Terms of Service

Clockwork Auto is a dealer-to-dealer live vehicle auction platform based in Brampton, Ontario. The platform enables licensed Ontario motor vehicle dealers to list vehicles for auction and bid on vehicles listed by other dealers. Clockwork Auto is not a retail vehicle sales platform.

The platform supports two account types. Both require admin approval, government-issued photo ID, and a valid payment card on file before any purchasing feature is available.

• Dealer accounts — restricted to OMVIC registered Ontario motor vehicle dealers. Dealers may list vehicles, place live auction bids, and use Buy Now.
• Customer accounts — approved members of the public. Customers may purchase vehicles using Buy Now only. Customers cannot place auction bids, list vehicles, or open arbitration.

By registering for a dealer account, you represent and warrant that you are currently registered with the Ontario Motor Vehicle Industry Council (OMVIC), hold a valid Ontario motor vehicle dealer license, are acting in your capacity as a licensed dealer, and that all information provided during registration is accurate and current.

Live auction bidding is restricted exclusively to approved dealer accounts. Accounts found to have misrepresented their dealer status will be immediately suspended.

All sellers on this platform are required to comply with the Ontario Motor Vehicle Dealers Act (MVDA) and provide the same mandatory disclosures applicable to dealer-to-dealer transactions. Before any listing may go live, the seller must disclose:

• Vehicle branding status under the Ontario Highway Traffic Act (Clean, Rebuilt, Salvage, or Irreparable)
• Whether the vehicle has been involved in an accident with damage exceeding $3,000
• Whether the vehicle was previously registered outside Ontario and in which jurisdiction
• Whether the vehicle was ever reported stolen and subsequently recovered
• Any other known issues that could reasonably affect a buyer's decision to bid

Providing false or incomplete disclosures may constitute a violation of the MVDA and expose the seller to regulatory and legal liability. Clockwork Auto reserves the right to remove listings and suspend accounts where disclosure violations are identified.

All transactions conducted on this platform are strictly between the buying dealer and the selling dealer. Clockwork Auto is the platform operator and facilitates the auction process but is not a party to individual transactions.

All auctions require a reserve price. If the final bid does not meet the reserve price, no sale occurs and no payment is processed. Reserve prices are never disclosed to bidders.

Sniping protection applies to all auctions. A bid placed within the final thirty seconds resets the auction end time to thirty seconds from that bid. This continues until no bids are placed for thirty seconds.

All platform fees are flat tiered amounts based on the final sale price, not percentages. The applicable fees are always displayed at checkout before any purchase is confirmed. Buyer fees are non-refundable once the payment has been captured, except where a sale is reversed through the arbitration process described below.

Dealer buyer fees. Charged to dealer buyers on every purchase, plus a flat $39 processing fee on every dealer buyer transaction without exception:

Dealer seller fees. Charged to dealer sellers when their vehicle sells. Customer accounts cannot sell and are never charged a seller fee:

Public buyer fees. Charged to customer accounts on Buy Now purchases. No processing fee applies:

Detailed As-Is listing fee. Sellers who choose the optional Detailed As-Is Sale designation are charged a flat $99 listing fee to the payment card on file at the time the listing is published. This fee is non-refundable once the listing is live.

The highest bidder at auction close is legally obligated to complete payment within 24 hours of the auction closing. Payment is processed through Stripe.

Failure to complete payment within the 24-hour window will result in an automatic $99 non-payment fee charged to the registered payment method on file. The vehicle will then be awarded to the next highest bidder, subject to the reserve price being met. The $99 non-payment fee is non-refundable under any circumstances.

The winning buyer is responsible for arranging vehicle pickup from the seller's location within 7 business days of the purchase date.

Failure to pick up the vehicle within 7 business days must be communicated to the seller in advance. Failure to do so may result in storage fees charged at the seller's discretion.

The selling party is responsible for delivering the signed vehicle ownership documentation to the buying party within 7 business days of the completed sale.

Failure to transfer ownership within this window is grounds for the buyer to contact the platform administrator.

The following requirements apply to every listing on the platform, regardless of account type. A listing cannot be published unless all of these requirements are met:

• Photos must be provided from every angle of the vehicle
• All rust spots, dents, and body damage must be clearly photographed and uploaded
• A video with the engine running must be uploaded to demonstrate that the engine starts and runs
• Any rocker panel holes or subframe damage must be uploaded with dedicated photos clearly showing the affected areas
• The AC and heat system condition must be disclosed — whether working, partially working, or not working
• Transmission condition must be disclosed — smooth shifting, slipping, or any known issues
• Engine condition must be disclosed — any known issues, recent repairs, or oil consumption

In addition to all of the listing requirements above, dealer sellers must provide full CARFAX structure disclosure showing any structural damage history.

Failure to make any of the above disclosures accurately is grounds for arbitration by the buying dealer within 7 business days of purchase.

Arbitration is available exclusively between two dealer accounts. Public buyers cannot open or be subject to arbitration. A buying dealer may open an arbitration on a completed auction they won, within 7 business days of the auction closing. After 7 business days this option is no longer available.

The only valid grounds for arbitration are:

• Undisclosed transmission condition
• Undisclosed engine condition
• Incomplete or inaccurate CARFAX structure disclosure
• Undisclosed rocker panel condition
• Undisclosed subframe condition
• Undisclosed AC condition
• Undisclosed heat condition

These requirements apply even to Detailed As-Is sales. A dealer who lists a vehicle as Detailed As-Is must still disclose all of the above items correctly; failure to disclose any of them is grounds for arbitration regardless of the as-is designation.

Clockwork Auto will review the original listing disclosures against the reported condition and issue one of two resolutions: a full refund of the buyer's payment including all fees to the original payment method (requiring the buyer to return the vehicle to the seller), or a dismissal that closes the case with no refund. Both parties are notified of the outcome.

Clockwork Auto provides the platform technology and administrative oversight but is not responsible for the accuracy of vehicle information provided by sellers, the condition of vehicles, disputes arising from individual transactions, or losses resulting from fraudulent dealer representations.

Clockwork Auto's liability to any dealer is limited to the amount of buyer fees paid by that dealer in the six months preceding any claim.

Clockwork Auto reserves the right to suspend or terminate any dealer account for: providing false registration information, submitting listings with materially inaccurate disclosures, failing to complete payment within the required window more than once, engaging in bid manipulation or shill bidding, or any conduct that violates Ontario law or these Terms of Service.

These Terms of Service are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. Any disputes arising from these terms or use of the platform shall be subject to the exclusive jurisdiction of the courts of Ontario.

For questions regarding these terms, contact Clockwork Auto at [email protected].