These Terms of Purchase are an ongoing contract between you on the one hand, and each seller of Inventory (defined below) and Blubirch. (“Blubirch”), provider of the online marketplace located at Second Floor, Abhaya Heights, #11, 9th Cross Rd, Sarakki Industrial Layout, 3rd Phase, J. P. Nagar, Bengaluru, Karnataka 560078 on the other hand. By placing a bid or purchasing Inventory, you agree to be bound by these Terms of Purchase If you do not agree to these Terms of Purchase you may not bid upon or purchase Inventory.
1. Nature of Relationships
Blubirch is an intermediary that provides a platform, including the Site and Services, through which Buyers may purchase Inventory from Sellers. Blubirch does not sell Inventory and is not a party to any purchase and sale transaction, but merely provides the platform through which a purchase and sale may be transacted between a Buyer and Udaan (Seller). Blubirch does not inspect, and makes no representations or warranties regarding, any Inventory. Further, Blubirch does not recommend or endorse any Seller or Buyer, and makes no representations or warranties regarding any Seller or Buyer. You should exercise caution and use your independent judgment before bidding upon or purchasing Inventory.
2.1 “Buyer” or “you” or “your” means the individual who purchases Inventory by bidding on the platform provided by Blubirch
2.2 A” Completed Purchase” occurs when the Purchase Price for the Inventory has been received in the Blubirch account, on behalf of Udaan(Seller)
2.3 “Extended Bidding” shall mean the circumstance where the closing time of a Listing is extended by some number of minutes (“X”) as a result of a bid being placed within a certain number of minutes (“Y”) prior to the current closing time of a Listing. The values of X and Y can differ from Listing to Listing. For example, if a bid is placed in the final Y minutes of the original end time for a particular Listing, the bidding period will be extended by X minutes. If a bid is then placed within Y minutes before the new end time, the bidding period will be extended again for X minutes until there are no new bids placed for that auction asset for Y minutes.
2.4 “Inventory” means a Seller’s products that are available for purchase on the platform provided by Blubirch.
2.5 “Listing” means the content on the Site associated with particular Inventory, including, but not limited to, the description (quality) and quantity of the Inventory. Sellers and Blubirch shall have the right to modify or correct any Listing at any time prior to the end time of the Listing and, unless a cancellation is made by Blubirch or Udaan(Seller), such modification shall be binding on any purchase of any Inventory placed after such modification has been made.
2.6 “Promotional Content” means any and all information, service or content provided by Sellers, Blubirch or their respective agents, in any medium, in connection with these Terms of Purchase, including promotional content and Listings to be displayed on the Site.
2.7 “Purchase Price” means, with respect to any Inventory, the Winning Bid Amount.
2.8 “Winning Bid Amount” means, with respect to any Inventory, the highest bid placed for such Inventory at the final closing time for the auction of such Inventory. The Winning Bid Amount does not include shipping charges (if applicable), taxes or Buyer’s Premium, the payment for each of which Buyer shall remain liable for.
3. Sale Process
3.1 Inventory. Inventory offered through the Site exists in different conditions, including new, like new, unused good, used good, as-is, refurbished & defective. Inventory is tested and graded by Udaan (Seller) and the specific condition of any particular Inventory will be disclosed by Blubirch within the Listing for such Inventory.
3.2 Sale Process. Blubirch will be your primary point of contact regarding all Listing, bidding, payment and customer service issues. Inventory will be sold pursuant to the process set forth in this Section 3 (the “Sale”). If you wish to bid on Inventory, you will be required to enter your bid amount. Your bid must be (i) in an amount equal to or greater than the “next bid required” and (ii) placed before the scheduled closing time for such Listing (including any additional time added for Extended Bidding). If your bid is deemed the winning bid you will receive confirmation message on the registered mobile number as updated by you from time to time by following instructions on the Site. Neither Sellers nor Blubirch are responsible for the failure of confirmation to reach you for any reason, including, but not limited to, technical problems or other system error.
3.3 Winning Bids. If your bid is deemed the winning bid at the end of the Sale, you agree to remit payment for such Inventory within two working days of your bid ending time, Your payment will be made to Blubirch, on behalf of Seller, not to Seller directly. If you fail to pay for the Inventory by the deadline for payment, you shall forfeit any right to purchase such Inventory and Blubirch may deactivate your account and password so you can no longer place bids on the Site and, at their sole discretion, may choose to (i) contact the next highest bidder in the Sale for such Inventory and offer to sell such Inventory to such bidder at such bidder’s bid price or (ii) post such Inventory on the Site for sale in a new Listing.
3.4 Reserve Price. Your bid must meet or exceed the reserve price, if any. The reserve price, if any, remains confidential until a bid exceeds such amount.
4. Conditions to Sale; Payment
4.1 Purchase Price. In consideration for your full payment of the Purchase Price to Blubirch, as the limited payment agent of Udaan(Seller), in the manner and by the deadlines set forth in the these Terms of Purchase, Udaan(Seller) hereby agrees to sell to you such Inventory. Nothing in these Terms of Purchase or any Listing shall otherwise obligate Udaan(Seller) or Blubirch to sell Inventory to you. You shall be solely responsible for all the shipping and handling charges and any other expenses incurred in connection with your purchase hereunder.
4.2 Cancellation. Please note that there may be certain bids and/or purchases that Sellers or Blubirch are unable to accept and must cancel. Situations that may result in your bid or purchase being cancelled include, but are not limited to, inaccuracies or errors in product or bid information contained in Listings, or problems identified by Blubirch’s credit and fraud avoidance departments. While Sellers and Blubirch strive to provide accurate product and bid information, typographical or system errors may occur. Udaan (Seller) or Blubirch have the right, at our sole discretion, to refuse or cancel any purchases of Inventory for any reason. In the event that a bid or purchase must be refused or cancelled, we will notify you by email of such refusal or cancellation.
4.3 Payment Terms. You shall submit the Purchase Price to Blubirch, on behalf of Udaan( Seller), under the payment terms set forth herein and in the applicable Listing and Email Invoice. Blubirch will determine in its discretion if your payment is complete. Once it is complete, Blubirch will transmit a paid invoice email (“Paid Invoice”) to you and the Inventory’s Seller or custodian, which Paid Invoice will serve as an authorization to release the Inventory to you. Blubirch may revise the payment terms from time to time in its sole and absolute discretion upon notice to you; provided, however, that any change to payment terms will not be effective for any then-pending Sale, but will only be effective for the next Sale subsequent to such notice. Upon acceptance of such Purchase Price and fulfilment of any other applicable conditions to sale, Udaan(Seller) will sell you the Inventory and shall make such Inventory available for removal by you or your agents in the manner set forth in Section 5 below.
5. Removal and Acceptance of Inventory
5.1 Title; Risk of Loss. Title to the Inventory shall remain with Blubirch until you have paid the Purchase Price and you or your agent take possession of the Inventory (available at Seller Warehouse). You expressly acknowledge and agree that risk of loss and liability for the Inventory shall pass to you upon pickup by you or a carrier appointed by you (You or your agent shall have the right to count the number of units to confirm and the quality of units matches the manifest prior to taking possession. Unless there is variation of more than five percent in the quality of units as per the manifest, if you fail or refuse to accept the delivery of such Inventory, Blubirch will re-initiate new auction of that inventory, and the advance paid by you will be forfeited You expressly acknowledge and agree that you shall have no right to return the Inventory after taking possession of the Inventory.
6. Confidential Information
7. Representation and WarrantyBuyer represents and warrants that if it creates or uses a Blubirch account on behalf of a business entity, including by placing a bid for Inventory, it is authorized to act on behalf of such business entity and to bind the business entity to these Terms of Purchase. Buyer further represents and warrant that all information it submits to Blubirch or Udaan( Seller) in connection with the bidding upon or purchase of Inventory is true, complete and accurate.
8. WARRANTY DISCLAIMER; LIMITATION OF LIABILITY
EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OF PURCHASE, THE SITE AND RELATED SERVICES, AND ALL INVENTORY IS PROVIDED TO YOU “AS IS” AND “WHERE IS”. IN ADDITION, AND TO THE FULLEST EXTENT PERMITTED BY LAW, SELLER AND BLUBIRCH DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE INVENTORY, THE SERVICE, THE SITE OR ANY OTHER MATTER, INCLUDING WITHOUT LIMITATION THE INVENTORY’S CONDITION OR QUALITY OR THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. NEITHER THE SELLER NOR BLUBIRCH WARRANTS THAT THE SITE OR RELATED SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BLUBIRCH (INCLUDING THEIR RESPECTIVE PARENTS, SUBSIDIARIES, AND AFFILIATES, AND OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS AND EMPLOYEES) ARE NOT LIABLE, AND BUYER AGREES NOT TO HOLD BLUBIRCHRESPONSIBLE, FOR ANY DAMAGES OR LOSSES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF MONEY, GOODWILL OR REPUTATION, PROFITS, OTHER INTANGIBLE LOSSES, OR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR INDIRECTLY FROM THE FOLLOWING, EVEN IF BLUBIRCH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES:
(a) ANY INFORMATION OR CONTENT YOU PROVIDE (DIRECTLY OR INDIRECTLY) USING THE SITE OR SERVICES;
(b) YOUR USE OF OR YOUR INABILITY TO USE THE SITE OR SERVICES;
(c) YOUR PURCHASE OF, USE OF, OR INABILITY TO USE INVENTORY, INCLUDING BUT NOT LIMITED TO ANY INJURY OR DEATH INCURRED AS A RESULT OF THE USE OR INABILITY TO USE INVENTORY;
(d) DELAYS OR DISRUPTIONS IN PROVISION OF THE SERVICES;
(e) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING OR LINKING TO THE SITE OR SERVICES;
(f) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE SITE OR SERVICES;
(g) DAMAGE TO YOUR HARDWARE DEVICE FROM THE USE OF THE SITE OR SERVICES;
(h) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES, INCLUDING AS RELATED TO INVENTORY LISTED ON THE SITE; AND
(i) A SUSPENSION, DEACTIVATION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNT OR PASSWORD.
IN NO EVENT SHALL SELLER’S OR BLUBIRCH’S LIABILITY FOR ANY AND ALL LOSSES OR DAMAGES RELATED TO THE USE OF THE SITE OR SERVICE, OR THE BIDDING UPON OR PURCHASE OF ANY INVENTORY EXCEED THE PURCHASE PRICE ACTUALLY PAID BY BUYER FOR THE INVENTORY AT ISSUE. THIS LIMITATION OF LIABILITY SHALL SURVIVE EACH PURCHASE TRANSACTION AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY HEREIN.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF WARRANTIES OR EXCLUSION OF DAMAGES, SO SUCH DISCLAIMERS AND EXCLUSIONS MAY NOT APPLY TO YOU.
11.1 All disputes subjected to Bangalore jurisdiction only.