1. Definitions

• Account — A registered BASI user profile
• Buyer — A User purchasing Inventory
• Seller — A User listing Inventory
• Deal — A completed transaction via Buy Now or accepted Offer
• Offer — A Buyer’s proposed price and quantity
• Digital Contract Note — The binding digital agreement summarizing Deal terms
• GMV — Gross Merchandise Value, excluding tax and shipping
• User Content — Listings, images, messages, manifests, uploads

2. BASI’s Role (Marketplace Facilitator Only)

• BASI is not a buyer or seller
• BASI does not own, inspect, store, ship, or possess Inventory
• BASI is not a party to transactions between Buyers and Sellers
• All transactions occur directly between users

3. Inventory Condition & AS-IS Sales

Unless expressly stated otherwise in writing in the listing or Digital Contract Note:

• All Inventory is sold AS IS, WHERE IS, WITH ALL FAULTS
• BASI makes no warranties regarding condition, quality, functionality, or fitness for resale
• Buyers acknowledge the inherent risks of liquidation and surplus inventory

4. ALL SALES FINAL / NO RETURNS

All transactions conducted on BASI are final sale.

• No returns, exchanges, or cancellations are permitted once a Deal is completed
• Purchases are made on an as-is, where-is basis
• Refunds or returns will not be granted for:

• Buyer remorse or change of mind
• Resale difficulty or performance
• Overstock, slow-moving inventory, or pricing assumptions
• Cosmetic wear or packaging condition consistent with liquidation goods
• Failure to review listing details before purchase

By completing a purchase, Buyers confirm they are certain about their purchase.

5. Buyer Responsibility & Due Diligence

BASI is a marketplace connecting independent Buyers and Sellers.

Before purchasing, Buyers are responsible for:

• Reviewing all listing details, images, condition notes, and disclosures
• Asking all questions during the chat and negotiation phase
• Confirming quantity, quality, and condition directly with the Seller
• Conducting independent inspections if desired (outside of BASI)

6. Seller Obligations & Listing Accuracy

Sellers must provide honest, accurate, and complete information, including:

• Inventory condition and quality
• Quantities and known material defects
• Accurate manifests and descriptions

Material misrepresentation may result in enforcement action.

7. Defective / Deficiency Allowance

BASI is a quality-controlled liquidation marketplace.

• Listings must not exceed a seller-declared defective rate of 3%
• Defective rate includes non-functional, materially damaged, or missing units
• Normal liquidation variance within this threshold is accepted by Buyers

Listings exceeding the 3% defective rate may be reviewed and may require correction, buyer remediation, seller-issued refunds, or listing removal. Repeated or material issues may result in warnings, account flagging, seller penalties, suspension, or loss of selling privileges.

BASI is not responsible for refunds, disputes, or inventory condition.

Sellers remain solely responsible for defect disclosures.

8. Inspection & Issue Reporting

Buyers must inspect Inventory promptly:

• 48 hours for palletized or truckload shipments
• 72 hours for parcel or smaller shipments

Issues reported outside these windows may not be considered.

9. Limited Dispute Review (Not a Return Policy)

BASI does not offer returns.

At its sole discretion, BASI may review issues only for:

• Material misrepresentation
• Incorrect item shipped
• Quantity variance beyond the stated defective allowance

Any resolution is strictly between Buyer and Seller. BASI’s determination is final.

10. Offers, Negotiation & Binding Agreements

• Offers may be submitted, countered, or accepted via BASI
• Accepted Offers create a binding Digital Contract Note
• Off-platform negotiations are prohibited

11. Shipping, Pickup & Risk

• Shipping responsibility is defined in each listing
• Seller-shipped deals require proof of shipment
• Buyer-arranged pickup places all logistics responsibility on the Buyer
• Title and risk transfer to Buyer upon delivery or pickup
• Carrier damage or delays are not BASI’s responsibility

12. Payments, Refunds & Chargebacks

• Payments and tax calculations are processed via Stripe
• BASI does not hold funds
• Refunds, if any, are seller-issued only
• Buyers agree not to file chargebacks except in cases of proven fraud

13. Sales Tax Policy

• BASI is a marketplace facilitator
• Stripe Tax calculates and remits sales tax where required
• Buyers are responsible for applicable sales tax
• Sellers do not collect or remit sales tax

14. Platform Disclaimers

The Services and all Inventory are provided AS IS, AS AVAILABLE.

BASI disclaims all warranties, express or implied, including:

• Merchantability
• Fitness for a particular purpose
• Accuracy or completeness of listings

15. Limitation of Liability

To the fullest extent permitted by law:

• BASI is not liable for indirect, incidental, or consequential damages
• BASI is not liable for inventory condition, resale outcomes, shipping issues, or user disputes
• BASI’s maximum liability is the greater of $100 or fees paid to BASI in the prior 3 months

16. Indemnification

Users agree to indemnify and hold BASI harmless from claims arising from:

• Inventory listings or transactions
• Misrepresentation or fraud
• Legal violations
• User conduct or misuse of the Services

17. User Conduct & Enforcement

Users may not:

• Circumvent BASI to transact off-platform
• Misrepresent inventory or identity
• Engage in fraud or abuse
• Interfere with platform integrity

BASI may suspend or terminate accounts at its discretion.

18. Suspension & Termination

BASI may suspend or terminate Accounts for violations of these Terms.

Certain obligations survive termination.

19. Governing Law, Arbitration & Class Action Waiver

This Agreement is governed by New York law.

All disputes must be resolved by binding arbitration in New York, NY.

Users waive the right to class or representative actions.

20. Privacy & Communications

User data is processed per BASI’s Privacy Policy.

Users consent to receive transactional and platform communications.

21. Miscellaneous

• No partnership or agency is created
• Rights may not be assigned without consent
• BASI is not liable for events beyond its control
• If any provision is invalid, the remainder remains enforceable
• Continued use constitutes acceptance of updates

Appendix A — Prohibited Items

Listings may not include:

• Counterfeit goods
• Controlled substances
• Firearms, ammunition, explosives
• Hazardous materials
• Stolen property
• Adult or illegal content
• Prescription-required medical devices
• Malware or spyware
• Items prohibited by law

BASI may remove prohibited listings at its discretion.