SALES PLATFORM TERMS AND CONDITIONS, ELECTRONIC AUCTION TERMS AND CONDITIONS, AND SALES AGREEMENT TERMS AND CONDITIONS
(all jointly referred to as the Terms and Conditions)
The Bidder and the Buyer undertake to mindfully review provisions of the Terms and Conditions. If one does not agree to the Terms and Conditions, use of the Platform is prohibited (except if otherwise agreed in a written special agreement).
1. ORGANIZER’S DETAILS
1.1. Animal Breeders’ Association of Estonia
Registry code: 10064515
VAT No.: EE100470022
Address: Koogimäe tee 4, Keava alevik; Kehtna vald, Rapla maakond 79005; Estonia
E-mail: [email protected]
2.1. Words with a capital first letter are either defined in the Terms and Conditions as they appear in the text body or carry the following meaning:
2.1.1. Commission – 2% (two per cent) of the Purchase Price;
2.1.2. Organizer – Animal Breeders’ Association of Estonia;
2.1.3. Animal – an animal sold at a specific Auction;
2.1.4. Final Price – the Purchase Price to which is added relevant Commission which is 2% (two per cent) of the Purchase Price and value added tax which is calculated based on the Purchase Price (in euros);
2.1.5. Auction – a specific electronic auction posted by the Organizer at the Platform;
2.1.6. Bidder – a person registered at the Platform that participates in an Auction;
2.1.7. Buyer- a person that won an Auction, i.e. the placer of the highest bid (i.e. the bid highest in monetary terms) at the Auction as at the end of the Auction;
2.1.8. Purchase Price – the bid highest in monetary terms as at the end of the Auction, i.e. the highest bid (in euros);
2.1.9. Platform – the Organizer’s web solution through which Auctions are held https://pullioksjon.etky.ee;
2.1.10. Terms and Conditions – these Platform terms and conditions, Auction terms and conditions, and sales agreement terms and conditions.
3. BIDDER REGISTRATION
3.1. To participate in an Auction, relevant account must be registered at the Platform.
3.2. Only registered persons – Bidders – can place bids at an Auction.
3.3. Upon registration, a Bidder submits the following information:
3.3.1. company’s name;
3.3.2. registry code;
3.3.3. name of company’s representative;
3.3.4. natural person’s name (in the case of a self-employed person);
3.3.5. personal identification code or registration code (in the case of a self-employed person);
3.3.7. invoice address – company’s name, name of company’s representative / name and personal identification code (or registration code) of natural person (in the case of a self-employed person), address, e-mail, telephone number;
3.3.8. e-mail address;
3.3.9. telephone number.
3.4. Upon registration, the Bidder selects whether or not they wish for the Organizer to provide transportation for the Animal (for more details, refer to item 5.8).
3.5. Upon registration, the Bidder chooses a user name and password to access their account. The Bidder is liable for keeping the password secret.
3.6. By carrying out the registration, the Bidder confirms the following:
3.6.1. He/ she has the right to place bids and conclude relevant agreement on the Bidder’s behalf;
3.6.2. the Bidder is a person with active legal capacity and at least 18 years of age;
3.6.3. the Bidder participates in the Auction and makes the purchase within the framework of the Bidder’s economic and professional activity;
3.6.4. information submitted by the Bidder is true and correct and by submitting such information, no violation of third party rights will occur;
3.6.5. the Bidder has sufficient means to pay the Final Price (i.e. Auction Purchase Price + VAT + 2% Commission) if the Bidder wins the Auction;
4. ELECTRONIC AUCTION TERMS AND CONDITIONS
4.1. The Organizer post at the Platform Auctions in which the Bidder can place bids.
4.1.1.The auctions have an extended ending. The extension period is 5 minutes. The auction ends on the day and time specified by the auctioneer if no bids have been received during the period set for the extension before the arrival of the indicated time. The auction will be extended until a new bid is received within the period set for the extension. The auction ends if no bids have been received during the period set for the extension.
4.2. At an Auction, bids can be placed to buy the particular Animal currently auctioned. For an Auction the following information is noted:
4.2.1. Auction number;
4.2.2. Auction start time;
4.2.3. Auction end time;
4.2.4. Auction duration;
4.2.5. Starting Price (euros);
4.2.6. Animal’s name;
4.2.7. Animal’s breed;
4.2.8. Animal’s registry number;
4.2.9. Animal’s picture;
4.2.10. Animal’s card (pedigree certificate etc. if applicable).
4.3. The Bidder sees their bid and other Bidders’ bids on the Auction page.
4.4. The Bidder can place a bid by clicking “Place bid” and entering the amount of their bid. The first bid must be at least the Auction’s Starting Price; each new bid must be 100 euros higher than the previous bid. The 100 euro increase is automatic, new bids cannot be placed with a smaller increase of the bid amount.
4.5. The Bidder is tied to their bid until another Bidder places a higher bid.
4.6. Information concerning the bid made by the Bidder and information on placement of a higher bid is sent to the e-mail address submitted by the Bidder upon registration.
4.7. The Auction is won by the Bidder who has placed the highest bid – the highest monetary amount (hereinafter Purchase Price) – at the end of the Auction. Auctions will not be extended.
4.8. At the end of the Auction the sales agreement is deemed automatically concluded, under the Terms and Conditions set out in chapter 5, between the Bidder that places the highest bid, i.e. the Buyer and the Organizer concerning the Animal sold in the Auction.
4.9. Immediately following the end of the Auction, the Buyer undertakes to enter the “Auctions” section under “My account”, select “Bids Won” and click on “Pay Now”, and complete the required fields. Alternatively, the “Pay Now” link may be clicked on in the relevant e-mail sent by Organizer and the required fields must be completed. After the invoice is prepared, the Organizer e-mails the invoice and sales agreement terms and conditions to the Buyer. If the Buyer has failed to have the invoice prepared, the Organizer e-mails the invoice to the Buyer within 3 (three) working days.
4.10. The Organizer may declare the Auction as a whole to have failed in the following cases:
4.10.1. no bids at least in the amount of the starting price were placed at the Auction;
4.10.2. no Bidders are registered for the Auction or it is known to the Organizer that the registered Bidder is not capable of paying;
4.10.3. the Bidder is in violation of the Terms and Conditions.
4.11. If the Auction is declared to have failed, no sales agreement is concluded.
5. SALES AGREEMENT TERMS AND CONDITIONS
5.1. In adherence to the bid placed by the Buyer at the Auction, the Organizers sells and the Buyer buys from the Organizer the Animal that was put for sale on that specific Auction.
5.2. The Buyer undertakes to pay the Final Price. The Final Price consists of the following:
5.2.1. Purchase Price, i.e. highest bid placed by the Buyer at relevant Auction;
5.2.2. 2% Commission added to the Purchase Price;
5.2.3. value added tax added to the Purchase Price (if applicable).
5.3. The Buyer undertakes to pay the Final Price within 7 (seven) calendar days as from the end of the Auction to the Organizer’s bank account (banking details can be found on relevant invoice). The Final Price is deemed to be paid upon its receipt on the Organizer’s bank account.
5.4. Should the Buyer delay payment of the Final Price, the Buyer undertakes to pay default interest of 0.5% on the unpaid amount for each day of delay until full and final payment of the invoice. If the invoice is partially paid, first the default interest is deemed as paid and thereafter the Final Price.
5.5. The Organizer is not obligated to hand over relevant Animal to the Buyer before full payment of the related Final Price.
5.6. The right of ownership of relevant Animal is deemed to have transferred to the Buyer upon full payment of the Final Price related to the Animal, regardless of the time of handing over the Animal. The Animal is registered under the Buyer’s name in the animal register of the Republic of Estonia Agricultural Registers and Information Board (ARIB) after transfer of the right of ownership.
5.7. The Buyer buys the animal based on information concerning the Animal given by the Organizer during the Auction and is aware of the Animal’s state of health and quality. The Buyer has the right to submit to the Organizer complaints concerning the Animal’s state of health or the Animal’s nonadherence in other ways to the Terms and Conditions (information provided at the Auction) within no later than 5 (five) days as from unloading of the Animal at the Buyer’s location; the Buyer does not have the right to file any complaints at a later time. During said time, the Buyer undertakes to inspect the Animal and conduct any expert assessment they may require and find sufficient. Veterinary complaints must be based on a veterinarian’s expert opinion. The Organizer is not liable for any injuries caused to the Animal during transport, except if transport was arranged by the Organizer.
5.8. The Buyer can order the Animal’s transport from the Organizer, submitting relevant query upon registration. The terms and conditions and the fee of the transport are agreed separately. The Organizer is not obligated to transport the Animal before relevant payment has been made. The Animal’s transportation fee is not included in the Animal’s Final Price and is to be separately paid by the Buyer based on relevant invoice submitted by the Organizer (if the Buyer is not making transport arrangements).
5.9. The risk of accidental destruction or damage of the Animal transfers to the Buyer upon handover of the Animal at the Organizer’s location (i.e. as from the start of loading of the Animal for transport) or upon the Animal’s arrival at the Buyer’s location (i.e. as from unloading of the Animal) if transport arrangements were made by the Organizer.
5.10. The Buyer undertakes to receive the Animal within 7 (seven) days as from the end of relevant Auction and to remove the Animal from the Organizer’s location (either by making relevant transport arrangements or ordering transport from the Organizer). The Buyer undertakes to receive the Animal at the address provided upon the Buyer’s registration or at a separately agreed delivery address.
5.11. The Organizer provides the relevant Animal’s animal passport and pedigree certificate along with the Animal once the Final Price has been paid.
5.12. Should the Buyer delay performance the obligation of removing the Animal from the Organizer’s location (see item 5.10 of the Terms and Conditions), the Buyer undertakes to pay the Organizer a maintenance fee for the Animal in the amount of 3 (three) euros per day starting from the eighth day after the end of the Auction.
5.13. Should the Buyer delay receipt of the Animal, the Buyer undertakes to pay a contractual penalty of 2% of the Final Price per day for each day of delay until the Buyer receives the Animal.
5.14. The Buyer undertakes to ensure prudent keeping of the Animal, including ensuring of all required conditions for the Animal to remain in a good state of health.
5.15. The Organizer is only liable for direct damage caused to the Buyer which consists in decreasing of the Animal’s value. The Organizer is not liable for damage caused to the Buyer’s property in another manner or caused to the Buyer’s other property, except if the Organizer caused such damage intentionally. The Organizer’s maximum monetary liability based on relevant sales agreement is the Purchase Price of relevant Animal.
5.16. The sales agreement is deemed to be concluded between the Buyer and the Organizer under the aforementioned Terms and Conditions upon the end of the Auction. The Organizer also e-mails the Terms and Conditions of the sales agreement to the Buyer.
5.17. The sales agreement is subject to the legislation of the Republic of Estonia and disputes deriving from the corresponding agreement are resolved in Harju County Court.
6.1. The Organizer does its best to ensure that the Platform is of premium quality and user friendly. The Organizer makes no other promises as pertaining to the Platform than those described in the Terms and Conditions. The Organizer providers the Platform service based on the “as is” principle. For instance, the Organizer makes no promises as regarding the Platform’s content, specific functions available through the Platform, the Platform’s operating reliability, accessibility, or compliance with other needs.
6.1.1. The Organizer has the right to cancel or restrict the Bidder’s access to Platform (and Auctions) if the Organizer has reason to believe that the Bidder might be using the Platform in a non-purposeful manner or has violated these Terms and Conditions or if it is known to the Organizer that the Bidder/Buyer is not capable of paying. Access to the Platform may likewise be terminated or restricted due to reasons related to the Organizer, such as technical or commercial difficulties.
7. FINAL PROVISIONS
7.1. Use of the Platform, the terms and conditions of the Auction and the sales agreement, i.e. the Terms and Conditions, are subject to the legislation of the Republic of Estonia.
7.2. Any disputes are resolved by way of negotiations. If an agreement is not reached, the dispute is resolved in Harju County Court.