GMG AUCTIONS
TERMS AND CONDITIONS
1. Purpose. GMG Auctions allows Users to submit Bids to purchase Goods from GMG or GMG Affiliates, via an on-line auction platform.
2. Definitions. In this document, the following capitalized terms have the meanings set forth in this section 2 and grammatical variations of such terms have corresponding meanings:
(a) "Bid" means an offer to purchase a particular Good or Goods submitted by a User to the applicable Seller through GMG Auctions;
(b) "Bid Period" has the meaning ascribed thereto in subparagraph 4(b)(iii);
(c) "Buyer" means a User who has submitted a Bid through GMG Auctions that has been accepted as the winning Bid by the applicable Seller;
(d) "GMG" means GMG Fish Services Ltd.;
(e) "GMG Affiliates" means all "affiliates" of GMG as defined in the Business Corporations Act (New Brunswick);
(f) "GMG Auctions" means the on-line auction system owned and operated by GMG for the sale of Goods;
(g) "Goods" means any property of GMG or a GMG Affiliate which has been deemed surplus to the requirements of such corporation and that GMG management has requested GMG to offer for sale through GMG Auctions;
(h) "Listing" has the meaning ascribed thereto in subparagraph 4(a);
(i) "Sale" means a purchase and sale transaction consummated between a Buyer and a Seller through GMG Auctions;
(j) "Seller" means, with respect to any Goods sold through GMG Auctions, GMG or the GMG Affiliate who owns such Goods immediately prior to the sale thereof;
(k) "Taxes" means all taxes applicable to any sale of Goods through GMG Auctions and, without limiting the generality of the foregoing, includes applicable harmonized sales tax and provincial sales tax;
(l) "Terms and Conditions" means the terms and conditions of GMG Auctions set forth herein, as may be amended from time to time in accordance with section 19 hereof; and
(m) "User" means any person who is a registered member of GMG Auctions, authorized to access GMG Auctions, who has agreed to these Terms and Conditions.
3. Registration. In order to place a Bid, a bidder must become a User by creating an account with GMG Auctions and following the steps outlined on the site to complete the registration.
4. Conduct of Sales. From time to time Goods will be offered for sale on-line through GMG Auctions. The following procedures will apply:
(a) available Goods will be listed in on-line sales listings (each a "Listing") on GMG Auctions;
(b) each Listing shall:
(i) provide a brief description of the particular Goods offered for sale (which description may include a photograph);
(ii) outline any particular terms and conditions related to the offer for sale of the Goods, including, without limiting the generality of the foregoing, the deadline for the Buyer to remove the Goods from the Seller’s premises;
(iii) indicate the timeframe during which Bids will be accepted by the Seller for the Goods (the "Bid Period");
(iv) indicate the location where the Buyer must collect the Goods; and
(v) indicate the applicable minimum Bid value, if any, for the Goods offered for sale;
(c) Users may submit Bids through GMG Auctions during the Bid Period as follows:
(i) Bids below the minimum Bid value, if any, for the Goods will not be accepted;
(ii) Users will submit Bids in the electronic format required by GMG Auctions;
(iii) Users may not withdraw a Bid following its submission;
(iv) Users may modify their Bid at any time prior to the expiry of the Bid Period, after which expiry the Bid is final; and
(v) Each User's Bid history shall be included on Listings on which such User has placed a Bid, accessible by other Users;
(d) the highest valid Bid for the Goods at the expiration of the Bid Period shall be accepted as the winning Bid by the Seller, and the User who submitted such Bid shall become the Buyer, provided however that in the event that multiple financially equivalent Bids are received, the Seller may select between them in the Seller’s sole discretion, or may cancel the sale or re-offer and resell the Goods, in its sole discretion;
(e) GMG Auctions will notify the Buyer to confirm that their Bid has been accepted as the winning Bid following the close of the Bid Period;
(f) the Seller shall provide an invoice to the Buyer for the Goods, the purchase price for which shall be the amount of the accepted winning Bid;
(g) the Buyer shall be responsible for all Taxes applicable to any Sale, which Taxes shall be added to the invoice provided to the Buyer by the Seller;
(h) no Sale shall be completed until the Buyer has made payment to the Seller of the Bid price accepted by the Seller (including all applicable Taxes thereon) – if the Buyer fails to make payment in accordance with section 9, within five (5) calendar days, no Sale shall be consummated and the Seller may offer the Goods for sale to another purchaser;
(i) by submitting a Bid, the User represents and warrants to the Seller that it is capable of immediately fulfilling its obligation to pay the purchase price for the Goods and to fulfill any particular terms and conditions related to such Sale specified in the Listing; and
(j) GMG Auctions reserves the right to reject any Bid, at any time, without reason or explanation.
5. Minimum Bid Value. No Seller shall be obligated to consummate a Sale of any Good if a Bid in an amount at least equal to the minimum Bid value is not received during the Bid Period.
6. Buy Now. Listings may include a “Buy Now” option, whereby Goods may be purchased by a User for a specified price. The “Buy Now” feature will no longer be available once the minimum Bid has been met or, in the event no minimum Bid has been set, the first Bid is placed.
7. Inspection of Goods. Inspection of Goods prior to submitting a Bid is the responsibility of each User. Users may contact GMG Auctions during regular office hours to arrange an appointment to inspect any Goods offered for sale through GMG Auctions. By placing a Bid, Users agree that they have either inspected the Goods, or waived their right to do so.
8. Removal and Transportation of Goods. The Buyer shall be obligated to remove the Goods from the location designated by the Seller within the time indicated in the applicable Listing. If the Buyer fails to remove the Goods within the time specified, no Sale shall be consummated and the Seller may offer the Goods for sale to another purchaser. All costs of removal and transportation of Goods shall be borne by the Buyer. Buyer must make mutually acceptable arrangements through GMG Auctions or directly with the Seller as to the time, date and manner of removal of the Goods. Removal and transportation of the Goods shall be at the Buyer’s risk.
9. Payment. Payment for all Goods must be made in full in lawful money of Canada, unless the Seller agrees to be paid in another currency. Payment may be made by e-transfer, certified cheque or cash.
10. Bill of Sale. Upon consummation of any Sale hereunder, the Seller shall provide the Buyer with a Bill of Sale indicating that title to the Goods, including risk of loss, has passed from the Seller to the Buyer. For greater certainty, the Seller shall be under no obligation to deliver a Bill of Sale to the Buyer until such time as the Buyer has fully paid for the Goods and is prepared to remove the Goods forthwith from the location designated by the Seller.
11. Currency. Unless otherwise specifically stated, all monetary amounts indicated on GMG Auctions or in any document issued in connection with these Terms and Conditions shall be in lawful currency of Canada.
12. Insurance. Buyer shall be responsible to insure the Goods as and from the time such Buyer takes possession of the Goods.
13. Compliance with Terms and Conditions. Notwithstanding any other provision of these Terms and Conditions, if GMG Auctions or the Seller determines that any User has not complied with these Terms and Conditions, then the Seller may, at its sole option, reject any Bid submitted by that User whether or not such Bid was the highest Bid and the Seller shall have no obligation to complete any Sale with such User.
14. Sales Final. All Sales made through GMG Auctions are final and the Seller is under no obligation to accept the return of any Goods or to offer any refund to any User.
15. No Warranty. All Goods offered for sale through GMG Auctions are offered for sale on an "as is, where is" basis. Neither GMG nor the Seller (if not GMG) makes any warranty, express or implied, as to the quality, condition or fitness for any use or purpose of any Goods. Goods are purchased at the Buyer’s own risk and any mention of the condition of any Goods in the Listing represents the best assessment of the applicable sales representative of the Seller at the time of listing and is offered for guidance only and is not an enforceable condition of any Sale. For greater certainty, any minimum Bid value indicated for any Goods shall not be interpreted as an estimation of the value of the Goods nor as a warranty or a representation that the value of the Goods is equal to or greater than the minimum Bid value. There are no returns or exchanges on any Goods purchased on GMG Auctions.
16. Environmental Protection. The Buyer represents and warrants to the Seller that their method of removal, processing, disposal or export of the Goods, as well as the equipment used therefor, will be in conformity at all times with applicable laws and regulations, including any environmental laws, regulations or by-laws enacted by municipal, regional, provincial or federal authorities. The Buyer undertakes to comply with all such laws, regulations and by-laws.
17. Limitation of Liability. Neither GMG nor any GMG Affiliate shall be liable for any damages or expenses suffered or incurred by any person, directly or indirectly, in connection with the use of GMG Auctions, with the exception of damages arising directly from the gross negligence or wilful misconduct of GMG or a GMG Affiliate. The use of GMG Auctions by Users evidences such Users’ agreement to waive, release, forgive, discharge and relinquish all claims against GMG and all GMG Affiliates which are connected or related to, or incidental to, the use of GMG Auctions, or the consummation of any sale of Goods.
18. Governing Law. These Terms and Conditions, and any Sale consummated in accordance herewith, shall be governed by and construed in accordance with the laws of the Province of New Brunswick and the federal laws of Canada applicable therein, excluding its choice of law rules.
19. Amendment to Terms and Conditions. GMG may unilaterally amend these Terms and Conditions at any time. Notice of any amendment to the Terms and Conditions will be given to Users via GMG Auctions and continued use of GMG Auctions following the giving of such notice will constitute each User’s acceptance of such amendment.
