Publication date: 1st of July 2022
Last updated: 20th of February 2023
These terms and conditions of use (hereinafter “T&Cs”) apply when you as a registered
customer (hereinafter “Customer”, “you” or “your”) use the Machineric Platform accessible at
https://machineric.com and via mobile application (hereinafter “Machineric Platform”) offered
by Machineric Solutions OÜ (a company incorporated under Estonian law, whose registered
office is at Toompuiestee 30, Tallinn 10149, Estonia, registry code 16094960) (hereinafter
“Machineric”, “we”, “us” or “our”). You may contact us by e-mail at info@machineric.com.
The purpose of these T&Cs is to define the terms and conditions according to which
Machineric enables the Customers to upload machine data and manage cross-platform
machine sales process, as well as use the marketing tools (offer creation, QR stickers, e-mail
marketing, social media integrations) offered by Machineric (hereinafter “Services”) and other
terms and conditions applicable to the browsing of the Machineric Platform. Machineric is not a
party in the transactions between the Customers and buyers of machinery.
By using the Machineric Platform, including Services, browsing the Machineric Platform and/or
registering as a Customer on Machineric Platform, the Customer warrants that: (i) it has the
legal capacity to use the Services; (ii) it has the power to enter into a binding contract with us
and is in no way prohibited from doing so under any applicable laws, (iii) it is the rightful holder
of and has the full authority to grant us any rights it is required to grant us under these T&Cs or
that are necessary for the provision of the Services, and (iv) it will use, and the Users (defined
below) registered by the Customer will use their Machineric Accounts in accordance with these
T&Cs and applicable legal and/or regulatory provisions.
Machineric reserves the right to amend or update these T&Cs unilaterally at any time if it has
reasonable grounds for such amendment or update (e.g. changes in applicable legislation,
Machineric’s legitimate business interests, improvement of existing functions etc.). All
amendments of the T&Cs are published on the Machineric Platform and we will notify you of
any major changes and updates by sending you a relevant notification on the Machineric
Platform or to the e-mail address you have provided to us. If you do not agree to the
amendments to these T&Cs, you are free to terminate your use of the Machineric Platform
with two months written advance notice.
To use the Machineric Services, a Customer must register a personal user account on the
Machineric Platform (hereinafter “Machineric Account”). The Customer may create additional
Machineric Accounts for other registered users (“Users”) who are employees or contractors of
the Customer. The Users will be able to sign in to the Machineric Platform by using their
personal credentials. A Machineric Account is not required for purchasing products uploaded
to trading platforms via the Machineric Platform.
By submitting data during the registration process, you warrant that: (i) the registration data is
correct, accurate, up to date and complete; and (ii) you will keep the relevant registration data
updated to ensure its correctness, accuracy, up-to-dateness and completeness at all times. To
complete the registration, you must submit the information required during the registration
process.
If you provide incorrect, inaccurate, outdated or incomplete data, Machineric has the right to
temporarily suspend or terminate your Machineric Account and/or restrict your current or future
use of the Machineric Platform or any functions thereof.
You acknowledge and agree that these T&Cs govern the use of the Machineric Accounts by
both the Customer and the Users registered by the Customer. You represent, warrant and
covenant to us that each User who has been provided access to a personal Machineric
Account by the Customer is authorised to access the Machineric Platform and use the
Services on the Customer’s behalf. If you delegate such authority to any one or more Users,
you expressly agree and ensure that: (i) all of Users will use the Machineric Accounts in
accordance with these T&Cs and applicable legal and/or regulatory provisions and (ii) you
remain fully liable for your and each of your User’s use of the Machineric Account and any
violation of these T&Cs.
Other than the delegation of rights to your authorised Users, you are not entitled to transfer or
license your right to access the Machineric Platform and use the Services, or transfer or
license your Machineric Account, to any third parties.
You are also responsible for maintaining the confidentiality of your registration data and for any
activities performed whenever logged in.
The Customer must pay for the Services based on a separate agreement with Machineric,
which is binding on the Customer. Machineric shall submit invoices to the Customer in
accordance with separately agreed invoicing terms.
Upon a delay of payment of an invoice, Machineric may require the Customer to pay a late
payment interest at the rate of 0.06% from the outstanding amount per each day until full
payment of the outstanding amount, unless a different late payment interest is separately
agreed upon between Machineric and the Customer. The obligation to pay a fee is not
conditional of the Customer’s actual use of the relevant Machineric Platform or Services.
If the Customer fails to make payment for the Services within two weeks from the due date
indicated on the invoice, Machineric reserves the right to suspend the provision of the Services
until payment is received. The Customer acknowledges that any suspension of the Services
due to non-payment shall not release the Customer from their payment obligations for the
outstanding amounts.
Machineric may reinstate the provision of the Services upon receipt of full payment of the
outstanding amounts, subject to any additional terms and conditions that Machineric may
require to ensure future payment compliance.
The Customer understands and agrees that Machineric shall not be liable for any damages,
losses, or disruptions resulting from the suspension of the Services due to non-payment."
The Machineric Platform allows Customers to offer machinery for sale (“Listings”) on
Machineric’s own sales platform and Users to browse the Listings. Each Listing must include
the description of offered machinery, an indicative price, delivery terms and other uploaded
information related to each Listing. By submitting the Listings, the Customer agrees that such
submission of Listing is considered as a binding offer.
Our search results show all the Advertisements that match the search criteria entered. It is
possible to narrow down the results by using filters. When you first see the search results,
they’ll be sorted (listed) by click-through rating. It is possible to sort your results in other ways,
such as: (i) price and (ii) ratings.
Machineric provides the Services according to the software as a service (“SaaS”) model. The
Machineric Platform is accessible online 24 hours a day, except in cases of Force Majeure or
scheduled or unscheduled interruptions that may result from maintenance needs. For the
purposes of these T&Cs, “Force Majeure” is the occurrence of any unforeseen circumstance
without any fault on a party’s part or beyond party’s reasonable control, including, without
limitation, Internet outages, communications outages, issues and problems relating to
information technology, fire, flood or war.
Machineric reserves the right at any time to suspend or block access to all or part of the
Machineric Platform for any reason whatsoever, notably for maintenance or updating or in the
event of an attack on the Machineric Platform.
The Machineric Platform may include hyperlinks to third-party websites, but Machineric is not
liable for such third-party websites or their content. The Machineric Platform is not affiliated
with the third-party websites and you are solely responsible for your use of third-party websites
and compliance with their terms of use.
The Machineric Platform and any trademarks, logos and any other distinctive signs and any
software used or included therein and all content on the Machineric Platform (i.e. any texts,
videos, photos and any other information in any format and of any nature whatsoever
appearing on the Machineric Platform) (hereinafter “Property”) are the exclusive property of
Machineric or third parties who have authorized the use of such content, except for the
content, information and data entered by Customers (hereinafter “Customer Content”).
The Property may be subject to and protected by copyright, trademark, patent or other
intellectual property rights. Any commercial use of the information published on the Machineric
Platform (including Property) is strictly prohibited.
It is prohibited to extract, reuse, sell, distribute, modify, translate or reproduce the information
published on the Machineric Platform (including Property) or any parts thereof without
Machineric’s prior and express written authorisation. Failure to comply with the above
prohibitions may result in civil and/or criminal liability for the violator.
The Customer is solely responsible for all Customer Content, and Machineric is not
responsible or liable for any Customer Content, including any deletion, correction, destruction,
damage, loss or failure to store or back-up any Customer Content, except Customer Content
containing personal data of Users. Customer ensures that Customer Content does not violate
this Agreement or any applicable laws, is not libellous, defamatory, obscene, abusive,
pornographic or threatening, does not constitute an infringement or misappropriation of
intellectual property rights or other rights of any third party, is not false, misleading or
inaccurate, and does not contain any viruses or programming routines intended to damage the
Services.
In order to provide the Services, the Customer hereby grants Machineric a geographically
unlimited, irrevocable, non-exclusive, sub-licensable and free of charge right to use, store,
copy (and reproduce), modify (and create derivative works), translate, display and distribute
the Customer Content as necessary to provide the Services under these T&Cs. Machineric
may also preserve and disclose Customer Content if required to do so by law, or if Machineric
believes in good faith that preservation or disclosure of Customer Content is necessary to
enforce these T&Cs or to establish, exercise and defend legal claims.
Notwithstanding the above, Machineric may collect certain Customer Content to generate
aggregated statistics and other measures based on the Users’ interactions with the Machineric
Platform and Services (hereinafter “Sales Data”). Certain functions of the Machineric Platform
and certain Services may be made conditional on the Customer’s provision of certain
information to Machineric which may be useful for the generation of Sales Data. Sales Data is
not Customer Content and will be the property to Machineric. Sales Data may be used by
Machineric for any lawful purpose, including the improvement of Services and the
development of new services.
The details on personal data processing and the use of cookies on the Machineric Platform
are included in the Machineric Platform Privacy Policy.
Your use of the Machineric Platform is at your own risk. Thus, Machineric cannot be held
responsible for any malicious program that may infect the Customer’s and/or User’s computer
or mobile equipment or any other hardware or software when using the Machineric Platform,
nor for any loss or alteration of data resulting from the use of the Machineric Platform. It is your
responsibility to take all appropriate measures to protect your data, computer systems or
software from contamination by possible viruses, trojans or, more generally, any computer
programs that could be disseminated on a digital platform.
Subject to applicable legislation, Machineric cannot be held responsible for any direct or
indirect damage linked to the use or the impossibility of using the Machineric Platform and
more generally, for any event linked to the Machineric Platform, such as, in particular, technical
failures, breakdowns, interruptions or modifications to the Machineric Platform.
To the maximum extent permitted by applicable law, we exclude all liability, representations,
warranties and conditions relating to the Machineric Platform and the use of the Machineric
Platform. Nothing in this disclaimer will limit or exclude liability for death or personal injury,
liability for fraud or fraudulent misrepresentation, liability caused by gross negligence or willful
misconduct or any other liability that cannot be excluded under applicable law.
Please also note that you remain solely responsible for any data that you may communicate to
Machineric. Machineric is not liable in case of error, omission or imprecision of the data that
you have communicated. Above all, you as a Customer are responsible for the security of the
data used for accessing your Machineric Account, including your e-mail address, mobile
phone number and password, as well as for the security of your Machineric Account. You are
also responsible for the secrecy of the account data of your Machineric Account.
Nothing in these T&Cs limit or exclude the liability of Machineric if such liability cannot be
limited or excluded under applicable legislation. By agreeing to these terms and conditions,
you acknowledge that this limitation of liability applies retrospectively to any previous use of
the Machineric Platform.
The Customer may terminate its Machineric Account any time. The Customer will not be
refunded for Services already provided. However, if the Customer has prepaid for the service,
they will be allowed to continue using the service until the end of the paid period.
You agree to indemnify and hold Machineric harmless from and against all damages, losses,
and expenses of any kind (including reasonable attorney fees and costs) arising out of or
related to your breach of these T&Cs, your violation of any applicable legal and/or regulatory
provisions, or any rights of third parties.
You undertake not to use the Machineric Platform for illegal activities or for commercial
purposes otherwise than for performance of the obligations set out in these T&Cs.
Neither Machineric nor the Customer shall be held liable for a breach of the obligations set out
in these T&Cs if such breach can be attributed to Force Majeure.
Our failure to enforce any provision of these T&Cs or exercise any right thereunder on one
occasion does not limit our right to demand performance or exercise our right on subsequent
occasions.
If any provision of the T&Cs is deemed invalid, null and void or unenforceable for any reason
whatsoever, such provision shall be deemed excluded from the T&Cs and the rest of the T&Cs
will remain valid and enforceable.
The relevant courts of Estonia will have jurisdiction in relation to these T&Cs and all other
agreements between Machineric and the Customer, although we retain the right to bring
proceedings against you for breach of these conditions in your country of residence or any
other relevant country. The relevant law of Estonia will apply to these T&Cs.
*By clicking Send you consent to the processing of your personal data for the purpose of contacting us. All information related to the processing of personal data and your related rights can be found in our privacy policy. You can query more by writing to: info@machineric.com
