General Terms and Conditions Online Real Estate Auction
On the sale of real estate through the company KOURTIDIS GROUP S.A. from the website http://www.kourtidis.auction
Mάρτιος 2023
CONTENTS
1 Introduction
2 Property Sale Procedure
3 Eligible to Participate
4 Submission of Offers and Nomination of the Bidder
5 Signing of the Sale and Purchase Agreement
6 Personal Data Protection and Management Policy
7 Other terms
8 Terms – Interpretation
1. Introduction
The Company KOURTIDIS GROUP S.A. (hereinafter the “Company”) is one of the largest real estate networks in the Greek real estate market, providing, inter alia, brokerage services for the sale of properties. As part of its business and deploying modern technology, the Company decided to provide property sale services either under a relevant order to this end or private properties, via the website www.kourtidis.action (“Online Auction”), according to the following General Terms and Conditions (“Terms of Participation”) and if the interested Buyer follows the procedure set out below (hereinafter the “Procedure”). The aim of this procedure is to carry out transactions with transparency, correct information, and direct access to information material in order to facilitate the transaction in a mutually beneficial manner. This concerns only the General Terms of the Tender. There also may be Special Terms for each property.
2. Property Sale Procedure
2.1. Register on the website [www.kourtidis.auction] – Expression of Interest
2.1.1. Any Interested Buyer wishing to participate in the Online Auction must register on the website www.Kourtidis.action. Upon registering, the interested Buyer must state their true details, i.e. name, surname, TIN, address, contact telephone number, e-mail and in case they represent a company, its corporate name and the GEMI (General Commercial Registry) number. In case of a real estate agent, they must state that they are acting on behalf of a third client, with an indication-note in the relevant specific box. Registration is completed by providing the required details of the interested Buyer and selecting the username and password, while each interested party must accept these General Terms and Conditions. In a short period of time, an e-mail will be sent to the interested party, which will indicate the confirmation of registration, the Username and the Password that have been stated. Please note that the Username cannot be changed, while the Password can. The website will include photos with the properties for sale, a brief description with details about their location / area and the time frame of the sale process of each property.
2.1.2. Once the registration on the website is completed, the interested Buyer. a) will have access to the Special Terms and all available Information (hereinafter the “Information”) for each property, including the Starting Price and / or Direct Purchase Price, as well as the Participation Guarantee in the Procedure (amounting to 2.5%) on the minimum total Price for each property, b) The Interested Buyer may submit a Participation Application or a Direct Purchase Application and must accept the Special Terms. The Participation Application must be submitted one (1) week prior to the start of the auction, while the Direct Purchase Application must be submitted two (2) weeks prior to the start of the auction. In any case, the Application for either Purchase or Participation will be accompanied by the Documents referred to in clause
The Participation Guarantee is provided by a cash deposit in the company’s account. This Participation Guarantee will be returned to the interested parties after the selection of the Bidder. The Bidder gets his Participation Guarantee back upon the execution of the Sale and PurchaseAgreement.
2.1.3 The Information shall include the documents required at a minimum for the due diligence and technical inspection of the property by the interested Buyer (e.g. last title deed, site plan, floor plans etc.), the private agreement that they will be asked to sign if they are nominated as the Bidder, as well as any other information concerning each property (e.g. special terms) and the process of selling it. Furthermore, it will be possible to visit each property (“site visit”), on a day or days and at a time that will be determined after consultation of the interested buyer and the company at least one day in advance (with the consent of the respective owner). It is noted that all Information regarding each property aim only at informing the interested buyers for the submission of their offers, they are not exhaustive and do not bind in any way the company. No guarantee shall be given for the accuracy, completeness or adequacy of the Information and the company is exempt from any liability regarding any inaccuracies, omissions, or errors of the Information, which the interested parties must verify at their own responsibility and expense, carrying out their own inspections with their consultants.
2.2. Participation in the Procedure After the acceptance of the Application for Participation or Direct Purchase, the interested Buyer may express interest either for the direct (without prior auction) purchase of the property they are interested in, at the pre-determined by the company Direct Purchase Price, or participate, according to the defined time frame, in a sequential online submission of a financial Offer and counter-offers (Online Auction), exclusively via the website, having the ability to monitor in real time the highest Offer up to that time and offer a higher one.
3. Eligible to Participate
3.1 Natural and legal persons, as well as joint ventures, have the right to participate in the Procedure and submit a Bid, provided that they do not fall under any of the exclusions listed below and that they comply with the rules of the Procedure.
3.1.1 Any interested Buyer, against whom a judicial or extrajudicial investigation is conducted or has been conducted by Public Authorities for money laundering or against whom final conviction for money laundering has been issued, shall be excluded. With regard to Sociétés Anonymes and legal entities of a similar legal form in different jurisdictions, the exclusion also applies to the chairman / presiding person of the board of directors and the managing director (if any), based on the statute or equivalent document of the legal person. For all other forms of legal entities, the above exclusion criteria will apply to each of their legal representatives and for joint ventures the above criteria shall apply to their individual members and their legal representatives.
A legal person is not allowed to participate, directly or indirectly, with more than one Offer for the same Property. In such a case, both participants are excluded from the Procedure. 3.1.2 Any interested Buyer is also excluded from participating in the Procedure, when: (a) it is found in any way that the information / details provided are erroneous or inappropriate expressions are used when registering on the Website or there is an attempt to hack the Website, (b) they are a minor or have any form of legal incapacity or have been placed under legal guardianship. (c) they are in bankruptcy, under liquidation, compulsory administration, composition with creditors or cessation of operations or in any similar situation arising from similar proceedings under the law of the country of establishment. (d) they have been the subject of insolvency, liquidation, compulsory administration, composition with creditors or any other similar proceedings under the law of the country of establishment. (e) they have not performed their obligations regarding the payment of taxes, fees and social security contributions (if any) in the country of their current establishment. (g) another material grounds stands justifying their exclusion. 3.1.3. The company and / or the owner of the respective property, have in any case the right to refuse the participation of an interested buyer in the Procedure, if at their discretion the interested buyer is unable to complete the respective transaction (e.g. in case they are bidding in a vexatious way) and may with this participation disrupt the smooth outcome of the auction, as well as if, after the submission of the offer and / or their nomination as a Bidder, a cause for exclusion arises.
3.2. Procedural Documents In order to participate in the Procedure, the following must be submitted:
3.2.1a In the case of a legal entity, corporate documents, proving the legal incorporation and standing, as well as the legal representation of the interested buyer (e.g. certified copy of the last codified Statute, representation minutes).
3.2.1b In the case of a natural person, a certified copy of ID or passport. If the interested party participates by proxy, a relevant authorization must be submitted, authenticated as to its signature.
3.2.1c A Solemn Declaration of the interested Buyer, with the signature authenticated, stating that: the latter does not fall under any of the grounds for exclusion mentioned above and that, if they are nominated as Bidder. they will present the certificates of term 3.1.2 c, d, e.
3.3. A Solemn Declaration signed by the interested party or the one acting on his behalf, with the signature authenticated, that they accept the processing of their personal data for the purposes of term 6 of the General Terms thereof.
3.4. In case the interested Buyer is a joint venture, association, partnership, etc. between natural persons and / or legal persons, a Solemn Declaration of a joint representative who will sign, with their signature being authenticated, that they act on behalf of all members, that each of them meets the conditions of term 3 and accepts the General Terms and Special Terms and Conditions of the Procedure, as well as that its members are jointly and severally liable against the company and / or the owner of the property.
3.5 A Solemn Declaration Template is attached hereto with the content of the above provisions.
4. Submission of Offers and Nomination of the Bidder 4.1 Bidding procedure
Α. Direct Purchase
4.1.1. Regarding the Direct (without a prior Auction) Purchase of a property at the price preset by the company and the owner of the property, the interested Buyer should express interest by clicking on the corresponding option of the platform. Immediately, the word “Awarded” will appear on the screen. Within ten (10) working days from the notification of the Buyer by the company, the Buyer will be required to sign the respective Private Agreement and pay the Transaction Advance, as defined below under 5.1.1. It is noted that the term 4.2.1 (Offer validity period) also applies in the case of “Direct Purchase”. If the above conditions are met, the property will be withdrawn from the online auction and the property will be displayed with the indication “Sold”.
Β. Online Auction
4.1.2. Regarding the purchase of a property through an Online Auction, the interested buyers who have been included in the Bidders List, according to the above provisions under 2.1.2, can participate, on a fixed day which will be determined on the website specifically for each property, in a consecutive electronic submission of financial Offers and counteroffers (Online Auction). On the day of the Auction, the interested buyers will submit their Offer via the website www.kourtidis.action. The interested Buyer submits their Offer for the property they are interested in, starting from the Starting Price. Each subsequent offer must be higher than the “Current Offer” by at least the sum of Euro one thousand (1,000). The increase of the Offer can be even higher than the Step of the Auction. Each Offer will remain valid for sixty (60) days after the submission deadline. It is noted that after submitting an application for the inclusion of the interested Buyer in the “Bidders List”, the company may at its sole discretion request additional necessary documents and / or clarifications from any interested Buyer, and the latter should submit these additional documents within the deadline set. It should be noted that in case the interested party is going to receive a loan to purchase the property, they must have procured in time to obtain the relevant pre-approval.
4.1.3. The Starting Price, the date and time of the Online Auction (start-end), as well as any other parameters of the Online Auction will be specified on the website. In each auction there will be an Automatic Extension Option of the Tender Closing Time. The extension will be of a predetermined short duration for a predetermined number of Offers.
4.1.4. The selection of the Bidder for each property will be made with the sole criterion of the highest offered price.
4.2. Bidder Nomination
4.2.1. The Bidder will be nominated based on the highest amount offered (Price), in accordance with the procedure described below. The Bidder’s Offer is binding for ninety (90) days, which may 6 be extended, if requested by the Company, for another thirty (30) days, upon a written notification (e-mail) of the Bidder, unless the latter disagrees in writing. In case of withdrawal of the Bidder within the effective term of the Offer, the Participation Guarantee is forfeited in favor of the company.
4.2.2 After the expiration of the time of submission of the Offers, the interested Buyer who participated and offered the highest Price for the purchase of each property (according to the relevant Ranking Table) is nominated as Bidder for the respective property by decision of the company (unless it is otherwise decided by the company, in accordance with what is set out in the paragraph below). The Bidder will be informed about their nomination by e-mail, while the other participants will be informed that the property was sold, or the relevant information will be posted on the website; that “a bidder has been nominated”.
4.2.3 The Bidder will be invited by the Company to sign within ten (10) working days from their nomination, a private agreement with the owner (the Private Agreement), under which they will undertake the obligation to proceed with the purchase of the respective property, while paying a price equal to 10% of the Price (Transaction Advance), which is mentioned in the Private Agreement attached to the page of each property on the website www.kourtidis.action.
4.2.4. After the nomination of the Buyer and / or Bidder and the signing of the Private Agreement, the owner of the respective property and the Buyer and / or Bidder will proceed to the conclusion of the purchase contract (Purchase Contract), in accordance with the General Terms and Conditions defined herein, but also with any relevant Special Terms concerning each property.
4.2.5 Both in the Online Auction process and in the Direct without Auction Purchase of a property, the final decision for the sale of the said property to the selected Bidder at the price determined by the company (Buyer) lies at the discretion of the company, following the relevant approval of the respective sale by the owner of the property, who may take into account the additional factors they deem necessary for the completion of the sale and purchase.
4.1.3. The Starting Price, the date and time of the Online Auction (start-end), as well as any other parameters of the Online Auction will be specified on the website. In each auction there will be an Automatic Extension Option of the Tender Closing Time. The extension will be of a predetermined short duration for a predetermined number of Offers.
4.1.4. The selection of the Bidder for each property will be made with the sole criterion of the highest offered price.
4.2. Bidder Nomination
4.2.1. The Bidder will be nominated based on the highest amount offered (Price), in accordance with the procedure described below. The Bidder’s Offer is binding for ninety (90) days, which may 6 be extended, if requested by the Company, for another thirty (30) days, upon a written notification (e-mail) of the Bidder, unless the latter disagrees in writing. In case of withdrawal of the Bidder within the effective term of the Offer, the Participation Guarantee is forfeited in favor of the company.
4.2.2 After the expiration of the time of submission of the Offers, the interested Buyer who participated and offered the highest Price for the purchase of each property (according to the relevant Ranking Table) is nominated as Bidder for the respective property by decision of the company (unless it is otherwise decided by the company, in accordance with what is set out in the paragraph below). The Bidder will be informed about their nomination by e-mail, while the other participants will be informed that the property was sold, or the relevant information will be posted on the website; that “a bidder has been nominated”.
4.2.3 The Bidder will be invited by the Company to sign within ten (10) working days from their nomination, a private agreement with the owner (the Private Agreement), under which they will undertake the obligation to proceed with the purchase of the respective property, while paying a price equal to 10% of the Price (Transaction Advance), which is mentioned in the Private Agreement attached to the page of each property on the website www.kourtidis.action.
4.2.4. After the nomination of the Buyer and / or Bidder and the signing of the Private Agreement, the owner of the respective property and the Buyer and / or Bidder will proceed to the conclusion of the purchase contract (Purchase Contract), in accordance with the General Terms and Conditions defined herein, but also with any relevant Special Terms concerning each property.
4.2.5 Both in the Online Auction process and in the Direct without Auction Purchase of a property, the final decision for the sale of the said property to the selected Bidder at the price determined by the company (Buyer) lies at the discretion of the company, following the relevant approval of the respective sale by the owner of the property, who may take into account the additional factors they deem necessary for the completion of the sale and purchase.
5. Signing of a Private Agreement and a Sale and Purchase Agreement
5.1 Signing of a Private Agreement
5.1.1. After the announcement of the Buyer (in case of Direct Purchase) or the Bidder (in case of Auction), the Private Agreement will be signed within a period of ten (10) working days. At the same time, the abovementioned persons will be required to submit within the same deadline – in the Greek language (or in an official translation) and in an original or exact copy – the certificates proving the above under 3.1.2 c-e., 3.2.1a, 3.2.1b or a single certificate of judicial solvency, if it has entered into force; or, in case the buyer is a foreign resident, the corresponding certificates issued in their country of origin, as well as any other documents specifically required for the purchase of real estate. In case the Buyer of the Direct Purchase Price or the Bidder acted on behalf of another, an original copy of the relevant authorization or power of attorney will be produced, and, in case of a joint venture or association, the relevant Statute, in which the holding percentages of each member are stated.
5.1.2 Upon signing the Agreement, the Buyer or the Bidder must pay the Transaction Advance for the purchase of the property (the amount of the Advance will be deducted from the total Price to be paid by the Bidder for the purchase and sale of the property).
5.1.3 In the event that the Buyer and / or the Bidder does not pay the Advance Payment and / or does not show up for the signing of the Private Agreement, the Participation Guarantee will be forfeited in favor of the company and the company will be entitled to nominate as Bidder the next entity of the Ranking Table.
5.1.4. After the signing of the Private Agreement, the company will send to the Buyer and / or the Bidder a draft of the Purchase Agreement, which will contain the terms for the purchase of the property. It is noted that the Bidder will not be able to negotiate an amendment to the main terms of both the Private Agreement and the Purchase Agreement.
5.2 Signing of the Sale and Purchase Agreement
5.2.1 Within the time provided in the Private Agreement, the Sale and Purchase Agreement will be signed by the Bidder and the owner / seller of the property before a notary. Upon signing the Sale and Purchase Agreement, the Buyer or Bidder will have to pay the Price in a lump sum. At the same time, the Participation Guarantee will be returned to the Buyer. On the day of signing the contract, the buyer will pay the 2% plus VAT, brokerage fee to the company.
5.2.2. It is noted that in case the owner of the property refuses to proceed with the signing of the Sale and Purchase Agreement in the above agreed time, any paid Advances will be returned interest free to the Buyer or Bidder, within five (5) working days. In case the drawing up of the Purchase Agreement is annulled by fault of the Buyer or the Bidder, the latter will be liable for damages to the owner of the property, according to the provisions of the Private Agreement, while the Participation Guarantee shall be forfeited in favor of the company.
6. Personal data protection and management policy
Respect of privacy and protection of personal data of our customers / visitors to our website is a priority for the company.
6.1 Collection of data and purpose of collection The company collects and processes the personal data provided voluntarily by the interested buyers / visitors of our website during the use of its services. The data (personal data) that each interested buyer will enter on the www.kourtidis.auction website are: – Full Name – Contact details, such as telephone, postal and email address – Nationality – TIN or passport number for the non-holders of TIN – Bank Account for the return of the Participation Guarantee
6.2 Security of personal data retention The company maintains a specific security policy and takes all reasonable measures to ensure the confidentiality of data and their protection against accidental or unlawful destruction, alteration, illegal access, illegal use or disclosure, unlawful modification, by adopting and applying relevant technical and organizational measures. The data are kept for a period of five (5) years, after which they are safely destroyed / deleted, unless a different retention period is provided for by the current legislation. The data subjects have all the rights provided for by the personal data protection legislation in force, including the European Regulation on Personal Data Protection and Law 4264 / 2019
6.3 The company shall not be liable if the personal data is subject to an unlawful act causing damage or harm, whether financial or moral, to the data subjects, due to force majeure or any other reason not due to gross negligence of our company or the operators of our website / platform.
6.4 The company may disclose the above personal data to public bodies and judicial authorities, upon request, within the scope of their responsibilities. The data collected is used by the company and its executives or consultants, who are committed to keeping them confidential and not to disclosing them to third parties, under the implementation and review of compliance with the terms of the Procedure, the evaluation of Offers and Tenders, the nomination of the Bidder and the signing of the Private Agreement and the Sale and Purchase Agreement, as well as the safeguarding of the interests of the company.
7. Other terms
7.1 The Company reserves the right, until the Bidder / Buyer is nominated, to postpone, cancel, repeat the Process, at its sole discretion, or withdraw a property from the Procedure, without any liability whatsoever against the interested buyers, the Bidder or any third party.
7.2 By participating in the Procedure, the interested parties are presumed to have read adequately these General Terms and Conditions and accept them fully and unconditionally, as well as that they agree with the terms of use of their personal data, in accordance with the following provisions under 6. Any failure to comply with these General Terms and Conditions or any failure to provide the required information may be considered by the company, in its sole discretion, as a sufficient reason for the rejection of an Offer.
7.3 The interested parties participate in the Procedure at their own responsibility and risk and expressly and unconditionally waive any claim against the company and any expense arising from their participation in the Procedure.
7.4 The total costs of the sale of each property, indicatively mentioning the notarial costs, costs of transfer of the Sale and Purchase Agreement and the costs of technical / urban review / due diligence, as well as all kinds of taxes and fees shall be borne exclusively by the interested buyers.
7.5 The Procedure is governed by Greek law. Any disputes in connection with the Procedure will be settled exclusively by the Courts of Athens with material competence.
7.6 These General Terms and Conditions, as well as the relevant information / clarifications, are not intended to form the basis for any investment decision or establishment in general on behalf of the company and do not constitute investment advice by the company.
7.7 The Company may need to disclose information in its possession, in response to any requests from Judicial or Public Authorities for the provision of information.
7.8 The interested buyers should be aware that the legislation, the tax regime, and the general conditions governing the Procedure may change.
8. Terms – Interpretation
Any reference in plural also includes singular and vice versa and the use of one gender also includes the other gender. The capitalized terms have the meaning given to them below.
Buyer: The payer of the Direct Purchase Price, without participation in the Online Auction, to whom the purchase of the property is awarded.
Direct Purchase Application: The application for direct purchase of a property, without conducting an Online Auction.
Participation Application: The application to participate in the Online Auction.
Step: The minimum amount by which the next Offer must be higher than the immediately preceding one.
Participation Guarantee: The amount set by the company, which must be paid by the interested parties in order to participate in the Auction.
Interested Buyer: The participant in the Procedure for the purchase of real estate via the website.
Procedure: The sale of real estate through the www.kourtidis.auction website and in accordance with these General Terms or the respective Special Terms.
Closing Time Extension: Automatic time extension of (5) minutes, in case of last bidder’s Offer in the last (1) minute of the normal duration of the procedure.
Online Auction: The procedure of offer and counter-offer submission, from which the bidder is nominated.
Date of the Online Auction: The date set by the company for the conduct of the Online Auction.
Private Agreement: The agreement signed between the Buyer or Bidder and the Owner of the Property, which is binding for the Buyer or Bidder, in accordance with its terms.
Ranking Table: The table that is drafted in descending order, according to the Offers of the interested parties.
Bidder: The highest Bidder (highest Purchase Price) in the Online Auction, who will be invited to sign the Private Agreement.
Transaction Advance: The amount to be paid by the Buyer or Bidder upon signing the Private Agreement, which will amount to 10% of the total price, which is mentioned in the private agreement that is attached to the page of each property on the website www.kourtidis.auction.
Direct Purchase Price: The amount determined by the company for the Direct Sale of the property without an Online Auction.
Starting Price: The amount of the minimum initial Price offered for each property, determined by the company, after prior written consent of the property owner.
User: The one who enters and registers on the website.
Procedure Time: The day(s) and time of launching and ending the Procedure.
