalid, then that provision will be modified to the extent necessary to make it enforceable, and any invalidity will not affect the remaining provisions. Any claim under these Terms of Purchase must be brought within one (1) year after the cause of action arises (or such shorter period as set forth herein regarding Inventory), or such claim or cause of action is barred. You agree to the admissibility of computer records and electronic evidence in any dispute herein.
    2. Force Majeure. AT&T shall not be liable to the other party for failure or delay in performance hereunder due in whole or in part to an act of God, strike, lockout or other labor dispute, civil commotion, sabotage, fire, flood, explosion, acts of any government, unforeseen shortages or unavailability of fuel, power, transportation, or supplies, and any other causes which are not within AT&T's reasonable control, whether or not of the kind specifically enumerated above. If any Force Majeure condition affects a Buyer’s ability to perform, Buyer shall give immediate notice to AT&T, and AT&T may elect to either: (i) cancel the bid pursuant to Section 4.2 hereof without any liability to Buyer, (ii) suspend performance under these Terms of Purchase for the duration of the Force Majeure condition, or (iii) resume performance under these Terms of Purchase once the Force Majeure condition ceases, with an option to extend any affected performance date up to the length of time that the Force Majeure condition existed. Unless AT&T gives written notice within thirty (30) days after being notified of the Force Majeure condition, option (ii) shall be deemed selected.
    3. Assignment. Neither party may assign, delegate, subcontract or otherwise transfer its rights or obligations under these Terms of Purchase, except with the prior written consent of the other party; provided, however, that AT&T will have the right to assign these Terms of Purchase to any AT&T affiliate without securing the consent of Buyer, and both parties may assign their respective right to receive money due hereunder. Any attempted assignment or transfer not consented to in writing, except for an assignment to receive money due hereunder, will be void. It is expressly agreed that any assignment of money will be void if (i) the assignor fails to give the non-assigning party at least thirty (30) days prior written notice, or (ii) the assignment imposes or attempts to impose upon the non-assigning party additional costs or obligations in addition to the payment of such money, or (iii) the assignment attempts to preclude AT&T from dealing solely and directly with Buyer in all matters pertaining to these Terms of Purchase, or (iv) the assignment denies, alters or attempts to alter any of the non-assigning party’s rights hereunder.
    4. Severability. If any provision of these Terms of Purchase is held invalid or unenforceable, the parties agree that the remaining provisions of these Terms of Purchase shall remain in full force if both the economic and legal substance of the transactions contemplated by these Terms of Purchase are not affected in any manner that is materially adverse to either party by severing the provision determined to be invalid, illegal, or unenforceable.
    5. Survival. The provisions contained in these Terms of Purchase, which expressly or by their nature are intended to survive the performance thereof by either or both parties hereunder, shall so survive the completion of performance, expiration, cancellation, or termination of these Terms of Purchase.
    6. Waiver. No course of dealing or failure of either party to strictly enforce any term, right or condition of these Terms of Purchase shall be construed as a general waiver or relinquishment of such term, right or condition. A waiver by either party of any default shall not be deemed a waiver of any other default.