Article 1. Definitions
Delivery consists of making lots available to the buyer or their authorized representative at (a) time(s) established by DFM Auctions.
General Terms and Conditions
The present terms and conditions which apply to all agreements with DFM Auctions.
A registered user who has placed a bid on the website.
Any amount offered by user(s) on the auction of a lot.
Dairy & Food Machinery Auctions
Any person who has registered on the website.
The user Agreement
The agreement between DFM Auctions and the user.
Someone who acts as a representative on behalf of the buyer.
An item, or a number of items being auctioned together (under a single number).
Date and time at which the user/bidder has the opportunity to view and, if possible, further inspect the lot(s).
The purchase agreement between the seller and the buyer.
The amount of the highest -accepted- bid plus the premium over the highest bid and applicable VAT.
The user the lot was allocated to.
The information provided by the user which can be traced to his or her person, including name/address/place of residence and e-mail address that need to be provided in order to be able to bid on an auction as a user.
Registration of a user on the auction website by fully completing the registration form present on the website.
Specific online auction conditions
Any other, additional, or deviating conditions that apply to participation in a specific auction, as indicated on the website for the auction concerned.
The declaration of DFM Auctions that a lot, or combination of lots, has been allocated to the highest bidder, against payment of the purchase price. Seller irrevocably authorizes DFM Auctions to allocate and sell items to the buyer(s) on behalf of the seller.
The sale of movable property via the Internet organized by DFM Auctions.
The person(s) commissioning the auction of a lot.
The auction website: www.dfm-auctions.com through which DFM Auctions offers its auction service and which is maintained by DFM Auctions.
Article 2. Applicability
2.1. These General Terms and Conditions apply to any auction held by DFM Auctions and to the relationship between the user/bidder/buyer/seller on the one hand and DFM Auctions on the other hand, when using the website.
2.2. The applicability of other general terms and conditions, with the exception of specific online auction conditions, is excluded.
2.3. The applicability of other (general) terms and conditions of the user/bidder/buyer/seller, of any nature whatsoever, is excluded.
2.4. By participating in an auction, the user/buyer declares they are aware of and agree to these General Terms and Conditions.
Article 3. Registration and use
3.1. In order to participate in an (online) auction, a buyer/bidder must register on www.dfm-auctions.com. Registration on the website allows the user , among other things, to follow the progress of auctions through the website. The user agreement is on personal title and cannot be transferred, assigned or subcontracted to a third party. Upon registration, the user provides their personal details to DFM Auctions and creates a password for access to the website of DFM Auctions.
3.2. The user must be of legal age and authorized to perform legal acts.
3.3. The user declares that the information they provide during this registration is accurate and will, upon request by DFM Auctions, properly identify themselves. The user is also required to notify DFM Auctions of changes to their personal details. Any such changes need to be communicated to DFM Auctions immediately.
3.4. DFM Auctions confirms the registration to the user by e-mail at the e-mail address they have specified, after which the user can gain access to the auction website using their chosen password. The username and password that the user uses in an auction are strictly personal and may not be transferred or assigned to third parties by the user.
3.5. The user undertakes to behave properly after accessing the website and not cause harm to the website or other the users of the website. If a user suspects that a third party has become cognizant of user’s username and password the user must accordingly notify DFM Auctions immediately. In that case, DFM Auctions will block, on behalf of the user, further access, to avoid abuse. User will upon request receive a new password. The user is liable for all actions that occur on the website after it is accessed using the user’s password, and the user will indemnify DFM Auctions for all damage resulting from abuse and/or use of password and/or username.
3.6. DFM Auctions has the right to refuse a registration without specifying cause or reason.
3.7 DFM Auctions has the right to terminate a registration without providing reasons in case of suspension of payments, bankruptcy, cease of activities or liquidation of the user’s business, (suspected) counterfeiting, or abuse by the user.
3.8 If it is found that DFM Auctions is unable to do business with the user due to restrictions under public law, DFM Auctions has the right to refuse registration, suspend registration to further investigatee the situation, or terminate the agreement.
3.9. DFM Auctions stores the personal information it receives in an administration that exists for that purpose specifically. By registering on the website, the user grants permission for the use and storage of the registered personal information provided by the user during registration.
3.10 The users are not permitted to reproduce or make available (parts of) the website without the prior written consent of DFM Auctions.
3.11 DFM Auctions reserves the rights and powers granted to it by virtue of the Copyright Act and other intellectual property laws and regulations. DFM Auctions has the right to use information acquired through the execution of The user agreement for other purposes as well, to the extent no strictly confidential information of user is disclosed to a third party.
3.12 Through a one-time registration, the user agrees to the General Terms and Conditions for each subsequent time the user logs in on the website of DFM Auctions, whether or not user places a bid.
Article 4. Organization of the Auction
4.1 The organization, preparation, and execution of the auction are determined exclusively by DFM Auctions. This means, among other things, that DFM Auctions determines the course of affairs preceding and during the auction and is authorized to cancel an auction, end it (earlier than indicated on the website or elsewhere), suspend it, extend it, and/or take any other measures it deems necessary. DFM Auctions also has the right to correct any inaccuracies, oral and written expressions made by or on behalf of DFM Auctions, and errors made (whether or not during an auction, and including errors caused by computer failures, system failures, and/or other technical malfunctions). This shall not be construed as conferring rights or imposing obligations which can be directly invoked by user. (No rights can be derived by user as a consequence.)
4.2 The user is aware of and agrees to the special circumstances of an online auction and the technical imperfections that may occur. DFM Auctions does not accept any liability for any direct/indirect damage occurring in any way, including but not limited to damage resulting from the use of the website, except in the event of intent or willful misconduct by DFM Auctions.
4.3 DFM Auctions will not accept liability for any damage in any case, arising in any way and/or resulting from:
- the possibility that the information on the website is inaccurate, incomplete, or not current.
- actions performed by user which may or may not be related to information placed on the website.
- the inability of a user to (fully) use the website and/or any other malfunction in the website or the underlying system.
- possible errors in the software of the website and/or the underlying system.
- lots not meeting the specifications as listed on the DFM website.
- actions of the seller after the buyer has concluded a purchase agreement with them.
- the unlawful use of systems, including the website of DFM Auctions, by a third party.
4.4 DFM Auctions has the authority to, before or during the auction, without statement of reasons:
- not recognize a bid as such.
- remove a bid.
- allocate or not allocate lots.
- exclude one or more users from an auction.
- not auction one or more lots or make changes to (the composition of) lots.
- correcting mistakes or allocations with bids. This shall not be construed as conferring rights or imposing obligations which can be directly invoked by seller(s), providers, buyer(s), or bidders. (‘No rights can be derived by … as a consequence.’)
4.5 DFM Auctions has the authority to ask a user for a bank guarantee or some other form of security for participation in certain auctions and/or bids for certain lots.
4.6 Rulings of DFM Auctions regarding what has occurred before, during, or after the auction is binding for all parties.
Article 5. Privacy
5.1 By registering on the website, the user gives DFM Auctions permission to use and store registered information. The information will only be used by DFM Auctions and the assistants it deploys. The information will not be made available to third parties without permission.
5.2 Personal and/or company information are never part of the purchase agreement, unless this is explicitly stated. If buyer has been made privy to personal and/or confidential business information (for instance as a result of receiving purchased items), the buyer is obliged to notify DFM Auctions of this immediately and provide this information to DFM Auctions or the third parties it involves upon request. Buyer accepts the obligation to maintain complete confidentiality regarding the information that has come into the buyer’s possession.
Article 6. Description of lots
6.1 The items to be sold are displayed in lots. The description of the lots have been made as accurate and complete as possible by DFM Auctions by means of visual inspection. DFM Auctions strives to include the description of the lot(s) as accurately as possible on the website, in the auction catalogue, within a quotation, and other auction brochures. However, DFM Auctions is not liable for any inaccuracies. Neither is DFM Auctions liable for any inaccurate or incomplete descriptions, and it cannot be held accountable for any resulting damage . Bidders cannot derive any claims or rights from the description and other information referred to. Buyers/bidders are given the opportunity to view lots and are presumed to make use of this opportunity.
6.2 Piping, cables, and/or other connections for power, control, or production that are found on or in a lot, are only sold up to the first seal, fitting, or affixed marking, unless otherwise specified in the relevant online conditions. Underground/cemented connections are never part of the lot, unless explicitly stated otherwise in the relevant online conditions.
Article 7. Bids
7.1 The user can place bids on one or more lots on the website. The user realizes that placing a bid is irrevocable. It is not possible to place a bid under conditions. A bid cannot be revoked or withdrawn and is without any reservation. Bids never include premiums and/or VAT and, if applicable, disassembly and/or removal costs. DFM Auctions and/or seller are entitled to place bids on behalf of third parties.
7.2 If multiple users declare to place or have placed a bid collectively, they are jointly and severally liable for the resulting obligations.
7.3 DFM Auctions determines whether an error made in placing a bid is of such nature that it cannot be considered realistic, so that the bidder cannot be held to their bid. No rights can be derived from this decision by any person whatsoever.
7.4 Bids can be placed in the form of a static bid or a proxy bid. In case of a static bid, the user makes a bid in the form of a fixed amount per lot. With a proxy bid, the user indicates what maximum price they are willing to pay for the lot. The auction system then automatically places a higher bid on behalf of the user when they are outbid by another user, and continues to do so, as long as the maximum bid indicated by the user has not been reached. During an auction, a proxy bid can only be withdrawn by user, if user places a static bid that is the highest bid at that time. In case of an equal bid between a proxy bid and a static bid, the proxy bid will be deemed to be the highest bid.
7.5 If a lot is also sold along with one or more lots as a combination, this will be indicated on the individual page of the lot on the website. In that case, it will first be possible to bid on the separate lots of the combination, and subsequently on the combined lot. Individual lots are only allocated if the total amount of the highest allocable bids on the individual lots is higher than the highest allocable bid on the combination. The combination will only be allocated if the highest bid on the combination is higher than the total amount of the highest allocable bids on the individual lots.
7.6 A purchase agreement enters into force by allocation. Generally, this will mean the allocation to the user who placed the highest bid. However, on grounds of article 7.1, of the grant terms included in the specific online auction conditions or of other reasons at the discretion of DFM Auctions, allocation may take place to the user placing the second highest bid. Other reasons are understood to mean, among others , not being able to properly disassemble or transport an item, not complying with the payment obligations, not meeting specific online auction conditions, etc.
7.7 The second highest bidder is obliged to honor his commitment to his bid until the date on which the lot(s) can be collected or delivered in case the highest bid is declared invalid or is withdrawn, for instance because the highest bidder fails to (fully) comply with his obligations or because the agreement with the highest bidder cannot be concluded for some other reason.
7.8 Within 48 hours after an auction closes, the buyer will receive an e-mail confirmation on behalf of seller(s) that the purchase agreement has been concluded. If the user does not receive an e-mail within the stated time period, this means their bid has not been allocated. DFM Auctions has the right to not allocate lots or allocate them under suspensive condition(s).
7.9 The risk of the sold lot(s) is transferred from the seller to the buyer at the moment of allocation. Until the moment of allocation, the seller is obliged to properly insure the goods. Seller is also obliged to take out and maintain a proper liability insurance and damage insurance.
7.10 DFM Auctions is not a party to the purchase agreement, but only mediates for the establishment of purchase agreements between buyer and seller. The content of these is always strictly fixed.
7.11 The user guarantees that they have sufficient financial resources to cover the amount plus premiums, VAT, and if applicable, disassembly/removal costs as soon as the bid has been accepted. Should the user not have sufficient resources, then the user is liable for any resulting damage to DFM Auctions and/or seller(s).
Article 8. Lots, descriptions, warranties, and indemnities
8.1 DFM Auctions is required to describe the lot as completely as possible. However, seller and buyer realize that DFM Auctions is not always fully aware nor can always be fully aware of the nature, condition, etc. of the sold lot because DFM Auctions sells goods on behalf of third parties. DFM Auctions and seller do not provide any warranty whatsoever relating to the lots and any third-party claims regarding.
8.2 The Lots are sold (“as is”) in the state they are in on the auction date including all connected flaws, benefits, and burdens. DFM Auctions and seller never provide indemnification for visible or hidden defects or warranty relating to completeness, quantities, operation, usability, merchantability, or the (non-)existence of rights or claims of third parties and/or the ability to transfer to third parties.
8.3 Defects of any kind, disappointed expectations of buyer and/or the receiving third parties, never result in the right to compensation and/or settlement. The buyer is deemed to have carefully examined and inspected the purchased lot on the viewing day(s) intended for this purpose.
8.4 If claims are made by third parties based on proprietary rights, intellectual property rights, and/or other rights of third parties with regard to the lots, buyer is obliged to hold the relevant lot(s) for those third parties, with the obligation to provide the lot(s) to those third parties at first request, or to make other appropriate arrangements with those third parties.
8.5 Buyer indemnifies DFM Auctions and seller against any claim by a third party in connection with the purchase agreement.
Article 9. Inspection duty
9.1 The buyer will be given the opportunity to inspect the items to be purchased, prior to establishing the purchase agreement, on the specified viewing day(s).
9.2 The buyer has an inspection duty. If the user places a bid based on the object information without having previously inspected the lot or having had someone else inspect it on their behalf, any resulting misrepresentation of items in the lot will be at their own expense.
9.3 If DFM Auctions shows or provides a sample, model, or example, this will merely constitute an indication. The qualities of the items to be delivered may differ from the sample, model, or example. No rights can be derived from notices, descriptions, examples, and other information provided by employees of DFM Auctions or persons deployed by DFM Auctions regarding lots. DFM Auctions is not liable for any inaccuracies or incompleteness in the description of the items. The buyer does not have the right to revoke an offer or dissolve the purchase agreement if they find that the item does not match its description.
9.4 By agreeing to these terms and conditions, the buyer is obliged to properly inspect the purchased goods. By signing the receipt of the lot(s), the buyer or their authorized representative accepts the items in their quantity, condition, and quality.
Article 10. Payment obligations and security
10.1 The buyer is obliged to transfer the total purchase price to an account number specified by DFM Auctions within 3 business days after confirmation of the purchase agreement. Payment must be made in euros.
10.2 Payment must be made without discount or settlement. In case of late payment of the purchase price, the buyer will be charged 16% of the purchase price by DFM Auctions plus the legal interest rate on the amount still due, increased by 2% per year, starting on the date on which the payment was originally due until the day of effective payment.
10.3 DFM Auctions is entitled to immediately claim full payment of the purchase price, or to claim security for compliance with their obligations from the buyer toward DFM Auctions or the seller, upon or after establishing the purchase agreement. If the buyer fails to comply with this, DFM Auctions is entitled to not recognize and invalidate the bid, and auction the purchased lot(s) again, or allocate the purchased lot(s) to the second highest bidder.
Article 11. Delivery
11.1 If, and as soon as, the buyer has fulfilled all their payment obligations, the buyer is obliged to collect the purchased goods at the place and time determined by DFM Auctions upon presentation of a valid ID.
11.2 The delivery consists of making the purchased goods available to the buyer. After delivery, the purchase agreement can no longer be (fully or partially) cancelled by the buyer. Also, nullification on grounds of error in accordance with 6:228 of the Netherlands Civil Code and/or amendment in accordance with 6:230 of the Netherlands Civil Code are expressly excluded.
11.3 The transfer of ownership and risk of the lot(s) transpires through allocation. The actual delivery takes place through collection or delivery. The collection or delivery takes place under the suspensive condition that the full purchase price has been paid by the buyer.
11.4 The buyer is responsible for the correct and timely collection of the purchased goods, but DFM Auctions may determine that certain lots can only be collected after delivery of other lots. DFM Auctions is responsible for the organization and coordination of the time of collection of the goods sold by the seller.
11.5 The buyer, whose lot(s) obstruct(s) the collection of other lots, is obliged to take care of collecting their lot(s) at the address specified by the buyer immediately after receiving an e-mail from DFM Auctions in this regard. If the buyer fails to comply with this, DFM Auctions is entitled to have the relevant collection and potential storage taken care of by third parties, at the expense and risk of the buyer.
11.6 If it appears that a lot cannot be delivered due to third-party claims, or due to the fact that the delivery may cause unacceptable damage to terrains or buildings on/in which the lot is located, or if it is otherwise highly objectionable, seller as well as DFM auctions on behalf of seller, have the right to cancel the purchase agreement. This cancellation shall occur by e-mail to the buyer at the e-mail address specified by the buyer, after which DFM Auctions and/or the seller(s) are held to no more than to refund the amounts already paid by the buyer to DFM Auctions for the purchase of the lot(s).
11.7 Buyer is obliged to accept all items that are listed in the lot, even if these have no (or negative) value.
11.8 During the collection day, the buyer or their authorized representative is responsible for checking whether the goods purchased are complete. If the buyer notices the goods are incomplete after the collection day, the buyer can no longer claim a refund.
11.9 Upon receiving the purchased goods, the buyer must take the necessary care and follow the instructions by, or on behalf of, DFM Auctions fully and unconditionally. If the collection or receipt requires the disassembly of the purchased goods, the buyer must take care of this in a professional manner and at their own expense and risk. The buyer is only entitled to disassemble matters that are not connected to the goods purchased by the buyer, after the emphatic written permission of DFM Auctions. The buyer is responsible for any damage caused upon, or in the context of, the receipt of purchased goods, and will indemnify DFM Auctions and the seller for third-party claims.
Article 12. Notice of default, cancellation
12.1 If buyer fails to comply with any obligation arising from the purchase agreement, including the obligation of timely payment of the full purchase price, timely collection of the lot(s), and/or providing the information needed for the delivery, the buyer is legally in default without requiring further notice of default, and DFM Auction can cancel the purchase agreement on behalf of seller(s). In that case, DFM Auctions is free to allocate the lot(s) to someone else, without DFM Auctions and/or seller(s) being subject to any (damage) compensation.
12.2 In case of cancellation because the buyer, for whatever reason, imputably fails to meet their obligations toward DFM Auctions as intended under 12.1, the buyer who is in default owes DFM Auctions a lump-sum in the amount of 30% of the purchase price, in addition to the premium. In the event that additional costs have also been incurred by DFM Auctions, these will also be charged on top of the lump-sum.
12.3 If delivery is not possible because the seller is unable to supply the goods (to DFM Auctions), DFM Auctions has the right to cancel the purchase agreement with the buyer on these grounds, on behalf of the seller. For instance, if the client is not, or no longer, in possession of the goods. In that case, on behalf of seller(s), DFM Auctions is held to no more than a refund of the paid purchase price toward the Buyer.
12.4 If DFM Auctions is unable to meet its obligations due to force majeure, at least due to circumstances that are beyond its sphere of influence, the purchase agreement is deemed to never have been concluded.
12.5 Cancellation can also occur if, after adoption of the purchase agreement, DFM Auctions and/or seller(s) (have) become aware of circumstances that give the seller(s) proper grounds to believe the buyer may not be able to meet his obligations, and in any case in the event of (actual) bankruptcy or suspension of payment of the buyer.
12.6 The buyer is always liable to compensate for damage to DFM Auctions resulting from the buyer’s negligence.
Article 13. Security
13.1 DFM Auctions shall make every reasonable effort to protect its systems against data loss and/or any form of unlawful use and will implement appropriate technical and organizational measures to this effect, taking into account, among other things, the state of the art.
13.2 However, DFM Auctions is not responsible for data loss, damage to files, unauthorized access to computers or files, viruses or other unlawful programs or files spread by way of the website, or any other consequence of the use of the website.
13.3 The website of DFM Auctions may contain links to other websites. DFM Auctions is not responsible for such sites and is not responsible for the content of those sites.
Article 14. Liability
14.1 Any liability of DFM Auctions is excluded, with the exception of intent or deliberate recklessness of DFM Auctions or its executives. Any liability of the seller is also excluded with the exception of intent or deliberate recklessness of the seller or their executives.
14.2 If the liability of DFM Auctions, to the extent effective after application of the other provisions of these general terms and conditions and specific online auction conditions, still pertains, it will always be limited to the amount claimed under the liability insurance of DFM Auctions in the relevant case. If the insurer does not proceed with payment, or the damage is not covered by the insurance, the liability of DFM Auctions is limited to € 5,000. Moreover, the liability of the seller is limited to no more than the net purchase price the seller receives from a buyer in the context of the auction of the lot.
14.3 DFM Auctions is not liable for indirect consequential damage or loss of profit. Furthermore, any liability of DFM Auctions in connection with any defect in the lot(s), or relating to infringement of rights of (intellectual property of) third parties, is excluded.
14.4 When deploying third parties, DFM Auctions will always take due care in selecting them properly. However, DFM Auctions is not liable for any shortcomings of these third parties.
14.5 DFM Auctions and/or seller of the goods is not liable for visible and non-visible defects to the goods. The buyer will need to make an inquiry before making an offer, on the basis of the description of the goods, the available photographs, and the inspection report or, in case of viewing days, on the basis of an inspection.
14.6 DFM Auctions is also not liable for damage caused by a computer failure that causes the bidder to be unable to place a bid, nor for damage due to technical malfunctions and/or defects of hardware or software.
14.7 DFM Auctions is not liable for damage from the moment of allocation of the lot(s) caused by or in connection with the lot(s), loss of lot(s), or any damage caused by environmentally damaging or hazardous substances in or on the lot(s).
14.8 DFM Auctions and/or seller may organize viewing days and delivery days. Parties realize that DFM Auctions has neither influence nor control over the goods, the location, or the circumstances under which the viewing days and delivery days are organized. The person who enters buildings and/or terrains on viewing days or the delivery day does this entirely at their own risk. DFM Auctions and the seller do not accept any liability for damage that transpires as a result of viewing days, or of entering the intended buildings and terrains, nor for the consequences of these events.
Article 15. Final provisions
15.1 If and to the extent that any provision of the General Terms and Conditions is void or nullified, the remaining provisions of the general terms and conditions will remain in force.
15.2 DFM Auctions can, in addition to these General Terms and Conditions, declare that specific auction conditions are applicable. These will need to be confirmed by the user before the auction. In case of mutual contradiction, that which is stipulated in the specific online auction conditions prevails over the provisions of these General Terms and Conditions.
15.3 These General Terms and Conditions can only be deviated from to the extent this has been agreed to in writing by an authorized representative of DFM Auctions.
Article 16. Applicable law and Disputes
16.1 All agreements between DFM Auctions and third parties are governed by Netherlands law.
16.2 The Vienna Sales Convention (C.I.S.G.) does not apply, nor do any other international regulations the exclusion of which is permitted.
16.3 Contrary to the statutory rules for the competence of the civil court, any dispute between the other party and DFM Auctions shall in the first instance, if the court is competent, be settled exclusively by the court in Utrecht.
16.4 Parties will only appeal to the court after making every effort to settle the dispute by mutual agreement.
Article 17. Location and modification of conditions
17.1 These General Terms and Conditions have been registered with the Chamber of Commerce and can also be found on the website of DFM Auctions.
17.2 DFM Auctions reserves itself the right to change these General Terms and Conditions. Changes take effect 24 hours after they have been communicated to the user via e-mail, or once they have been (digitally) accepted. In other cases, the latest registered version, or the version as was applicable at the time of the establishment of the legal relationship, is always applicable.
17.3 The Dutch text of these General Terms and Conditions and any specific online auction conditions always prevail in the interpretation thereof.