Livestock Lounge Limited Seller Terms and Conditions
The Seller Conditions together with the Other Documents set out the terms under which a Seller may participate in Auctions on the Auction Site.
Each User wishing to be a Seller must read the Seller Conditions carefully and ensure that they understand them before participating in an Auction.
By registering as a User of the Auction Site, the User agrees to comply with and be bound by the Seller Conditions.
If a User does not agree to comply with and be bound by the Seller Conditions, the User will not be able to participate in an Auction as a Seller.
- Definitions and Interpretation
- In the Seller Conditions, unless the context otherwise requires, the following expressions have the following meanings:
“Account” means a User account to access and use the Auction Site;
“Applicable Laws” means all applicable laws and associated requirements of any Authority, including conventions, regulations, directives, statutes, statutory instruments, ordinances, by-laws, orders, notices, decisions, decrees, codes, rules, guidance, guidelines and codes of practice;
“Authority” means any international, national, federal, state, provincial, territorial, regional, municipal or local legislative, governmental or regulatory authority, including any branch, division, ministry, department, agency of the same and any court, tribunal, commission, board or similar authority, with jurisdiction over Us, any User or any matter arising in connection with the Auction Site or an Auction;
“Auction” means any auction that takes place on the Auction Site;
“Auction Site” means the part of Our Site which runs Auctions;
“Bidder” or “Bidders” means a User or Users who bid on Stock in an Auction;
“Content” means any and all text, images, audio, video, scripts, code, software, databases and any other form of information capable of being stored on a computer that appears on or forms part of the Auction Site including User Content;
“Intellectual Property Rights” means patents and rights in inventions, trademarks, trade names, rights to prevent passing off or unfair competition, rights in internet domain names and website addresses, rights in designs, copyright (including rights in computer software and moral rights), database rights, rights in confidential information including know-how and all other intellectual property rights, in each case whether registered or unregistered and including applications (and the right to apply) for registration and all rights or forms of protection having equivalent or similar effect anywhere in the world;
“Listing” means a listing on the Auction Site advertising Stock for sale in an Auction;
“NBA” means the National Beef Association (company number 03678612), having its registered office address at Tanners House, 20 Gilesgate, Hexham, Northumberland, England, NE46 3QD;
“NBA Terms” means the terms and conditions of sale a) for use by individual members of the national beef association for private sales of pedigree cattle and b) for use by individual cattle breeders for private sales of pedigree cattle issued by the NBA
“Other Documents” means any other document governing the operation and use of Our Site including:
- the “Bidder Conditions” meaning the Auction Site terms and conditions for Bidders found HERE;
- the “Seller Conditions” meaning the Auction Site terms and conditions for Sellers found HERE;
- the “Acceptable Use Policy” meaning the acceptable use policy for Our Site found HERE
- the “Advertising Terms and Conditions” meaning the advertising terms and conditions for Our Site found at HERE
“Our Site” means the website https://livestocklounge.com/ of which the Auction Site forms part;
“Payment Service” means the payment service provided by the Third Party Payment Service Provider;
“Payment Service Account” means an account for the holding of funds provided as part of the Payment Service and administered by the Third Party Payment Service Provider;
“Person” means, as the context requires, any natural person, body corporate, unincorporated association, partnership or other entity, whether or not having a separate legal personality;
“Seller” or “Sellers” means a User or Users who offer Stock for sale in an Auction;
“Seller Conditions” means these terms and conditions;
“Stock” means anything advertised in Listings or sold in an Auction;
“Third Party Payment Service Provider” means PayPal (PayPal (Europe) S.à r.l. et Cie, S.C.A.) whose website is at https://www.paypal.com/uk/home;
“Transaction Fee” has the meaning given in Clause 10;
“User” means Bidders, Sellers and any other user of the Auction Site;
“User Content” means any Content added to Our Site by a User;
“VAT” means value added tax chargeable under the Value Added Tax Act 1994 and any tax similar or equivalent to value added tax or performing a similar fiscal function; and
“We/Us/Our” means Livestock Lounge Limited a company registered in Scotland, company registration number SC570264 with its registered office at Swordale House, Matheson Road, Bonar Bridge, Scotland, IV24 3AP.
- References in the Seller Conditions to:
- any Applicable Laws, policies and procedures include references thereto as amended, supplemented, replaced, extended or, as applicable, re-enacted from time to time;
- the words “including”, “include” and “other” shall be construed without limitation;
- the singular shall include the plural and vice versa unless the context otherwise requires; and
- a Clause or sub-Clause means a clause of sub-clause of the Seller Conditions unless specified to the contrary.
- Information About Us
- The Auction Site is owned and operated by Us.
- Our VAT number is (We are not VAT registered).
- To contact Us, please email email@example.com
- Access to and Use of Auction Site
- Access to the Auction Site is free of charge.
- It is the Seller’s responsibility to make any and all arrangements necessary in order to access the Auction Site.
- Access to the Auction Site is provided “as is” and on an “as available” basis. We use all reasonable endeavours to ensure that the Auction Site is available and fully functional at all times, however, We may alter, suspend or discontinue the Auction Site (or any part of it) at any time and without notice. If the Auction Site (or any part thereof) is made unavailable and interrupts an Auction in which the User is the Seller, where reasonably possible and practical, We will either extend the Auction accordingly or restart the Auction take any other action we deem to be fair to both Bidder and Seller. Subject to the foregoing and the remainder of the Seller Conditions, We will not otherwise be liable to Users in any way if the Auction Site (or any part of it) is unavailable at any time and for any period.
- Use of the Auction Site is also subject to the Other Documents. Each User must ensure that they have read them carefully and that they understand them.
- Age Restrictions
A User may only participate in an Auction if the User is at least 18years of age.
- The Auction Site is provided solely as an online venue for Bidders and Sellers to participate in Auctions.
- We are not a party to any transactions or other relationships between Bidders and Sellers. Sellers hereby acknowledge and agree that:
- Bidders are not making purchases from Us and are not entering into a contract with Us. A Bidder’s purchase is from the Seller and their contract is with the Seller;
- We will not be a party to any dispute between a Seller and any Bidder or another Seller. Any claims must be made directly against the party concerned;
- We do not pre-screen Sellers or any Stock. We are not, therefore, in any way responsible for any Stock or for the content of any Listings; and
- While Bidders are required to comply with the Bidder Conditions, which include provisions covering important matters such as payment methods, and delivery methods, We recognise that all Bidders are different and may not accept the same payment methods, process transactions within the same time frame or offer the same delivery methods (or prices).
- Once an Auction has begun, it will run for a pre-determined period of time. Sellers may end the Auction at any time before the end of that period without any obligation to any Bidder and without the obligation to pay a Transaction Fee.
- The starting price of Stock can be changed at any time, including once an Auction has begun, provided that no Bidder has placed a bid. Prices cannot be changed once a bid has been made (unless all bids are withdrawn).
- A Bidder may withdraw any bid made in an Auction at any point up until the Auction reaches the end of its predetermined and stated duration.
- What Can and Cannot be Sold in an Auction
- The following are permitted in Auctions on Our Site:
- Livestock located within the UK at the time of the Auction.
- The following are not permitted in Auctions on Our Site:
- Livestock not located within the UK at the time of the Auction;
- Livestock not in possession of all regulatory approvals under any Applicable Laws;
- Livestock which is at the time of the Auction unfit for transportation (including any Stock subject to movement restrictions);
- Goods of any description other than Stock.
- We reserve the right to remove any Listing that breaches the provisions of this Clause 6. In addition, We may also suspend or terminate a Seller’s Account. All sums due will remain due and payable notwithstanding any suspension or termination for any reason.
- Descriptions Policy
When advertising any Stock for sale, it is important that all descriptions of Stock are truthful and accurate and that all visual representations are true representations of what the Seller is offering (as far as is reasonably possible). Sellers agree that all submitted Listings will comply with the following:
- photographs must be of the Stock for sale and not stock photographs, photographs from other Sellers or websites, drawings, renderings or other representations and must not be digitally enhanced or edited so as to be misleading;
- videos must be of the Stock for sale and not stock videos, videos from other Sellers or websites and must not be digitally enhanced or edited so as to be misleading;
- no Listing must advertise alternate locations from which Stock can be purchased, thereby avoiding or attempting to avoid Our Transaction Fees; and
- a Listing may not be materially altered after an Auction has ended where such alterations result in a change to the description of Stock or to its price.
- Intellectual Property Rights
- The provisions of Clause 6 of General Conditions apply to all User Content submitted to the Auction Site, including any and all User Content in Listings.
- Sellers must, at all times, respect the Intellectual Property Rights of Us and other Users. Under no circumstances may a Seller use Intellectual Property Rights belonging to another Person without that Person’s prior written consent.
- If another Person contacts Us accusing a Seller of infringing their Intellectual Property Rights:
- We will contact the Seller to inform them of the complaint;
- We may remove the User Content that is the subject of the complaint;
- if the Seller has questions regarding the complaint or wishes to challenge it, the Seller must contact the complainant. We will not be a party to any dispute concerning Intellectual Property Rights and cannot assist in resolving such disputes;
- the Seller is free to resubmit the User Content in question if the complaint is resolved and the Seller has the permission of the complainant to do so (where it is required). We can neither permit nor deny such resubmission as We will not be a party to the dispute; and
- the Seller will indemnify Us against any losses We may incur in respect of such allegation (whether or not proved).
- Seller Rules and Acceptable Usage Policy
- When using the Auction Site and in particular when participating an Auction, Sellers must do so lawfully, fairly and in a manner that complies with the provisions of this Clause 9.
- Sellers must:
- ensure that it complies fully with all Applicable Laws;
- always provide accurate, honest information about itself and any and all Stock.
- Sellers must not:
- use the Auction Site in any way or for any purpose, that is unlawful or fraudulent;
- use the Auction Site to knowingly send, upload or in any other way transmit data that contains any form of virus or other malware or any other code designed to adversely affect computer hardware, software or data of any kind;
- use the Auction Site in any way or for any purpose, that is intended to harm any Person in any way;
- engage in any activity intended to avoid paying the applicable Transaction Fee;
- engage in any form of bidding manipulation; and
- use any personal details provided by a Bidder except for the purposes of fulfilling their obligations under the Seller Conditions.
- When using the Auction Site, Sellers must not submit anything (including User Content or a Listing) or otherwise do anything that:
- is sexually explicit;
- is obscene, deliberately offensive, hateful or otherwise inflammatory;
- promotes violence;
- promotes or assists in any form of unlawful activity;
- discriminates against or is in any way defamatory of, any Person, group or class of Persons; race; gender; religion; nationality; disability; sexual orientation; or age;
- is intended or otherwise likely to threaten, harass, annoy, alarm, inconvenience, upset or embarrass another person;
- is calculated or is otherwise likely to deceive;
- is intended or otherwise likely to infringe (or threaten to infringe) another Person’s right to privacy or otherwise uses their personal data in a way that the Seller does not have a right to;
- misleadingly impersonates any Person or otherwise misrepresents a Seller’s identity or affiliation in a way that is calculated to deceive (obvious parodies are not included within this definition provided that they do not fall within any of the other provisions of this sub-Clause 9.4);
- implies any form of affiliation with Us where none exists;
- infringes or assists in the infringement of, the Intellectual Property Rights of any other Person; or
- is in breach of any legal duty owed to a third party including contractual duties and duties of confidence.
- We reserve the right to suspend or terminate access to the Auction Site and/or a Seller’s ability to participate in Auctions if a Seller materially breaches the provisions of this Clause 9 or any of the other provisions of the Seller Conditions. Further actions We may take include:
- removing a Seller’s Listings or User Content from the Auction Site;
- issuing a Seller with a written warning;
- legal proceedings against a Seller for reimbursement of any and all relevant costs resulting from its breach on an indemnity basis;
- further legal action against a Seller as appropriate;
- disclosing such information to law enforcement authorities as required or as We deem reasonably necessary; and/or
- any other actions which We deem reasonably necessary, appropriate and lawful.
- We hereby exclude any and all liability arising out of any actions that We may take in response to breaches of the Seller Conditions.
- Transaction Fees
- A Transaction Fee of 5% of the bid for each item of Stock sold will apply to each sale. Transaction Fees are calculated based only on the final price of the Stock, not on additional sums such as delivery charges.
- Any and all actions designed to avoid the payment of any fees described in the Seller Conditions are strictly prohibited.
- Where the Seller and the Buyer have agreed to accept these prior to entering the Auction, any bargain made between the Seller and Buyer shall be governed by the NBA Terms provided that the Seller qualifies to use the NBA Terms. Where the Seller indicates that the NBA Terms are to be used, the Seller warrants to the Buyer that the Seller is entitled to offer the Stock subject to the NBA Terms. We accept no responsibility to the Seller or the Buyer for the content or use of the NBA Terms or that the parties are entitled to use the NBA Terms. Any disputes arising between the Buyer and the Seller where the NBA Terms have been used are the responsibility of the Seller and Buyer to resolve pursuant to the NBA Terms. Where the NBA Terms are to be used, the Seller and the Buyer agree to pay Us a fee (NBA Fee) to facilitate any transaction between the Seller and Buyer being subject to the NBA terms. The NBA Fee will be displayed on the Auction Site.
- Payment Service
- All Payments on the Auction Site are made through the Payment Service provided by the Third Party Payment Service Provider.
- By using the Payment Service, Sellers acknowledge and agree to Us sharing their personal information and/or information about their transactions on the Auction Site with the Third Party Payment Service Provider for the purposes of enabling the transactions contemplated and fraud prevention.
- If We receive notice from the Third Party Payment Service Provider that a Seller’s use of the Auction Site or the Payment Service is in breach of their terms or of any agreement between a Seller and them, We may take actions including (i) those necessary to rectify the Seller’s breach; (ii) removing a Seller’s ability to use the Payment Service to make or accept payments on the Auction Site; and/or (iv) the suspension or termination of a Seller’s Account.
- The Third Party Payment Service Provider reserves the right to refuse the use of the Payment Service to anyone, for any reason and at any time.
- Payments from Bidders
- All payments are processed using the Payment Service described in Clause 11.
- When the Bidder pays for Stock, their payment will be credited to the Seller’s Payment Service Account less the Transaction Fee. Sellers authorise us to deduct the Transaction Fee.
- If the Bidder does not pay, the Seller may cancel the transaction. Please refer to Clause 17 for more information on cancellation rights.
- We will not make any Bidder’s payment details (including card numbers, bank account numbers and sort codes) available to a Seller at any time or for any reason. All payment details are held securely and shared only with the Third Party Payment Service Provider.
- Payments to Us
- If for any reason the Transaction Fee is not deducted, the Seller will still remain liable to Us for the Payment of that Transaction Fee.
- Any and all sums due must be paid in full within 5 days of the date of Our invoice.
- All sums due must be paid in full without any set-off, counterclaim, deduction or withholding (except where any deduction or withholding of tax is required by Applicable Laws).
- If a Seller does not make any payment due to Us on time, We will suspend any Listings the Seller has on the Auction Site (and thus any Auctions currently underway) and may, in addition, suspend or terminate the Seller’s Account. All sums due will remain due and payable notwithstanding any suspension or termination for any reason.
- If a Seller believes that We have charged an incorrect amount, please contact Us at firstname.lastname@example.org as soon as reasonably possible to let Us know.
- It is the Sellers’ responsibility to collect and pay applicable taxes on any sales made through the Auction Site.
- Where any tax (including VAT) forms a part of the price of the Stock on the Auction Site, the tax must be included in the price of the Stock.
- VAT may be charged to Bidders on purchases and to Sellers on fees payable to Us.
- If a Seller is VAT registered, the Seller may be required to charge VAT on the Stock that sold on the Auction Site.
- For further information on VAT and other taxes in a Seller’s location, please contact the local tax authority.
- Unless otherwise agreed between Bidder and Seller, Bidders who successfully bid for Stock are required (at the expense of the Bidder) to uplift the Stock from the Seller’s location as soon as is reasonably possible after payment is made at a time convenient for the Bidder and Seller. Unless a Listing has stated otherwise or unless the Bidder has agreed otherwise with the Seller, Stock must be uplifted no later than 10 calendar days after the date on which the Auction ends.
- Sellers are responsible for ensuring that they check, are aware of and comply with all Applicable Laws including those relating to transportation, welfare and movement notifications when transporting Stock.
- We are never responsible for delivering Stock to Bidders.
- Problems with Transactions and Bidders’ Rights
- The Stock must be as described in the Listing, in accordance with any pre-contract information that is provided to Bidders.
- If Stock does not conform with the requirements outlined in sub-Clause 16.1, the Bidder must contact the Seller as soon as reasonably possible to inform the Seller of the problem. Depending on the nature of the problem, the following remedies will be available to the Bidder:
- beginning on the day that the Bidder uplifts the Stock, the Bidder has a 5 calendar day right to reject the Stock and to receive a full refund if it does not conform to the provided description;
- if the Bidder does not wish to reject the Stock, if the rejection period does not apply or if it has expired, the Bidder may request the Seller to indemnify the Bidder against the costs incurred in remediating any problem (if possible) including veterinary bills;
- if the Stock still does not conform to description and (where sub Clause 16.2.2 applies) the problem cannot be remedied within a reasonable time or without significant inconvenience to the Bidder, the Bidder may have the right to keep the Stock at a reduced price or to reject it in exchange for a refund of the price paid.
- Please note that Bidders will not be eligible to claim under this Clause 16 in the following circumstances:
- the Seller provides details of any problems with the Stock i.e. before the Bidder purchases it and it is because of that/those same issues that the Bidder subsequently wishes to exercise its rights to reject; or
- the problem is the result of acts of the Bidder or its agents.
- Further Transaction Cancellation Rights
- Transactions can be cancelled with the Seller issuing, where applicable, a full refund of any sums paid (including delivery charges) in the following circumstances:
- the Seller and the Bidder have mutually agreed to cancel the transaction before the Stock is dispatched;
- the Seller and the Bidder have mutually agreed to cancel the transaction following receipt by the Bidder of the Stock and the Bidder has returned the Stock to the Seller;
- the Bidder has not paid; or
- the Seller has chosen to refuse service to the Bidder.
- Refunds must be made within 10 days of:
- the date on which the Seller and the Bidder agree the cancellation, under sub-Clauses 17.1.1 and 17.1.2; or
- the date on which the Seller informs the Bidder that the Seller is cancelling the transaction, under sub-Clause 17.1.4.
- If a refund is issued, We will not refund any Transaction Fee deducted by us in respect of the transaction on the basis that We have delivered the service to both the Bidder and the Seller.
- Seller Account Cancellation Rights
- A Seller may close its Account and cancel its agreement with Us by contacting Us at: email@example.com.
- Any outstanding sums due and payable to Us (including Transaction Fees) will remain payable by the original due date and the Seller’s Account will not be fully closed until all sums due to Us have been paid.
- If a Seller has any active Listings and Auctions when it closes its Account and cancels its agreement with Us, the Listings will be removed from the Auction Site and the Auctions ended without a sale. The Seller will remain bound to deliver any Stock to Bidders from Auctions that have completed where the Stock has not yet been dispatched upon receipt of payment from those Bidders. The rights of Bidders and the Seller’s obligations to them described in the Seller Conditions will be unaffected by the closure and cancellation. A Seller’s Account will not be fully closed until all pending transactions are complete.
- If We have done something wrong, a Seller may be entitled to cancel and receive a refund of certain sums paid for services that have not been provided. The Seller may also be entitled to compensation. This may apply in the following circumstances:
- We have breached the Seller Conditions in a material way and fail to remedy the breach within 20 days of a Seller asking Us to do so in writing; or
- We go into liquidation or have a receiver or administrator appointed over Our assets; or
- We change our service or the Seller Conditions to the Seller’s material disadvantage.
- Our Liability to Sellers
- We are not a party to any transactions, other relationships or disputes between Bidders and Sellers.
- We will be responsible for any foreseeable loss or damage that a Seller may suffer as a result of Our breach of the Seller Conditions or as a result of Our negligence.
- Subject to sub-Clause 19.2, to the fullest extent permissible by Applicable Laws, We will not be liable to Seller for any loss of profit, loss of business, interruption to business or for any loss of business opportunity.
- Nothing in the Seller Conditions seeks to limit or exclude Our liability for death or personal injury caused by Our negligence (including that of Our employees, agents or sub-contractors); or for fraud or fraudulent misrepresentation.
- Events Outside of Our Control (Force Majeure)
- We will not be liable for any failure or delay in performing Our obligations to Sellers where that failure or delay results from any cause that is beyond Our reasonable control. Such causes include: power failure, internet service provider failure, industrial action by third parties, civil unrest, fire, explosion, flood, storms, earthquakes, subsidence, acts of terrorism, acts of war, governmental (national or local) action, epidemic, pandemic or other natural disaster or any other event that is beyond Our reasonable control.
- If any event described under this Clause 20 occurs that is likely to adversely affect Our performance of any of Our obligations to Sellers:
- We will inform the Users as soon as is reasonably possible;
- Our obligations under the Seller Conditions will be suspended and any time limits that We may be bound by will be extended accordingly;
- We will inform the Users when the event outside of Our control is over and provide details of any new dates, times or availability of services as necessary;
- If the event outside of Our control continues for more than 32 days, We may cancel any contract with the Seller without penalty;
- If the event outside of Our control occurs and continues for more than 32 days and a User wishes to exercise its right to cancel under sub-Clause 18.4.4, it may do so by Clicking Settings from the menu, clicking profile and Cancel Account.
- Any refunds due to a User as a result of cancellation under sub-Clause 20.2.5 will be paid as soon as is reasonably possible and in any event no later than 14 calendar days after the Account is cancelled.
- Communication and Contact Details
- If a User wishes to contact Us with general questions or complaints, they may contact Us by telephone at 077967997467 or by email at firstname.lastname@example.org
- For matters relating to the Auction Site including the Seller Conditions, Auctions, transactions, Bidders and other Sellers, please contact Us by telephone at 077967997467 or by email at email@example.com
- For matters relating to cancellations, please contact Us by telephone at 077967997467 or by email at firstname.lastname@example.org] or refer to the relevant Clauses above.
- Data Protection
- All personal information that We may use will be collected, processed and held in accordance with Applicable Laws including the provisions of EU Regulation 2016/679 General Data Protection Regulation (“GDPR”).
- If either a Seller and Us are found to be joint data controllers of any Bidders’ personal data and We are sued, fined or otherwise incur any expense because of something a Seller has done with a Bidder’s personal data, the Seller agrees to indemnify Us for any expenses incurred by Us in connection with the Sellers’ actions in respect of that personal data. Further details of the requirements of the GDPR can be obtained from the Information Commissioner’s Office.
- Other Important Terms
- We may transfer (assign) Our obligations and rights under the Seller Conditions to a third party (this may happen, for example, if We sell Our business). If this occurs, Users will be informed by Us in writing. Sellers’ rights under the Seller Conditions will not be affected and Our obligations under the Seller Conditions will be transferred to the third party who will remain bound by them.
- A Seller may not transfer (assign) its obligations and rights under the Seller Conditions without Our prior written permission.
- If any of the provisions of the Seller Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that/those provisions shall be deemed severed from the remainder of the Seller Conditions. The remainder of the Seller Conditions shall be valid and enforceable.
- No failure or delay by Us in exercising any of Our rights under the Seller Conditions means that We have waived that right and no waiver by Us of a breach of any provision of the Seller Conditions means that We will waive any subsequent breach of the same or any other provision.
- We may revise the Seller Conditions from time to time in response to changes in relevant laws and other regulatory requirements. If any changes to the Seller Conditions are to a Seller’s material disadvantage, the Seller may cancel as set out in sub-Clause 18.4.3.
- Law and Jurisdiction
- The Seller Conditions and the relationship between each User and Us (whether contractual or otherwise) shall be governed by and construed in accordance with the law of Scotland.
- Any disputes concerning the Seller Conditions, the relationship between a Seller and Us or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of Scotland.