1 These General Sales Conditions, together with the Special Conditions of each auction and data privacy and protection, regulate the legal relation established in the biding process between bidders and/or awardees which shall be applicable in the sale of assets carried by INTERNATIONAL AUCTION GROUP, S.L. (“THE AUCTIONEER”) through its web platform located at www.iagauction.com, who, as agent for “THE SELLER” or on its own behalf, shall perform the sale of the assets (movable or immovable assets and rights) the Bidder (“THE BIDDER”), who, once is awarded with the asset(s) shall become an Awardee (“THE AWARDEE”). All of the other conditions, explicitly or implicitly expressed in common or special law that contradicts these conditions, are herein excluded. These same conditions shall be applicable and enforceable for the sale of assets within a private agreement regarding any purchaser.
2 Been a Bidder/Awardee in www.iagauction.com, implies that you recognize to have read and accepted the conditions herein established, and according to the 34/2002 Act, dated July 11, of Services of the Information Society and Electronic Commerce, previous to your possible award, with the necessary anticipation, it has been delivered in the web portal of the Awardee, in a truth, efficient and complete manner, the information of the General and Special Sales Conditions and adheres to these. This service, its platform and web page is the property of the mercantile entity INTERNATIONAL AUCTION GROUP, S.L.U., incorporated in Spain, with domicile in Badalona, Barcelona, electronic street number 19, 5th floor, door A, registered in the Mercantile Registry of Barcelona, folio 67, volume 42,661, page B-406.120.
3 According to the 34/2002 Act, dated July 11, of Services of the Information Society and Electronic Commerce (Exhibit, part a) 2nd, in the auction organization and management through electronic means, the Auctioneer does not warrant nor can be held liable for the storage of the information requested by the interested party, as long as it does not have an effective knowledge that the information stored is illegal or that it lessens the assets or rights of third parties susceptible of indemnification.
4 To be a Bidder/Awardee in www.iagauction.com, implies that you expressly waive your right of abandoning any lot according to RD 1906/1999.
5 The Auctioneer is specialized in promoting the activities related to the online auction of assets as a result of a bankruptcy proceeding, under the scope of section 149 of the Bankruptcy Act (amended by the Act RD 11/2014), section 43 of the same act and section 641 of the Civil Trial Act. In this sense, it may happen that any of the auctions are ruled by a specific Settlement Plan, which may change because of the correspondent bankruptcy administrators or because of a judicial decision, even when an express judicial authorization is required before or after the auction. In this case, it shall be informed the Special Conditions of said auction. Likewise, the Auctioneer shall not be liable for the possible burdens or liens of the assets which were not disclosed by the bankruptcy Administration and/or the correspondent court did not duly inform.
6 The Auctioneer is specialized in promoting the activities related to the online auction of assets destined to the individual or legal entities not considered as consumers and within the frame of a corporate or professional activity, reason why it shall not be applicable the general Law for the defense of the consumers and users and other complimentary laws.
7 The Auctioneer may at its own criteria or at the instance of the Seller:
a) Change, cancel or withdraw all or any of the listed lots in each auction until the time of the sale, this is, when the Auctioneer awards said lot during the Auction.
b) Suspend the auction for justified reasons and/or in case of receiving an offer for the whole of the assets purpose of the Auction or the bigger part.
c) Stop the Auction to require a deposit from a Bidder and/or Awardee.
d) When a reserve price is assigned in any lot, withdraw said lot if the highest offer is not enough for the reserve price.
e) When two or more consecutive lots are similar in amount and characteristics, offer the following lots to the Bidder of the first for the same price.
f) Push for any lot or lots offered for the sale in the Auction.
g) Block and stop from participating in any of the auctions Bidders that in the past did not comply with their obligations and omitted or did not comply with The Auctioneer general conditions. At the time a Bidder is blocked, it shall not be able to continue using the web portal of the Auctioneer nor register again directly or indirectly through another name without an express authorization from IAG, without prejudice of the responsibilities in which it may incur.
8 Each lot shall be sold to the best Bidder and in case it arises a dispute between Bidders it shall be resolved according to the criteria of the Auctioneer.
9 Registry: In case of foreign buyers, non-residents in Spain, it may be requested that upon Registration of the Auction provide, preferably, a banking warranty.
10 The pushing system shall be regulated by the Auctioneer in the manner he deems more appropriate and, without prejudice of the aforementioned, he may deny to accept any offer, as long as there is indication subjectively foreseen by the Auctioneer, that it may not comply with the Sales Conditions, without been required a justification and also pushing on his behalf even on the interest of a third party.
11 The Awardee to whom is awarded one or several lots shall pay to the Auctioneer fees of 18.5% as Buyer’s Premium, over the total amount of the award; to the amount resulting shall be added the taxes related to the current type and in particular the correspondent VAT. The Buyer’s Premium is non-negotiable and shall be paid by all awardees through the Webcast System. In case the amount of the Buyer’s Premium fees varies it shall be specified in the special Conditions of each auction. The Auctioneer, when acting as an agent for the Seller, shall also receive a retribution from the Seller.
12 Immediately after the award, the Auctioneer shall require to the Awardee the total payment of the awarded lot(s), in cash, wire transfer, check or letter of exchange. It shall not be received in cash payments over 2,500 € according to the 17/2012 Act, dated October 29. In case is not applicable the payment of the total amount during the time established in the special Conditions of the Auction, the Awardee shall pay between 25% and 50% of the price of each of the lots awarded, at its option the Auctioneer shall request as much information as it deems necessary related to the identity and the domicile / main branch of the company. The amount resulting out of the established shall be delivered to the Auctioneer as deposit towards the total price of the lots the Awardee acquires in the sale, delivering the evidence of the amount paid as well as the lot(s) awarded. The remaining amount, out of the total of the payment of the invoice and the awarded lot(s), shall be enforced and payable to the Auctioneer before the maximum date set forth in the special Conditions of sale of the Auction.
13 In case the Awardee does not pay for the assets awarded within the time frame agreed (including the Buyer’s Premium and the VAT), according to the terms and specified dated, the Auctioneer shall have the option to:
a) unilaterally terminate the award, losing all right over the articles awarded as to the deed, possession or any other similar right, including the deposits, and automatically returning to the ownership of the Seller, without the Awardee been entitled to claim against the former nor against the Auctioneer for said reason. Hence, in case of performing payment to an account, deposit, signal or any type of payment from the Awardee and the latter did not pay for the remainder within the timeframe established, both in case of auction and according to private agreement, the Auctioneer/Seller shall be entitled to the amount received as indemnification for damage and losses produced, and shall be also liable the non-compliant Awardee with all the expenses generated in said circumstances. Likewise, in case of not performing the Awardee any payment, deposit, signal or any type of payment, and without prejudice of the established in condition 12, the Auctioneer/Seller shall be entitled to claim as indemnification the amount of the commission that should have perceived and/or the damages and losses which may arise.
b) enforce the compliance of the award in the amount and manner stipulated, plus all other expenses in which is incurred for said reason directly or indirectly, as well as all expenses costs caused to third parties related to the Auction.
14 It shall solely be accepted the deposit through check or endorsable slip from residents of Spain. Non-residents shall pay through deposit with check or wire transfer.
15 All lots shall be withdrawn by the Awardee from the place were located. The retrieval shall be subject to the conditions expressed in the special Conditions of the Auction, been an essential condition of the contract.
16 In case the Awardee does not withdraw the assets, according to terms and dates set forth in these conditions and in the special Conditions of the Auction, the Auctioneer may at its choice:
a) unilaterally terminate the award, losing all rights of the assets awarded, either ownership, possession or any other similar right, including deposits and returning to the ownership of the Seller, without the Awardee having any right to claim against the former or the Auctioneer for this reason. In this sense, in case of performing a payment to account, deposit, signal or any type of payment by the Awardee and it does not pay the rest within the timeframe stipulated, both in case of auction and private agreement, the Auctioneer/Seller shall keep the payment received as indemnification for the damages and losses suffered, the Awardee shall be also responsible for all expenses caused in said circumstances. Likewise, in case of not performing any payment towards the account, deposit, signal or any type of payment from the Awardee, and without prejudice of condition 2, the Auctioneer/Seller shall claim as indemnification the commission which should have earned and/or the damages and losses that may have been caused.
b) oblige the compliance of the award in the amount and manner stipulated, and all other expenses in which incurs for said reason directly or indirectly as well as all costs caused to third parties related with the Auction.
17 The Awardee shall only be entitled to withdraw the lots from the facilities of the Seller, as long as this is done within the maximum timeframe established in the special Conditions of the Auction, on the date and time agreed with the Auctioneer and under the supervision of the latter and its representatives.
18 The awardee shall not be able to withdraw from the facilities any acquired lot until it has paid all amounts owed as established in these conditions within the timeframe established. On the contrary, although any other types of payments are made, the Awardee shall lose any rights, been entitled the Auctioneer/Seller to freely decide upon these and taking into account conditions 13, 16 and 17 in particular.
19 If according to the Auctioneer, the withdrawal of any lot or part of it may cause damage to the facilities of the Seller or any type of damage the Bidder is not capable or does not wish to repair, the auctioneer may, at its sole criteria, cancel de sale of said lot or allow its withdrawal from the facilities under the conditions it deems appropriate.
20 The Auctioneer or the Seller may request from the Awardee that during the procedure of access and withdrawal of the assets is complied with the rules regulating risks prevention and labor safety and health, and in: (1) Prior identification of the people and/or clients of the Buyer who will access the industrial facilities with one labor day in advance as minimum, (2) Exhibit mandatory documents related to the people in order to comply with Labor Risks Prevention Act (31/1995 dated November 8) section 24 about coordinating corporate activities. Sheet of employees who will perform the works. Photocopy of their ID; photocopy of their current contract with the external Prevention Service (including the agreed modalities) and if it has its own Prevention Service, name and last name of the Superior Technician for their own Prevention Service, name and last names of the Superior Technician of Labor Risks; association Document of association to Accidents Mutual; Risks Assessment and preventive measures specific to their activity; Agreeable Registry of the employees performing the operations received specific formation and information, according to the jobs to be performed, regarding labor risks prevention; Relation of the employees capable of using machinery (forklift, etc.) certificate of formation for the use of said machinery; Certificates of labor aptitude issued by the surveillance Service of the Health according to the employees that will perform the operations; Copy of the social security liquidations, model TC1 and TC2 (or model TA.2); Certificate from the General Treasury of Social Security of been current in the payment of the social security fees; Photocopy of the last receipt of the civil responsibility insurance; Registry of delivery to the employees of the individual protection equipment (EPI’s) needed to perform the activity. In case of no compliance with the correspondent rules, the Auctioneer shall be entitled to the stipulated in clause 14.
21 In case a third party claims possession or ownership of all or part of the lot before its withdrawal from the Seller’s facilities, the Auctioneer reserves the right to cancel the award or allow its retrieval from the Auction procedure and from the facilities, subject to the conditions it deems convenient, without the Awardee been able to claim the Auctioneer for this reason.
22 The Awardee shall be responsible for all damages that he, his transporters or agents may cause to the assets belonging to third parties (and particularly to the facilities of the Seller) when retrieving the lot or lots acquired. In case the Auctioneer believes that said damage may be produced, it may require from the Awardee to place at its disposition sufficient amount to cover the estimated costs for repairing the damages the Auctioneer foresees. If the Awardee refuses to perform this deposit, the Auctioneer may forbid access to the Awardee to the facilities with the purpose to withdraw some or all lots as well as what is set forth in clause 14.
23 In case the Awardee does not comply with any of the prior requisites, the lot or lots awarded or part of it may be awarded to the second best bidder or may be offered again for sale, destroyed or destined to any other use the Auctioneer deems convenient.
24 Without prejudice of the legal actions the Auctioneer and/or the Seller may initiate against the Bidder/Awardee for non-compliance of the contract or other causes, the Awardee shall be responsible, since the finalization of the term for retrieving the assets set forth in the Special Conditions of the Auction, of all costs of storage, administration and all other costs derived from a new sale and/or the elimination of the non-retrieved assets.
25 The Awardee shall assume all risks from the moment of the award, been specially recommended to immediately insure the assets acquired. At said moment of the sale the Awardee assumes all risks related to the acquired lots which may arise hereinafter, and it is advised to enter into an insurance policy aforementioned because this is deem necessary. The obligation of the Auctioneer and/or Seller of delivering the lots shall be understood as complied at the moment the award is made, even in the event the lot suffers damages after said moment and/or is lost in whole or in part.
26 The ownership of each lot shall not be transferred to the Awardee until the following conditions are fulfilled: (i) the price is paid in its entirety on the indicated dates (ii) the lot is retrieved from the facilities where the assets purpose of the Auction are, on the indicated dates.
27 The Seller and the Auctioneer shall not be responsible for any claims of any kind, through contract or error (excluding those claims which bear a relation with damages to people caused for negligence of the Seller or the Auctioneer), presented by the Awardee, due to/or produced by any reason, related to the sale or supposed sale of all or some of the assets for any sum that exceeds the correspondent amount of the deposit or the purchase price (according to each case) paid by the Awardee regarding the assets to which is referred the claim.
28 The Auctioneer performs the broadcast and mediation for the sale and/or auction of the assets which may come from individuals or legal entities which have been declared in an arrangement with creditors, and in the same manner regarding non-bankruptcy assets. Regarding the assets from entities declared in an arrangement with creditors and included by the bankruptcy administration in the correspondent Settlement Plan and its possible addenda or those from companies who wish to sale, the Auctioneer, previous authorization from the Seller or the people authorized shall publish photographs of the assets advertised in said portal, as well shall release as much data as necessary for the Bidders to have a better knowledge of the physical and legal state in which these are. All of these data shall be released in the web platform of the Auctioneer, without prejudice of error, inaccuracy or falseness of the data or description for which it shall not be held liable. The legal texts of the different arrangements with creditors as well as any other referred to the assets included in this web page lack legal content and official character, they mainly purport divulgation and informational content. The Auctioneer waives any liability caused by inaccuracy, having the Bidders to submit to the legal texts from the different courts, reason why the Auctioneer shall not be held liable of the damages that it may be caused as a consequence of the inaccuracy or errors in these.
29 According to the prior, all assets sold with all the failures and imperfections and errors of description, illustrations and/or pictures which are in the list of the web platform solely bear the purpose of aiding in the identification of the lots. It shall prevail the description given to each lot above any illustration. The Auctioneer has performed all reasonable efforts to ensure all descriptions of each lot are correct, however the Awardee accepts said descriptions at its own risk. It is recommended to the Bidder/Awardee that, before the Auction, inspects all the lots he intends to push for, to confirm the accuracy of the description and shall exercise and trust its judgment regarding the correction in the descriptions of the lots. None of the lots appearing in the list of the web platform are sold as new, except those in which is specified. Except for the obligations accepted by the Auctioneer in these conditions of sale, nor the Seller, nor the Auctioneer or its employees or agents shall be held liable for the errors of description or the authenticity of any of the lots, nor of any loss, damage or detriment that the Bidder/Auctioneer may allege to have suffer as a consequence of a defect of any acquired lot. Likewise, nor the Seller, nor the Auctioneer or its employees or agents shall provide a warranty to the Seller regarding any lot or any conditions or warranties, explicit or implicit, are herein excluded.
30 In the price through which the Awardee acquires each of the lots is not included the Buyer’s Premium, nor the taxes applicable according to the current law. If the Bidder wishes to export any lot out of Spain, he may obtain the reimbursement of the VAT (subject to the current regulations at said time) easing the evidence the Auctioneer may require to proof said exportation.
31 In this act the Seller and the Auctioneer shall be exempt from any liability because of accidents or damages suffered by any person or people who may access the facilities with the purpose of attending the Auction, or to inspect, purchase or withdraw any lot or with any other purpose.
32 The Auctioneer or the person representing it may push during the auction, for any lot of the sale.
33 The awardee shall not require the delivery of the lots out of the schedules and dates established in the Special Conditions of the Auction once the payment of the total amount is made. The term for withdrawal shall be of mandatory compliance without prejudice of any relevant circumstances that may arise or natural catastrophes, any suspension or failure in essential services, serious riots or social commotion, strikes or any other similar actions, or any impediment to the normal delivery that is out of the scope of control of the Seller or the Auctioneer. It shall not be demandable from the Seller nor the Auctioneer to perform at its cost expenses destined to surpass those expressed impediments unless the Awardee supports the necessary funds for said purpose. The Auctioneer shall not be obliged to initiate any legal proceeding addressed to overcome the impediments previously mentioned for the delivery of the lots when at its criteria this may aggravate the issue or purport a prejudice for its own reputation or prestige.
34 The Bidder/Awardee admits to have knowledge that any software or intellectual property rights accompanying a lot or lots may not be owned by the Seller or cannot be transferred by the Seller and nor the Seller or the Auctioneer authorize in any manner its use by the Awardee of said software or intellectual property rights and that performing any use of said software or exploitation of said intellectual property rights shall be the sole responsibility of the Awardee.
35 The Bidders/Awardees are expressly notified of the fact that at the time of the award, any articles, elements or accessories, machinery or equipment included in the lots may or may not be necessarily homologated according to the current CEE rules or may not be adapted to the rules on prevention of labor risks applicable for the correct use when functioning, expressly exonerating in these conditions the Auctioneer from any liability in this sense. It is recommended that the Bidders are certain, with regards to their possible purchases of said facilities, machinery or equipment, under its exclusive responsibility, that the destined use of these acquired assets does not contradict the aforementioned rules.
36 It is advised to all Bidders that certain type of facilities or materials may contain chemical, toxic or hazardous substances, in case these are not correctly handled during the withdrawal from the facilities, violating the applicable rules in the use of said substances. When the withdrawal of residues is necessary, this shall be carried out by authorized companies and homologated. The awardee shall be in charge at its own cost of the diligent withdrawal of the aforementioned substances and shall comply with the law and current rules related with the withdrawal/elimination of necessary residues including hazardous residues and the Auctioneer/Seller shall be entitled to demand the correspondent documents related to the withdrawal/elimination procedures of these residues.
Likewise, the Awardee shall be liable for taking the necessary precaution in matters of labor and environmental safety and comply with the demands when performing the tasks described expressly waiving these obligations from the Auctioneer/Seller. In this manner, the disassembly of the assets shall be performed by the Awardee complying with the environmental and technical requisites set forth by the advisory, province delegation or competent entities, been at its cost and responsibility obtaining, in this case, as many permits, licenses and/or authorizations necessary and without according to the prior, fit deductions in the price, consequences for any expense and in general claim of any kind.
37 When the Awardee performs the loading labor and withdrawal of any article, machinery or equipment which is part of a lot or lots, which should be retrieved from when these are located, the Auctioneer shall not have any responsibility regarding the Awardee or any third party for any damage or damages caused by the withdrawal; the Awardee shall be liable for the damage or damages caused and for indemnifying the Auctioneer/Seller for any damage or loss that it may suffer or incur regarding the loss, damage or lesion suffered by its employees or third parties, caused because of the withdrawal from the facility, the machinery or equipment. The Awardee shall indemnify the Auctioneer/Seller for any loss or damage affecting the Auctioneer/Seller which may be attributable, directly or indirectly, to the nature of the asset, machinery or equipment acquired by the Awardee because of it breaking, corrosion, drainage, defect inherent or latent or vices or natural deterioration.
38 The data provided by the participants in the Auction at the time of registration are for the Auctioneer. The personal data of those registered shall be treated by the Auctioneer according to Act 15/99 of the Protection of Data with Personal Character. The personal data shall be introduced in a data file of personal character owned and kept by the Auctioneer exclusively. The participant registered conscious of the inclusion of its data in said file to be held into account in the organization and performance of the Auction. Said consent shall be revocable and has as an end to allow the use of said information with informational means and event organization. In no event the information of the registration shall be transferred to third parties. The data requested are the adequate, pertinent and non-excessive related to the scope, the means and determined services, explicit and legitimate of the Auctioneer as organizer of the Auction. The user has the right to access said information, rectify it if the data is wrong and remove it from the file. These rights may become effective through the communication to the Auctioneer to the following addresses:
39 In case it arises a dispute, of the Spanish or English version of the General Conditions of Sale and Special Conditions of the Auction, the Spanish version shall prevail. These conditions shall be regulated and interpreted according to the laws of Spain and any dispute shall be, waiving its own jurisdiction, solely resolved by the Courts of Barcelona.
General Conditions of Real Estate Sales (by auction and / or private agreement)
1 General and Special Conditions. These General Conditions of Sale, together with the Special Conditions of each auction and the privacy and data protection, regulate the legal relationship established in the contracting process carried out between the Applicants and / or Applicants that shall be applicable to the sale of assets carried out by INTERNATIONAL AUCTION GROUP, SL ("IAG" or "Specialized Entity") through its web platform located at www.iagauction.com, who, as an agent of property ownership (the "Property" or "Bankruptcy Administration") or in its own name, shall sell the assets (movable or immovable assets and rights) to the Bidder ("The Bidder"), who, once the asset is awarded, will become the Awardee ("The Awardee"). All other conditions, whether expressed explicitly or implicitly in the common or special law that contradict the present conditions, are herein excluded. These General Conditions regulate the sale of assets by means of auction from an arrangement with creditors, reason why the property shall always be owned by the bankruptcy administration. Notwithstanding the foregoing, non-bankruptcy assets may be sold, either by auction or by private agreement, in which case the present General Sales Conditions (with the exception of those specifically referred to the bankruptcy administration) shall apply and be enforced, in this case case, the Special Conditions of sale.
2 Automatic Acceptance. Been a Bidder/Awardee at www.iagauction.com, implies that you acknowledge having read and accepted the General and Special Conditions of Sale herein established, and in accordance with Act 34/2002, dated July 11, on Services of the Information Society and Electronic Commerce, prior to its possible award, with the necessary advance notice, has been provided in the website of the Specialized Entity, in a truthful, effective and complete manner, information of the General and Special Conditions of Sale and shall be subjected to them. INTERNATIONAL AUCTION GROUP, SLU, of Spanish citizenship, with registered address in Badalona, Barcelona, electronic street, number 19, floor 5 door A, registered in the Mercantile Registry of Barcelona in Folio 67, Volume 42.661, Sheet B-406,120.
3 Participants. Who may participate in the auction: Any individual, as long as he or she is of legal age and resident in Spain, or if he does not have a residence in Spanish territory and resident in Spain, he may intervene in the auction through a person who represents him with legal residence in Spain, previously accrediting the condition under which it acts. Legal entities, duly incorporated in accordance with current Spanish legislation and through a representative with legal capacity and sufficient representation to be able to bid and award the assets. In the case of entities incorporated abroad, it shall be necessary to act through a legal representative in Spain duly accredited for this purpose. Any type of physical or legal entity: creditors with special privileges, public organizations, financial entities or related which have been part of the arrangement. All auction participants (including creditors with privileges over the auctioned goods) will be obliged to accept, comply with the conditions of the auction and make payment of the commission of the Specialized Entity or "Buyer’s Premium".
4 Data stored. Pursuant to Act 34/2002, dated July 11, on Services of the Information Society and Electronic Commerce (Exhibit, section a) 2, the organization and management of auctions through electronic means, the specialized entity does not guarantee nor shall be held liable for the data stored at the request of the interested parties, provided that they have no effective knowledge that the stored information is unlawful or that it damages property or third party rights subject to compensation.
5 Abandonment Right Waiver. Being a Bidder/Awardee at www.iagauction.com, implies that you expressly waive the right of abandonment of any lot according to RD 1906/1999.
6 Bankruptcy proceedings. The Specialized Entity is dedicated to promoting activities related to the on-line auction of assets of companies and entities from bankruptcy proceedings, pursuant to sections 149 of the Bankruptcy Act (amended by RD-Act 11/2014), 43 of the same act and section 641 of the Law on Civil Procedure. In this sense, it may happen that some of the auctions are governed by a specific Settlement Plan, which may be modified by the corresponding bankruptcy administrators or by a court decision, even if an express judicial authorization is required before or after the auction. In this case, it will be informed in the Special Conditions of the auction in question. Likewise, the Specialized Entity will not be responsible for any charges or encumbrances of the assets that the bankruptcy administration and / or the corresponding court has not duly informed. The legal texts of the different competitions of creditors as well as any others referring to the goods included in this web page have no legal content and official character, having only divulgation and informative content. The Specialized Entity waives any liability for its inaccuracy, and Bidders and contractors must address legal texts from the different courts, and therefore shall not be liable for any damages that may be caused as a result of inaccuracies or errors in these. The bankruptcy administration has expressly authorized the Specialized Entity so that the technical file of each property can be published on this website, as well as any relevant information (including photographs of the same) and the settlement plan or judicial document (liquidation or addendum thereto) where it is included. Notwithstanding the foregoing, any Bidder may request additional information regarding the object to be auctioned. The staff of the Specialized Entity is available to interested parties in order to provide the clarifications that they may request on any of the properties at the phone number and contact details on the website. Depending on the availability of the staff of the Specialized Entity, as well as the remaining auction time, visits may be made, upon request, to the auctioned property. Failure to visit the property cannot be invoked as a claim by the Successful Bidder in case of disagreement with the status of it.
7 Acceptance of physical and legal status. It is understood that the bidders expressly accept the physical and legal status of the assets subject of the auction, including the express knowledge of the terms described in the bankruptcy settlement plan, from the time of its intervention in the auction process, having the public sale offers an irrevocable character.
8 Non-consumer public. The Specialized Entity is an expert in promoting activities related to the online auction of assets destined to individuals or legal entities not considered as consumers and within the framework of a business or professional activity, hence the General Law for the defense of consumers and users and other complementary laws shall not be applicable.
9 Binding Powers. The Specialized Entity may at its discretion or at the request of the insolvency administration or the ownership of the assets: a) Change, cancel or withdraw all or any of the lots listed in each auction until the time of the sale, that is, when the Specialized Entity awards the lot in question during the Auction. b) Suspend the auction for justified reasons and/or in case of receiving an offer for the set of assets object of Auction or for the greater part. c) Stop the Auction to require a deposit to a Bidder and/or Awardee. d) When a reserve price has been assigned to any lot, remove that lot if the highest bid does not reach the reserve price. e) When two or more consecutive lots are similar in quantity and characteristics, offer the next lots to the Bidder of the first for the same price. f) Bid for any lot or lots offered for sale at the Auction. g) Block and forbid participation in any of the auctions Bidders who in the past have not complied with their obligations and have omitted or violated the conditions established by the Specialized Entity. At the time a Bidder is blocked, the Bidder may not continue to use the Specialized Entity's web portal or register again directly or indirectly through another name without express authorization from IAG, without prejudice to the responsibilities to which it may incur.
10 Registry. In order to be able to bid for the properties, the Bidders must register as a user, following the indications contained in the IAG website, incorporating their data in the registration form. In order to ensure a real and certain interest in the acquisition of the property by any intervener in the auction and to avoid fraudulent bids, it may be necessary to enter the data of the credit or debit card of the interested party (name of the holder, expiration date, card number and security code) on the registration form. The Specialized Entity will not make any charge, nor will it block any amount on the card provided. Once completed, the interested parties must accept these General Conditions of Sale as well as the Specials for each auction if any. The auctions will be online, so the bids can only be made on the web, as planned and during the term of the auction. Bids made by e-mail, telephone, fax or postal mail will not be accepted. Once registered, users will be able to participate in auctions that interest them. The real estate that will be auctioned will be published on the website of the Specialized Entity, indicating the time remaining for the auction to be finalized, as well as the last estimated price of the auction. The initial time and the minimum price of the auction will be determined by the Specialized Entity individually for each of the properties, and may not coincide in all of them. In the case of foreign buyers, who are non-residents in Spain, it may be requested that at the time of the Auction Registration they provide, preferably, a bank guarantee.
11 The bidding system. The bidding system shall be regulated by the Specialized Entity in the way that it deems most appropriate and, without prejudice to the foregoing, it may refuse to accept any offer, provided there are indications subjectively appreciated by the Specialized Entity, that it cannot comply with the Conditions of Sale, without requiring justification and also bid on its own behalf even in the interest of a third party. Registered users who want to participate in the auction can enter at any time and within the time of the auction, the economic amount (bid) they deem appropriate, which will increase in function of the bids made by other users, pointing out in the website the maximum bid offered. The maximum bid must be increased by a minimum amount that will be fixed by the Specialized Entity for each real estate (reserve price). Bids that do not exceed the minimum amount will be rejected. Bidders may make any bids they deem appropriate provided they are made in good faith and with due diligence. The Specialized Entity may request the ratification of the bids made, in order to avoid the irregular use of the auction service.
12 Adjudication to the highest bidder and disagreements: Once the time of the auction has ended and its result has been accepted by the bankruptcy administration, the real estate will be awarded to the highest bidder, that is, to the last maximum bid, resulting into the Awardee. Any difference that arises among the users of an auction, will be settled by the Specialized Entity.
13 Deposit: The Specialized Entity reserves the right to request as a condition precedent to the start of the auction the constitution of a deposit to the different Bidders. Its lack of prior disbursement in the conditions that are announced will suppose the impossibility of participating in the auction of said property. Once the auction has been concluded and the owner or the bankruptcy administration of the real estate has accepted the bid, the Specialized Entity shall refund the amounts of the deposit to the different Bidders except for the Awardee, being his deposit intended to pay the amounts owed. Only the payment of the deposit will be accepted by check or conformed slip to the residents in Spain. Non-residents must make payment of the deposit by check or bank transfer.
14. Assignment of registration and registration in favor of a third party: In the event that the Awardee notifies to the Specialized Entity that it wishes to transmit to a third party its award rights, an individual or legal entity, and the bankruptcy administration accepts such modification, it will inform the Specialized Entity in order for the invoice to be modified with respect to the commission in favor of different user-winner.
15 Fees payment: The awardee expressly assumes the obligation to pay the remuneration to the Specialized Entity, which shall be indicated on the same website of the auction, adding that amount to the sale price plus the corresponding taxes. In the amount for which the asset is awarded, in no case will be included the state, regional or local taxes that record such transmission, as well is not including management, notary, registry, transportation costs and any other inherent to the transmission, which must be satisfied according to the law. Once the result of the auction has been accepted by the insolvency administration, the user to whom the asset will be awarded will be required to settle the amounts related to the fees and applicable VAT that correspond to the Specialized Entity. The payment shall be made by means of a transfer to the bank account indicated on the invoice and as an exceptional form by means of a bank check drawn up in the name of the Specialized Entity on the day following the communication of the acceptance of the result of the auction by the bankruptcy administration and before transferring the deed. In this manner, the Successful Bidder that has been awarded one or several lots shall pay to the Specialized Entity a fee for Buyer's Premium indicated on the auction website, added on the total amount of the award; to the resulting amount shall be added the relevant taxes at the current rate and in particular the corresponding VAT. The Buyer's Premium is non-negotiable and must be paid by all the awardees. In case of variation of the amount of the fees for Buyer's Premium it shall be specified in the Special Conditions of each auction. The Specialized Entity, when acting as agent of the property or the bankruptcy administration, may also receive a compensation from them.
16 Public deed and non-payment of the price. Once the result of the auction has been accepted by the bankruptcy administration and awarded the immovable property, the transfer will be formalized by public deed of purchase and sale within a maximum term of 1 month from the aforementioned award. The Awardee shall be entitled to the election of Notary, without a Notary been able to impose that, due to its territorial jurisdiction, lack the reasonable connection with any of the personal or real elements of the business of sale. In the exceptional case where, at the time of granting of a public deed, the property auctioned had a charge pending cancellation or had not completed the registration process, the subscription of the deed will be extended for a term of 60 days, renewable for consecutive terms with a maximum of two years. The user who has made the maximum bid is obliged to complete the sale of the property in the terms indicated in these conditions. The maximum bid accepted by the bankruptcy administration shall be considered a legal contract and the breach thereof shall entitle the Specialized Entity to take legal action to claim damages against users who do not complete the purchase. In case of non-payment of the total amount during the time established in the Special Conditions of the Auction, the Specialized Entity reserves the right to: a) Claim payment and the effective compliance of the sale made through public auction, adding to such amount the legal interest of the money and establishing a new payment term. In case of definitive non-compliance, the specialized entity may claim payment of 25% of the price of the good as damages. b) Claim payment of the mediation expenses (Buyer’s Premium) to the highest bidder and award the second highest bidder. In any case, the price of brokerage fees must be paid in full once the auction results have been accepted by the bankruptcy administration.
17 Buyer´s Debt Premium. In the event that the Successful Bidder fails to pay the awarded assets within the stipulated term (including Buyer's premium and VAT), on the terms and dates indicated, the specialized entity will have the option of: a) unilaterally terminate the award, losing any right over the awarded articles, whether through title, possession or any other similar right, including any type of payment on account, deposit, secure deposit or sign made, automatically returning to the ownership of the property or bankruptcy administration, without the Awardee been able to claim either that or to the Specialized Entity for this reason. In this case, the Specialized Entity may claim compensation for damages, loss of profit that has ceased to receive and the amount of the commission that corresponds to it. b) oblige the compliance of the award in the amount and form stipulated, plus all expenses incurred for such reason either directly or indirectly as well as those third parties’ costs related to the auction, including Buyer's Premium.
18 Liability and exclusions. The Specialized Entity shall not be responsible for delays in access, delays in the system or any anomaly that may arise in relation to problems of a general nature in the Internet, unforeseeable events or force majeure or any other contingency totally unforeseeable and external to the good faith of the company. The Specialized Entity is not responsible for errors in connections, fortuitous event and force majeure, nor does it guarantee the continuity of the website nor is it responsible for the interruptions of its service. The Specialized Entity shall communicate, whenever possible, the interruptions of the service and the continuity of the website. Likewise, it shall not be responsible for the failures that for these causes can occur in the communications, erasure or incomplete transitions, hence does not guarantee that the website is at all times operational when it is due to issues not attributable to the Specialized Entity that it cannot resolve with the means at its disposal. The Specialized Entity undertakes to try to solve these incidents by putting all the means at its disposal and offering all the necessary support to the different users to solve the incidents in the fastest and most satisfactory possible manner. When it is reasonable, the Specialized Entity will warn in advance of any interruptions in the operation of the website and any of its services. The Specialized Entity is not responsible for what happens in any third party computer equipment, and users should take the appropriate security measures to protect the information contained in them, and to avoid losses or damages caused by downloads from the website of the Specialized Entity.
19 Modifications. The Specialized Entity in order to improve the services and products offered may modify the present General Conditions of Sale notifying the users through its website. Likewise, it reserves the right to modify the applications of its web page in any sense.
20 Risks Assumption. The Successful Bidder shall assume all the risks of the property from the moment of acceptance of the result of the auction by the bankruptcy administration and award, being especially recommended to insure the assets acquired immediately. At the time of sale, the Contractor assumes all risks in relation to the acquired lots that may arise thereafter, and it is advised that it is recommended to have said insurance policies as they are deemed necessary. The obligation of the property or the bankruptcy administration to deliver the lots will be understood to have been fulfilled at the time the award is made, even if the lot is subsequently damaged and/or lost in whole or in part.
21 Essential conditions. The ownership of each lot will not be transferred to the Awardee until the following conditions have been met: (i) the auction results are accepted by the bankruptcy administration and (ii) the price is paid in full on the dates as well as the Buyer's Premium fees.
22 Information broadcast. The Specialized Entity carries out the broadcast and mediation for the sale and/or auctioning of assets that may come from individuals or legal entities that have been declared in competition of creditors, and in the same way with respect to non-bankrupt assets. As for the assets that come from entities declared in bankruptcy proceedings and have been included by the bankruptcy administration in the corresponding liquidation plan and its possible addenda or those that come from companies that wish to dispose of them, the Specialized Entity, with prior authorization from the property, bankruptcy administra
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