This Advertising Agreement ("Agreement") governs the featured placement, directory listing, and other promotional services made available through EquipmentPics.com and its associated website and applications (the "Platform"). This Agreement is entered into between Equipment First, LLC, an Arizona limited liability company doing business as EquipmentPics.com ("Company" or "Provider"), and the individual or entity registering for advertising services, featured placement, or a directory listing on the Platform ("Advertiser" or "Member").
References in this Agreement to "Provider," "Company," "we," "us," or "our" refer to Equipment First, LLC. All protections, limitations of liability, disclaimers, and indemnification rights set forth in this Agreement extend to and inure to the benefit of Equipment First, LLC and each of its affiliated entities, parent companies, subsidiaries, sister companies (including without limitation other platforms operated by Equipment First, LLC under different brands), joint venture partners, members, managers, directors, officers, employees, agents, investors, representatives, successors, and assigns, individually and collectively.
Scope of This Agreement. This Agreement governs only advertising services, featured placement, and directory listings purchased through EquipmentPics.com. It does not extend to any other website, product, or platform operated by Equipment First, LLC or its affiliates under a different brand or domain, except to the extent Advertiser separately purchases or uses advertising services on such other platform, in which case the terms and conditions of each platform apply concurrently to that combined use, consistent with the Scope provision of the EquipmentPics.com Terms and Conditions.
By purchasing featured placement, submitting a directory listing, or otherwise utilizing the advertising features of the Platform, Advertiser acknowledges that they have read, understood, and agree to be legally bound by this Agreement as well as the EquipmentPics.com Terms and Conditions and Privacy Policy, which are incorporated herein by reference and govern the overall use of the Platform.
Advertiser Eligibility (18+). Advertiser represents and warrants that the individual purchasing or submitting advertising is at least eighteen (18) years of age and, where advertising is purchased on behalf of a business or other entity, that such individual is authorized to bind that entity to this Agreement. Company may refuse, suspend, or cancel any advertising purchase, and may terminate the associated account, if it determines that this age or authority requirement is not satisfied.
Platform Advertising Services. The Platform offers two categories of paid advertising services:
Featured Placement — an account holder who has submitted a photograph to the Platform under the EquipmentPics.com Terms and Conditions may purchase enhanced visibility for that Submission, such as featured badging, homepage rotation, or elevated placement within a category.
Directory Listings — equipment dealers, rental companies, manufacturers, and other equipment-related service providers, whether or not they submit photographs to the Platform, may purchase a business directory listing to promote their business, contact information, and services to Platform visitors.
Company functions solely as a technology platform facilitating advertising visibility and discovery. Company does not sell, rent, broker, service, inspect, or appraise equipment, and any transaction, service, or communication arising from a Directory Listing or Featured Placement is conducted directly between the Platform visitor and the Advertiser.
Independent Advertisers. Advertisers and directory listees are independent third parties and are not employees, agents, representatives, or contractors of Company. Company does not supervise, direct, or control the business, services, or representations of any Advertiser. Company does not verify professional licensing, certifications, qualifications, or insurance coverage of any Advertiser or directory listee. Any credentials, qualifications, or representations displayed on the Platform are provided solely by the Advertiser. Advertiser represents and warrants that all information submitted to the Platform, including any Directory Listing content and any photographs used in connection with Featured Placement, is truthful, accurate, and not misleading.
Communication Services and Monitoring. The Platform may contain communication features, including but not limited to contact forms or messaging tools, that allow Platform visitors to reach an Advertiser regarding a Directory Listing. By using the Platform, Advertiser acknowledges and agrees that communications occurring through these features may be monitored, recorded, reviewed, stored, or analyzed by Company for purposes including maintaining platform integrity, investigating disputes, improving service functionality, ensuring compliance with Platform policies, preventing fraud, and enforcing this Agreement and the EquipmentPics.com Terms and Conditions, consistent with the tracking and monitoring consent described in our Privacy Policy. Company has no obligation to monitor communications but reserves the right to do so at its sole discretion. Advertiser acknowledges that once communications occur outside of the Platform, Company cannot retrieve, monitor, verify, or control those communications and shall not be responsible for any representations, agreements, or disputes arising from communications occurring outside of the Platform.
Zero-Tolerance Policy. Company is committed to maintaining a secure, professional, and respectful environment for all users of the Platform. By accessing or using the Platform's advertising features, Advertiser expressly agrees to comply with Company's zero-tolerance policy regarding prohibited conduct and content. Prohibited conduct includes but is not limited to: violence, threats, harassment, or intimidation toward other users; content promoting hatred or discrimination based on race, ethnicity, religion, gender, sexual orientation, disability, nationality, or other protected classifications; promotion or depiction of illegal or dangerous activities; fraudulent or deceptive business practices; misleading service or product representations; unauthorized use of copyrighted materials or intellectual property; sexually explicit material; exploitation; or any content that is abusive, obscene, threatening, or otherwise unlawful.
Company reserves the right, in its sole discretion, to investigate suspected violations of this policy and to remove any content, suspend Featured Placement or a Directory Listing, terminate accounts, restrict access to the Platform, or take other corrective action deemed necessary to protect the safety and integrity of the Platform. Violations of this policy may result in immediate removal from the Platform without refund of advertising fees. Company also reserves the right to report unlawful or threatening conduct to appropriate law enforcement or regulatory authorities.
Advertising Content. Advertiser is solely responsible for all advertising materials, business descriptions, directory listing content, contact information, images, and promotional content submitted in connection with a Directory Listing or Featured Placement. Advertiser agrees that all submitted content must comply with applicable federal, state, and local laws, including advertising regulations and licensing requirements. Photographs submitted in connection with Featured Placement remain subject to the Submission license granted under the EquipmentPics.com Terms and Conditions.
Company reserves the right, at its sole discretion, to reject, modify, remove, or suspend any Directory Listing, Featured Placement, or advertising content that it determines to be misleading, unlawful, fraudulent, or inconsistent with the operation of the Platform.
No Endorsement. Directory Listings and Featured Placement appearing on the Platform are provided for informational and advertising purposes only and do not constitute endorsement, certification, verification, or recommendation by Company. Featured Placement reflects paid visibility only and does not indicate that Company has reviewed, verified, or vouches for the quality of the equipment shown or the business behind it. Users of the Platform are solely responsible for conducting their own due diligence before engaging any Advertiser.
Fees and Payment. Featured Placement and Directory Listings may require payment of placement fees, listing fees, subscription fees, or other service charges. Payment terms will be presented at the time advertising services are purchased. Unless otherwise required by law, advertising fees are non-refundable once a Featured Placement or Directory Listing has been activated. Company does not directly process or store payment card information; payment transactions are handled by third-party payment processors that maintain their own security practices and privacy policies. Company reserves the right to modify pricing structures, advertising formats, and promotional placement offerings at its sole discretion.
Relationship to Terms and Conditions and Privacy Policy. This Advertising Agreement must be read together with the EquipmentPics.com Terms and Conditions and Privacy Policy. By entering into this Agreement or using the Platform's advertising features, Advertiser expressly agrees to be bound by those documents. The Terms and Conditions govern use of the Platform generally, including the Submission license applicable to any photograph used in a Featured Placement, while the Privacy Policy governs the collection and use of personal and business information. In the event of any conflict between this Advertising Agreement and the Terms and Conditions, the Terms and Conditions shall control.
Limitation of Liability. To the fullest extent permitted by law, Equipment First, LLC, together with all of its affiliated entities, parent companies, subsidiaries, members, managers, directors, officers, investors, employees, agents, and representatives, shall not be liable for any damages arising out of or related to advertising services, Directory Listings, Featured Placement, interactions between users, or any services performed by independent Advertisers discovered through the Platform. This limitation applies to all damages including direct, indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of business opportunity, equipment downtime, or property damage. Under no circumstances shall the total liability of Company exceed the amount paid by Advertiser for the advertising service giving rise to the claim.
Indemnification. To the fullest extent permitted by applicable law, Advertiser agrees to defend, indemnify, and hold harmless Equipment First, LLC, together with all of its affiliated entities, parent companies, subsidiaries, sister companies, joint venture partners, successors, assigns, members, managers, directors, officers, investors, employees, agents, contractors, licensees, and representatives (collectively, the "Company Indemnified Parties") from and against any and all claims, demands, actions, causes of action, liabilities, obligations, damages, losses, judgments, settlements, costs, and expenses of any nature whatsoever, including reasonable attorneys' fees, expert witness fees, and litigation costs through all levels of appeal, arising out of or related to, directly or indirectly: (i) Advertiser's use of or access to the Platform's advertising features; (ii) any advertising content, Directory Listing, materials, or representations submitted or made by Advertiser; (iii) any services offered, performed, or failed to be performed by Advertiser or Advertiser's employees, agents, or contractors; (iv) Advertiser's violation of this Agreement, the EquipmentPics.com Terms and Conditions, Privacy Policy, or any applicable law, regulation, or ordinance; (v) any dispute between Advertiser and any user, customer, third party, or other advertiser on the Platform; (vi) any claim that Advertiser's advertising content, business practices, or services infringe or misappropriate any intellectual property, privacy, or proprietary right of any third party; or (vii) any negligent, reckless, or intentional act or omission of Advertiser or Advertiser's employees, agents, or subcontractors. This indemnification obligation is independent of, and in addition to, the indemnification obligations set forth in the EquipmentPics.com Terms and Conditions. This indemnification shall survive the termination or expiration of this Agreement and shall remain in full force and effect regardless of any investigation made by or on behalf of any Company Indemnified Party. Advertiser shall not settle any claim subject to indemnification hereunder without the prior written consent of Company, which consent shall not be unreasonably withheld.
Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Arizona.
Dispute Resolution. Any dispute arising under this Agreement shall first be addressed through good-faith negotiation between the parties. If the dispute cannot be resolved through negotiation, the matter shall be resolved through binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules, on an individual basis only, with the arbitration seated in Maricopa County, Arizona, consistent with the arbitration provision of the EquipmentPics.com Terms and Conditions.
Severability. If any provision of this Agreement is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it enforceable, or, if modification is not possible, severed from this Agreement, and the remaining provisions of this Agreement shall continue in full force and effect. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provision of this Agreement.
WAIVER OF JURY TRIAL AND CLASS ACTION: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY AND ALL RIGHTS TO A TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION IN ANY ACTION, PROCEEDING, CLAIM, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE PLATFORM, OR ANY ADVERTISING SERVICES PROVIDED HEREUNDER. THIS WAIVER APPLIES TO ALL DISPUTES WHETHER SOUNDING IN CONTRACT, TORT, STATUTE, OR ANY OTHER THEORY OF LAW OR EQUITY. ADVERTISER ACKNOWLEDGES THAT IT HAS HAD AN OPPORTUNITY TO CONSULT WITH LEGAL COUNSEL REGARDING THIS WAIVER AND THAT THIS WAIVER IS MADE KNOWINGLY AND VOLUNTARILY.
Notices. All notices, requests, demands, disclosures, and other communications required or permitted under this Agreement shall be made exclusively by electronic mail and shall be deemed delivered upon transmission. Notices to Company shall be sent to info@equipmentfirst.com. Notices to Advertiser shall be sent to the email address on file with the Platform at the time of transmission. It is Advertiser's responsibility to maintain a current and accurate email address on the Platform. Company shall not be responsible for failed delivery resulting from an outdated or inaccurate email address provided by Advertiser. Copyright and takedown notices requiring a physical mailing address under federal law should be directed to Equipment First, LLC, Attention: Copyright, 9375 E. Shea Blvd, Suite 100, Scottsdale, AZ 85260, as further described in our Terms and Conditions.
Assignment. Company may assign, transfer, delegate, or otherwise dispose of this Agreement, or any of its rights or obligations hereunder, at any time without notice to or consent from Advertiser, including in connection with a merger, acquisition, reorganization, sale of assets, or operation of law. Advertiser may not assign, transfer, or delegate this Agreement or any rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of Company. Any purported assignment by Advertiser in violation of this provision shall be null and void. This Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.
Electronic Acceptance and E-SIGN Consent. By purchasing Featured Placement, submitting a Directory Listing, clicking to accept this Agreement, or otherwise using the Platform's advertising features, Advertiser expressly agrees that such action constitutes a valid and binding electronic signature for purposes of this Agreement and is fully enforceable to the same extent as a handwritten signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., the Uniform Electronic Transactions Act (UETA) as adopted in Arizona, and all other applicable electronic signature laws. Advertiser consents to receive all agreements, notices, disclosures, and other communications from Company in electronic form.