Last updated: June 24, 2025
Welcome to Flow Auctions. These Terms of Service ("Terms", "Agreement") constitute a legally binding agreement between you ("User", "you", "your") and Flow Auctions, LLC, a Wyoming limited liability company ("Flow Auctions", "Company", "we", "us", "our"). These Terms govern your access to and use of our auction house management platform, marketplace website, mobile applications, APIs, and all related services (collectively, the "Platform" or "Services").
BY ACCESSING OR USING OUR PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND ALL APPLICABLE LAWS AND REGULATIONS. If you do not agree to these Terms, you are prohibited from using or accessing our Platform.
Flow Auctions operates as a technology platform that facilitates auction house operations and connects auction houses with buyers. We are not an auction house, auctioneer, or party to any transactions between auction houses and buyers. We provide software-as-a-service tools and marketplace infrastructure.
For purposes of these Terms:
Age and Capacity: You must be at least 18 years old and legally capable of entering into binding contracts under applicable law. If you are using our Platform on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to these Terms.
Verification Requirements: Auction houses must complete our verification process, which may include providing business licenses, insurance documentation, professional references, and other credentials. We reserve absolute discretion in approving or rejecting applications.
Account Security: You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify us of any unauthorized access or security breaches. We are not liable for any losses arising from unauthorized use of your account.
Accurate Information: You agree to provide accurate, current, and complete information during registration and to update such information promptly when it changes. False or misleading information may result in immediate account termination.
Binding Nature of Bids: All bids placed through our Platform constitute legally binding offers to purchase items at the bid amount plus applicable fees. Winning bidders are obligated to complete purchases according to the auction house's terms and conditions.
Auction House Responsibilities: Auction houses using our Platform are solely responsible for:
Platform Role and Disclaimers: Flow Auctions serves solely as a technology platform and marketplace facilitator. WE ARE NOT AN AUCTION HOUSE, DEALER, SELLER, OR PARTY TO ANY TRANSACTIONS. We do not own, possess, or control any items listed on our Platform. We do not verify, guarantee, or warrant the authenticity, condition, title, legality, ownership, or availability of any items. We are not party to transactions between auction houses and buyers and disclaim all responsibility for such transactions, including but not limited to payment disputes, delivery issues, authenticity claims, or any other transaction-related matters.
Heritage Flash Auctions: Our AI-powered Heritage Flash Auctions feature automatically creates auctions using third-party data sources. While we use reasonable efforts to ensure data accuracy, users acknowledge that automated processes may contain errors and agree to verify all information independently.
Subscription Fees: Access to our Platform requires a paid subscription. Fees are charged in advance and are non-refundable except as required by law. We reserve the right to modify our pricing with 30 days' notice to existing subscribers.
Transaction Fees: We charge transaction-based fees on completed sales. Fee structures vary by subscription tier and are detailed in your service agreement. All fees are exclusive of applicable taxes.
Payment Processing: Payments are processed by third-party payment processors subject to their terms and conditions. You authorize us to charge your payment method for all applicable fees. Failed payments may result in service suspension.
Automatic Renewal: Subscriptions automatically renew unless cancelled at least 30 days before the renewal date. You may cancel through your account dashboard or by contacting support.
THIRD-PARTY MARKETPLACE: Our Platform operates as a third-party marketplace connecting independent auction houses with buyers. All transactions are solely between auction houses and buyers. Flow Auctions is not a party to, does not participate in, and bears no responsibility for any aspect of these transactions.
NO LIABILITY FOR ITEMS SOLD: WE EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY ITEMS SOLD, OFFERED, OR LISTED THROUGH OUR PLATFORM, INCLUDING BUT NOT LIMITED TO:
BUYER-SELLER RELATIONSHIP: Any purchase creates a direct contractual relationship between the buyer and the auction house. Flow Auctions is not bound by or responsible for the terms of sale, conditions of sale, or any agreements between parties.
NO WARRANTIES OR REPRESENTATIONS: We make no warranties, representations, or guarantees about any items, and we expressly disclaim any implied warranties of merchantability or fitness for a particular purpose regarding items sold through our Platform.
DISPUTE RESOLUTION: All disputes regarding items, transactions, payments, delivery, or any other transaction-related matters must be resolved directly between the buyer and auction house. Flow Auctions will not mediate, arbitrate, or resolve such disputes.
Users are strictly prohibited from:
Compliance Monitoring: We employ automated and manual monitoring systems to detect prohibited conduct. Violations may result in immediate account suspension, termination, and legal action.
Platform Ownership: Flow Auctions owns all rights, title, and interest in our Platform, including software, algorithms, databases, trademarks, copyrights, trade secrets, and proprietary methodologies. These are protected by intellectual property laws and international treaties.
User Content License: By uploading content to our Platform, you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use, reproduce, modify, adapt, publish, translate, distribute, and display such content for our business purposes, including marketing and improving our services.
AI and Machine Learning: You acknowledge that we may use user data and content to train and improve our AI systems, including image recognition, auction optimization, and recommendation algorithms.
Third-Party Content: Our Platform may include third-party content subject to separate license terms. Users must respect all applicable intellectual property rights.
Our collection, use, and protection of personal data is governed by our Privacy Policy, incorporated herein by reference. By using our Platform, you consent to our data practices as described in the Privacy Policy.
Data Security: While we implement industry-standard security measures, no system is completely secure. You acknowledge that data transmission over the internet carries inherent risks, and we cannot guarantee absolute security.
Data Retention: We retain user data as necessary for business operations, legal compliance, and dispute resolution. Data retention periods are detailed in our Privacy Policy.
Service Availability: We strive to maintain high platform availability but do not guarantee uninterrupted service. We may experience downtime for maintenance, updates, or due to circumstances beyond our control.
Platform Modifications: We reserve the right to modify, update, or discontinue any aspect of our Platform at any time without prior notice. We may add new features, change existing functionality, or remove features entirely.
Third-Party Dependencies: Our Platform relies on various third-party services (payment processors, cloud providers, APIs). Disruptions to these services may affect platform functionality.
Termination Rights: We may suspend or terminate your account immediately, with or without cause and with or without notice, for any reason including breach of these Terms, suspected fraudulent activity, or business reasons.
Effect of Termination: Upon termination, your right to use our Platform ceases immediately. We may delete your account and data, subject to legal retention requirements. Termination does not relieve you of payment obligations for services already rendered.
Data Export: Prior to account deletion, you may request export of your data in standard formats, subject to technical limitations and applicable laws.
AS-IS BASIS: OUR PLATFORM IS PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE DISCLAIM ALL WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, QUIET ENJOYMENT, AND FREEDOM FROM COMPUTER VIRUS.
NO GUARANTEES: WE DO NOT WARRANT THAT OUR PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY CONTENT OR INFORMATION.
THIRD-PARTY DISCLAIMERS: WE DISCLAIM ALL RESPONSIBILITY FOR THIRD-PARTY CONTENT, SERVICES, AND WEBSITES ACCESSIBLE THROUGH OUR PLATFORM.
EXCLUSION OF DAMAGES: TO THE MAXIMUM EXTENT PERMITTED BY LAW, FLOW AUCTIONS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, USE, OR OTHER INTANGIBLE LOSSES, AND SPECIFICALLY INCLUDING ANY DAMAGES RELATED TO MARKETPLACE TRANSACTIONS, ITEM AUTHENTICITY, CONDITION, DELIVERY, PAYMENT DISPUTES, OR ANY OTHER TRANSACTION-RELATED MATTERS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
DAMAGE CAP: OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR OUR PLATFORM SHALL NOT EXCEED THE LESSER OF (A) $1,000 OR (B) THE TOTAL AMOUNT PAID BY YOU TO US IN THE 12 MONTHS PRECEDING THE CLAIM.
ESSENTIAL PURPOSE: THESE LIMITATIONS CONSTITUTE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND FLOW AUCTIONS.
You agree to indemnify, defend, and hold harmless Flow Auctions, its subsidiaries, affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:
MANDATORY ARBITRATION: YOU AND FLOW AUCTIONS AGREE THAT ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THESE TERMS OR OUR PLATFORM SHALL BE RESOLVED EXCLUSIVELY THROUGH BINDING INDIVIDUAL ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (AAA) UNDER ITS COMMERCIAL ARBITRATION RULES.
CLASS ACTION WAIVER: YOU AGREE THAT ANY ARBITRATION OR LEGAL PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
Location and Procedures: Arbitration shall be conducted in Wyoming or Texas, at our discretion. The arbitrator's award shall be final and binding, and judgment may be entered upon it in any court of competent jurisdiction.
Exceptions: Either party may seek injunctive relief in court to protect intellectual property rights or prevent irreparable harm.
These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to conflict of law principles. For disputes not subject to arbitration, you consent to the exclusive jurisdiction of the state and federal courts located in Wyoming or, at our discretion, the Northern District of Texas where we maintain our principal place of business.
We shall not be liable for any delay or failure to perform resulting from causes beyond our reasonable control, including natural disasters, war, terrorism, strikes, government actions, internet outages, or pandemics.
If any provision of these Terms is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect. Our failure to enforce any provision shall not constitute a waiver of our rights.
These Terms, together with our Privacy Policy and any additional service agreements, constitute the entire agreement between you and Flow Auctions. We may modify these Terms at any time by posting updated terms on our Platform. Material changes will be notified via email or platform notification. Continued use after modifications constitutes acceptance of the revised Terms.
You may not assign or transfer these Terms or your account without our written consent. We may assign these Terms to any affiliate or in connection with a merger, acquisition, or sale of assets.
For legal matters, notices, or questions about these Terms, contact us at:
Flow Auctions, LLC
Legal Department
Email: legal@flowauctions.com
Principal Place of Business: 1020 Levee Street, Dallas, TX 75207
Registered Office: Wyoming
For general support inquiries, contact: support@flowauctions.com