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Terms and Conditions
Terms and Agreement
1. About Vidza Shop
Vidza Shop an arm of Vidza Allianz International Limited is an ecommerce company that provides direct sales, auction services and virtual warehouse for companies or individuals with surplus and obsolete inventories. We are an online platform that provides dynamic and diverse world class sales and auctioneers services for our clients. Included in our range of services are inspection and documentation solutions, global logistics, and delivery. We leverage technologies, expert employees and strong customer focus to create high return on with asset liquidation.
2. This User Agreement on Our Site
The terms and conditions on which Vidza Shop offers you access to and use of our web-site (the “Site”), the marketplaces on our Site, and other related services (“Services”) are based on this User Agreement. With respect to each specific auction or sale of surplus assets (“Assets”), the terms specific to that auction or sales event are described in the listing of the Assets (each a “Listing”). Certain Listings on certain marketplaces may include a “Notice to Purchasers” or a similar written disclosure containing terms and conditions specific to that auction or sale. For example, a Listing may include a Notice to Purchasers defining clearance dates, currency of payment, payment dates and removal deadlines.
Each Listing is incorporated by reference into this User Agreement for purposes of that specific auction or sales event described in that Listing. The terms of a Listing take priority over this User Agreement in the event of a conflict between them.
3. Effective Date
This User Agreement is effective as of February 10, 2021.
4. Vidza shop Legal Entities
The vidza shop is operated by Vidza Allianz International Limited. We are registered in Nigeria under registration number RC 1511824, and our head office is at Suite 208 Ikeja Plaza, 81 Mobolaji Bank Anthony Way, Ikeja, Lagos. You can contact us by using our vidza shop contact form
The legal entity vidza shop with which you are contracting for Services related to a particular auction or sales event varies depending on the type of Assets, the marketplace within our Site on which the Assets are sold, and the physical location of the Assets.
5. Copyright and trademarks
Subject to the express provisions of these general terms and conditions:
We, together with our licensors, own and control all the copyright and other intellectual property rights in our website and the material on our website; and
All the copyright and other intellectual property rights in our website and the material on our website are reserved.
Vidza’s logos and our other registered and unregistered trademarks are trademarks belonging to us; we give no permission for the use of these trademarks, and such use may constitute an infringement of our rights.
The third party registered and unregistered trademarks or service marks on our website are the property of their respective owners and we do not endorse and are not affiliated with any of the holders of any such rights and as such we cannot grant any license to exercise such rights
6. Data Privacy
7. Due diligence and audit rights
In order to verify your adherence to, and performance of, your obligations under this Agreement;
For the purpose of disclosures pursuant to a valid order by a court or other governmental body; or
As otherwise required by law or applicable regulation
8. Vidza’s role as a marketplace
We do not confirm the identity of all marketplace users, check their credit worthiness or bona fides, or otherwise vet them;
We do not check, audit or monitor all information contained in listings;
We are not party to any contract for the sale or purchase of products advertised on the marketplace;
We are not involved in any transaction between a buyer and a seller in any way, save that we facilitate a marketplace for buyers and sellers and process payments on behalf of sellers;
We are not the agents for any buyer or seller
and accordingly we will not be liable to any person in relation to the offer for sale, sale or purchase of any products advertised on our marketplace; furthermore we are not responsible for the enforcement of any contractual obligations arising out of a contract for the sale or purchase of any products and we will have no obligation to mediate between the parties to any such contract.
The completeness or accuracy of the information published on our marketplace;
That the material on the marketplace is up to date;
That the marketplace will operate without fault; or
That the marketplace or any service on the marketplace will remain available.
9. Limitations and exclusions of liability
Limit any liabilities in any way that is not permitted under applicable law; or
Exclude any liabilities or statutory rights that may not be excluded under applicable law.
Are subject to section 9.1; and
Govern all liabilities arising under these general terms and conditions or relating to the subject matter of these general terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these general terms and conditions
Any losses occasioned by any interruption or dysfunction to the website;
Any losses arising out of any event or events beyond our reasonable control;
Any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill;
Any loss or corruption of any data, database or software; or
Any special, indirect or consequential loss or damage.
10. Indemnification
Any and all losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to any third party in settlement of a claim or dispute) incurred or suffered by us and arising directly or indirectly out of your use of our marketplace or any breach by you of any provision of these general terms and conditions or the vidza codes, policies or guidelines; and
Any VAT liability or other tax liability that we may incur in relation to any sale, supply or purchase made through our marketplace, where that liability arises out of your failure to pay, withhold, declare or register to pay any VAT or other tax properly due in any jurisdiction.
11. Breaches of these general terms and conditions
Temporarily suspend your access to our marketplace;
Permanently prohibit you from accessing our marketplace;
Block computers using your IP address from accessing our marketplace;
Contact any or all of your internet service providers and request that they block your access to our marketplace;
Suspend or delete your account on our marketplace; and/or
Commence legal action against you, whether for breach of contract or otherwise.
12. Entire Agreement
These general terms and conditions and the vidza codes, policies and guidelines (and in respect of sellers the seller terms and conditions) shall constitute the entire agreement between you and us in relation to your use of our marketplace and shall supersede all previous agreements between you and us in relation to your use of our marketplace
13. Hierarchy
Should these general terms and conditions, the seller terms and conditions, and the Vidza codes, policies and guidelines be in conflict, these terms and conditions, the seller terms and conditions and the Vidza codes, policies and guidelines shall prevail in the order here stated.
14. Variation
15. Severability
16. Assignment
17. Third party rights
18. Law and jurisdiction
Rules for All Users
Registration Requirements
Except where a user registers through a separate written agreement with us, you must do the following in order to register to participate in an auction or sales event as a seller, a buyer or an inventory owner:
Register on our Site and provide an accurate and verifiable address, telephone number, email address and other requested information;
Be a real person, business or legal entity;
If you are an individual, be at least 18 years of age and able to enter into a legally binding contract;
If you are registering on behalf of a business or legal entity, have authority to enter into a legally binding contract on behalf of that business or legal entity; and
Accept this User Agreement and any future amendments to it that we post on our Site from time to time.
General User Restrictions
Users will comply with applicable laws pertaining to their performance under this User Agreement. Each user certifies not to use the Site or our Services in furtherance of any illegal activity. In particular, users must NOT:
Post false, inaccurate, misleading, defamatory, or libelous content;
Post content that infringes the intellectual property rights of any third party;
Use our Services, directly or indirectly through others, if you are temporarily or indefinitely suspended from using any of our Services;
Distribute viruses or any other technologies that may harm us, or the interests or property of other users;
Copy, reproduce, reverse engineer, modify, create derivative works from, distribute, or publicly display any content (except for your information) from our Site or our Services, without our prior written consent and, as applicable, the appropriate third party;
Harvest or otherwise collect information about other users, including email addresses, without their consent;
Transfer or otherwise provide your username and password to another third party without our consent; provided, however, a username and password for a business entity can be transferred among employees of the same business entity; or
Engage in bribery, which we define as giving or offering anything of value in exchange for any unfair economic advantage, and not receive from any employee of Liquidity Services anything of value in exchange for an unfair economic advantage.
You should immediately report any request for a bribe or any other form of illegal or questionable activity by emailing the details of such conduct to info@vidzashop.com
Restricted Parties
You represent that you and any business for which you are acting as an agent are not listed on any United Nations sanctions list, or similar or successor lists, (collectively “Restricted Party Lists”) and that if it is discovered that you were on a Restricted Party List, or acting on behalf of a party on one at the time you bid, any sale resulting from your bid is void, and you are liable to us for all damages resulting from your misrepresentation.
We also do not allow registrations from embargoed countries as set by United Nations laws and the laws of the location of the Assets. Currently, the list of embargoes includes the following: We also do not allow registrations from embargoed countries as set by United Nations laws and the laws of the location of the Assets. Currently, the list of embargoes includes the following: Belarus, Eritrea, Venezuela, Burma, Code d’Ivoire, Congo, Eritrea, Iraq, Iran, Lebanon, Liberia, Libya, North Korea, People’s Republic of China, Somalia, The Republic of the Sudan. Cuba, Iran, North Korea, Sudan, Syria and Crimea.
This list may change from time to time without advance notice. You represent and warrant that you are not located in an embargoed country nor are you acting on behalf of the government of an embargoed country.
Access to our Services and Site
Control of Access to our shop
In our sole discretion, we reserve the right to refuse to do business with any party. We may limit, suspend, restrict or terminate our Services, your account, your access to our Site and your activities on our Site with or without notice to you.
Cancel Inactive Accounts
We may cancel unconfirmed account or accounts that have been inactive for a period of 6 months.
Right to Discontinue Services
We may also modify or discontinue part or all of our Services at any time once we observe any irregularity.
One Registration
A limit of one registration per business or individual will be enforced on our Site. If you have multiple registrations, please contact us to consolidate them. We may deactivate duplicate registrations.
Your Termination Right
You may terminate your right to engage on our Site and for our Services pursuant to this User Agreement upon thirty (30) days written notice to us; provided, however, that such termination will not relieve you of any obligation arising prior to termination, and immediately upon termination, you will no longer be authorized to use our Site or our Services.
Our Services may include, without limitation, allowing you to manage, dispose and redeploy existing assets and source assets internally within your business operations by using our services.
Seller Rules
Requirements to be a Seller.
In order to participate as a seller in an auction or sales event, you must:
Agree that there are no contingencies to your auctions or sales events other than those stated in this User Agreement and, with respect to a specific auction or sales event, in the Asset's Listing (for example, a reserve);
Deliver Assets sold by you within expected shipping and handling times;
Maintain accurate contact information and shipment information with respect to your user account (for example, location of the Assets and whether the facility at which the Assets is located has a shipping dock)
Not sell any counterfeit, stolen or any of the prohibited assets set forth on our Prohibited Asset List found here, which we reserve the right to update from time to time in our sole discretion;
Remain responsible for posting all relevant information in the Listing necessary to sell and convey the Assets;
Remain responsible for posting all relevant information in the Listing necessary to sell and transport the Assets;
During the period that you have listed Assets for sale on our Site, the Seller has granted us an exclusive right to sell the Assets described in the Listing;
For Sellers in one of the countries in the European Union, our Site may only be used by commercial (non-consumer) parties, who have a valid VAT ID number that is verifiable’
For sellers exporting and importing Assets, you may not identify Vidza Shop as the importer or exporter of record without our express written consent and, where we consent, a separate written agreement will be required in which we agree to the terms of exporting and importing on your behalf.
Listing Requirements.
We reserve the right to accept or reject any or all Listings. Further, we reserve the right to review, edit or remove any Listing that we believe is inaccurate. We are not responsible for any misrepresentations made by you, or any confusion caused by our removal of any Listing.
Seller Warranties.
Upon your posting of Assets for sale, you represent, warrant and agree that you are irrevocably offering to sell such Assets to any buyer who satisfies the requirements of the auction or sales event, terms of payment and transportation. With respect to each sale of Assets, you represent, warrant and agree that:
You own the Assets being sold and have marketable legal title to such Assets, free and clear of any lien, security interest, leasehold interest, co-ownership interest, or any other type of encumbrance;
You have authority to list the Assets for sale, to sell the Assets, and to transfer title of the Assets to a buyer; and
You are complying with all laws and regulations applicable to the sale of your Assets.
Your failure to complete the sale of Assets to a qualified buyer could result in damages to us. Such damages will become immediately due and payable by you to us. Should any additional shipping costs be incurred because of incorrect shipping information or preparation, you agree to pay for these costs.
Shill Bidding Strictly Prohibited.
To protect the integrity of our Site, we strictly prohibit shill bidding. Shill bidding is the act of bidding on your own Assets, either directly or indirectly, in an effort to artificially raise the price at which your Assets will eventually sell. This includes, but is not limited to, knowingly directing or allowing a third party to perform the artificial bidding against other legitimate bidders in the auction or sales event. Shill bidding is not only a violation of our policy, but shill bidding also violates the laws of some countries, including Nigeria., and may subject anyone who engages in it to criminal prosecution. Vidza Shop may enter bids on the seller’s behalf, including when we act as the seller, up to (but not including) the reserve price (if any) on any Assets in any auction conducted pursuant to these terms and conditions.
Sellers of Vehicles.
Unless we have agreed otherwise, sellers of vehicles agree to deliver an original certificate of title to us prior to the activation of a Listing. Titles may be subject to any restrictions as indicated in the Listing or imposed by applicable law. In most jurisdictions, open titles cannot be issued.
No Guarantees.
You acknowledge that despite our efforts, buyers may fail to perform. We do not provide any representations or guarantees that buyers will pay you the agreed price or pay on a timely basis.
Buyer Rules
Requirements to be a Buyer
In order to participate as a buyer in an auction or sales event, you must represent, warrant and agree to:
Pay for any bids or orders placed using your unique username and password;
Have paid or settled any and or outstanding financial obligations due to us [owed us] and must have been cleared to our satisfaction;
Not manipulate the price of any Asset or interfere with other bidders or buyers;
Provide additional information requested by us (for example, proof of funds, bank letter of guarantee, etc.) for verification purposes or to protect the integrity of the auction or sales event;
Comply with any listing-specific terms, conditions, or requirements;
Perform independent research and do not bid or purchase based on assumptions; and
Buyer Warranties
If you place a bid or order in a shop, you represent, warrant and agree that:
You are demonstrating your intention and financial capability to purchase the Assets by bidding or ordering;
You may not withdraw, amend or modify your bid or order without our written approval;
You will comply with all laws and regulations applicable to the purchase of the Assets and their subsequent transport, use, resale and export, as applicable; and
You are acting within your trade or business as a merchant and are not participating as an individual or “consumer.”
No Professional Advice
Any information supplied by any of our employees or agents, in any form whatsoever, is intended solely as general guidance on the use of our Services and our Site.
Reservation of Rights
We reserve the right to withdraw any Assets offered for sale up to the time the Assets are removed. If this occurs, our liability is limited to return of the purchase price paid, if any, for the Assets. We reserve the right to accept or reject all bids or orders. Further, in order to limit risk to our marketplace, we reserve the right to limit the bid or order amounts proposed by you, either alone or in the aggregate.
Credit Information and Earnest Money
We may also condition a bid or order on you providing credit information or an earnest money deposit. If a bid or offer is accepted, we will apply the deposit to the pending invoice or to any past due balances owed. Deposits from non-winning bidders or buyers will be returned or applied to any past due balances owed.
Non-Payment of Awarded Bids
We reserve the rights to suspend and deactivate your account on the basis of non-payment of awarded bids.
Online Auctions
Certain of our marketplaces set conditions or restrictions on new bidders and may limit bidding by new buyers during a probationary period. With respect to our Virtual Warehouse, we apply the rules that can be found on this site.
Auction Formats.
Across all of our marketplaces, we allow bidders to participate in an array of formats, including, among other formats, to allow bidders to:
Place bids in auctions whether they take place entirely online ("Online Auctions")
Make offers on items subject to a sealed bid procedure ("Sealed Bids" or "Tenders");
Make offers on items subject to a negotiated sale procedure ("Negotiated Sales" or "Private Treaty"); and
Consign items to an Online Auction conducted on behalf of multiple sellers ("Equipment Market").
Bidding Process.
For Online Auctions on the Site, a buyer that both meets the Listing requirements and enters the highest bid will be deemed a "Winning Buyer." If you are a Winning Buyer, then you are legally obligated to consummate the entire transaction with the seller unless the transaction is prohibited by this User Agreement or by law.
Each bidder is solely responsible for checking the Site or taking such other actions as are appropriate to learn of changes to a Listing, including changes to closing date or time. We will not be responsible for notifying any buyer of a change in any Listing. The buyer bears the sole risk of transmitting bids so that such bids are received prior to close of the Online Auction. We will not accept a bid that is received after an Online Auction is closed.
For internet auctions, posted closing times and displays of current time on our website are approximate. In addition, we reserve the right to close early or extend internet auctions at our discretion. Lots may be scheduled to close individually, in groups or entirely. Lot closing times will be advertised prior to the opening of the internet auction. At the scheduled closing time, the lots with active bidding may remain open for an additional time period that varies depending on which marketplace is being used until all bidding has ceased.
No Minimum Auctions Compared to Reserve Auctions.
In the case of an Online Auction with "No Minimum," bidding starts with the bid increment and the Winning Buyer is the highest bidder. In the case of an Online Auction "With Reserve", the Winning Buyer is the highest bidder who exceeds the reserve price. However, in certain of our marketplaces where bidding below the reserve price is permitted, if the highest bidder in an Online Auction "With Reserve" is below the reserve price, such bidder's bid will be presented to the Seller who may accept, reject or counter the bid; if the bid is accepted by the seller, then the bidder is the Winning Buyer and is obligated to complete the purchase at the bid price.
Reserve Prices May or May Not be disclosed.
With respect to certain Listings, sellers may set a reserve price for the Asset. At our or a seller's own discretion, the Site may or may not display the reserve price for a Listing. Bids, however, that are received (whether under or over the reserve price) are binding and are subject to the seller's acceptance of the bid. Listings with "No Minimum" price will open at the first bid increment as determined by us.
Sales Events
Private or Direct Sales
Private sales managed by us are posted in parts of certain parts of our marketplaces or otherwise designated by having the option of "Buy Now" or "Buy Today". In a private or direct sale, buyers may become Winning Buyers by
(a) Agreeing to purchase price as stated in the listing and Listing terms (which price may be referred to as the "Buy Now" or "Buy Today" price or something similar),
(b) or (b) offering to purchase the Listing by making a binding offer for the Listing through the "Make Offer" option, which offer may be accepted and become binding on a buyer within thirty (30) calendar days of being made by a buyer at seller's election (unless a different time period is stated in the Listing).
Direct Sales on Vidza Shop
Sell products directly on a fixed price basis. For Direct Marketplaces, prices and availability of products and services are subject to change without notice. Errors will be corrected where discovered. We reserve the right to revoke any stated offer and to correct any errors, inaccuracies or omissions including after an order has been submitted and whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, we will issue a credit to your credit card account in the amount of the charge. Individual bank policies will dictate when this amount is credited to your account. If you are not fully satisfied with your purchase, you may return it in accordance with the return policy of the applicable Direct Marketplace.
On our Direct Marketplaces, we may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. We also reserve the right to reject any order you place with us. These restrictions may include orders placed by the same user account, the same credit card, and orders that use the same billing and/or shipping address. In the event we make a change to an order, we will attempt to notify you by contacting the e-mail and/or billing address provided at the time the order was made. We reserve the right to limit or prohibit sales to dealers on our Direct Marketplaces.
Payments
If you are a Winning Buyer, you agree to make immediate payment for the total amount of the transaction, including the stated buyer’s premium, shipping costs, any other amounts specified in the Listing, and all taxes due, if applicable.
Timing of Payment
Unless otherwise indicated in the Listing or stated in separate written agreement with us, you must make payment in full within the time period set by the marketplace. There will be no extensions of the payment period granted.
Set-Offs
We reserve the right to set-off any fees or other amounts that you owe us from any of your funds in our possession or that are paid or received from you in connection with one or more sale(s) or purchase(s) of Assets. You will continue to be liable for any funds that are used for any such set-off and will pay them upon an accounting and demand by us of the amounts used for the set-off.
Holds
To protect against the risk of liability, Vidza Shop has at times restricted access to funds in a seller’s or buyer’s account based on certain factors, including, but not limited to, transaction history, performance, riskiness of the Listing category, government inquiry or investigation, our investigation of an alleged breach of this User Agreement by either the seller or the buyer, or the filing of a claim by a buyer.
Currency of Payment
Unless specified for particular Assets, you will pay in Nigeria Naira or US Dollar. Where another currency has been identified in the Listing, you will pay using the stated currency.
Forms of Payment
Unless otherwise specified in a Listing or on a marketplace on our Site, acceptable forms of payment include PayPal, VISA®, MasterCard, Master Card, money order, wire transfer and company check with a bank letter of guarantee. Not all of our marketplaces provide all of these forms of payments and certain Listings may specify additional restrictions or requirements.
Credit Cards
In certain marketplaces on our Site, a valid credit card must be entered at the time of bid or order submission regardless of the form of payment. Unless otherwise specified by a listing or a marketplace, credit cards and PayPal accounts may be accepted for up to $10,000. Except where a credit card is used or as otherwise authorized by us in writing, buyers must submit payment via certified funds (i.e., wire transfer, cashier’s check or money order). No charges will be made to the credit card until the sales event has been closed and a Winning Buyer has been determined. We reserve the right to charge a $25.00 fee for any credit card transaction that is rejected. We encourage you to review the data in your user profile prior to submitting bids or orders and to make any corrections necessary to your credit card information at the time of bidding or ordering.
No Third Party Funds
Except in the case of a cashier’s check or money order from a financial institution, all funds must come from you and we will not accept third party funds of any kind for any reason.
Charge-Backs
If you attempt to rescind a credit card transaction without our express advance written consent (i.e., a “charge-back”), then we may immediately and permanently de-activate your account in our sole discretion. If you perform a charge-back after receiving the Assets, we may file charges with the appropriate law enforcement agency, and reserve the right to pursue all remedies available to us to recover any and all incurred damages.
Discounts and Promotions
We may offer alternative fee structures, rebates, discounts, coupons or incentives, at our sole discretion and for any reason, and we are under no obligation to offer such alternatives to all users or to continue offering such alternatives to any user to whom we have made an offer in the past.
Our Fees for Services
Fees
Our fees vary depending on the type of Assets and the marketplace within our Site on which the Assets are sold. We disclose our fees in Listings and on our marketplaces on our Site. Except where we have agreed otherwise in writing with you, we may change our fees listed on our Site for our marketplaces by posting such changes on our Site for fourteen (14) calendar days in advance. We may change fees for specific Listings or temporary promotions with no advance notice.
Buyer's Premium
Except for our Direct Sales Marketplaces, we charge an industry standard buyer's premium on each transaction. The amount of the buyer's premium is provided in the Listing. A buyer's premium is a fee charged to the buyer that is a percentage of the bid or order amount. In most cases, the buyer's premium is considered a taxable amount, and will be taxed at the appropriate rate depending on the location of the Assets.
Intellectual Property Rights
Trademarks and Publicity
Without our express written permission, which we can withhold in our absolute discretion, users have no right to view or use Vidza shop trade names, domain names, trademarks or service marks.
Promotional Materials
You grant us a non-exclusive, worldwide, permanent, irrevocable, royalty-free, sub-licensable (through multiple levels) right to exercise any and all copyright, advertisement, trademarks, database rights and intellectual property rights you have in the Promotional Materials when you supply us with photos, textual materials and other information concerning Properties ('Promotional Materials'). In addition, to In addition, you waive your moral rights to the fullest extent allowed under applicable law and pledge not to claim those rights against us, our sub-licensees or assignees. You reflect and warrant that none of the following infringe any third party's intellectual property rights: (1) your supply of promotional materials to us; (2) your use of our Services for the posting of promotional materials; and (3) our use of such Promotional Materials in connection with our Services.
Vidza shop' Ownership of Intellectual Property related to our Services and Site
You understand and accept that proprietary and confidential information which is covered by applicable intellectual property and other laws is included in our Services, our Platform, and any software and information used in conjunction with our Site. Furthermore, you accept and consent that all content on the Website is protected by copyrights, trademarks, service marks, patents or other proprietary rights. Rights and legislation. You agree not to use, alter, sell, disclose, distribute or create derivative works on the basis of our Services or the Web, in whole or in part, except as specifically approved by us.
Data
You may not record, store, duplicate, reproduce, re-broadcast or otherwise exploit any data or audio/video content transmitted to you as part of our Services or your use of the Site (collectively, "Auction Data"). We own all right, title and interest in and to all Auction Data. We grant no rights to you with respect to our Site, its marketplaces or any of our proprietary databases collecting data from our marketplaces, which we maintain as a proprietary trade secret. Notwithstanding the terms of this User Agreement or any written agreement entered into with you, Liquidity Services may: (1) gather transaction data from customers, including you, in order to improve its marketplaces and its services; and (2) compile, collect, copy, modify, publish, display, distribute and use aggregate transactional and performance data related, generated from or based on customer sales of Assets (including your sales and purchases) and may prepare summary or derivative information based thereon, for Liquidity Services' analytical and other business purposes, including, without limitation, incorporation into its proprietary databases; provided, however, in the case of either (1) or (2) that we will not identify you as the source of such information to any third party.
Copyright & Intellectual Property Policy
We respect the intellectual property of others, and we expect our users to do the same. We respond to notices of alleged copyright or other intellectual property infringement. If you believe that your copyrights or other intellectual property rights have been infringed by postings of others through the Site, you should contact our Copyright Agent. This link provides details on how to reach our Copyright Agent and what information you should provide.
Upon our request, sellers must furnish to us valid proof of original purchase or valid license from a trademark owner to sell branded Assets with a third party's official brand name or logo. Absent valid proof of purchase or a valid license may lead to the removal of a Listing and you may be subject to a range of other actions, including limits of your buying and selling privileges and suspension of your account. Further, we may cooperate with owners of the trademark to investigate and report information concerning you and your sales to the relevant legal authorities.
Inventory Owner
Requirements to be an Inventory Owner.
In order to participate as an Inventory Owner in Vidza portal, you must agree to:
Duly register as an Inventory Owner and get Administrative approval
Limitation on Liability
To the extent permitted by applicable law, we (including our officers, directors, agents and employees) are not liable, and you agree not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, damage to goodwill or reputation, lost profits, attorneys' fees, intangible losses or any special, indirect, incidental or consequential damages) resulting directly or indirectly from:
Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to: (a) where we are selling on a consignment basis, the amount of our fees in the disputed transaction(s), which in no event will exceed the total fees in disputed transactions paid to us in the twelve (12) months prior to the action giving rise to the liability; or, (b) where we are the seller, the price the Asset sold for on one of our marketplaces on our Site (including any applicable sales tax) and its original shipping costs.
Defense and Indemnity
You will defend, indemnify us, our employees and directors (as well as our affiliates, subsidiaries and their respective officers, directors, employees, agents) by absolving us from any adverse claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement, your improper use of our Services or our Site or your breach of any law or the rights of a third party.
Defense and Indemnity
You will defend, indemnify us, our employees and directors (as well as our affiliates, subsidiaries and their respective officers, directors, employees, agents) by absolving us from any adverse claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement, your improper use of our Services or our Site or your breach of any law or the rights of a third party.
Taxes
All bids and orders must be net of any taxes imposed with respect to the purchase. You are liable for all such taxes or for establishing to our satisfaction a valid exemption certificate from such taxes. You acknowledge and agree that we are providing a service in the calculation, reporting and remittance of sales or use taxes for transactions that arise in connection with your use of the Site, and you ultimately remain liable for any sales or use tax liability. You must submit a valid re-sale or tax-exemption documentation. We are not obligated to refund sales tax due to late submission of sales tax exemption documentation. Submission of all appropriate tax exemption forms must be received by us before the closing date of the auction or sales event. You will be liable for all taxes, surcharges or other charges imposed on the sale of Assets by any taxing authority if tax forms are not received by the scheduled closing time of the sales event in which you are participating. Requests for refunds of sales taxes must be submitted directly to the appropriate taxing authority.
Value Added Tax or General Sales Tax ("VAT").
All bids and offers are net of any VAT and other indirect taxes imposed with respect to the sale or purchase transaction. Buyers are liable for all such taxes for all purchases. Accordingly, the amount of the successful bid in respect of any Asset will be exclusive of VAT and other indirect taxes, and the amount payable by the buyer will be increased by VAT and other indirect taxes that are owed. Similarly, all fees and other amounts payable to us are calculated without regard to VAT so the amount payable by a buyer will be increased by the amount of VAT which may be chargeable in respect of the relevant supply. The amount payable will be subject to VAT if you as buyer fail to provide necessary documentation to seller to substantiate a VAT rate other than the standard VAT rate. Each buyer will enter its VAT registration number on becoming a registered user of our Site and will immediately notify us if that number ceases to be valid for any reason. You will indemnify us and our respective officers, directors, agents and employees against any tax, cost or expense relating to your and/or seller's failure to satisfy any VAT chargeable in relation to a transaction. For the avoidance of doubt, it is your responsibility to satisfy yourself that any VAT (or similar) charges or related obligations have been met in relation to a transaction. For the purposes of these Terms, "VAT" means value added tax as provided for FIRS.
Environmental Responsibility
Certain Assets may have components, parts, constituents or ingredients that may be corrosive, reactive, and ignitable or exhibit other hazardous or toxic properties. You are cautioned to use and ultimately dispose of any hazardous components or constituents according to all applicable laws and regulations in a manner safe for the public and the environment.
Certain Assets or components of Assets may contain residual chemicals, friable asbestos, petroleum products and ozone depleting substances or other hazards. You acknowledge and agree that we are not responsible for providing documentation or certification regarding the identification or status of these substances. Certain Assets have design features that may be hazardous if warning labels are not heeded.
Environmental responsibility and sustainability are important to us and the users of our Site. In some cases, buyers elect to dispose of Assets, or select components of Assets, that they purchase, particularly in the case of Assets that are salvage. Winning Buyers must comply with all environmental laws when disposing of Assets, including all laws related to waste disposal, air emissions, discharges, toxic substances and hazardous waste disposal. In the event a buyer decides to dispose of consumer electronics purchased through our Site or Services.
Disclaimer of Third Party Content
While we may provide links to third party sites and services on our Site, they are provided to you solely for informational purposes. You agree that we are not responsible or liable for:
The inclusion of any link on our Site does not imply that we endorse the linked site. You use such links solely at your own risk.
Communication & Notices
Communications in electronics.
You connect with us online when you use any of our services or send us emails. You agree to electronically receive messages from us. By email or posting updates on our website or through the other services offered by our markets, we can connect with you. You accept that all agreements, notices, disclosures and other correspondence that we electronically send to you meet the legal obligation to be in writing for such communications.
Any notice issued pursuant to this User Agreement shall be in English and in writing.
Miscellaneous
Severability
Where any clause of this User Agreement is found to be null, void or unenforceable for any cause whatsoever, that provision shall be terminated and shall not affect the validity and enforceability of the remaining provisions.
Assignability
We can assign, at our absolute discretion, this User Agreement. Without our prior written permission, users are not allowed to delegate this User Agreement or their account.
Waiver
A waiver of any right or provision shall not be considered to be our inability to exercise or implement any right or provision of this User Agreement. Any waiver of any right, provision, term or condition shall be in writing, signed and valid only for the instance stated in writing, by our designated representative.
Amendments
By posting the amended terms on our Website, we can amend this User Agreement (including any document incorporated by reference) at any time. Our right to amend the User Agreement requires the right to amend, add to, or delete the terms of the User Agreement. All amended terms will immediately be effective thirty (30) calendar days after they are effective, except for Listings (which can be updated at any time), they are published on our website. This User Agreement cannot otherwise be modified except by mutual agreement between you and the representative of the Liquidity Services who wishes to amend this User Agreement and who is properly allowed to consent to such change.
Force Majeure
Neither party to this User Agreement will be liable for any delay or failure to comply with its obligations under this User Agreement if such delay or failure results from circumstances beyond its control. Neither party will be considered in breach of this User Agreement to the extent that any of its respective obligations (excluding payment obligations) are prevented by a force majeure event that arises after the date an obligation is due to be performed. The term "force majeure event" will mean an event beyond the control of either party that prevents one party from complying with any obligations under this User Agreement, including, but not limited to, severe weather, war or hostilities, insurrection, riot or civil unrest, strike or other labor action, environmental contamination or release of radioactive, chemical or biological agent into the atmosphere, epidemic, pandemic, terrorist act(s), cyber-attack, or similar events beyond the reasonable control of a party.
Records The User's Responsibility
We do not guarantee the protection or maintenance of records relating to any transactions or services of any buyer or seller. We urge you to maintain individual records of all actions performed via our Platform and to account for them.
Independent Contractors
This User Agreement is not intended or generated by any entity, alliance, joint venture, and employee-employer or franchiser-franchisee relationship.
Third Party Rights
There is no right of any person who is not a party to this User Agreement to implement any provisions of this User Agreement.
Service Provider
You agree that we are entitled to subcontract to third parties appointed by us, including, without limitation, Associated Auctioneers, all of our contractual obligations related to the provision of the Services listed herein.
Survival
Material, Liquidated damages for failure to pay, Intellectual Property Rights, Disclaimer of Warranties; Restriction of Liability; Protection and Indemnity; User Disputes and Legal Disputes. The following sections shall survive any termination of this User Agreement.
Electronic Signatures in Global and National Commerce Act
Prospective bidders are notified by this statement that you consent to this User Agreement by clicking the electronic link indicating your agreement to be bound to these terms, and you meet the requirements of the Electronic Signatures in Global and National Commerce Act (ESIGN), as amended. You may print this User Agreement, but it is subject to change by us. Changes to this User Agreement will be effective from the time they are placed on our Site, in the User Agreement section of the site, or any other section where they may appear. You will not receive any other notice of a change in this User Agreement outside of the posting of updates to the User Agreement displayed on our website. You are encouraged to read the User Agreement before submitting any bids or otherwise transacting on this site.
