(a) In order to complete a Trade-In, you must: (i) create an account with us; (ii) provide true, up to date and accurate account information about yourself and any Product you submit to us; (iii) comply with all terms and conditions of this Agreement; (iv) comply with all applicable laws and regulations, including all import and export laws as described in Section Error: Reference source not found below; (v) transact on behalf of yourself and not on behalf of others; (vi) be over eighteen (18) years of age and have the legal capacity to enter into agreements and to convey title and interest in any Product that you submit to us for Trade-In; and (vii) complete all required check-out requirements on the United Websites with respect to any Trade-In transaction, including uploading photos of the Products and related serial numbers and other identifying information.

(b) In order to receive payments for any Products in connection with a Trade-In, you must provide us with information including a valid email address at which you are able to receive email, a valid postal address at which you are able to receive mail, and your first and last name. United reserves the right to reject or penalize for any Product catalyst containing unreported lead, zinc, arsenic, barium, chlorine, fluorine, mercury, selenium, benzene or any other deleterious materials. All Product material must be dry and contain no toxic or dangerous elements. Carbon content greater than 2% may be rejected and additional transaction charges may be assessed by United (which may automatically reduce the amount of any offer). United reserves the right to request and require any other information from you it determines is reasonably necessary to effect any Trade-In contemplated under this Agreement, and you agree to timely provide the same upon request.

(c) United shall not be responsible for communication errors should your contact information be inaccurate or incomplete. You are responsible for ensuring that you can receive emails from United and United is not responsible for any emails that were not received by you because they were blocked or filtered as spam. You understand and agree that if you fail to provide us with accurate and up to date information about yourself: (a) we will not be responsible for any misapplied Trade-In payments or Trade-In payments sent to a wrong address, and (b) any unclaimed funds may be subject to collection by governmental authorities under applicable unclaimed funds and escheat laws. You agree that we have no obligation to you if any of your unclaimed funds are turned over to governmental authorities in accordance with applicable law.

(a) Any corporation, partnership, limited liability company, or sole proprietorship that trades-in catalytic converter to United shall provide to United at the time of trade-in a certificate or statement from their appropriate state agency that such entity is authorized to do business in the state that they preside and or do business in. (i) the authorized representative of the Seller’s business who will electronically sign this Agreement must produce proof of his or her authorization to bind the business to this Agreement in a form acceptable to United in United’s ole and absolute discretion, and must provide written authorization for any other representative or agent who brings any Products to United for Trade-in and (or) accepts payment from United on Seller’s behalf; and (ii) the authorized representative of Seller’s business who will sign this Agreement, and each authorized representative or agent who brings any Products to United for trade-in and (or) accepts payment from United on Seller’s behalf, must produce a valid government identification card.

(b) At the time of the trade-in to United, any person other than a business entity shall provide and upload a copy of the title or registration of the vehicle from which the catalytic converter was separated. (i) To participate in the Program, Seller must have a Valid government identification card that is active and in good viewable, scannable, and physical condition in which the individual resides;(ii) the individual who will sign this Agreement must produce proof of his or her authorization to bind themselves to this Agreement in a form acceptable to United in United’s sole and absolute discretion.

(a) United determines, in its sole discretion, which Products are eligible for Trade-In through the United Services and United Websites and for which eligible Products United will provide an offer for Trade-In. United may terminate the Trade-In eligibility of certain Products at any time and without advanced notice, but such termination will not affect any Products for which you have already accepted a Trade-In offer, which is good for seven (7) days, except as set forth in Sections Error: Reference source not found and Error: Reference source not found below. United reserves the right to cancel any Purchase and refund any applicable purchase price actually received by United at any time prior to delivery of the Product to You.

(b) Acceptance of an offer creates a binding commitment of the Seller to sell the Product to United at the price stated in the Offer. Any attempt or request by Seller to accept United’s offer by changing the terms of the offer or adding new terms or conditions to the Offer shall be treated as a rejection of the offer. Rejection of an Offer terminates the offer immediately as of the time the rejection is received by United. An Offer that has not been validly accepted or rejected shall expire and automatically terminate at 5:00 PM Mountain Standard/Daylight (as applicable) Time on the seventh (7th) day after the Offer was made. If after rejecting any Offer You change

(c) Subject to the terms and conditions of this Agreement, including Sections 9 and 10, United will typically issue payment for the final agreed Trade-In value for your Products within thirty (30) days following United’s receipt of the Products. United currently offers the following methods of payment: (i) Check – shipped using USPS First Class Mail, this option typically takes 3-10 business days to arrive after the payment is processed; (ii) PayPal – sent directly to your PayPal account using the email address provided by you the confirmation process, this option typically takes 1 - 3 business days to arrive after the payment is processed; ACH electronic payment using the routing and account numbers provided by you during the confirmation process.

United will grade each Product’s Trade-In condition and value in its sole and absolute discretion based upon, with limitation, current market rates for Product components and materials. Conditions can vary widely between categories, brands, and types of Products. More specific condition definitions specific to the category or type of Product may be included on the United Website’s offer screen and serve as the effective condition definition for that product. Condition definitions are subject to change in United's unfettered discretion. If you are uncertain about your Product's condition, please seek guidance by contacting United's customer care.

All Trade-In offers will be based on United's own determination of the Product value in reliance on the accuracy of the information you supply us. United will use its discretion to determine the Product value, weighing factors that may include the Product's model, functionality, and condition. Upon receiving a Trade-In offer from United, you have the option of accepting or rejecting that offer. Acceptance indicates you are willing to provide your Product to United at the offered price. If you do not accept or otherwise reject United's offer, the specific Trade-In transaction automatically expires. If after rejecting any particular offer you change your mind and want to accept the offer, you must open another Trade-In transaction with us at which point, assuming the Product is still eligible for Trade-In, an entirely new offer may be given.

You hereby represent and warrant to United that: (a) you have all right, title, and interest in and to all Products you seek to sell to United; (b) all Products and related materials are intact, have not been modified, are dry, and do not contain any toxic, dangerous elements, “hazardous substances” as that term defined in §101(14) of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 6901(14), except those “hazardous substances” which are integral constituents of the metallic fraction of the scrap metal; (c) the Products and the sale and shipment of such items to United complies with all applicable laws, statutes, and ordinances; (d) the Products do not infringe on third party intellectual property rights (including copyrights, trademarks, patents, trade secrets or other proprietary rights); (e) the Products are not counterfeit, stolen, or otherwise fraudulent; (f) United will receive good and valid title to the Products, free and clear of all liens and encumbrances of any kind; and (g) you have the full right, power, and authority to enter into this Agreement, to grant the rights granted under this Agreement, and to perform its obligations under this Agreement. (H) You are responsible for compliance with and shall abide by any and all applicable federal, state, local record keeping statutes and (or) laws in Your role of receiving, buying, possessing, transporting, and (or) selling of any Product You trade-in to United. SELLER HEREBY AGREES TO MAINTAIN RECORDS SUFFICIENT TO SHOW WHERE IT OBTAINED ANY PRODUCT FOR A PERIOD OF FIVE (5) YEARS FROM THE DATE OF TRADE-IN TO UNITED.

Once a Seller agrees approves the Trade-In on the website United will mail the Seller a box with a return shipping label. When packaging your Product, be sure to include all materials included in your description when your Trade-In offer was calculated. Failure to include any items or Products that upon which the Trade-In offer was calculated and based upon, or sending United a Product which does not exactly match your original description, may impact the final value of your Product, may result in a revised offer, or may result in termination of any Trade-In transaction in United’s unfettered discretion. You shall be responsible for any and all costs in connection with such revised offer or cancelation, including return shipping. Unless otherwise approved or provided in writing by United, all Products sold by Seller shall be delivered to United at the following address 3809 S. Eagleson Rd. Boise, ID 83705. You shall properly pack, mark, and ship the Products as instructed by United and otherwise in accordance with applicable laws. United may provide certain shipping documents and materials to you upon acceptance of any Trade-In offer, including shipping labels and packaging materials. All expenses incurred due to changes or delays to shipping documents shall be at Seller’s expense.

By sending United the Products, you agree to waive and release United from all claims as to the Product. By way of example and not limitation, United is not responsible for (i) any loss or damage suffered by you in connection with the removal of any Products from the vehicle in which they were originally installed; and (ii) any loss or damage suffered by you in any way related to the Products after you submit the Product to United for Trade-In.

Seller, on behalf of itself and its successors, assigns, and other legal representatives, hereby releases, acquits, forever discharges, waives, and agrees to hold United harmless for any and all claims, causes of action, suits and/or demands against United, its parent, subsidiaries, affiliates, present and former directors, officers, employees, agents, and representatives and respective heirs, administrators, executors, successors and assigns (collectively, the “United Parties”) that arise from or relate to the Converter Program and/or Seller’s participation in any part of the Converter Program, WHETHER KNOWN OR UNKNOWN, AND SPECIFICALLY INCLUDING CLAIMS THAT SELLER DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF ENTERING INTO THIS RELEASE THAT, IF KNOWN BY SELLER, WOULD HAVE MATERIALLY AFFECTED ITS WILLINGNESS TO ENTER INTO THIS RELEASE. Seller, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees that it will not bring any claim against United, in law or in equity, or in any regulatory proceeding or otherwise, on the basis of any claim relating to or in any way arising out of: (1) Seller obtaining or handling any Product before it is physically received, inspected, and accepted by United; (2) loss of or damage to any Product before it is physically received, inspected, and accepted by United; and/or (3) loss or damage suffered by Seller relating to the accuracy of information Seller supplied to United about any Product. By way of example and not limitation, Seller agrees that United is not responsible for: (i) any loss or damage suffered by Seller in connection with the removal of any Product from the vehicle in which it was installed; (ii) any loss or damage suffered by Seller in any way related to information concerning a product that Seller supplies to United; and/or (iii) any loss or damage suffered by Seller related to any Product after Seller submits the Product to United for trade-in. The foregoing losses specifically include but shall not be limited to any loss or damage sustained by Seller through operation of law or in connection with any law enforcement action, and any cooperation United gives to law enforcement shall not be deemed a breach of this Agreement or a waiver of any right United may have to recover against Seller for any damage or loss suffered by United.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THE AGREEMENT, SELLER AGREES TO INDEMNIFY, DEFEND, AND HOLD AND SAVE HARMLESS UNITED AND THE UNITED PARTIES FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, COSTS, EXPENSES, OR FEES (INCLUDING ATTORNEYS' FEES) THAT SUCH PARTIES MAY INCUR AS A RESULT OF OR ARISING FROM ANY THIRD-PARTY OR DIRECT CLAIM ALLEGING OR IN ANY WAY RELATED TO: (A) SELLER’S BREACH OR NON-FULFILLMENT OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THIS AGREEMENT; (B) ANY NEGLIGENT CONDUCT OR OTHER CULPABLE ACT OR OMISSION BY SELLER OR SELLER’S EMPLOYEES, AGENTS, OR CONTRACTORS (INCLUDING ANY RECKLESSNESS OR WILLFUL MISCONDUCT) IN CONNECTION WITH THE PERFORMANCE OF SELLER’S OBLIGATIONS UNDER THIS AGREEMENT; (C) ANY BODILY INJURY, DEATH OF ANY PERSON, OR DAMAGE TO REAL OR TANGIBLE PERSONAL PROPERTY CAUSED BY SELLER’S WILLFUL OR NEGLIGENT ACTS OR OMISSIONS OR SUCH ACTS OR OMISSIONS OF SELLER’S EMPLOYEES, AGENTS, OR CONTRACTORS; OR (D) SELLER’S VIOLATION OF OR FAILURE TO COMPLY WITH ANY APPLICABLE LAWS OR SUCH VIOLATION OR FAILURE OF SELLER’S EMPLOYEES, AGENTS, OR CONTRACTORS. UNITED RESERVES THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY SELLER AND, IN SUCH CASE, SELLER AGREES TO COOPERATE WITH UNITED’S DEFENSE OF SUCH CLAIM.

Your Trade-In Product must be received by United within fourteen (14) days after you accept the original offer provided by United and complete the check-out process on the United Website (the "Delivery Period") or the offer shall be voidable (and terminate accordingly) in United’s sole and absolute discretion. United will inspect all Products that are received. United, in its unfettered discretion, shall have right and option to accept or reject any Products received for Trade-In, including, to reject any Product not conforming to the description you provided to us, any Product modified in such a way that it no longer conforms to the original factory specifications, any Product no longer complying with applicable laws or regulations, and any Product damaged or lost in transit. If United rejects a Product for any reason, the original offer is deemed to have automatically expired and is rescinded. United reserves the right (but shall not have the obligation) to revoke the original Trade-In offer and provide a revised offer for the Products if: (a) any Products or materials are not as described; (b) any Products are received by United after the Delivery Period; (c) United receives Products that are different from those identified when your offer was calculated; or (d) for any other reason in United’s sole and absolute discretion. United typically honors the offer price you receive for your Products on the United Website for a period of fourteen (14) days; sometimes for a longer period of time in connection with a temporary extended price-lock offer (each a "Price-Lock Offer"). Notwithstanding any Price-Lock Offer, United always reserves the right to recalculate the original offer price and provide a revised offer for the Product if, during the Price-Lock Offer period, the market price for your Product has declined by more than 15%. United shall determine the market price during such applicable period and whether there has been any such decline in its sole discretion. If you elect not to accept the recalculated offer price, your Product will be returned to you. United may require you to provide your own return shipping or transportation.

In the event United recalculates the Trade-In offer originally provided for any Products after the same have been received and inspected for Trade-In, as described above, you shall have the option of accepting or rejecting the new offer. If you accept the new offer, you will be paid in normal course and in accordance with this Agreement. If you reject the new offer, United will return the Product to you at the address from which it was originally sent. You shall have a period of five (5) days after United presents you with a recalculated offer via email or text at the address or number you provided to accept or reject the new offer (the "New Offer Period"). If the new offer is neither affirmatively accepted nor rejected by you during the New Offer Period, the new offer will be deemed to have been accepted by you and you will be paid the new offer price in the normal course and in accordance with the terms of this Agreement. For the avoidance of doubt, your acceptance of the original offer or any new offer, as may be applicable, shall be final and binding upon you and you may not change your mind later about accepting such offer.

Once you send United your Product for Trade-In, United cannot and does not guarantee that it will be able to honor any request for return of the Product and you agree to release, defend, and indemnify United from any such claim. If United rejects any Products received or you do not accept any new offer for the Product pursuant to Sections Error: Reference source not found and Error: Reference source not found ("Return Circumstances"), your Product will be returned to you as set forth in Sections Error: Reference source not found and Error: Reference source not found.

You remain responsible for the risk-of-loss for the Products sent to United for Trade-In until successful delivery of the same to United. You are responsible for any damages that may occur to your Product while in transit. United is responsible for risk-of-loss upon taking possession and opening the packaging containing your Product. United’s risk-of-loss shall cease and revert to you in the event United returns any Product to you for any reason and in such event, risk-of-loss will be transferred to you once United delivers the package to the carrier for return to you and you will bear the risk-of-loss while the Product is in transit.

Title to the applicable Products sent to United for Trade-In will pass to United upon United's receipt and acceptance of the Product for the original offer (or any new offer, as applicable). If there is a Return Circumstance, title to the applicable Products will not transfer to United and shall remain with you.

Any offer by United for your Product for Trade-In is non-transferable and not redeemable for any other consideration other than what is offered by United. You may not assign any of your rights or delegate any of your obligations under this Agreement without United’s prior written consent. This Agreement shall inure to and shall be binding upon the parties hereto and their respective heirs, representatives, successors and permitted assigns. All Trade-In sales are final and non-refundable unless otherwise agreed by United in writing. The purchase price for the Products is payable in United States currency without deduction or offset, and free of any exchange unless provided otherwise herein. Unless otherwise agreed or provided by United in connection with any Trade-In, Seller is solely responsible for, all costs and expenses relating to packing, crating, boxing, transporting, customs, taxes, tariffs and duties, insurance, and any other similar financial contributions or obligations relating to the sale and delivery of the Products to United.

You shall not engage in any activity or transaction involving the Products, by way of shipment, use, or otherwise, that violates any applicable law, including all import and export laws, regulations, rules and orders of the United States, or any foreign government agency or authority. You shall not directly or indirectly transfer any Products without proper authorization from the U.S. or foreign government, as may be applicable. You shall bear the sole responsibility for and assume all expenses relating to your compliance with all applicable laws, regulations, rules and orders, and for obtaining all necessary authorizations and clearances in order to convey any Products to United in connection with a Trade-In, including without limitation, valuation, classification and duties applicable with the import of any goods. Please note: U.S. trade sanctions administered by the Office of Foreign Assets Control (OFAC) generally prohibit the importation into the United States (including U.S. territories), either directly or indirectly, of most goods, technology, or services (except information and informational materials) from, or which originated from, without limitation, Cuba, Iran, Iraq, Libya, North Korea, Serbia, Zimbabwe, or Sudan; from foreign persons designated by the Secretary of State as having promoted the proliferation of weapons of mass destruction; named Foreign Terrorist Organizations; designated terrorists and narcotics traffickers. You may not offer or provide to United for sale, any Products that would violate the provisions of this Section Error: Reference source not found.

From time to time, and at United's sole discretion, United may offer promotional programs as an incentive to customers. Promotions applicable to payments are applied as an increment to the final value of a customer's Product, but they are not considered a change in that final value. Promotional programs have explicitly defined terms, including but not limited to, expiration, usage per person and per transaction, and other limitations and restrictions. Unless otherwise stated, promotions must be applied by you before check-out with respect to any Trade-In transaction. For the avoidance of doubt, once check-out is completed, promotions cannot be applied to the same transaction. United reserves the right, in its sole discretion, to cancel or refuse promotions.

United makes every effort to ensure the accuracy of all information you receive in relation to any Trade-In. From time to time, however, there may be typographical errors, technical inaccuracies, pricing or other errors or omissions. As such, United reserves the right, at any time prior to payment, to:

• Correct an error.
• Change the offer. In the event the Product has already been sent to United for Trade-In, the changed offer will become a New Offer subject to the processes set forth in Sections Error: Reference source not found and Error: Reference source not found. Otherwise, the changed offer will be a re-issued original offer, which you may accept or reject in accordance with the terms of this Agreement.
• Void a Trade-In transaction. If the Product was already sent to United, United will be deemed to have rejected the Product resulting in a Return Circumstance subject to Section Error: Reference source not found.

Please refer to United Privacy Policy for information about how we collect, use and disclose information about you. United’s Privacy Policy may be found [HERE], and in incorporated herein by this reference.

You agree to transact with United electronically, including agreeing to this Agreement or offering to sell your Products by electronic means. You authorize United to provide you with terms and important notices about United and any Trade-In transactions to the email address associated with your account (or otherwise provide to us in connection with check-out) or by posting notices on the United Website(s). It is your duty to keep your email address accurate and up to date and to maintain a valid email address and to ensure that emails we send you are not filtered or stopped by spam filters or other types of email blocking functionalities. If you no longer desire to transact electronically with us, you may no longer use the United Websites. You can retrieve and review this Agreement by clicking on the "Legal" link at the United Website(s).

You are responsible for obtaining at your own expense all equipment and services needed to access and use the United Websites and the United Services, including all devices, Internet browsers and Internet access. If you access the United Website and the United Services through a mobile or wireless device, you are responsible for all fees that your carrier may charge you for data, text messaging and other wireless access or communications services.

By using United Website(s), you agree not to (i) access any of the Services by any means (including by use of scripts, web crawlers or similar methods) other than through the user interface provided by United; and (ii) engage in any other activity that interferes with or disrupts the Services or performance of the United Websites.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE PROVIDE THE UNITED SERVICES AND WEBSITES "AS IS," "WITH ALL FAULTS," AND "AS AVAILABLE," WITHOUT EXPRESS OR IMPLIED WARRANTIES OF ANY KIND. WE DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND THE IMPLIED CONDITIONS OF SATISFACTORY QUALITY. WE MAKE NO REPRESENTATIONS THAT YOUR TRANSACTIONS WITH UNITED WILL MEET YOUR REQUIREMENTS.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL UNITED OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, DISTRIBUTORS OR CONTRACTORS (COLLECTIVELY, THE "UNITED PARTIES") BE LIABLE FOR ANY COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES, LOSS OF DATA, INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, OR ANY CLAIMS OF YOU OR OTHER THIRD PARTIES WHATSOEVER WITH RESPECT TO YOUR TRANSACTIONS WITH UNITED UNDER THIS AGREEMENT REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, WARRANTY, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF UNITED AND THE UNITED PARTIES (JOINTLY) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF THE UNITED SERVICES AND UNITED WEBSITES EXCEED THE GREATER OF (I) THE AMOUNT PAID, IF ANY, BY US TO YOU IN CONNECTION WITH ANY TRANSACTION OR (II) $100.

This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof. The captions are used only as a matter of convenience and are not to be considered a part of this agreement or be used in determining the intent of the parties to it. For purposes of this Agreement, (a) the words "include," "includes" and "including" are deemed to be followed by the words "without limitation"; (b) the word "or" is not exclusive; (c) the words "herein," "hereof," "hereby," "hereto" and "hereunder" refer to this Agreement as a whole; (d) words denoting the singular have a comparable meaning when used in the plural, and vice-versa; and (e) words denoting any gender include all genders. No waiver by United of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. All rights and remedies provided in this Agreement are cumulative and not exclusive, and the exercise by either party of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, or by statute.

Unless otherwise provided herein, the representations and warranties of the parties contained herein shall survive the expiration or earlier termination of this Agreement; and Sections Error: Reference source not found, Error: Reference source not found, Error: Reference source not found, Error: Reference source not found, Error: Reference source not found, Error: Reference source not found, Error: Reference source not found and Error: Reference source not found through Error: Reference source not found of this Agreement, as well as any other provision that, in order to give proper effect to its intent, should survive such expiration or termination, shall survive the expiration or earlier termination of this Agreement.

The United Websites and any correspondence related to a transaction may contain typographical errors or other errors or inaccuracies and may not be complete or current. United therefore reserves the right to correct any errors, inaccuracies or omissions and to change or update the content on any United Websites at any time without prior notice. United does not, however, guarantee that any errors, inaccuracies, or omissions will be corrected.

United reserves the right to modify this Agreement at any time. If you do not agree to the changes, you may discontinue using the United Websites and/or the United Services. Your continued use of any United Website or United Services after any such changes take effect constitutes your acceptance to such changes. Each time you submit a Product for sale to United, you reaffirm your acceptance of this Agreement as in effect at the time of such use. You are responsible for reviewing this Agreement each time you use the United Websites.

This Agreement and the terms of sale and transfer of title of the Products are governed by and construed in accordance with Idaho law and to the extent applicable, the laws of the United States. No conflict of laws or provisions of any jurisdiction will apply to these terms and conditions. By clicking "accept" below, you agree that any action at law or inequity arising out of or relating to these terms and conditions will be filed Federal court located in Ada County, Idaho, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action, or proceeding arising out of these terms and conditions. All disputes must be adjudicated in the English language.

If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon a determination that any term or provision is invalid, illegal, or unenforceable, the court may modify this Agreement to effect the original intent of the parties as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

Each party acknowledges and agrees that any controversy that may arise under this Agreement, including any Trade-In is likely to involve complicated and difficult issues and, therefore, each such party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Agreement and the transactions contemplated hereby.

Nothing in this Agreement creates any agency, joint venture, partnership, or other form of joint enterprise, employment, or fiduciary relationship between the parties. Neither party has any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any contract, agreement, or undertaking with any third party.

United shall be liable or responsible to you, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent United’s failure or delay is caused by or results from the following force majeure events: (a) acts of God; (b) flood, fire, earthquake, other potential disaster(s) or catastrophe(s), such as epidemics, pandemics, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order, law, or action; (e) embargoes or blockades in effect on or after the date of this Agreement; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns or other industrial disturbances; (h) shortage of adequate power or transportation facilities; and (i) other similar events beyond United’s control. United will endeavor to use diligent efforts to mitigate the effects of any such force majeure event, and shall resume the performance of its obligations as soon as reasonably practicable after the removal of the intervening cause.

Unless otherwise provided herein, in the event that either party institutes any legal suit, action, or proceeding against the other party arising out of or relating to this Agreement, the prevailing party in the suit, action or proceeding shall be entitled to receive, in addition to all other damages to which it may be entitled, the costs incurred by such party in conducting the suit, action, or proceeding, including reasonable attorneys’ fees and expenses and court costs.