Article 1. APPLICATION AND EFFECTIVENESS
1.The following ''Terms and Conditions'' govern the terms and conditions inherent to the use of the Website www.wondike.com and apply to each showcase and online auction, as well as to private negotiations and their involvement. They also regulate the relationship established between K-MYDA S.r.l., hereinafter K-MYDA, and the User when registering on the Website. They are effective and apply in conjunction with the "Special Conditions of Sale" concerning specific auctions.
Article 2. DEFINITIONS
2. When used with a capital letter, the following terms shall have the following meaning:
Buyer: the User who wins the Auction Lot following confirmation from the Seller;
Outbidder: the User who is the best bidder of the Lot at the end of the Auction;
Auction: the service concerning the public sale of lots organized by K-MYDA on its Website;
General Terms and Conditions: the general terms and conditions specified hereinafter;
Special Terms and Condition: the requirements for participation in a specific Auction;
Agreement with the User: the agreement stipulated between K-MYDA S.R.L. and the User at the time of their Registration on the Website;
Personal Data: the data provided by the User that can be traced back to them, including personal data and e-mail address and, where communicated, the certified e-mail address;
Lot: a good/service or a set of goods/services jointly (identified by a unique number) auctioned;
Bid: the amounts offered for a Lot by the User during the Auction;
Reserve Price: The minimum price a Seller wishes to receive to sell their Lot;
Registration: registration of the User on the Website by filling in the registration form in the dedicated section of the Website;
Website: The digital space of WONDIKE, accessible through the Internet, where users can purchase services or participate to auctions, accessible at www.wondike.com, www.wondike.eu, www.wondike.it, www.wondike.es, www.wondike.uk managed by K-MYDA, with registered office in Milan (MI), via Pola no. 11, Italy, VAT no. 10824250962, registered at the Milan Register of Companies no. 2560354;
Seller Premium: the fee for the use of the auction service expressed in the percentage of the Purchase Price communicated by K-MYDA on the Website and in the letter of assignment, which is due by the Seller to K-MYDA, increased by the VAT and net of any taxes (withholding taxes), duties and levies;
Underbidder: User who did not win the lot;
User: a person, physical or legal entity, interested in purchasing one or more services or in participating in the showcases and/or auctions, registered on the Website;
Seller: subject who made a Lot available for sale;
Showcase: means of advertising the goods on the Website that allows the User to submit non-binding evaluations.
Wondy: The method of participation in an Auction, by paying a fixed amount to purchase 3 bids that can be placed in the specific Auction.
Article 3. AGREEMENT WITH THE USER AND REGISTRATION TO THE SERVICE
3.1 The formalisation of the contract with the User takes place through the Registration on the Website. By registering, the User accepts these "General Terms and Conditions". The User Agreement is neither transferable nor assignable. The User provides K-MYDA with their personal data under their own responsibility and independently chooses a password to access the Website.
3.2 It is not allowed to create accounts in the name of other people, nor to provide false data. It is not permitted to log in through the services of third parties or accounts of others, nor to allow others to log in on behalf of the User.
3.3 As administrator of the Website, K-MYDA confirms the reception of the data inserted for the Registration to the User by sending an e-mail to the address provided by the User, reserving the right to check the truthfulness and reliability of the data inserted even later. After receiving the e-mail, the User must confirm the Registration and the User can then access the Website using the chosen credentials. By registering, the User undertakes to behave diligently and in accordance with the law, and not to cause damage to the Website or other users. The User is strictly forbidden to behave in any way such as to alter the competition, including, by way of example, altering or attempting to alter the sale prices or other contractual conditions of the offers, or agreeing, even tacitly, with other parties, for these purposes. The User undertakes to keep their credentials confidential and they are in any case personally responsible for all acts that are carried out through their credentials on the Website.
3.4 The accuracy and comprehensiveness of the personal data provided during the Registration is guaranteed by the User. In case the personal data undergo change, the User has the obligation to communicate these changes to K-MYDA by modifying their User profile.
3.5 By registering, to the User is assigned the BASIC profile which does not foresee costs and allows the possibility to access to the basic information on the Website, the insertion of estimate, the download of documents and technical data sheets of the published lots.
Once the profile is completed, in his/her personal area, the User can participate in the auctions, according to the "Special Conditions of Sale" downloadable in the individual auction page.
3.6 K-MYDA shall have the right to refuse and/or unilaterally remove the Registration (in the latter case the withdrawal from the Contract with the User for right cause and with immediate effect) of a User if:
3.7 By registering on the Website, the User authorizes K-MYDA to use and store the personal data communicated for participation in showcase and online auction.
3.8 The reproduction of the Website or/of any is prohibited. It is also forbidden to make the Website available to third parties (by deep linking or in any other way) without the prior written consent of K-MYDA.
Article 4. SELL WITH WONDIKE
4.1 In order to sell Lots through the Website the User must fill out the form on the "Sell" page.
4.2 K-MYDA publicizes on the Website, in other specialized websites and magazines, advertisements regarding the sale of lot, listing information, descriptions and contents in accordance with the principles of correctness and clarity. Without prejudice to the fact that what it will be published on the Website will be derived from the information indicated by the Seller and from the appraisals and inventories, K-MYDA shall not be liable in any way for damages resulting from incorrect and/or incomplete descriptions and/or for damages resulting from reliance on such descriptions.
4.3 K-MYDA declines any liability arising out of the state of affairs, purchase and use of the goods and services covered by the Website. In addition, if the goods and services are not in compliance with the law, K-MYDA is in any case extraneous to any claim of the User, including, by way of example, those relating to the cost of an appraisal or compliance of the goods and services on the Website.
4.4 The suitability of Lots to be sold through the Website is assessed among a number of aspects, including the interest they may generate, their rarity and possible revenue, as well as forecasts of demand for such Lots. K-MYDA may refuse without giving any reason to publicizes a Lot in a Showcase and/or Auction.
4.5 When a Seller requests a Lot to be offered for sale on the Website, the Seller must provide clear and understandable information about the goods offered for sale. The information must include - without limitation - the following materials and data:
(i) The exact, complete and accurate description of the goods included in the Lot offered for sale;
(ii) Details of the condition and status of the Lot, indicating, inter alia, the VAT status;
(iii) One or more clear and recent photographs that faithfully reproduce the current state (including any defects or deficiencies), characteristics and other peculiarities of all goods included in the Lot;
(iv) Any Reserve Price (the possibility to impose a Reserve Price depends on the value of the Lot);
(v) Whether or not an after-sales service is available to the Buyer and the terms of such service (if applicable) and any warranties;
(vi) Any other conditions attached to the offer from time to time required by K-MYDA.
4.6 K-MYDA shall not be liable to the Users with respect to the description of the Lots and the information and statements of the Seller referred to Article 4.5. The Seller accepts that K-MYDA proposes changes or additions to the description of the Lot offered for sale. The Seller, who shall be responsible for checking the description before the Showcase or the Online Auction begins, shall be solely and exclusively responsible for the truthfulness, correctness and accuracy of the information published.
4.7 The Seller guarantees that it is the rightful owner or he/she is authorized to sell the Lot/s proposed on the Website and that, by offering and selling a Lot, he/she is not violating any law or regulation, any third party rights, including rights under the agreement and Intellectual Property rights, and that he/she is not acting in a fraudulent manner in general or in any unlawful and harmful way to third parties and/or K-MYDA.
4.8 Upon request of the Seller, K-MYDA may provide an estimate of the value of certain Lot/s. It is understood that, since this is an evaluation activity characterised by a wide margin of discretion, apart from cases of fraud, no claim may be made against K-MYDA in relation to the value attributed to the Lot/s. K-MYDA may refuse to set a Reserve Price for a particular Lot.
4.9 K-MYDA may have texts relating to a Lot translated so that a Lot can also be offered for sale in other Countries. Should it appear that the text of a Lot translated into a foreign language is inconsistent or dissimilar from the original text, K-MYDA may, at its discretion, modify the description of the Lot or remove the Lot from the Showcase or the Auction during the course of the Auction, or, once the Auction is concluded, also cancel the Contract of Sale on behalf of a User, who has been negatively and demonstrably influenced by the translation error.
4.10 The publication of Lots in Auction is subject to exclusivity, also in relation to other different types of sales channels.
4.11 The Seller undertakes to indemnify, guarantee and hold K-MYDA harmless in relation to any claim by Users, third parties or the Buyer of a Lot that is based on or even related to the Seller's failure to comply with one of the obligations set out in this article 4, and/or in other articles of these ''General Terms and Conditions'', and/or in the ''Special Conditions of Sale''.
Article 5. RUNNING OF THE SHOWCASE AND PARTICIPATION
5.1 The Showcase is the method that allows to advertise the Lot in a dedicated section on the Website for a period agreed with the Seller and prior to the Auction. The purpose is to measure the appeal of the good by collecting contacts, visits requests and non-binding evaluations that will help experts to identify the best sales strategy.
5.2 In order to validly choose between the five evaluation in the Showcase, the User must be registered on the Website. The e-mail and password chosen by the User at the time of registration constitute the credentials for access to the Website and participation in the Showcase and enable the User to access the Website through a single device. The User may enter a non-binding evaluation for each single Lot even if there are more than one Lot.
Article 6. OPERATING OF THE AUCTION AND PARTICIPATION
6.1 In order to validly participate to the Auctions, one must be registered on the Website and complete, through the Personal Area, the profile with the required data. The e-mail and password chosen by the User at the time of registration constitute the credentials for access to the Website and to partecipate to the Auctions, subject to payment of the deposit if applicable, and enable the User to access the Auction through a single device.
6.2 The User's access data (e-mail and password) are personal and secret and the registered User is responsible for the offers made even in the event of theft or loss, except in the event that they have promptly notified K-MYDA of the theft or loss of such data.
6.3 In order to properly participate to an Auction it is necessary to maintain the Internet connection at every stage of the Auction as only in this way it is possible to submit bids and receive updates regarding the conduct of the Auction.
6.4 The Auction is held upwards (English auction) and the lot is awarded, with reserve met, to the highest bidder starting from the minimum bid indicated on the Auction page of the Website, in compliance with the time limits indicated therein (including the "Time Extension" rule set forth in art. 6.10 below).
6.5 Eligibility to the Auction takes place after reading and acknowledging the "Special Conditions of Sale", completing the user profile, through the Personal Area.
Further requirements to participate to the auction will be indicated in the "Special Conditions of Sale" and could be:
-participation without deposit;
-participation by paying a deposit. If the successful Buyer does not pay the balance, the deposit will be retained by K-MYDA as a penalty, without prejudice to the greater damage and the possibility for the Seller and for K-MYDA to act against it for compensation for further damages. .
- participation by paying a fixed expense named Wondy. Wondy allows the User to place three (3) bids during a determined single auction; once all the three (3) bids are placed by the User, it will be possible to buy more till the expiration of the auction. Participating to the auction through the Wondy mode does not give any right to refund the Users of the amount paid.
6.6 When required, the security deposit can be paid through the following payment methods:
In both cases the following documents must be sent or attached:
The refund of the deposit can take place within 5 days. working in the following ways:
6.7 The Wondy mode can be paid through the following payment methods:
In both cases the following documents must be sent or attached:
Participation in the auction through the Wondy mode does not entitle the User to any refund for the amounts spent.
6.8 K-MYDA shall have the right to announce that the participation to an Auction concerning certain Lot/s is reserved to companies operating in specific sectors and therefore inhibit the participation of subjects not belonging to the same sector.
6.9 Once the time limit of the Auction is expired, the User who has submitted the highest bid is the Outbidder of the Auction.
6.10 Any bid and raise submitted during the auction are irrevocable and represent a binding commitment. It will not be permitted to withdraw for any reason bids and/or raises placed, nor will it be permitted to renounce the purchase of the awarded goods.
6.11 For the sake of transparency and to guarantee the maximum result to the Seller, Auctions are subject to the "Time Extension"; this means that if a User submits a bid during the last 3 minutes of the Auction, the conclusion of the Auction is extended for a further 3 minutes, thus giving competitors the opportunity to bid once more. For this reason, it is not possible to indicate in advance a fixed closing time for Auctions.
6.12 The Bidder is obliged to comply with the payment terms set out in the "Special Conditions of Sale".
6.13 K-MYDA, at its discretion, has the right to exclude an Offer from an ongoing Online Auction in circumstances from which it can be unequivocally inferred that it is an error or abuse/fraud on the part of the Bidder, or in cases with similar requirements to safeguard the smooth and proper conduct of the Auction.
6.14 The Bidder acknowledges and agrees that, if a Reserve Price has been adopted, no Purchase Agreement may occurs in the event the outbid is below the Reserve Price.
6.15 It is not permitted for the Seller to make a Bid on Lots offered for sale by the Seller or to appoint others to make a Bid.
6.16 The Purchase Agreement is concluded between the Seller and the Buyer following the Tendering. K-MYDA shall not intervene as a party in the Purchase Agreement at any stage of the Auction.
Article 7. PAYMENT
7.1 All prices shown on the Website are in Euro and are intended VAT excluded (if due). VAT or any other tax added to the sale price provided for in these "General Terms and Conditions" and in the ''Special Terms and Conditions of Sale'' shall be paid in application of the rules in force at the time the Auction is concluded.
7.2 At the end of the Auction, the Bidder is required to pay the balance of the hammer price, in addition to VAT (if due) and in addition to all incidental, legal and/or fiscal expenses, which are always to be borne by the Buyer (by way of example only and not exhaustively, any costs necessary for the deed of sale, transfer of ownership, registration certificates). The Buyer shall ensure that the amounts due are received in their net amounts; the Buyer must, therefore, bear and be liable for any expenses, bank charges, duties, at source, taxes and deductions.
7.3 Following the closing of the Auction, the Buyer will receive by e-mail, at the address indicated at the time of Registration, the payment instructions containing all the details for the settlement of the balance.
7.4 The Bidder will proceed to pay the balance of the purchase price to the Seller at the same time as signing the deed of sale according to the method indicated in the payment instructions (bank transfer, rush bank wire transfer or bank draft). In the case of unregistered movable goods, payment may be made, in the absence of the deed of sale, following receipt of invoice and/or technical documents.
7.5 In order to ensure a quick and transparent process, bids must not be submitted on behalf of third parties and/or per person to be appointed. For this reason, in the event of a successful bid, K-MYDA shall exclusively and inexorably file and send the Seller's payment instructions and subsequent invoice, when applicable, to the person - physical person or legal entity - registered as such entitled to submit bids.
7.6 If the Bidder does not pay the Purchase/Hammer Price within the term indicated in the payment instructions:
Article 8. EXPORTS AND SPECIAL PROVISIONS REGARDING VAT
8.1 Buyers based in non-EU countries who asked for the VAT exemption provided by art. 8 DPR no. 633 dated 26/Oct/1972 are obliged to export the goods within 90 days from the issue of the sales invoice or signing of the sales deed and to provide timely proof of export to the Seller and to K-MYDA.
8.2 K-MYDA, upon Seller's instructions, may request and will be entitled to retain the VAT deposit as a guarantee for the success of the activities. In case the export does not take place within the aforesaid term, the Seller will ask K-MYDA to forward to them the VAT deposit, which will be retained by the same upon issue of a new sales invoice (when applicable).
8.3 K-MYDA will automatically send payment instructions and charge VAT. Those who wish to make use of the exemption scheme provided for regular exporters must first send the declaration of intent and the related deposit receipt issued by the Inland Revenue /Tax Authority.
8.4 Upon receipt of the documentation, K-MYDA will send the documetns to the Seller who will check the filing of the declaration of intent for the current tax period and, subsequently, will ask K-MYDA to issue new payment instructions, replacing the previous ones, with VAT exemption. K-MYDA will be able to assist in the verification if requested by the Seller.
Article 9. COLLECTION OF LOTS
9.1 The lot adjudicated must be collected within the time limit specified in the "Special Conditions of Sale".
9.2 The Buyer is fully responsible for the expenses for the collecting, delivery of the lot and possible disassembly of components.
9.3 The collection of the Lot/s which includes registered movable property is subject to the complete processing of the transfer of ownership and, if necessary, of the customs formalities, the costs and expenses of which are entirely borne by the Buyer, unless otherwise agreed between the Seller and the Buyer prior to the sale of the Lot.
9.4 The Buyer undertakes to colelct the Lot by and no later than the deadline indicated in the "Special Conditions of Sale" published online and accepted by the Users. In case of delay in collection, a penalty may be applied by the Seller for each day of delay.
Article 10. LIABILITY
10.1 Only in cases of intent and gross negligence shall K-MYDA be liable for the failure and/or incorrect operation of the Website. K-MYDA is also responsible for the accuracy of the information published on the Website with respect to the information received from the Sellers only in cases of wilful misconduct and gross negligence. K-MYDA declines all responsibility for the truthfulness of the data and information received from Sellers and Users in general. Under no circumstances shall K-MYDA be liable for any misconduct and/or default by Sellers and Users both in the use of the Website and in the execution of post-award obligations.
10.2 Any liability of K-MYDA with respect to any possible infringement of the intellectual property rights of third parties is excluded.
10.3 Any damage, loss, cost or expense (including loss of profit, legal fees, value added tax or equivalent, etc.) that the User may suffer or incur as a result of:
Cannot be indicted against K-MYDA.
10.4 Any delay or non-fulfilment of its obligations, if such delay or non-fulfilment is due to force majeure, shall be the responsibility of K-MYDA.
10.5 K-MYDA is not responsible for problems in the submission of bids and/or problems of participation in the Auction by the User due to lack and/or instability of Internet connection by the User.
10.6 By registering on the Website, the User declares, under their own responsibility, that they have adequate technical skills and/or use specialised personnel to participate in the Auctions and to fulfil all obligations dependent on the award of Lots.
Article 11. APPLICABLE RULES
11.1. For anything not provided for in the "General Terms and Conditions" of the Website and in the "Special Conditions of Sale" in relation to auctions of lots owned by private individuals and published on the Website, the provisions of the Italian Civil Code regarding sales shall apply.
11.2 K-MYDA may modify the "General Terms and Conditions" of the Website and the "Special Conditions of Sale". Such changes shall be published on the Website and shall be effective from that moment on for all Users.
Article 12. WEBSITE
12. In the event of technical failures such that the Website is not fully accessible and/or is not accessible to all Users, K-MYDA reserves the right to extend the current Auctions and/or postpone the start of the Auctions.
Article 13. SECURITY
13.1 K-MYDA undertakes to protect its systems against loss of data and/or against any form of illegal use, taking into account, among other things, the state of technology.
13.2 Except for wilful misconduct or gross negligence, K-MYDA is not liable for loss of data, damage to files, unlawful access to computers or files, the spread of viruses through the Website, or any other consequences related to the use of the Website.
Article 14. EFFECTIVENESS OF THE GENERAL TERMS AND CONDITIONS OF SALE
14.1 Should any provision of the present "General Terms and Conditions" of the Website be null and void or be cancelled, the remaining provisions shall remain valid and applicable.
14.2. Should the provisions contained in the "General Terms and Conditions" of the Website and the "Special Terms and Conditions of Sale" differ, the provisions of the "Special Terms and Conditions of Sale" shall prevail over the provisions of the "General Terms and Conditions" of the Website.
14.3 Any exception to these "General Terms and Conditions" on the Website shall only be valid if agreed in writing between the User and the legal representative of K-MYDA.
Article 15. MISCELLANEOUS MATTERS, APPLICABLE LAW AND PLACE OF JURISDICTION
15.1 Disputes arising between the Users and K-MYDA and concerning these "General Terms and Conditions" of the Website and related legal relations arising in the context of the Auction shall be governed exclusively by Italian law.
15.2 The original text of the "General Terms and Conditions" of the Website is the Italian text and, in the event that such Terms and Conditions are published in different languages, the text drawn up in Italian shall prevail in any event of ambiguity or conflict.
15.3 In the event disputes should arise in relation to the "General Terms and Conditions" of the Website and the "Special Conditions of Sale", the process and the award of Lots and the observance, validity and effectiveness of the legal relationships dependent on them and/or connected to them, the Law Court of Milan, Italy shall have exclusive territorial jurisdiction.