Terms of Use

Last modified: March 31, 2025

  1. Acceptance of Terms of Use

You have elected to receive the “Standard” Services (defined below) available at www.volumetricmixerexchange.com, an online marketplace to list Equipment (defined below) for sale.  These Terms of Use (the “Terms”) govern your use of the Services, and specifically the Service offerings available to customers receiving the “Standard” Services.  If you have elected to receive the “Premium” Services, these Terms DO NOT apply.

By accessing or using the Services, you agree to comply with and be bound by these Terms.  You may not use the Services if you do not agree to these Terms.

  1. Definitions
    • “Buyer” means any person or entity accessing the Services to shop for or purchase Equipment.
    • “Customer Content” means any and all information and data provided or generated by a user, or related to any use of the Services by any user, including without limitation images, content, and information posted, uploaded, or entered into the online platform by a user, or webpage visits, user experiences, and other analytic information.
    • “Equipment” refers to any tangible goods, machinery, vehicles, tools, or other items listed for sale via the Services.
    • “Seller” means any person or entity listing or offering or that has listed or offered Equipment for sale using the Services.
    • “Services” includes: (1) our online marketplace (which may also be referred to as the “platform”), www.volumetricmixerexchange.com, as may be updated, relocated, or otherwise modified from time to time, and all services and functions available on the platform; (2) facilitating the listing for sale Equipment on the platform; (3) all content on the website and all intellectual property rights arising out of or related to any of the foregoing; and (4) any online or physical tools or services related to the foregoing, including any mobile applications we may provide, our online marketplace, and any web pages we control on any third party websites.  “Services” do not include facilitating or consummating the actual sale or transfer or title of any Equipment, nor any additional or separate goods, products, or services provided by any third parties, such as, for example, and without limitation, after-market warranty providers, delivery and transport service providers, and payment processors.  However, the Services may include providing you with access to and assisting facilitating your engagement with such third party service providers.  Nor do “Services” include any service offerings specific to customer who elect to receive the “Premium” Services available at volumetricmixerexchange.com.  Such “Premium” Services are governed by and subject to separate terms.
    • “www.volumetricmixerexchange.com”, “we”, “our”, and “us” refers to Cemen Tech, Inc., the company that offers the Services.
    • “You” or “Customer” means the individual accessing the Services either as a Buyer, Seller, or website visitor. If you are accessing the Services on behalf of a company, organization, or other entity, or on behalf of another individual, then “you” also includes such company, organization, other entity, or other individuals, and you represent and warrant that you are an authorized representative with fully authority to bind the company, organization, other entity, or individual to these Terms, and you hereby agree to these Terms on behalf of each such company, organization, entity, and individual, as applicable.
  2. Services
    • Subject to your compliance with these Terms, we hereby grant you a non-exclusive, revocable, non-transferable, and limited license to access the Services solely for the purposes of listing Equipment for sale or viewing Equipment to purchase, or using the website for the purposes of considering whether to sell or purchase Equipment, and connecting with prospective Buyer and Sellers of Equipment, as applicable, subject to the restrictions set forth herein. You may download, email, share via social networking or print individual pages from the website in accordance with these Terms and solely for your own personal, non-commercial use, provided you do not remove any trademark, copyright or other notice contained on such pages. We reserve all rights not expressly granted in these Terms in and to the Services and our intellectual property rights therein.
    • You hereby grant to us a royalty free, non-revocable, world-wide, and transferrable license to access, use, store, and reproduce any and all Customer Content as we deem necessary to provide the Services to you or other users of the Service, or for any reason we deem appropriate in our absolute and sole discretion.
    • No other use is permitted. You may not use the Services to engage in any of the following activities:
      • (i) List that are illegal, stolen, counterfeit, or infringe on intellectual property rights.
      • (ii) Provide misleading or false information or commit fraud or theft.
      • (iii) Post or publish content or use the Services in any manner that is discriminatory, offensive, threatening, harassing, abusive, hateful, libelous, defamatory, obscene, or otherwise objectionable or harmful.
      • (iv) Engage in advertising or soliciting, such as chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communication (except as otherwise expressly permitted by us), or engage in spamming or flooding.
      • (v) Engage in or promote unauthorized commercial activities, including spam and advertising.
      • (vi) Violate any applicable laws or regulations.
    • You may not assist, permit, or enable others to, do any of the following:
      • (i) Use the Services for any purpose other than as expressly set forth herein.
      • (ii) Disassemble, reverse engineer, decode, decompile, or otherwise attempt to discover or gain access to the source code, object code, or underlying structure, ideas, know-how, or algorithms related to the Services (except to the extent this restriction is prohibited by applicable law).
      • (iii) Use any robot, spider, scraper, data mining tool, data gathering or extraction tool, or any other automated means, to access, collect, copy, or record the Services.
      • (iv) Copy, rent, lease, sell, transfer, assign, sublicense, modify, alter, or create derivative works of any part of the Services or any of our intellectual property.
      • (v) Remove any copyright notices or proprietary legends from the Services.
      • (vi) Use the Services in any manner which, in our sole discretion, impacts the operation or performance of the Services or any other user’s use of the Services.
      • (vii) Use the Services in competition to us, to develop competing products or services, or otherwise to our detriment or commercial disadvantage.
      • (viii) Use the Services for benchmarking or competitive analysis of the Services.
      • (ix) Impersonate another person or misrepresent your affiliation with a person or entity, hide or attempt to hide your identity, or otherwise use the Services for any invasive or fraudulent purpose including, but not limited to, for domain spoofing or other forms of phishing.
      • (x) Gain unauthorized access to the Services, to other users’ accounts, names, or personally identifiable information, or to other computers or websites connected or linked to the Services.
      • (xi) Use the Services in any manner or for any purpose that violates any applicable law, regulation, legal requirement or obligation, contractual obligation, or any right of any person including, but not limited to, intellectual property rights, rights of privacy and/or rights of publicity, or which otherwise may be harmful (in our sole discretion) to us, our providers, our suppliers, or any users.
  1. Service Modifications

We may take corrective action or modifications to the Services, with or without notice, as we determine in our sole discretion, including removal of all or a portion of the Customer Content, and disconnection or discontinuance of any and all Services.  In addition, we may terminate your account and access to the Services, as set forth below in these Terms.   You agree that we shall have no liability due to any corrective action we may take.  As the Services are free, you will not receive any refunds prior to or as a result of any corrective actions or modifications of the Services.

  1. Amendments and Modifications

We may amend or modify these Terms at any time in our sole discretion. Your continued use of the Services shall constitute your acceptance of such updated Terms.  We may, but are under no obligation to, provide notice of any modification of these Terms.  Any modification is effective upon posting on the www.volumetricmixerexchange.com website. Please periodically check the website policy to assure your understanding and awareness of changes.

  1. Term and Termination

These Terms and your right to access the Services shall remain in effect for so long as you use or have access to the Services, or until earlier terminated by us or you.  We reserve the right, in our sole and absolute discretion, to suspend or terminate your account and access to the platform and Services, in whole or in part, with or without notice, at any time for any reason or no reason.  As the Services are free, you will not be entitled to any refunds or fees as a result of termination.  Nor are we liable or responsible for any damages, loss of potential sales, or failure to sell or buyer any Equipment as a result of any termination of these Terms or your use of the Services.  The following Sections will survive the termination of these Terms: Sections 2, 6, 7, 8, 9, 10, 11, 12, 14, 15, 16, and 17.

  1. Customer Representations and Warranties

You represent and warrant that at all times you own, are a valid licensee, or have the right to use the Customer Content, including all text, graphics, and audio, and the use, reproduction, distribution and transmission of the Customer Content and any information and materials contained therein does not, and will not: (i) infringe any copyright, trademark, or any other proprietary right of a third party, (ii) violate any criminal laws and will only be used for lawful purposes, (iii) constitute false advertising, unfair competition, defamation, an invasion of privacy, violate a right of publicity or violate any other law or regulation, (iv) contain and will at all times remain free of computer viruses, worms, Trojan horses, and other malicious code, or (v) contain, or provide links to, pornographic material, or “hate” sites.

  1. Buyer and Seller Obligations.
  • As Seller, you agree, represent, and warrant that:
    • (i) You have read and understand the Buyer obligations below.
    • (ii) You assume full responsibility for the Equipment offered and the accuracy and content of the listing provided for such Equipment.
    • (iii) The Equipment is in good operating condition, free of material defects, except as explicitly and clearly disclosed in the listing for such Equipment.
    • (iv) The description of the Equipment is accurately set forth in the listing and includes all material information necessary for a Buyer to determine the quality, condition, and safety of such Equipment.
    • (v) As applicable, such Equipment has never been re-built, salvaged, and all odometer and hour meters on the Equipment reflect actual mileage or usage unless otherwise explicitly and clearly disclosed in the listing for such Equipment.
    • (vi) The Equipment has not been modified or tempered with in any manner that would be contrary to applicable legislation or misleading to a potential Buyer, including, but not limited to, tampering with emission control devices.
    • (vii) The Equipment has not been fraudulently obtained and is not stolen or counterfeit.
    • (viii) You are duly authorized to enter into these Terms and to complete and deliver the Equipment upon sale of such Equipment to a Buyer.
    • (ix) You are solely responsible for any non-conformity or defect in, or compliance with any public or private recall of, any product you list or sell using the Services.
    • (x) If you engage in classifieds advertising activities, you are solely responsible for the accuracy and appropriateness of the ad content and ensuring that the content of the advertisements does not infringe or violate upon the rights or copyrights of any third party or individual or otherwise violate any of these Terms.
  • As Buyer, you agree, represent, and warrant that:
    • (i) You have read and understand the Seller obligations above.
    • (ii) You have had the opportunity to review the full listing, pictures, disclosures, other documentation, and information available on the Services relating to the subject Equipment and Seller before making a bid or offering, buying, or committing to purchase such Equipment from Seller.
    • (iii) You understand that we did not prepare or draft or participate in any way in preparing the content of any listings, or any representations contained therein.
    • (iv) We do not transfer legal or physical ownership of Equipment from the Sellers to Buyers.
    • (v) As between you and us, you assume all risk of damage and loss on the Equipment.
    • (vi) You are duly authorized to enter into these Terms and receive Equipment upon sale of such Equipment by a Seller.

 

  1. Optional Third Party Services

We and third parties may make available other third-party products or services, including shipping, delivery, and transport of Equipment upon sale, which you may elect to use. Any use by you of such third-party services is solely between you and the applicable third-party service provider. We do not warrant or make any representations with respect to the quality, performance, or timeliness of such service providers, or provide support for such third party services. We are not responsible for any violations of applicable law by third-party services providers, or for any liability arising from your use of third-party services. We do not guarantee the continued availability of any third-party services (or any integration with third-party services or related features), and if such third-party services or related features are discontinued, you will not be entitled to any refund, credit, or other compensation for us. Depending on your location, certain third-party services may not be available to you.

  1. Disclaimer of Warranties

you agree that you are making use of our services at your own risk and the services are provided “as-is” and “as available.”  WE make no warranties or guarantees of any kind, and to the extent permitted by applicable law, we EXPRESSLY DISCLAIM AND exclude all express or implied warranties: (A) regarding the quality, safety, legality, merchantability, fitness for a particular purpose, and non-infringement with respect to the services and any equipment; (B) THAT THE SERVICES WILL BE INTERRUPTION OR ERROR FREE; (C) THAT ANY RESULTS MAY BE OBTAINED FROM THE USE OF THE SERVICES; OR (D) AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICES, OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. wE ARE NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA tRANSFERRED EITHER TO OR FROM a CUSTOMER OR STORED BY CUSTOMER OR ANY OF CUSTOMER’S USERS VIA THE SERVICES. FURTHER, BUYERS OF EQUIPMENT UNDERSTAND THAT, UNLESS EXPLICITLY AGREED TO OTHERWISE BETWEEN THE BUYER AND A SELLER, NO WARRANTIES OR GUARANTEES of any kind relating to the equipment are offered or provided by virtue of equipment being listed on the platform.  Users are solely responsible for conducting their own due diligence, including inspecting equipment and assessing its suitability for their needs, before making any purchase.

  1. Indemnification

You agree to defend, indemnify, and hold harmless us and our affiliates and related entities, and ours and their respective shareholders, members, directors, officers, employees, agents, representatives, and permitted successors and assigns (collectively, the “Indemnified Parties”), from and against any and all damages, claims, suits, actions, liabilities, loss, costs, and expenses, including reasonable attorneys’ fees (collectively “Claims”), arising out of or alleged to have arisen from any of the following:

  • Your breach under these Terms.
  • The quality, condition, safety, or other aspects of the Equipment which such user sells or offers for sale through the Services.
  • Your breach of any other agreement entered into under or in connection with these Terms.
  • If you are a Buyer, any subsequent sale, use, or handling of the Equipment.
  • Your breach of any law, rule, regulation, or any order of any court or other governmental authority.
  • Your violation of the rights of any third party.

The foregoing indemnity applies to any such claim except to the extent that such Claim is caused by our gross negligence or willful misconduct.

  1. Limitation of Liability

Under no circumstances, including negligence, shall we, nor any of our employees, officers, directors, shareholders, affiliates, agents, suppliers, third party information providers, or licensors (the “Volumetric Parties”), be liable for any indirect, incidental, special, consequential or punitive damages, or loss of profits, revenue, data or use by you or any other third party, whether in an action in contract or tort or strict liability or other legal theory, even if we or any Volumetric Parties have been advised of the possibility of such damages. Neither we nor any Volumetric Parties shall be liable to you or any other third party, for any loss or damage that result or are alleged to have resulted from the use of or inability to use the Services, the Equipment, or that results from mistakes, omissions, interruptions, deletion of files, loss of data, errors, viruses, defects, delays in operations, or transmission or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to our records, programs, equipment, or services. IN NO EVENT WILL OUR LIABILITY, OR THE LIABILITY OF ANY VOLUMETRIC PARTIES, IN CONNECTION WITH THE SERVICES OR EQUIPMENT, WHETHER CAUSED BY FAILURE TO DELIVER, NONPERFORMANCE, DEFECTS, BREACH OF WARRANTY OR OTHERWISE, EXCEED $500.00. WE CANNOT GUARANTEE CONTINUOUS SERVICE, SERVICE AT ANY PARTICULAR TIME, INTEGRITY OF DATA, INFORMATION OR CONTENT STORED OR TRANSMITTED VIA THE INTERNET. WE WILL NOT BE LIABLE FOR ANY UNAUTHORIZED ACCESS TO, OR ANY CORRUPTION, ERASURE, THEFT, DESTRUCTION, ALTERATION OR IN ADVERTENT DISCLOSURE OF, DATA, INFORMATION OR CONTENT TRANSMITTED, RECEIVED OR STORED ON OUR SYSTEM.

  1. Force Majeure

Neither party is liable for any default or delay in the performance of any of its obligations under these Terms (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party’s reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, acts of government or other legal order, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any Equipment or material required for such party toper form its obligations hereunder.

  1. Governing Law, Jurisdiction, and Arbitration

These Terms shall be governed by and construed according to the laws of the State of Iowa, without regard to the conflict of law provisions thereof. Both parties submit to personal jurisdiction in Iowa. Any controversy or claim arising out of, relating to or in connection with these Terms, or the breach thereof, shall be subject to arbitration administered by the American Arbitration Association (“AAA”) in accordance with its then existing Commercial Arbitration Rules (“AAA Rules”) and judgment upon the award rendered by the arbitrator maybe entered in any court having jurisdiction thereof. The place of arbitration shall be Des Moines, Iowa, or any other place selected by mutual agreement of the parties. An award rendered in connection with an arbitration pursuant to this Section shall be final and binding upon the parties and the parties agree and consent that the arbitral award shall be conclusive proof of the validity of the determinations of the arbitrations set forth in the award, and any judgment upon such an award may be entered and enforced in any court of competent jurisdiction. The parties agree that the award of the arbitral tribunal will be the sole and exclusive remedy between them regarding any and all claims and counterclaims between them with respect to the subject matter of the arbitrated dispute. The parties hereby waive all in person and jurisdictional defenses in connection with any arbitration hereunder or the enforcement of an order or award rendered pursuant thereto. In any legal action, the prevailing party will be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs and reasonable attorney’s fees.

  1. Assignment and Successors

Customer may not assign or transfer these Terms, or any of your rights or obligations hereunder, without our prior written consent.  Any attempted assignment in violation of the foregoing provision shall be null and void and of no force or effect whatsoever. We may assign our rights and obligations under these Terms, and may engage subcontractors or agents in performing your duties and exercising our rights hereunder, without your consent. These Terms shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

  1. Data Privacy

Our Privacy Notice governs the collection, use, and sharing of user data. By using these Services, you understand that we will collect, use, and disclose certain personal information as set forth in our Privacy Notice (https://cementech.com/privacy-policy/) and you agree to the terms of the Privacy Notice.

  1. General
    • These Terms represents the entire agreement between the parties, and supersedes all previous agreements.
    • If you breach these Terms, we may suffer irreparable harm, and monetary damages may be inadequate to compensate us. Accordingly, we may, in addition to any other remedies available, seek injunctive or other equitable relief in response to any such breach. The aforementioned equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages, or other available forms of relief.
    • You agree to execute and deliver any documents or instruments, and take any further actions that are reasonably required to provide us or other party the full benefits and rights described in these terms.
    • If any provision of these Terms or portion of a provision is invalid, illegal, or unenforceable, the remainder of these Terms will remain in effect.
    • Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under these Terms.
    • Headings contained in these Terms are for convenience only, and do not define or explain any provision. Any use of the term “including” or variations thereof should be construed as if followed by the phrase “without limitation.”
    • You hereby grant us an unlimited, royalty free, world-wide license to publish and promote any listing, including related content such as username, product reviews and feedback, in any format and through any channel, including across any Services, our partners, or third party property or advertising medium.
    • YOU HEREBY WAIVE ANY AND ALL RIGHT TO A JURY TRIAL ARISING FROM OR RELATING TO THE EQUIPMENT, THESE TERMS, OR USE OF THE SERVICES.