Terms of Service

1. Agreement to Terms

These Terms of Service (this “Agreement”) are a binding contract between you and SiliconExchange, governing your access to and use of the website located at siliconexchange.io and all related services (collectively, the “Service”). By checking the box or clicking “I Agree” at registration, and again at checkout, you accept and agree to be bound by this Agreement and by our Privacy Policy, which is incorporated into this Agreement by reference. If you do not agree, you may not access or use the Service. If you are accepting this Agreement on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” then refers to that entity.

2. What SiliconExchange Is

SiliconExchange operates an online marketplace where independent third-party sellers (“Sellers”) list new and used PC hardware, custom-built systems, and related components (“Items”) for sale to other users (“Buyers”). A single account holder may act as both a Buyer and a Seller. SiliconExchange is not a party to the sale of any Item — the contract for the sale and purchase of an Item is formed directly between the Buyer and the Seller. SiliconExchange does not take title to, own, warehouse, or ship any Item, and does not inspect any Item before it is listed. Our role is limited to operating the platform, processing payments through our payment partner, arranging shipping, and administering the Buyer Protection Program described in Section 7.

3. Eligibility and Accounts

You must be at least 18 years old and a resident of the United States to create an account or use the Service. The Service is offered in the United States only, and all transactions are conducted in US dollars. You are responsible for all activity under your account and for keeping your login credentials confidential, and you agree to notify us immediately of any unauthorized use of your account. You are solely responsible for reporting and paying any taxes arising from your use of the Service, including any sales tax collection obligations you may have as a Seller. SiliconExchange may decline to open, or may suspend or terminate, any account at its discretion, including for suspected fraud, violation of this Agreement, or nonpayment.

4. Seller Terms

4.1 Listing Accuracy

As a Seller, you are solely responsible for the accuracy and completeness of every listing you post, including item condition, specifications, included accessories, pricing, and photographs. You represent that you own the Item or otherwise have the legal right to sell it, and that it is free of undisclosed defects, liens, or encumbrances that would prevent the sale. An Item must be complete and usable as listed; if it includes software that requires a license to operate, the license must be valid and either already activated or transferable to the Buyer.

4.2 Identity and Payout Verification

Before you can receive payouts, you must complete identity verification through our payment partner, Stripe, which opens a Stripe Express payout account in your name and collects your legal name, date of birth, address, and bank account details. SiliconExchange does not collect or store your Social Security number, government-issued identification, or bank account number — that information is collected and held by Stripe directly. Where required by law, including the federal INFORM Consumers Act, we may also collect, and for high-volume Sellers meeting the statutory thresholds disclose to Buyers, additional Seller identity and contact information.

By opening a Seller account, you represent that you are not operating a business in a category restricted by SiliconExchange or by its payment partner, and that you will not list or sell any Item described in Section 8. SiliconExchange may require you to identify the nature of your selling activity and to provide business registration, resale, or sourcing documentation, at account opening or at any time afterward. SiliconExchange may decline to open, and may suspend or close, a Seller account where that information is not provided on request or where it indicates activity restricted by SiliconExchange or its payment partner.

4.3 Fees

SiliconExchange charges Sellers a service fee on each order, calculated according to the Fee Schedule published at siliconexchange.io/fees, which is incorporated into this Agreement by reference. Unless the Fee Schedule states otherwise, the service fee is calculated on the order total, meaning the Item price plus shipping charged to the Buyer, and excluding sales and use taxes. The fee applied to an order is the fee in effect at the time the order is placed, and is recorded on the order at that time; later changes to the Fee Schedule do not affect orders already placed.

SiliconExchange may modify the Fee Schedule from time to time. A change that increases fees will be posted on the Fee Schedule page, and notice of it sent to the email address associated with each Seller account that has an active listing or an active payout account, at least fourteen (14) days before it takes effect. Before an increase takes effect, a Seller may remove any or all of their listings without charge or penalty. Changes to the Fee Schedule are governed by this Section 4.3 and not by Section 19. In the event of any conflict between this Agreement and the Fee Schedule, this Agreement controls, except as to the fee rates themselves, which the Fee Schedule states.

A Seller who publishes their first listing during the founding-seller enrollment period stated on the Fee Schedule receives the reduced founding-seller rate for the six months following that first listing, and that six-month term is not shortened by any later change to or closure of the founding-seller program. SiliconExchange may close the founding-seller enrollment period at any time on notice posted to the Fee Schedule page. SiliconExchange may offer individually negotiated or promotional fee rates, including rates as low as zero percent, at its discretion; a negotiated or promotional rate is disclosed to the Seller it applies to. Buyers pay no service fee. Fees are deducted from the Seller’s payout at settlement and are not separately invoiced.

4.4 Shipping

How an Item ships depends on the shipping method selected for the listing. For listings using calculated shipping, SiliconExchange purchases a shipping label from a third-party carrier through our shipping partner, Shippo, the moment payment succeeds, and deducts the label’s cost from your payout at settlement, along with the cost of any shipment insurance you elect; postage and insurance are passed through to you at cost, with no markup. For listings using flat-rate shipping, you are responsible for purchasing your own shipping label, either through the Service after the sale or directly through a carrier, and for entering tracking information into the Service once the Item ships. For listings offering local pickup, no shipping label or carrier is involved, and you and the Buyer arrange the pickup directly; see Section 7.1 for how the Buyer Protection Program applies to a local-pickup order. Regardless of shipping method, you are responsible for shipping the Item or making it available for pickup promptly, and in any event within three days of the sale unless your listing discloses a different timeframe. SiliconExchange arranges the purchase of shipping labels on calculated-shipping listings as a convenience and is not the carrier; loss, damage, or delay in transit is the carrier’s responsibility under that carrier’s own terms, and SiliconExchange disclaims liability for carrier performance beyond the label-purchasing and tracking function it performs on those listings.

Carriers independently weigh and measure packages in transit and may bill adjustments — such as weight or dimension corrections, additional-handling fees, or nonstandard-package surcharges — after delivery, sometimes weeks later. If a carrier issues an adjustment on a label purchased through the Service, and the carrier’s stated basis for the adjustment is that the package as shipped did not match the weight, dimensions, or packaging characteristics declared when the label was created, you authorize SiliconExchange to recover the amount of that adjustment by deducting it from your payout at settlement or, where settlement has already occurred, by offsetting it against your future payouts. If offsetting does not fully recover the amount, SiliconExchange may invoice you for the remainder, which is then payable within thirty days. Any amount recovered under this paragraph is the amount the carrier charged, at cost and with no markup or handling charge.

SiliconExchange will notify you of a carrier adjustment before or at the same time as it is deducted or offset, and the notice will include the carrier’s stated basis for the adjustment. You may dispute an adjustment by notifying SiliconExchange within ten days of that notice, and SiliconExchange will submit the evidence you provide to the carrier and credit you for any amount the carrier reverses. SiliconExchange will not seek recovery of a carrier adjustment more than ninety days after the label was created. SiliconExchange’s rights under this paragraph survive termination of this Agreement and closure of your account.

Adjustments that do not result from how the package was described or packed — including address corrections, undeliverable or return-to-sender handling, residential or extended-delivery-area surcharges, and carrier rate or billing changes — are borne by SiliconExchange and will not be passed through to you.

4.5 Optional Shipment Insurance

You may elect shipment insurance on a listing, underwritten by a third-party insurer and arranged through Shippo. If you elect insurance, the premium is deducted from your payout at settlement. SiliconExchange does not underwrite this coverage and is not the insurer; the terms of the insurance product, not this Agreement, govern what is and is not covered.

4.6 Chargebacks and Platform-Initiated Refunds

If a Buyer successfully disputes a card charge with their bank after funds have already been released to you, you authorize SiliconExchange to recover that amount through a transfer reversal against your connected Stripe account and, if a reversal does not fully recover the amount, by offsetting the remainder against your future payouts or invoicing you directly. SiliconExchange does not store Seller payment methods for this purpose. You remain responsible for the full amount of any such chargeback regardless of whether the underlying transaction has already settled.

SiliconExchange may also refund a Buyer, suspend or reverse a payout, or claw back funds already transferred to you, at any stage of an order, where SiliconExchange determines in good faith that doing so is necessary to address fraud, a violation of this Agreement, a payment dispute, or an error. Where funds have already been paid out to you, you authorize SiliconExchange to recover the reversed amount through a transfer reversal against your connected Stripe account and, if a reversal does not fully recover the amount, by offsetting the remainder against future payouts or invoicing you directly.

4.7 Prohibited Items and Enforcement

You may not list any Item described in Section 8. SiliconExchange may remove any listing, and may suspend or terminate any Seller account, without notice, for suspected fraud, repeated Buyer complaints, violation of this Agreement, or any reason it determines in good faith is necessary to protect the integrity of the Service.

Where a Seller is required by law to provide or disclose identity, contact, banking, or tax information and fails to do so, SiliconExchange will provide the Seller written or electronic notice and an opportunity to comply within ten days, and will suspend the Seller’s future sales activity on the Service until the Seller complies. This paragraph does not limit SiliconExchange’s other rights under this Section 4.7.

Where SiliconExchange determines that a violation of this Agreement is capable of being cured and does not involve suspected fraud, counterfeit or stolen goods, or a risk to the safety of users or the Service, SiliconExchange will notify the Seller of the violation, explain what is required to resolve it, and allow a reasonable opportunity to do so before suspending or terminating the account. This paragraph does not limit SiliconExchange’s right to act immediately where it determines in good faith that immediate action is necessary.

5. Buyer Terms

When you complete a purchase, you enter into a binding contract with the Seller to buy the Item at the listed price plus applicable shipping, insurance, and taxes, and payment is due in full at checkout through our payment partner, Stripe. You are responsible for reviewing a listing, including item condition and specifications, before you buy. SiliconExchange does not inspect Items before they are listed and does not guarantee that a listing’s description is accurate; your recourse for an inaccurate listing is the Buyer Protection Program described in Section 7.

6. Payments

All payments are processed by Stripe, Inc. using Stripe Connect, and SiliconExchange is the merchant of record on every charge. When you complete a purchase, your payment is charged to SiliconExchange’s Stripe platform account and held there — not in SiliconExchange’s operating bank account — while your order is in progress and until the conditions of the Buyer Protection Program in Section 7 are met. At that point, the sale proceeds, less our fee and any shipping or insurance costs, are transferred to the Seller’s Stripe Express account. SiliconExchange does not itself hold, transmit, or have custody of funds outside of Stripe’s platform.

7. Buyer Protection Program

SiliconExchange holds a Buyer’s payment while an order is in progress and releases it to the Seller only once the conditions below are met. This program is administered by SiliconExchange using Stripe’s payment infrastructure. It is not a Stripe product.

7.1 Release of Funds

Funds are released to the Seller when the Buyer confirms receipt and acceptance of the Item, or automatically fourteen days after the carrier confirms delivery if the Buyer has not opened a dispute. For a local-pickup order, where no carrier delivery confirmation exists, funds are released when the Buyer confirms pickup through the Service, or automatically three days after the scheduled pickup date if the Buyer has not opened a dispute.

7.2 Reporting a Problem

If an Item arrives damaged or is materially different from its listing description, the Buyer must report the issue within three days of confirmed delivery. If an Item never arrives, the Buyer must report the issue before the fourteen-day auto-release period described in Section 7.1 closes. Reports are made by contacting SiliconExchange through the Service or at support@siliconexchange.io.

7.3 Review and Remedy

SiliconExchange targets review of disputes within 48 hours of submission, though actual review times may vary with the circumstances of the dispute. If a dispute is determined to be valid, available remedies are a refund from the held funds, a partial refund, or return of the Item to the Seller, at SiliconExchange’s discretion. Items that are hazardous, illegal to ship, or otherwise unsafe to return will not be required to be returned.

7.4 Signature on Delivery

Orders of $750 or more require signature confirmation on delivery. A Seller may also require signature confirmation on lower-value orders at the Seller’s own election.

7.5 Buyer’s Remorse

The Buyer Protection Program does not cover a change of mind. If a Seller states a return policy in their listing, a Buyer may request a return subject to that stated policy. SiliconExchange’s service fee is not refunded in connection with a discretionary return.

8. Prohibited Items

8.1 Prohibited Items

You may not list, sell, or attempt to sell: stolen goods, or goods with altered, removed, or fraudulently represented serial numbers; goods subject to a lien, lease, rental agreement, or unpaid financing; counterfeit hardware, or hardware misrepresented as a different make, model, or specification than it actually is; hardware with removed, defaced, or altered manufacturer labels, holograms, or authenticity markings; engineering samples, qualification samples, or other pre-release hardware not authorized by its manufacturer for resale; software license keys offered other than as part of a complete Item, or Items whose bundled software or operating-system license is not validly transferable to the Buyer; items illegal to sell, ship, or possess under applicable federal, state, or local law; items subject to an active safety recall; hardware containing a virus, malware, or spyware, or modified to circumvent copyright protection or licensing controls; Items obtained through or offered in furtherance of return, warranty, or chargeback fraud; any item whose export would violate United States export control law; and any Item you know or reasonably should know is being purchased for export to a destination or party restricted under United States export control or economic sanctions law. SiliconExchange may add to this list at its discretion; because additions to this list address safety and legal compliance, they take effect immediately on posting to the Service.

8.2 Verification

SiliconExchange may require a Seller to provide documentation of ownership, provenance, or lawful acquisition of an Item, including serial numbers and proof of purchase, as a condition of publishing a listing or releasing a payout, and may withhold a payout pending that verification.

8.3 Reporting

Anyone may report a listing they believe violates this Section, or other suspicious activity on the Service, to report@siliconexchange.io. Intellectual property owners may submit a claim of trademark infringement or counterfeiting to the same address; a claim should identify the mark and registration relied on, the listing complained of, the basis for the claim, and contact information for the person submitting it, and should include a statement made in good faith that the use complained of is not authorized. SiliconExchange will review properly submitted claims, will remove or disable access to listings it determines in good faith to be infringing or counterfeit, and will terminate in appropriate circumstances the account of a Seller determined to be a repeat infringer. SiliconExchange may disclose Seller identity and transaction information to law enforcement, and to an intellectual property owner, in connection with an investigation of stolen or counterfeit goods. Copyright complaints are handled under Section 12.

9. Content You Post

You retain ownership of the photographs, descriptions, reviews, and other content you post to the Service (“User Content”), but by posting it you grant SiliconExchange a non-exclusive, worldwide, royalty-free license to host, display, reproduce, and distribute that User Content in connection with operating and promoting the Service. You represent that you have the right to grant this license and that your User Content does not infringe any third party’s rights. SiliconExchange may remove User Content, and take further action up to and including account suspension, that it determines in good faith violates this Agreement.

10. User Conduct

You agree to treat other users respectfully in listings, messages, and reviews. You may not use the Service to threaten, harass, or degrade another user; to post or send content containing hate speech or slurs, or that glorifies violence or promotes a hate group; to post listings or messages that are knowingly false, sexually explicit, or spam; or to impersonate another person or entity. All Items must be legal to manufacture, sell, and ship under applicable federal, state, and local law. SiliconExchange may suspend or terminate any account that violates this section.

11. Intellectual Property

SiliconExchange and its licensors retain all rights in the Service itself, including its software, design, and trademarks. You may not copy, scrape, reverse-engineer, or create derivative works from the Service except as this Agreement expressly permits.

12. Copyright Complaints (DMCA)

If you believe material on the Service infringes your copyright, you may send a notice that satisfies the requirements of 17 U.S.C. § 512(c)(3) to our designated agent: Richard Young, SiliconExchange.io, c/o 3S Legacy Holdings, LLC, 3070 Windward Plaza, STE F289, Alpharetta, GA 30005-9837; phone 404-394-1761; email dmca@siliconexchange.io. Our designation of an agent is on file with the United States Copyright Office under registration number DMCA-1076111.

SiliconExchange will respond to properly submitted notices in accordance with the Digital Millennium Copyright Act, including by removing or disabling access to the identified material and, where applicable, forwarding the notice to the user who posted it. SiliconExchange will terminate, in appropriate circumstances, the account of a user who is determined to be a repeat infringer.

13. Third-Party Content

SiliconExchange is not responsible for verifying, and does not endorse, any listing, review, or message posted by a user. SiliconExchange reserves all defenses available to it under Section 230 of the Communications Decency Act and any comparable law with respect to content posted by users of the Service.

14. Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” SILICONEXCHANGE DOES NOT WARRANT THE QUALITY, SAFETY, LEGALITY, OR ACCURACY OF ANY LISTING, AND DOES NOT GUARANTEE THAT ANY TRANSACTION WILL BE COMPLETED SUCCESSFULLY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SILICONEXCHANGE DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SILICONEXCHANGE IS NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF THE SERVICE. EXCEPT FOR AMOUNTS OWED TO YOU UNDER THE BUYER PROTECTION PROGRAM, SILICONEXCHANGE’S TOTAL LIABILITY TO YOU UNDER THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO SILICONEXCHANGE IN THE SIX MONTHS BEFORE THE CLAIM AROSE, OR (B) $100.

16. Indemnification

You agree to indemnify and hold SiliconExchange harmless from any claim arising out of your use of the Service, your listings, your breach of this Agreement, or your violation of any law or third party’s rights.

17. Dispute Resolution and Arbitration

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS. Any dispute arising out of or relating to this Agreement or your use of the Service will be resolved by binding, individual arbitration administered by the American Arbitration Association, under its Consumer Arbitration Rules if you are acting as a consumer or its Commercial Arbitration Rules otherwise, rather than in court, except that either party may bring an individual claim in small claims court, and SiliconExchange may seek injunctive relief in court to protect its intellectual property. If your claim is $10,000 or less, SiliconExchange will pay all AAA filing, administrative, and arbitrator fees, unless the arbitrator finds your claim frivolous. You and SiliconExchange each waive the right to a jury trial and to participate in a class action. You may reject this arbitration agreement by sending written notice to support@siliconexchange.io within thirty days of first accepting this Agreement; if you do, disputes will instead be resolved in the courts identified in Section 18.

18. Governing Law and Venue

This Agreement is governed by the laws of the State of Georgia, without regard to its conflict-of-laws principles, and — for any dispute not subject to arbitration — the state and federal courts located in Fulton County, Georgia have exclusive jurisdiction.

19. Changes to These Terms

SiliconExchange may update this Agreement from time to time. When it does, it will post the updated Agreement with a new last-updated date and document version. Where SiliconExchange determines a change is material, an existing user will be asked to review and accept the updated Agreement before continuing to use the Service, and the updated Agreement takes effect as to that user when they accept it; until then, the version that user last accepted continues to govern their use of the Service. Where a change is not material — including correction of typographical errors, updated contact information, and clarifications that do not alter either party’s rights or obligations — the updated Agreement takes effect on posting. A new user is bound by the version in effect when they register. Changes to the Fee Schedule are governed by Section 4.3 and not by this Section.

20. Termination

You may stop using the Service and close your account at any time. SiliconExchange may suspend or terminate your access at its discretion, including for violation of this Agreement, with or without notice. Sections of this Agreement that by their nature should survive termination, including Sections 4.6, 6, 9, and 12 through 18, will survive.

21. General

If any provision of this Agreement is found unenforceable, the rest of the Agreement remains in effect. SiliconExchange’s failure to enforce a provision is not a waiver of its right to do so later. You may not assign this Agreement; SiliconExchange may assign it in connection with a merger, acquisition, or sale of assets. Notices to SiliconExchange should be sent to support@siliconexchange.io. This Agreement, together with the Privacy Policy and any other policy incorporated by reference, is the entire agreement between you and SiliconExchange regarding the Service.

Electronic Communications. By using the Service, you consent to receive agreements, notices, disclosures, and other communications from SiliconExchange electronically, including by email or by posting them on the Service, and you agree that these electronic communications satisfy any legal requirement that they be in writing.

Export Controls. You acknowledge that the Service originates in the United States and agree to comply with all applicable U.S. export control and economic sanctions laws, and you represent that you are not located in, and are not a national or resident of, any country subject to a comprehensive U.S. government embargo, and are not on any U.S. government list of prohibited or restricted parties.