Terms and Conditions for E-Auction (Property)

Last updated: 12 August 2020

Acknowlegdement

These Terms and Conditions specified herein shall govern the use and access of www.bidonline.my ("TMH Website") including all registered users of TMH website.
By accessing and using the TMH Website, you agree to be bound by all Terms & Conditions and privacy policy, including any modifications herein, as stated in TMH Website ("Terms & Conditions"). Your continued use to the TMH Website shall constitute your acceptance to all terms and conditions and policies therein.
This TMH Website is owned and operated by Too Management Holdings Sdn Bhd ("TMH"). TMH may from time to time at its sole discretion add. modify or delete the terms and conditions and such additions, modifications and deletions are binding upon all users of TMH website, stakeholders and all parties who are interested to participate in the auction by logging in TMH website and registering as users. (Collectively called "E-Bidders" or "E-Bidder" as the context requires)
The E-Bidders are responsible to ensure that the internet access is in good condition during the process of e-auction is being conducted until its conclusion. Unsatisfactory internet access may disrupt bids made by the E-Bidder. The e-bbiders are responsible to ensure that its smartphone, computer, laptop or devices are compatible and can inter-operate with the online bidding platform in TMH Website ("e-bidding platform")
TMH, TMH Website or the person conducting the auction ("auctioneer") shall not be liable for:
1. Any interuption, disruption or deterioration in the quality, reliability, accuracy or loss of transmitted information that may occur during the process of auction;
2. Any delays, failures, errors omissions or loss of transmitted information due to unsatisfactory internet access or any online disruptions that may occur during the process of auction.
3. Any network failure and performance degradation resulting from non-compliance of such requirements as set by TMH from time to time.
The e-bidding platform allows E-Bidder to participate and simultaneously bid in an auction conducted by TMH.
Any decision or instruction made by TMH or the auctioneer shall be final and binding on the E-Bidders and stakeholders in the auction conducted by TMH.

Use and Access to TMH Website and E-bidding Platform

The TMH Website, including the E-Bidding Platform in the TMH Website, allows the following activities, including without limitation:
1. a platform and service to agents or any parties to list its properties online;
2. for any parties to search and view the properties listed on TMH Website;
3. allow E-Bidders to register to bid at the auction for any properties listed on TMH Website;
4. allow registered E-Bidders to access on the E-Bidding Platform to bid for any properties listed in TMH Website; or
5. to facilitate the exchange of contracts for successful E-Bidders.
Whilst the E-Bidder may search and view the properties listed on TMH Website, the E-Bidder must register to use and access the E-Bidding Platform to participate in the auction.

Registration

Any interested party who intend to participate in the auction using the E-Bidding Platform must register and create an account in the TMH Website ("E-Bidder Account").
The E-Bidders shall provide details as required by TMH, including its name, e-mail, phone number, address, national registration identification card and a valid banking account details in order to register for E-Bidder Account.
The E-Bidders shall ensure that all information provided are:
1. true, current, accurate and complete;
2. is not false, misleading or fraudulently or illegally obtained;
3. does not infringe upon any other person’s rights (for example, intellectual property or privacy rights);
4. not contrary to any applicable law;
5. not defamatory, threatening or harassing;
6. is not obscene or pornographic; and
7. is free of any viruses or malware.
The E-Bidders shall provide and upload the following in the E-Bidding Platform at the time of registration:
1. for individual, copies of identification documents (NRIC or Passport);
2. for company, certified copies of (a) Form 24 or Companies Act 2016 – Section 78; (b) Form 44 or Companies Act 2016-Section 46; (c) Form 49 or Companies Act 2016-Section 58 & 236(2); (d) Memorandum and Articles of Association or Constitution of Company; and (e) Board of Directors Resolution
The E-Bidders are only required to register once, and the username and password can be used for subsequent auctions available in TMH Website.
Each registration is for a single individual or entity only. The E-Bidders are responsible for the security of its username and password and are responsible to prevent unauthorised use.
TMH does not permit anyone other than the E-Bidders to use the sections requiring registration by using its name or password.
The registration of the E-Bidders shall subject to verification and approval from TMH. The approval process may take up to 3 working days and any improper, incomplete, late registration, insufficient sum for deposit payment, may be rejected at the sole discretion of TMH.
Without prejudice to the foregoing generality, TMH may reject an application for registration of the E-Bidders if TMH discover all or any part of the information submitted by the individual or entity is false, incomplete, inaccurate or for such other reasons as TMH shall deem fit in TMH’s absolute discretion. Nevertheless, TMH shall not be obliged to provide any reason whatsoever for such rejection.

Eligibility

The E-Bidders shall warrant and ensure as follows:
1. If a person, must have reached the age of majority as defined under the Age of Majority Act 1971(Act 21), which is eighteen (18) years of age at the date of registration; of sound mind and not disqualified from contracting by any law of any jurisdiction; and not a bankrupt or an undischarged bankrupt.
2. If a company, must be incorporated under the laws of Malaysia and not in liquidation or in any scheme of arrangement with creditors.
3. If a foreigner, a foreign company or a Malaysian company with foreign ownership, shall first identify the existing restrictions imposed on foreign purchase by federal authorities, state authorities or developers/owners.
4. Must be able to take, fulfil and perform all necessary actions, conditions and matters including obtaining the necessary consents from related parties in relation to the property and complete the purchase upon successful bid.
The E-Bidders shall be responsible to identify the property correctly and to ensure that all details, descriptions, liabilities, restrictions and encumbrances are correct, accurate and properly understood before bidding. The E-Bidders shall make independent verification on the physical conditions of the property and all matters in connection with the property prior to the bidding.
The E-Bidders shall be responsible to ensure that they are eligible and are qualified to purchase the property and shall be deemed to have full knowledge of all matters in relation to the property.
In the event the E-Bidder is not eligible:
1. but the E-Bidder successfully bid for the property, the Deposit Sum and Buyer’s Premium shall be forfeited, the sale shall be cancelled, and the property shall forth with be put up for sale again.
2. but the E-Bidder did not successfully bid for the property, the Deposit Sum paid will only be refunded after deduction of administrative charges by the TMH.
3. TMH shall suspend or terminate the E-Bidder Account at its discretion.
4. the registration of an individual or company as E-Bidder herein shall not be construed as approval of eligibility on the intended E-Bidder to conclude the auction sale.
It is the sole and absolute responsibility of the E-Bidders and at the E-Bidders’ cost and expenses to seek all confirmation, consents and E-Bidders’ eligibility and qualification to purchase the property, as may be required or applicable in respect to the property and all matters in relation to the property, prior to bidding, including but not limited to:
1. confirmation and consents from developer, federal authorities, state authorities, relevant governmental bodies.
2. whether the property is reserved for Bumiputera only;
3. whether the property is for Malay reserved only;
4. whether the property is a low-cost property;
5. the liabilities pertaining to outstanding service and maintenance charges owing in relation to the property;
6. matters relating to ownership, transfer and documentation of title of the property.
and in all such event, TMH, TMH Website, the Auctioneer, the owner or proprietor, the assignee/bank, the solicitors, and their respective agents or servants do not in any way make representation or warranty in respect of any of the aforesaid and shall not in any way be responsible or liable to the E-Bidders in respect of any of the aforesaid.

E-Bidders' Responsibility

The E-Bidders agree that the use of the TMH Website and E-Bidding Platform at its own risk and that the TMH Website and E-Bidding Platform are being provided on an "AS IS" and "AS AVAILABLE" basis.
The E-Bidders are responsible for conducting their own due diligence check on the properties listed on the TMH Website.
The E-Bidders are responsible for obtaining any legal or financial advice in relation to the property listed on the TMH Website, including obtaining any valuation, condition and advice regarding the Conditions of Sale and any other legal instrument to purchase the property.
The E-Bidders shall not misuse this TMH Website or commit or encourage a criminal offence, illegal offence, transmit or distribute a virus or other materials on the TMH Website. Hacking into any aspect of the features of TMH Website or other E-Bidder Account, corrupt the data, cause annoyance to others or infringe upon the rights of any other person’s proprietary rights or any illegal conduct under the law are strictly prohibited. In the event such breach occurs, TMH will not hesitate to report the breach to the relevant enforcement authorities and appropriate legal action will be taken.
E-Bidders shall comply with all laws, rules and regulations to the jurisdiction and all terms and conditions specified by TMH and the Auctioneer.

Other Applicable Terms and Conditions in Relation to Auction

All E-Bidders shall undertake to fully comply with the Terms and Conditions herein. The Purchaser shall also be bound by the terms and conditions stipulated in the Proclamation of Sale and Terms and Conditions.
The Auctioneer may from time to time vary, modify or delete any terms and conditions herein without giving any prior notice to the E-Bidders.
The E-Bidders are solely responsible that their internet access is in good condition. TMH cannot guarantee the continuous operation of or access of TMH Website and the E- Bidding Platform. Any bid update or other notification functionality may not occur in real time. The functionality is subject to the delays beyond TMH’s control.
In the event of disruptions, delays, failures or technological difficulties occurring on TMH Website or E-Bidding Platform:
1. TMH reserves the right to use alternative methods to perform the auction or accept the bid and all bids by the E-Bidders shall be kept valid for acceptance.
2. The E-Bidders agree that the use of alternative methods to accept the bid shall be valid and the Terms and Conditions shall be binding.
3. Prior to or after the original time set for conclusion of the auction, TMH may extend an auction subject to TMH’s sole discretion;
4. Prior to or after the conclusion of the auction, TMH may retract any successful bidder’s email which may be haven sent out to the E-Bidders;
5. Prior to or during the auction, TMH may amend the Reserve Price allocated for a vehicle or amend the bid increment sum; or
6. TMH reserves the right to cancel the auction for any vehicle.
Further, TMH reserves the right to refuse any user the right to access or use the TMH Website or E-Bidding Platform if the users or the E-Bidders:
1. do not make full payment of the Deposit Sum;
2. gives information, which is untrue, inaccurate or incomplete;
3. have engaged in any form of bid manipulation or make unreasonable, false, fraudulent or dummy bids through TMH Website;
4. makes fraudulent or speculative enquiries or request through TMH Website;
5. create false identity;
6. engage in fraudulent conduct or dummy bidding;
7. tamper with or hinder the operation of the TMH Website;
8. use the TMH Website for any activities or conduct that breaches or is in contrary to any laws, regulations, rules, standards or codes in force from time to time or otherwise infringes a third party’s rights;
9. use TMH Website in any manner or way, or post to or transmit to the TMH Website any material, which interferes, defames, harasses, threatens, menaces or offends any person or which prevents any other person from using or enjoying the TMH Website or its services, including the E-Bidding Platform;
10. misuse TMH Website or E-Bidding Platform in any way whatsoever.
If the E-Bidders have breached the Terms and Conditions, the E-Bidders may be removed from its ability to bid or participate in the auction the TMH or the Auctioneer’s absolute discretion.
The registration may be rejected for any improper, incomplete information or document, late s absolute discretion. TMH, its agents, representatives or employees shall not bear any responsibility or assume any liability if the registration of the E-Bidders are rejected or delayed for any reason whatsoever.
If the registration is rejected, the Deposit Sum, if cleared into TMH Account, shall be refunded account within 5 working days.
Upon approval and verification by TMH and payment of the Deposit Sum, the registered E-Bidders will receive a pin number via SMS to the registered mobile number which allows the registered E-Bidders to bid for their property during the auction.
The bidding may be conducted via smart phone, computer or any device with internet connection and will run concurrently with the live on-site auction.

Disclaimer

All information displayed on the TMH Website is strictly intended for general information and knowledge only. The information displayed herein is provided on an "AS IS" and "AS AVAILABLE" basis, is subject to changes and may no longer be accurate after the uploading date.
While every care has been taken by TMH to ensure the accuracy of the information contained on the TMH Website, it remains E-Bidders' sole responsibility and obligation to seek independent legal advice as to the reasons for visiting the TMH Website.
Articles, reports and surveys reflect the views of the individuals that prepared them and, unless indicated expressly in the text, do not necessarily reflect or represent the position of TMH.
TMH makes no representation or warranty, whether expressly or by implication. Neither is TMH responsible nor liable for any loss, damage or expense suffered or incurred by the E-Bidders because of any act or omission by the E-Bidders in reliance of any of the information contained on the TMH Website.
Whilst TMH have no reason to believe that any information contained on TMH Website is inaccurate, TMH does not warrant or make any representations regarding the use, validity, accuracy or reliability of, or the results of the use of, or otherwise respecting, this TMH Website or the contents or materials on TMH Website or any websites linked to TMH Website, including without limitation, that (i) use of TMH Website or any content or materials on or from TMH Website (including any software, product or service) will be uninterrupted, (ii) the TMH Website will be available at any particular time or location, (iii) any errors to the TMH Website will be corrected, or (iv) the servers on which the TMH Website, content and materials are available and free of viruses or other harmful components.
TMH shall have no responsibility or liability in relation to any loss or damage which E- Bidders may incur, including damage to software or hardware, arising from the access or use of the TMH Website.
If any of the foregoing disclaimers may not apply in certain jurisdictions, the disclaimer shall apply to the extent and in so far allowed in such jurisdiction.

Intellectual Property Rights

The contents of the TMH Website are protected by copyright and other applicable proprietary and intellectual property laws, and they shall remain the sole property of the TMH. The E-Bidders must not reproduce or attempt to reproduce by any means whatsoever from the TMH Website, whether wholly or partly, without the prior express consent of TMH.
Subject to the above, the E-Bidders may, however, download and view the material or print a copy of material on the TMH Website for personal or non-commercial use provided the E-Bidders do not modify the copy from how it appears on this site (including any copyright notice). All rights not expressly granted herein are reserved.
The TMH Website may include third party content, and this is subject to that third party's terms of use and it is the E-Bidders' duty to comply with the same.

Links and Advertisements

TMH may permit certain third parties, including other users, real estate agents or brokers to post properties, advertisements and promotions on TMH Website. TMH shall not be responsible for the content of those listings, advertisements or promotions. TMH shall not be liable or responsible for any loss or damage of any sorts incurred as a result of any dealings with third parties advertising properties, products or services on TMH Website.
It is hereby declared that the appearance of any third party’s links or advertisements on the TMH Website does not indicate or imply whatsoever that TMH or TMH’s Website represent or warrant that third party’s website.
If the E-Bidders wish to link any website to TMH Website, the E-Bidders must first seek TMH prior express consent subject to TMH’s right to charge, if necessary, a fee for such purpose.

Indemnity

The E-Bidders agree to release, hold harmless and indemnify TMH to the fullest extent permitted by law, from and against any and all claims, suits, liabilities, damages, injuries, cost and expenses (including indirect or consequential loss) whatsoever and however arising out of, in connection with or in respect of E-Bidders’ use of, access to or conduct on TMH Website, including any breach of the Terms and Conditions by the E- Bidders.

Governing Law

The Terms and Conditions contained in TMH Website shall be governed by and construed in accordance with the laws of Malaysia and all parties hereby agree to submit to the exclusive jurisdiction of the courts of Malaysia.

Conditions of Sale for Private Auction

Online Bidding Process

The E-Bidders must register and pay the required deposit prior to participating for auction of the property at least one (1) working day before the auction date.
The E-Bidders may browse and select the property which they wish to bid. Upon browsing and using the TMH Website, the E-Bidders are deemed to have agreed and accepted the Terms and Conditions before proceeding with the bid.
The Terms and Conditions must be read together with the Conditions of Sale for Private Auction herein ("Conditions of Sale") and the declaration of sale ("Proclamation of Sale"). The Conditions of Sale and Proclamation of Sale are both issued and determined by the Seller/Owner of the respective property which will form part of the Terms and Conditions.
In the event of any inconsistency between the Terms and Conditions and Conditions of Sale, the Conditions of Sale shall prevail.
The registered E-Bidders shall deposit a sum equivalent to ten per centum (10%) of the reserve price of the property or any sum as required and indicated in the Proclamation of Sale ("Deposit Sum"). Evidence of transfer of the Deposit Sum must be submitted to TMH prior to auction.
The registered E-Bidders shall note that if the property is successfully sold at a price higher than the reserve price ("Selling Price"), the successful E-Bidder shall top up the difference between the Deposit Sum and 10% of the Selling Price upon the successful auction.
The E-Bidders must complete the registration process, upload all relevant documents, make payment of the Deposit Sum and provide the evidence of transfer of Deposit Sum, at least one (1) working day before the auction date.
The registration may be rejected for any improper, incomplete information or document, late registration or non-clearance of Deposit Sum or insufficient Deposit Sum, at TMH’s absolute discretion. TMH, its agents, representatives or employees shall not bear any responsibility or assume any liability if the registration of the E-Bidders are rejected or delayed for any reason whatsoever.
If the registration is rejected, the Deposit Sum, shall be refunded to the E-Bidders’ account free of interest but subject to deduction of administrative or bank charges (if any).
Upon approval and verification by TMH and payment of the Deposit Sum, the registered E-Bidders will receive a pin number via email which allows the registered E-Bidders to bid for their property during the auction.
The bidding may be conducted via smart phone, computer or any device with internet connection and may run concurrently with the live on-site auction.

Bidding Procedure

The auction will commence at the advertised date and time stated in the Proclamation of Sale and the auction will be conducted by the Auctioneer, simultaneously displayed on the E-Bidding Platform.
The registered E-Bidders must be ready to place their bid at the advertised date and time, however, TMH or the Auctioneer reserves the right to delay the commencement of auction at their sole discretion.
The bidding shall generally commence based on the sequence of the lot being shown on TMH Website, but such sequence may vary from time to time without the need to provide prior notice.
The registered E-Bidder shall be responsible to monitor the bidding process through the E-Bidding Platform.
Before commencement of the auction, the Auctioneer or TMH will be given the reserve price set for each property.
TMH and the Auctioneer has the discretion to set a new reserve price and the amount of bid price. The amount of incremental bid will appear on the E-Bidding Platform prior to commencement of the auction.
In the event of any clarification, disruption or special circumstances occurring during the auction, the Auctioneer may at its discretion decide to pause, postpone or call off the auction. The registered E-Bidders will be notified through the TMH Website or E-Bidding Platform.
The Auctioneer is permitted to pause the auction where no bids will be placed for a certain time interval, at its sole and absolute discretion.
In the event there is no bidders for the property, the auction will be aborted.
Only E-Bidders who have registered to the E-Bidding Platform and paid the required Deposit Sum are able to bid. Any bid entered by the registered E-Bidders shall not be withdrawn or cancelled.
The registered E-Bidders shall only place its bid if they have intention of purchasing the Property. Each bid will start with the reserve price. In such event:
1. For sole registered E-Bidder, the E-Bidder shall place its bid on the reserve price.
2. For multiple registered E-Bidders, the bid will commence on the reserve price and every bid thereafter will be in increment from last bid.
The following conduct by the registered E-Bidders shall deem to be bid manipulation and in such event, TMH/Auctioneer or the Seller/Owner shall have the absolute right to forfeit the Deposit Sum paid and the registered E-Bidders shall then be blacklisted or prevented from participating in any further or future auction:
1. In the event the registered E-Bidder is the sole bidder and that registered E- Bidder fails or refuses to bid for a property during auction.
2. In the event of multiple registered E-Bidders and all registered E-Bidders fail or refuse to bid for the property during auction.
The highest bidder for the property shall be declared as the successful bidder upon the fall of the hammer. The registered E-Bidders which is the successful bidder will be indicated on the E-Bidding Platform or TMH Website ("Purchaser").
Any bid entered by the registered E-Bidders shall be binding and shall not be withdrawn or retracted in any manner whatsoever after the fall of the hammer.
Both successful and unsuccessful registered E-Bidders will be notified by TMH or the Auctioneer.
Unsuccessful registered E-Bidders shall have the Deposit Sum refunded, unless the E- Bidders is found to have committed a breach to the terms herein.
The information shown or prompted with regards to the auction, increment to the bidding price during the bidding process and declaration of the successful bidder, as announced on TMH Website or shown on the E-Bidding Platform shall be final and conclusive.
In the event of any dispute, the decision of the Auctioneer shall be final and binding.

Post Online Auction

Upon the successful auction, the sale confirmation details will be forwarded to the Purchaser and thereafter, the Purchaser shall undertake as follows:
1. to top up the difference between the Deposit Sum and 10% of the Selling Price if the property is sold at the Selling Price and not the reserve price;
2. to make any required payment as indicated in the Proclamation of Sale and comply with the terms and conditions stipulated in the Sale and Purchase Agreement.
3. to complete the transaction by signing the Sale and Purchase Agreement;
The Purchaser shall execute the Sale and Purchase Agreement and forward the duly executed Sale and Purchase Agreement to the Seller/Owner’s Solicitors within seven (7) days from the date of auction or within any time frame as indicated by the Seller/Owner, failing which, the Deposit Sum paid shall be forfeited and the sale will be deemed cancelled/terminated at the discretion of the Seller/Owner. The property may then be put up once again for subsequent auction without the further notice to the Purchaser.
The Sale and Purchase Agreement shall be sent for stamping upon full execution by the Seller/Owner and the Purchaser and thereafter the Sale and Purchase Agreement shall be forwarded to the Seller/Owner.
Upon execution of the Sale and Purchase Agreement, the Seller/Owner and the Purchaser shall be bound by the terms and conditions of the Sale Purchase Agreement to complete the transfer thereafter.
The Sale and Purchase Agreement shall be conclusive evidence for the sale of the property to the Purchaser.
The property is sold on ‘as is where is’ basis and vacant possession or legal possession of the property is under the obligation of the Purchaser, subject to the terms and conditions of the Sale and Purchase Agreement.
In the event of any inconsistency, false or misleading details and documents between those provided and uploaded in TMH Website, and the actual documents produced by the Purchaser, the Auctioneer or TMH shall have the right to refuse or forbid the Purchaser from signing the Sale and Purchase Agreement and may at its discretion cancel the sale, proceed to put the property up for another auction and forfeit the Deposit Sum, any differential deposit sum or any sum paid earlier.
Without affecting other rights of the Auctioneer, TMH or Seller/Owner, the Deposit Sum or any differential deposit sum or any sum paid earlier by the registered E-Bidders or Purchaser, shall be forfeited absolutely if:
1. the E-Bidders participate in an auction when he/she is not entitled to;
2. the E-Bidders submit a fraudulent bid or bid in bad faith;
3. the E-Bidders solely or collectively fail or refuse to bid for a property during auction;
4. the Purchaser provides inconsistent, false or misleading details and documents;
5. the Purchaser fails to execute the Sale and Purchase Agreement; or
6. the Purchaser fails to forward the Sale and Purchase Agreement to the Seller/Owner’s solicitors within seven (7) days from the date of successful auction or within any time frame as indicated by the Seller/Owner.
The Purchaser must obtain the express authorization and consent from Seller/Owner if:
1. The Purchaser assigns its right of purchase to another party other than itself;
  or
2. The Purchaser wishes to co-own the property with other parties.
The E-Bidders and the Purchaser shall undertake and agree as follows:
1. In the event a registered E-Bidder becomes the Purchaser of the property and the Seller/Owner fails to execute the Sale and Purchase Agreement or fails to complete the transfer by breaching the terms and conditions of the Sale and Purchase Agreement, the registered E-Bidder or Purchaser’s recourse shall solely lie against the Seller/Owner and the registered E-Bidder or Purchaser shall have no rights or recourse against the Auctioneer and/or TMH.
2. the Auctioneer and TMH shall not be liable or responsible for any legal action or legal proceedings brought against the Purchaser by the Seller/Owner as a result of the Purchaser’s failure, refusal or neglect to make payment to the property.