AXIS Launch List your app

Auction & Marketplace Terms

⚠️ Draft — not legal advice. This document is a working draft prepared for attorney review. It has not been reviewed or approved by counsel and must not be relied upon as a final agreement until that review is complete.

Last updated: [DATE] These Auction Rules are published at /auction-rules, are incorporated by reference into the AXIS Launch Terms of Service, and govern every auction and marketplace transaction on AXIS Launch. Capitalized terms not defined here have the meanings in the Terms of Service. By listing, applying to bid, or bidding, you agree to these Rules.

Footer disclaimers. The following appear in the footer of every auction page and on the bid form, and are part of these Rules:

  1. "AXIS Launch provides a venue for buyers and sellers to negotiate and complete transactions. Any sale or license contract is solely between buyer and seller; AXIS Launch is not a party to it and assumes no responsibility arising from it."
  2. "AXIS Launch makes no warranties or representations as to the accuracy or completeness of any listing data or the current or future performance of any business or asset."
  3. "Verification by AXIS Launch is not a substitute for due diligence. Buyers are solely responsible for investigating all aspects of any purchase."

1. Defined Terms

2. Eligibility to List

Plain English: To auction your app it must have been listed on AXIS Launch for 30+ days, PAID-connected for 90+ days, and show real traction (≥$500 MRR or ≥1,000 MAU, verified). We review every auction submission and reject freely — no fee if rejected.

An Auction Listing requires, at submission: (a) an App Listing live on AXIS Launch for at least 30 days; (b) an active PAID connection of at least 90 days; (c) verified traction of at least $500 MRR or 1,000 monthly active users (per the Verification Standards, Section 8); and (d) Admin review and acceptance. Rejections are communicated plainly and carry no fee. The Seller must own, or control with authority to sell or license, everything itemized in the listing.

3. Auction Setup

The Seller sets: the Reserve (amount shown or hidden — hidden Reserves display as "Reserve set"), an optional BIN price greater than the Reserve, the Auction Window (7–14 days), and the Deal Type. The public listing shows the anonymized headline, category, financial and traffic metrics, verification badges with "metrics last verified" date, deal type, auction window, Current High Bid, and reserve-met status. The Seller's identity and the app's name appear only in the Data Room.

4. Bidding

Plain English: Bids are sealed — you submit through a form, not a live ticker. Each bid must top the current high bid by at least 5%. The admin posts the new high bid on the listing within one business day, with a dated update log. If your bid is at or above the reserve, it is binding — you are committing to buy.

4.1. Sealed bids. Bids are submitted only through the bid form by approved Bidders. Bidders do not see each other's identities or bid details; they see only the Current High Bid and reserve-met status posted publicly.

4.2. Minimum increment. A valid Bid must exceed the Current High Bid by at least 5%. The first Bid must meet any published starting price.

4.3. Posting. The Admin reviews each Bid for validity and updates the public listing's Current High Bid within 1 business day. Each update is dated in an on-page log. The Admin's bid log is the authoritative record.

4.4. Binding above Reserve. Every bid form requires this checked acknowledgment: "I have read the Auction Rules and understand my bid above reserve is binding." A Bid at or above the Reserve is a binding, irrevocable offer to complete the transaction at the Bid amount under the listing's Deal Type and terms. Bids below the Reserve are non-binding indications and may be withdrawn before the Reserve is met.

4.5. Reserve met. Once the Reserve is met: the highest valid Bid at close wins; the Seller is obligated to transact with the winning Bidder; and the winning Bidder is obligated to proceed to closing under Section 10. A Seller who refuses to transact after the Reserve is met breaches the Terms of Service and may be delisted and barred.

4.6. Withdrawal and failure to close. A binding Bid may not be withdrawn. If a winning Bidder fails to proceed in good faith, the Admin may (a) disqualify the Bidder and revoke marketplace access permanently, (b) offer the transaction to the next-highest binding Bidder, and (c) the Seller retains any remedies available at law. [ATTORNEY: consider bid deposit / liquidated damages — see notes.]

5. Anti-Sniping Extension

Any valid Bid received in the final 24 hours of the Auction Window extends the Window by 24 hours from the time of that Bid. This rule repeats without limit until 24 hours pass with no new valid Bid. The extension status is posted on the listing.

6. Buy-It-Now

A Bidder may exercise a listed BIN at any time while the Auction is open. BIN exercise ends the Auction only upon Admin confirmation with the Seller within 72 hours of the BIN submission. If confirmation does not occur within 72 hours, the BIN exercise is automatically rejected and the Auction continues unaffected. A confirmed BIN is binding on both parties on the same basis as a winning above-Reserve Bid.

7. Bidder Approval and Data Room Access

Plain English: To see the real name, numbers, and documents behind a listing you must: apply, be approved, and sign the NDA. No NDA, no access — no exceptions, not even for buyers we know. Access can be revoked, and passwords rotate when an auction closes.

7.1. Flow: bidder application (identity, entity, budget band, experience, target categories) → Admin review → execution of the AXIS Launch mutual NDA (e-signature) → per-auction Data Room access credentials.

7.2. NDA precondition — no exceptions. No person receives Data Room access, the app's identity, or any non-public seller information without an executed NDA. NDA breach is a Terms of Service breach: immediate access revocation and account termination, in addition to the NDA's own remedies.

7.3. Access mechanics. At launch, Data Rooms use per-auction page passwords, rotated when an auction closes or a bidder is removed. Bidders may not share credentials or Data Room contents, including with advisors who have not been approved under the NDA's representative provisions.

7.4. Funds verification (optional). A Bidder may email a redacted bank/brokerage statement; the Admin replies "Verified up to $X." The amount may be shared with Sellers on request; documents are never retained and never shown to anyone.

8. Verification Standards and Admin Rights

Plain English: Badges mean exactly what the verification page says — an admin personally checked a specific thing on a specific date. They are not a guarantee, and they are never a substitute for your own due diligence. The admin can reject bids, cancel auctions on suspected fraud, and pull listings whose badges lapse or whose metrics go stale (45+ days).

8.1. Badges. Metrics Verified (Admin personally observed a live revenue/analytics dashboard or holds a read-only invite; refreshed monthly; the "metrics last verified" date appears on the listing; the badge drops if stale more than 45 days). Identity Verified (government ID + LinkedIn checked; documents never stored, never shown). PAID Verified (active PAID connection confirmed). Buyer Funds Verified (Section 7.4). Full standards at /verification.

8.2. Admin rights. The Admin may, at its discretion and without liability: reject or invalidate any Bid; suspend or cancel any Auction for suspected fraud, misrepresentation, or rule violations; delist any Auction Listing whose maker Badge has been removed or whose metrics are stale (unverified >45 days); remove any Bidder's approval; and correct administrative errors in posted bid statuses (with the correction dated in the on-page log).

8.3. No warranty. Verification reflects only the specific check performed on the stated date. Footer disclaimers 2 and 3 above apply to every listing and every badge.

9. Deal Types

Every Auction specifies exactly one Deal Type; the winning transaction closes on the corresponding template:

No equity. No Auction, Bid, or side agreement may include equity, stock, convertible instruments, tokens, revenue-share interests, or anything that is or may be a security. Discovered violations void the Auction and terminate the accounts involved.

10. Closing Process — Escrow.com Only

Plain English: Win the auction → intro call → sign an LOI (7-day validity, exclusivity kicks in on acceptance) → diligence → sign the APA or license → the whole payment runs through Escrow.com with a 7-day inspection period. AXIS Launch never touches the money. Our 8% success fee (min $250) is invoiced separately at closing.

10.1. Sequence: winning Bid or confirmed BIN → Admin-arranged introduction → LOI from the AXIS Launch template (assets, structure, payment terms, escrow conditions, 7-day validity) → on LOI acceptance, exclusivity: other bidders are notified and their Data Room access is revoked → diligence window per the LOI → definitive agreement (APA or license template) → the Admin creates the Escrow.com transaction (amount, itemized asset list, 7-day inspection period) → buyer funds escrow → seller transfers assets → buyer accepts or the inspection period lapses → escrow releases.

10.2. Escrow-only. Every transaction must close through Escrow.com (or a successor provider designated by AXIS Launch). AXIS Launch never holds, transmits, or takes custody of any transaction funds. Escrow.com's own terms and fees govern the escrow itself. [OWNER DECISION: escrow fee split — drafted as shared 50/50 unless the parties agree otherwise.]

10.3. Success Fee. The Seller owes AXIS Launch 8% of total closing consideration, minimum $250, invoiced at or through closing per Terms of Service §10.3. No listing fee applies at launch.

10.4. Circumvention. Completing (or attempting to complete) a transaction off-platform or off-escrow after an introduction on or through AXIS Launch is a material breach; the Success Fee remains payable on any such transaction consummated within [12] months of the introduction.

10.5. Post-auction negotiation. If the Auction closes without the Reserve being met, the Seller may (a) relist, (b) negotiate privately with any Bidder through the Admin (these Rules, escrow-only closing, and the Success Fee still apply), or (c) withdraw.

11. Valuation Guidance

The published rule of thumb — micro AI apps typically transact at 3–5× annual profit — and any Admin-written price-reasoning paragraph are guidance, never advice. They are not appraisals and create no warranty as to value.

12. Changes

We may amend these Rules prospectively. Amendments do not apply to Auctions already open. The version in force when an Auction opens governs that Auction; each listing states its rules-version date.