Terms of Service — LotWagon
Last updated: October 22, 2026
These Terms of Service ("Terms") govern access to and use of lotwagon.com and the LotWagon marketplace (together, the "Service"), operated by HDC Brands LLC, a New Jersey limited liability company doing business as LotWagon ("LotWagon", "we", "us"). By accessing or using the Service — including browsing listings, submitting an inquiry, listing inventory, or buying or selling through the marketplace — you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Service.
LotWagon is a business-to-business marketplace. If you act for a company or other organisation, you represent that you are authorised to bind it, and "you" means that organisation.
1. What LotWagon is — and is not
1.1 LotWagon is a marketplace platform that presents sellers' inventory as dedicated, document-backed lots and introduces buyers and sellers. LotWagon is not the seller, owner, consignor, auctioneer, broker of record, or agent of any buyer or seller, except that we act as the seller's limited agent solely to collect payment and applicable sales tax through our payment processor where that option is offered. 1.2 LotWagon never takes title to, possession of, or custody of listed items. Listed items remain the seller's property, at the seller's premises or designated lot location, until a sale is completed between buyer and seller. 1.3 The contract of sale for any item is formed solely between the buyer and the seller. The seller invoices the buyer directly. LotWagon is not a party to that contract and is not responsible for performance of it. 1.4 Nothing on the Service is an offer by LotWagon to sell any item, professional advice, or a guarantee of availability, price, condition, or outcome.
2. Eligibility
2.1 The Service is for businesses and for individuals acting in a commercial capacity. You must be at least 18 years old and able to form binding contracts. 2.2 You may not use the Service if you are located in, organised under the laws of, or ordinarily resident in a country or region subject to comprehensive US sanctions, or if you appear on any US restricted-party list (including the US Treasury SDN List), or if we have previously terminated your access.
3. Accounts and inquiries
3.1 Some features require an account or an inquiry submission. Information you provide must be accurate and kept current. You are responsible for all activity under your account and for keeping credentials confidential. 3.2 Submitting an inquiry, requesting an inspection, or exchanging messages through the Service does not reserve an item, create an option, or bind any party to a transaction.
4. Listings and seller obligations
4.1 Seller warranties. By listing an item, the seller represents and warrants that: (a) the listing information — including model, serial numbers and data-plate information, specifications, quantity, condition, and documents provided — is true, accurate, current, and complete; (b) the seller owns the item or is fully authorised to sell it; (c) the item is free of liens and encumbrances, or any lien is disclosed in writing to us and to the buyer before sale; and (d) the sale and the seller's performance will comply with applicable law; and (e) all material safety information is disclosed, including battery, fuel, and hazardous-material condition or residues and any recall, defect, or damage history known to the seller. 4.2 Presentation. Listings are prepared from the seller's and manufacturer's documents. Specifications are transcribed in good faith; where sources conflict, the conflict is flagged rather than resolved by us. A listing's verification status (for example "document-backed", "verification pending") describes the state of our documentation review — it is not a warranty, certification, or guarantee of the item by LotWagon. 4.3 Our rights. We may refuse, suspend, correct, or withdraw any listing or lot at any time, including where information is incomplete or unverifiable, the item does not fit the marketplace, or we doubt the seller's ability to perform. 4.4 Seller duties on a sale. The seller must honour the price and terms agreed with the buyer, issue its own invoice, deliver or make the item available as agreed, and handle all returns, warranty claims, and after-sale obligations as provided in Section 10. 4.5 Sellers that list through a dedicated lot page are also bound by the seller terms presented at onboarding (including Stripe onboarding and tax-information duties). If those terms conflict with these Terms, the seller terms control for that seller's sales.
5. Buying, inspection, and completion
5.1 Inspect before you buy. Items are available for in-person inspection at the lot location stated on the listing, by appointment. We strongly encourage inspection. A buyer who purchases without inspection does so at its own risk as to condition, suitability, and completeness, subject only to the buyer's rights against the seller under their sale contract. As between buyer and seller, condition objections must be raised at inspection or before the item is removed from the lot; removal constitutes acceptance of condition except as the buyer–seller agreement expressly provides otherwise. 5.2 No reliance. Photographs, descriptions, AI-assisted summaries, and condition notes are presentation aids derived from seller documentation. They do not replace inspection and are not warranties by LotWagon. 5.3 Completion. A purchase is completed only under a final purchase agreement (or equivalent written confirmation) between buyer and seller, following inspection where applicable. Title and risk of loss pass directly from seller to buyer as that agreement provides; if it is silent, title and risk pass when the buyer (or its carrier) takes possession at the seller's premises (EXW, Incoterms 2020). 5.4 Removal and storage. The buyer must remove purchased items within the period agreed with the seller. Late removal, storage charges, and treatment of abandoned items are governed by the buyer–seller agreement; LotWagon has no custody and no liability for stored or abandoned items. 5.5 Buyer default. If a buyer fails to complete an agreed purchase, the buyer's remedies and liabilities run against and in favour of the seller under their agreement. We may restrict the buyer's future use of the Service.
6. Fees, payment, and taxes
6.1 Fees. Sellers pay a flat commission of 8% of the sale price on each completed sale, plus the payment-processing fees charged by Stripe. Buyers pay no LotWagon fees. We may change fees prospectively on at least 30 days' notice; changes do not affect sales already agreed. Promotional pricing. We may offer promotional commission rates — for example, Founder's Member pricing for the first 20 onboarded sellers (5% for 12 months). A promotional rate applies only as confirmed to the seller in writing at onboarding and only for the stated period; Stripe processing fees still apply, and the standard rate applies once the period ends. 6.2 Payment processing. Where online payment is offered, payments are processed by Stripe, Inc. via Stripe Connect. Sellers must complete Stripe onboarding, identity verification, and payout setup, and must keep that information current. Payouts, reserves, and holds are governed by the Stripe Connected Account Agreement. Card and bank details are provided to Stripe, not to LotWagon. 6.3 Offsets. If a buyer chargeback, refund, or reversal relates to a seller's sale, the seller is liable for the reversed amount, related Stripe fees, and our commission adjustment, and we may set these off against amounts otherwise payable to the seller, consistent with the seller terms. 6.4 Sales tax — marketplace facilitator. Where applicable, LotWagon calculates, collects, and remits sales tax on marketplace sales as a marketplace facilitator, using Stripe Tax, under registrations held by us. Collected tax is remitted to the relevant authority and is not the seller's revenue. If tax is under-collected because of inaccurate listing, address, or exemption information, the party that provided the inaccurate information bears the shortfall and indemnifies us under Section 13. 6.5 Exemptions. A buyer claiming a tax exemption must provide a valid exemption or resale certificate before payment. Seller tax information. Sellers must provide accurate tax information (including Form W-9 or equivalent) when requested; backup withholding may apply where required by law. 6.6 Anti-circumvention. If a buyer and seller who were first introduced through the Service — including through a listing, inquiry, or inspection — complete a sale of a listed item (or substantially the same inventory) within 12 months of that introduction, the sale is treated as a marketplace sale and the seller owes the Section 6.1 commission, whether or not the parties closed outside the Service.
7. Prohibited conduct
You may not: (a) misrepresent identity, inventory, documents, or authority; (b) list items you cannot lawfully sell, or infringing, stolen, unsafe, or regulated items without required permits; (c) scrape, crawl, data-mine, or build a database from the Service without our prior written consent; (d) use Service content to train, fine-tune, or evaluate machine-learning models without our prior written consent; (e) interfere with the Service's operation or security, or attempt unauthorised access; (f) manipulate prices, inquiries, or reviews, or engage in fraud; (g) circumvent fees (Section 6.6) or our processes; (h) violate export-control or sanctions law (Section 17); or (i) use the Service for any unlawful purpose.
8. Intellectual property
8.1 The Service and its content — including the LotWagon name and marks, text, design, software, and compilation of listings — are owned by HDC Brands LLC or its licensors and are protected by law. No rights are granted except the limited right to use the Service as provided in these Terms. 8.2 Seller content licence. By submitting listing content (photos, documents, descriptions, marks), the seller grants us a worldwide, royalty-free, sublicensable licence to use, reproduce, adapt, display, and distribute that content to operate, present, and promote the marketplace and the seller's lot, for so long as the lot is listed and thereafter in archival and promotional records of the listing. 8.3 Feedback. If you send us suggestions or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use them without obligation or payment. 8.4 You must not use our marks without prior written permission.
9. Third-party services and links
The Service relies on and links to third-party services (including Stripe for payments and tax calculation, hosting, analytics, and email providers). We do not control those services, are not responsible for their content, terms, or performance, and your use of them is at your own risk and subject to their terms.
10. Warranties, returns, and disputes between users
10.1 As between you and LotWagon, the Service and all listings are provided "AS IS" and "AS AVAILABLE". To the fullest extent permitted by law, we disclaim all warranties — express, implied, or statutory — including merchantability, fitness for a particular purpose, title, accuracy, and non-infringement, and any warranty that the Service will be uninterrupted, secure, or error-free. 10.2 Items are sold by sellers. Any warranty on an item is the seller's alone, as stated in the buyer–seller agreement. Returns, refunds, and warranty claims are handled by the seller under its policy and that agreement; where a refund is agreed or required, we will cooperate operationally (including reversing transfers through Stripe) but the obligation is the seller's. 10.3 Disputes between users are theirs to resolve. If a dispute between a buyer and a seller arises from a listing or sale, you release LotWagon (and our members, officers, employees, and agents) from claims arising out of that dispute, to the fullest extent permitted by law, including claims that are unknown or unsuspected at the time of the release; you expressly waive any statutory protection limiting a release to known claims (including California Civil Code §1542, which provides that a general release does not extend to claims the releasor does not know or suspect to exist). 10.4 The UN Convention on Contracts for the International Sale of Goods (CISG) does not apply to sales arranged through the Service.
11. Availability, changes, and termination
11.1 We may modify, suspend, or discontinue the Service or any feature at any time. We may suspend or terminate any account, lot, or access at any time, with or without cause or notice, including for breach of these Terms. 11.2 On termination, accrued fees remain payable, transactions already agreed between users must still be performed by them, and Sections 4.1, 6, 8, 10, 12–15, and 18 survive.
12. Limitation of liability
12.1 To the fullest extent permitted by law, neither LotWagon nor its members, officers, employees, or agents will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, business, or goodwill, arising from or related to the Service, any listing, or any buyer–seller transaction — even if advised of the possibility. 12.2 Our total aggregate liability arising from or related to the Service will not exceed the greater of (a) the fees you paid to LotWagon in the 12 months before the claim arose, or (b) one hundred US dollars (US $100). 12.3 Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, gross negligence, or wilful misconduct, or any liability that cannot be limited under applicable law.
13. Indemnification
You will indemnify, defend, and hold harmless HDC Brands LLC and its members, officers, employees, and agents from and against third-party claims, damages, liabilities, and reasonable legal fees arising from: (a) your listings, items, documents, or content; (b) your purchase, possession, use, transport, resale, or transfer of any item, including personal injury or property damage caused by the item or by products made with it; (c) your breach of these Terms or of any buyer–seller agreement; (d) your violation of law or of third-party rights; and (e) taxes, duties, or penalties arising from your inaccurate information or your own tax obligations (other than tax we collected as facilitator on accurate information).
14. Dispute resolution; arbitration; class-action waiver
14.1 Informal resolution first. Before filing any proceeding, you must send a written description of the dispute to legal@lotwagon.com and the parties will attempt in good faith to resolve it for 60 days. 14.2 Binding individual arbitration (US users). Except for the carve-outs in Section 14.4, disputes arising from or relating to these Terms or the Service will be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules and the US Federal Arbitration Act, in English, seated in New Jersey (hearings may be held remotely). The arbitrator may not award damages exceeding the limits in Section 12. 14.3 Class-action and jury waiver. Disputes may be brought only in an individual capacity. No class, collective, consolidated, representative, or private-attorney-general actions are permitted, in arbitration or in court, and the arbitrator may not consolidate claims. Each party waives jury trial to the fullest extent permitted by law. 14.4 Carve-outs. Either party may bring (a) an individual claim in small-claims court, or (b) a claim for injunctive relief for intellectual-property misuse, in the courts identified in Section 15. 14.5 Mass filings. If 25 or more substantially similar demands are filed by or with the same or coordinated counsel, JAMS's mass-arbitration procedures apply and the arbitrator may stage and bellwether the demands. 14.6 Costs. We will bear arbitration fees above the filing fee you would have paid in court, unless the arbitrator finds a claim frivolous. 14.7 Opt-out. You may opt out of Sections 14.2–14.3 by emailing legal@lotwagon.com with the subject "Arbitration Opt-Out" within 30 days of first accepting these Terms. Opting out does not affect other provisions. 14.8 Time limit. Any claim must be commenced within one (1) year after it accrues, or it is permanently barred, unless applicable law requires a longer period.
15. Governing law and venue
These Terms are governed by the laws of the State of New Jersey and applicable US federal law, without regard to conflict-of-laws rules. For disputes not subject to arbitration, the exclusive venue is the state or federal courts located in New Jersey, and the parties consent to personal jurisdiction there. Consumers in the EEA, UK, and Switzerland retain any mandatory protections of their home law that cannot be waived.
16. Changes to these Terms
We may update these Terms. For material changes we will give at least 30 days' prominent notice on the Service before the effective date. Continued use after the effective date is acceptance of the updated Terms.
17. Export control and sanctions
You represent that you are not located in a sanctioned country or on any restricted-party list, and you will not use the Service or any purchased item in violation of US export-control or sanctions laws. We may cancel or refuse any transaction that may violate those laws.
18. Copyright complaints (DMCA)
If you believe content on the Service infringes your copyright, send a notice compliant with 17 U.S.C. §512(c)(3) to our designated agent: Copyright Agent, HDC Brands LLC, 971 US Highway 202N Ste N, Branchburg, NJ 08876, or legal@lotwagon.com with the subject "DMCA Notice". Knowingly false notices may create liability. We may terminate repeat infringers.
19. Notices and electronic communications
You consent to receive communications electronically. Formal legal notices to us must be sent in writing to HDC Brands LLC, 971 US Highway 202N Ste N, Branchburg, NJ 08876 and by email to legal@lotwagon.com.
20. Force majeure
We are not liable for failures or delays caused by events beyond our reasonable control, including natural disasters, war, embargo, strikes, epidemics, government action, or failures of power, networks, or third-party providers.
21. General
(a) Assignment — you may not assign these Terms without our written consent; we may assign them in connection with a sale, merger, or reorganisation of our business. (b) Severability — if any provision is unenforceable, it will be modified to the minimum extent necessary, or severed, and the rest remains in force; if the class-action waiver in Section 14.3 is held unenforceable for a claim, that claim must proceed in court under Section 15 while other claims still arbitrate. (c) No waiver — our failure to enforce a provision is not a waiver. (d) No agency — nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and us, or between users. (e) Entire agreement — these Terms, the Privacy Policy, and any seller terms or buyer–seller agreement applicable to a transaction are the entire agreement for their subjects; as between these Terms and a transaction-specific seller term, the seller term controls for that transaction. (f) Headings are for convenience only.
22. Contact
HDC Brands LLC d/b/a LotWagon 971 US Highway 202N Ste N, Branchburg, NJ 08876, USA Sales: sales@lotwagon.com · Legal: legal@lotwagon.com · Phone: +1 551 267 4813
*These Terms are a platform document and not legal advice. HDC Brands LLC recommends review by qualified counsel; that review is tracked separately and does not delay the protections above, which are effective as published.*