GENERAL TERMS AND CONDITIONS OF THE ONLINE AUCTION
Č. 1/2022
These General Terms and Conditions of FERMAT CZ s.r.o., with registered office at Prague 5 - Zbraslav, Žitavského 496, Postal Code 15600, ID No.: 26180367, registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert 77482, regulate the method and conditions of sale of Machinery in the field of engineering in the Internet Auction organized by the Advertiser.
1. DEFINITION AND INTERPRETATION
1.1. Capitalized terms used in these General Terms & Conditions have the following meanings:
(a) "Auction" is a commercial public tender aimed at obtaining the most suitable proposal for the conclusion of a contract for the purchase of the Machine specified in the Offer. The subject of the contract is the purchase of the relevant Machine at the highest Purchase Price proposed by the Winning Bidder. The auction shall be conducted online via a platform on the Website. The auction is not an auction within the meaning of Section 1771 of the Civil Code of the Czech Republic.
(b) "Website" means the website located at www.fermatmachinery.com/marketplace operated by the Promoter on which the Machine Offerings are located and on which the Auction will be conducted.
(c) The "Machine Card" is a summary of information relating to the specific Machine that is the subject of the Auction. The contents of the Machine Card are the technical details of the Machine, its description, the Starting Price, the date of the Auction & other additional information. The information is for informational purposes only. Binding information on the parameters of the Machine is contained only in the Appraisal if published by the Auctioneer. This card is in electronic form and is placed on the website of the Auctioneer.
(d) "Purchase Price" means Highest bid price, exclusive of VAT , offered by the Winning Bidder in the Auction for the purchase of the Machine and confirmed by the Auctioneer in the Instructions for Acceptance of the Machine, which shall, if so provided by law, be increased by VAT at the statutory rate.
(e) "Buyer" means the Winning Participant of the Auction who meets the conditions of these Genneral Terms & Conditions.
(f) "List of Machines" means a list of Machines offered for sale by Auction, including the relevant Machine Card. This list is published on the Website of the Auctioneer. For each Machine in the list, the Starting Price and the date of the Auction are indicated.
(g) The "Bid Price" is the amount for the Machine offered in the Auction by the Registered Participant including VAT. The Bid Price may be increased by bids of Registered Participants in the Auction.
(h) "Civil Code" means Act No. 89/2012 Coll., the Civil Code of the Czech Republic, as later amended.
(i) "Instructions for taking over the Machine" means an e-mail or data message to the Winning bidder containing in particular a message about the amount for which the Machine was auctioned and how the Winning bidder is obliged to pay the Purchase Price and take over the Machine, whereby the delivery of the Takeover Instructions to the Winning Bidder constitutes the conclusion of the Purchase Contract between the Auctioneer and the Winning Bidder, or between the Bidder and the Winning Bidder, unless otherwise specified in the Machine Card or the Takeover Instructions, or unless otherwise agreed.
(j) "Seller" means the Auctioneer ort he Third Party (Interested Party) if the Auctioneer is an intermediary pursuant to Article 7 of these General Terms & Conditions.
(k) "Protocol of handover and acceptance of the Machine" means a written record of the Buyer's acceptance of the Machine after the end of the Auction and payment of the Purchase Price.
(l) "Registered Participant" is a natural or legal person registered in the Commercial Register pursuant to Act No. 304/2013 Coll., on Public Registers of Legal and Natural Persons and on the Registration of Trusts, as amended, or in the Trade Register pursuant to Act No. 455/1991 Coll, on trade business (Trade Licensing Act), as amended, whose business is not interrupted or suspended, and who, upon his/her request, the Auctioneer has created his/her own user account and assigned him/her login data to this account, thereby enabling him/her to participate in the Auction. The creation of a user account is subject to verification of the identity of the participant.
(m) "Machine" means a new or a used machine in the field of mechancical engineering, including its parts and accessories, which is offered for sale to bidders in the Auction, specified in more detail on the Machine Card.
(n) "Winning Bidder" means the Registered Bidder who has submitted the highest Bid Price for the Machine in the Auction and that Bid has not been outbid by another Bidder by the close of the Machine Auction.
(o) "GTC" means these General Terms and Conditions of the Internet Auction.
(p) "Point of Sale" means the place of fulfillment where the relevant Machine offered for sale by the Auctioneer in the Auction is located.
(q) The "Auctioneer" is FERMAT CZ s.r.o., with registered office at Prague 5 - Zbraslav, Žitavského 496, Postal Code 15600, ID No.: 26180367, registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert 77482.
(r) "Starting price" means the price excluding VAT at which the Machine is offered in the Auction and is also the lower limit for the sale of the Machine.
(s) "Minimum price" is the lowest accepted price for the sale of the machine if the auction specified a minimum price condition
(t) "Seller" means the person who intends to enter into a Purchase Agreement with the Winning Bidder with the highest Bid Price in the Auction facilitated by the Promoter.
2. MACHINE OFFER
2.1. The Auctioneer shall include the Machine to be sold by Auction in the Offer via the Website.
2.2. Unless otherwise specified by the Auctioneer, Registered Participants interested in the Machine published in the Offer will have the Machine ready for a non-binding inspection at the Point of Sale within a time period specified by the Auctioneer from the publication of the Offer. The inspection of the Machine may take place only during the operating hours of the Place of Sale, and only after agreement with the relevant staff of the Auctionneer. Each Registered Participant in the Auction has the right to inspect the subject matter of the Auction before submitting a Bid Price.
2.3. The Auctioneer has the right to exclude or remove a Machine from the Bidding at any time and without giving any reason, even after the start of the Auction. The removal or elimination of the Machine from the Bid does not entitle the Registered Participants or third parties to any financial or other compensation against the Auctioneer.
2.4. The Auctioneer is entitled to include the Machine in the Offer repeatedly.
3. COURSE OF THE AUCTION
3.1. The Auction is conducted via an online platform on the Promoter's website and only Registered Participants are eligible to bid for the Bid Price of the Machine in this Auction.
3.2. The login details to the Internet Auction system are confidential and the Registered Participant is not entitled to disclose them to any third party. In the event of non-compliance with this condition, the Auctioneer may restrict or withdraw the Registered Participant's access to the future Internet Auctions. In the case of a Winning Participant, the Auctionneer is entitled to withdraw from the Purchase Agreement.
3.3. The Auction begins with the posting of the Machine in the List of Machines, indicating the start and end date of the Auction and the Starting Price. Only Registered Participants logged in on the Website after entering their login details may participate in the Auction.
3.4. The Auctioneer may require an Auction Security for admission to the Auction.
3.5. Registered Bidders shall be deemed to have had sufficient time to familiarize themselves with the condition of the offered Machine (both through the website presentation in the Bid Form and any personal inspection of the Machine). Registered Bidders submit their Bids with the Bid Price knowing that they are aware of the technical and legal condition of the Machine.
3.6. Registered participants may submit their proposals for the conclusion of the contract during the Auction by submitting their Bids, but at least in the amount of the Starting Price. Bids may be made by a Registered Participant who has registered on the online platform and has agreed to these GTC and has also posted an Auction Security, if an Auction Security is required by the Auctioneer. If the Registered Participant submits a Bid in the Auction, then the Registered Participant agrees to all the provisions of these GTC and is bound by his/her bid including the Bid Price. The Bids cannot be withdrawn. By submitting the Bid, the Registered Participant is deemed to have submitted a binding and irrevocable offer to conclude a purchase contract for the Machine at their Bid Price.
3.7. Each Registered Auction Participant is provided with information as to whether or not their Bid Price is the highest. The Registered Participant may increase the Bid Price at any time during the Auction by a further bid.
3.8. The Auctioneer reserves the right to reject any and all bids submitted by Registered Bidders.
3.9. Notification of Registered Participants who have not been successful in the Auction takes place in such a way that Registered Participants do not receive Instructions for taking over the Machine after the end of the Auction and information about the successful end of the Auction is published on the Machine Card.
3.10. The Auctioneer will send the Winning Bidder Instructions for taking possession of the Machine after the Auction. The highest Bid Price of the Winning Bidder shall be the Purchase Price.
3.11. In the event that the Auctioneer does not confirm via the Instructions for Acceptance of the Machine to the Winning Bidder the victory of the completed Auction within ten (10) working days of the end of the Auction, the Auctioneer shall be deemed to have exercised its right to reject the submitted bids of the Registered Bidders for the Purchase Price of the Machine. In such case, the Registered Participant of the Auction shall not be entitled to compensation for any damages suffered by the Auctioneer.
3.12. The winning participant, to whom the Auctioneer has sent the Instructions for taking over the Machine, is obliged to fulfill the conditions specified in the Instructions for taking over the Machine, to take over the Machine at the Selling Point and at the same time to sign the Protocol on handing over and taking over the Machine. Failure of the Winning Bidder to comply with any of such conditions shall entitle the Auctioneer to withdraw from the sale of the Machine.
3.13. The ownership right to the Machine and the risk of damage to the Machine is transferred to the Buyer at the moment of signing the Protocol of Handover and Acceptance of the Machine.
3.14. In the event that the Winning Participant fails to take possession of the Machine within the stipulated time limit, the Auctioneer shall be entitled to charge a storage fee for the Machine not taken possession of at the time of its collection, in the amount of CZK 5,000 excluding VAT for each day of delay of the Buyer in taking possession of the Machine up to and including the day of actual receipt of the Machine at the Delivery Point.
3.15. The Auctioneer is not liable for any damage or other harm caused to the Registered Participant of the Auction due to the fact that the Auction was interrupted, did not take place properly or at all, especially due to outages or congestion of the Internet network or due to force majeure. Similarly, the Auctioneer shall not be liable for any damage or other harm resulting from the uninterrupted functionality of the Auction's online auction system, its services and security.
3.16. If the Buyer has deposited an auction security, this auction security shall be deemed to be a paid part of the Purchase Price and the Seller shall reflect the deposited security in the Instructions for acceptance of the Machine and invoicing. An unsuccessful Registered Bidder who has deposited the Auction Security in full shall have the Auctioneer return the non-interest-bearing Auction Security so deposited within ten (10) business days of the end of the Auction to the account from which the Auction Security was deposited.
4. INVOICING AND RECEIVING MACHINES
4.1. Invoicing of the Purchase Price shall be made by the Seller, payable seven (7) days after the end of the Auction, unless otherwise specified in the Instructions for Acceptance of the Machine or otherwise agreed between the Auctioneer and the Winning Bidder.
4.2. The Buyer may take possession of the Machine only after full payment of the Purchase Price. Until payment of the Purchase Price, the Auctioneer is entitled to refuse delivery of the Machine, without prejudice to clause 3.14 of the GTC.
4.3. The purchase contract is concluded with a condition precedent. If the Purchase Price is not paid by the Buyer within its due date, the Purchase Contract shall terminate.
4.4. If the Buyer fails to pay the Purchase Price within the time limit its maturity, the Auctioneer is entitled to demand after the Buyer to pay a one-off contractual penalty in the amount of 5 % of the Purchase Price. The payment of the contractual penalty is without prejudice to the Auctioneer's claim for payment of damages caused by the thwarted Auction. The Auctioneer is entitled to set off the contractual penalty against the Buyer's claim for the release of the Auction Deposit if required
5. LIABILITY FOR DEFECTS AND WARRANTIES
5.1. The Buyer is obliged to inspect and check the Machine upon receipt. If the Buyer discovers any difference between the condition of the Machine described in the protocol of handover and acceptance of the Machine and the actual condition of the Machine, he is obliged to inform the Seller immediately, but not later than the moment of taking over the Machine.
5.2. The Buyer declares that he/she is aware that the object of purchase is a used Machine and agrees with its legal and factual condition. The Buyer is also aware that changes to the Machine resulting from its use, age or storage (in particular corrosion, wear and tear of components, oxidation, etc.) do not constitute hidden or obvious defects or damage to the Machine.
5.3. With regard to Article 5.2 of the GTC, the Buyer expressly waives its right from defective performance, which it confirms by signing the Protocol of Handover and Acceptance of the Machine.
5.4. Due to the fact that the subject of purchase is a used Machine, the Seller does not provide any warranty for the Machine or its individual parts, except for any ongoing warranties provided for the Machine by its manufacturer. Such warranties, if any, will be stated in the Offer on the Machine Card.
6. PROCESSING OF PERSONAL DATA
6.1. In connection with the Auction and for the purpose of the proper conduct of the Auction, the Auctioneer processes the personal data of the Registered Auction Participants. The Auctioneer processes personal data in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (General Data Protection Regulation).
6.2. The personal data processed pursuant to Article 6.1 of the GTC are the data that the Registered Participant fills in the form on the Website during registration.
6.3. By completing and submitting the registration form, the registered participant confirms the accuracy, completeness and truthfulness of all data entered during registration and agrees to process and store them for 10 years.
6.4. The Auctioneer is entitled to process the Registered Participant's personal data manually or automatically for the duration of the account through designated processors, whose current list will be provided by the Auctioneer to the Registered Participant upon request.
6.5. In case of inactivity of the Registered Participant's account for more than 1 year, the Promoter is entitled to delete the Registered Participant's account.
6.6. The Buyer hereby grants the Seller the consent to keep his personal data for 10 years from the date of signing the Protocol of handover and acceptance of the Machine.
6.7. By providing an e-mail address or telephone number, the Registered Participant agrees to allow communication between him/her and the Auctioneer in this manner.
6.8. As a data subject, the registered participant has the right to access, rectify or delete his/her personal data, or restrict processing, the right to object to processing, as well as the right to the portability of personal data, which can be exercised against the Auctioneer. The registered participant also has the right to lodge a complaint against the processing with the Office for Personal Data Protection.
6.9. The Data Protection Officer is [Ing. Michal Števlík]. The Data Protection Officer of the Notifier can be reached via the following contact details:
(a) E-mail address: [marketplace@fermat.cz]
(b) Phone number: [+421 901 767 670]
(c) postal address: [Žitavského 496, Zbraslav, 156 00 Praha, Czech Republic]
7. MEDIATION
7.1. The provisions of this Article 7 shall apply in the event that the Auctioneer arranges for the Seller to enter into a Purchase Agreement with the Winning Bidder through the Auction and the Seller agrees to pay the Advertiser for this commission.
7.2. The purchase contract is concluded with a condition precedent. If the Purchase Price is not paid by the Buyer within the period specified in the Instructions for Acceptance of the Machine, or within the period agreed between the Auctioneer and the Buyer, otherwise within the time limit seven (7) days from the end of the Auction, the Purchase Contract shall terminate.
7.3. Unless otherwise agreed or specified, the place of payment for the Purchase Price is the bank account of the Auctioneer and in which case the Seller agrees the Auctioneer to accepting payment from the Buyer.
7.4. The handover and acceptance of the Machine after payment of the Purchase Price shall take place by agreement between the Buyer and the Seller. with the participation of the Auctioneer, if any.
7.5. The other provisions of these GTC shall apply mutatis mutandis in the case of the procedure under Article 7.
8. FINAL PROVISIONS
8.1. These GTC and the Auction are governed by the law of the Czech Republic, in particular the Civil Code.
8.2. Any disputes concerning the Auction or arising in connection with it will be decided by the Municipal Court in Brno.
8.3. The Auctioneer reserves the right to amend or cancel these GTC and will publish the amendment or cancellation on the Website.
8.4. Without the consent of the Auctioneer, the Registered Participant is not entitled to assign any of its claims arising from these GTC or from participation in the Auction to third parties. The Buyer is not entitled to set off any monetary claim against the Seller.
8.5. In the case of electronic communication, the Party that received the e-mail is obliged to acknowledge it to the sending Party without undue delay or to confirm it with a reply. At the moment of acknowledgement, the message has been received. The Parties agree that an e-mail sent shall be deemed to have been received on the second day after it is sent even if the receiving Party has not acknowledged it
8.6. Should any provision of these GTC be invalid or ineffective for any reason, such invalidity or ineffectiveness shall not render the remaining portions of these GTC invalid or ineffective.
8.7. These GTC are published on the Website.
8.8. These GTC are effective from 1 September 2022.
8. 9. These GTC are prepared in two language versions, Czech and English. In case of a dispute, the Czech wording and ist interpretation shall prevail.
