Welcome to Afrwood Wakulima Market® (the "Site"). Any person who wishes to access the Site to Sell, buy or bid for Commodities or to use the other services provided on the Site (collectively, the "Services") must accept the terms and conditions of this User Agreement, without change. PLEASE REVIEW THE FOLLOWING TERMS OF SERVICE CAREFULLY BEFORE USING THE SITE. BY REGISTERING FOR AND USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL POLICIES AND GUIDELINES INCORPORATED BY REFERENCE.
By bidding you agree to our user agreement and return policy.African Wood Inc., DBA Afrwood Wakulima Market ® (hereinafter "AWM®" or "Wakulima ®or "AFRWOOD") reserves the right to change any of the terms and conditions contained in this Agreement or any policies or guidelines governing the Site or Services, at any time and in its sole discretion. Any changes will be effective upon posting of the revisions on the Site. You are responsible for reviewing the notice and any applicable changes. Changes to referenced policies and guidelines may be posted without notice to you. You can review the most current version of this Agreement at any time at http://www.afrwood.com. YOUR CONTINUED USE OF THIS SITE AND THE SERVICES FOLLOWING AWM® POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS AGREEMENT, DO NOT CONTINUE TO USE THE SERVICES OR THIS SITE.
By placing an order on this website, you indicate that you have read and agree to the following site policies and conditions. This service policy supersedes all other return restrictions listed on any auction page or listing.
All grain listed for sale on the site MUST be deposited in an Accredited Warehouse and a Warehouse Receipt Issued. The Seller must ensure that the Quantity and Quality is correctly indicated and LISTED. The Deposited Commodity is sold as deposited and LISTED. Delivery is by Exchange for Physical and ALL SALES are final. Sale Contracts on the site are legal contracts enforceable by Law in the Courts in Delaware, in Kenya and in the countries where both the seller and or buyer ordinarily do business or reside.
Horticultural produce may be sold on the farm standing or in transit to buyer by registered, verified and/or Bank guaranteed or insured producers or their agents. Horticultural produce may also be sold in an Accredited Climate controlled Warehouse. The Quantity and Quality are sold as listed. ALL SALES are final.
Buyers must be Registered, verified and with funds to back their BIDS either in Cash Deposit, Bank guarantee or verified and APPROVED open account.
Afrwood Wakulima Market ® is a for profit operation, it charges fees for its services and for use of platform. The fees include:
A.general activation fees: The general activation fees for an auction include two components; the base based on a small percentage of the client's specified reserve price plus a percentage of the sum above the reserve price. That for every lot sold at Reserve price (T) , AWM®, will charge(x) as fees, Additionally, for every LOT sold at Sales price (P) above T, AWM®, will receive a bargaining incentive (S)on every dollar saved. Here under expressed as an arithmetic equation:
F = X+ (T-P)*Sfor auctions and F=X+(P-T)*S for tenders
Defining the parameters as:
F= Platform Fees
X= Fixed % Fees per LOT
T= Reserve Set by Client
S=Incentive Negotiation Percentage
C.User Sign-up fees,
F.Picture gallery fees,
G.Reserve Prices fees,
H.Buy Now fees,
I.Home featured fees,
J.Category featured fees and
Fees will be accessed and presented to the client before they are incurred. Afrwood Wakulima Markets® accepts credit card and check payment in USA funds throw African Wood Inc., and in Kenya funds via Mpesa and Checks. Invoices provide all options and should be paid on presentation. Invoices are written in US Dollars, payment may be in US Funds or any other approved currency save that they will be changed into US funds.
Use of the Site and the Services is limited to parties that lawfully can enter into and form contracts under applicable law. Without limiting the generality of the foregoing, minors may not use the Services. Every person who uses the Services hereby represents to AWM® that he or she is not a minor, is at least over the age of eighteen (18) and may otherwise enter into and form binding contracts under applicable law. To register, you must provide your real name, address, phone number and e-mail address, along with other information that may be required from time to time.
2.Applicable Policies and Guidelines.
You agree to abide by the procedures and guidelines for conducting and participating in transactions on the Site, which are contained in the Site Pages and are incorporated by reference into, and made part of, this Agreement. The policies, procedures and guidelines contained in the Site Pages explain the processes and set out acceptable conduct and prohibited practices. These policies, procedures and guidelines may be changed by AWM® in the future, and will be effective immediately upon posting, without notice to you. You should regularly refer to the Site Pages to understand the current procedures and guidelines related to the Site.
3.AWM® is not an Auctioneer.
Although AWM® is commonly referred to as an online auction web site, it is important to realize that we are not a traditional "auctioneer." Instead, the Site acts as a platform to allow certain persons to sell and buy certain products at anytime, from anywhere, in a variety of pricing formats, including a fixed price format and an auction-style format commonly referred to as "online auctions" or "auctions."
4.AWM®'s Role and Responsibilities.
AWM®.com features two types of marketplaces, and AWM®'s role and responsibilities vary in each such marketplace.
AWM® Direct Marketplace and AWM® Certified Merchant Marketplace.
AWM® itself is the seller of the products offered in AWM® Direct Marketplace, it buys and sells for its own account. AWM® undertakes responsibility for all aspects of the transaction and the product listing, including product descriptions, identification of quantities, establishment of starting and maximum bid prices, establishment of reserve requirements (if any) and shipping.AWM® also sells through AWM® Certified Sellers (AWM® CSs) are AWM® approved third-party merchants who sell products on the Site. In this program, the Certified Seller is the seller of the product. To ensure AWM® buyers the ability to shop in a private and secure environment, every AWM® Certified Merchant must go through a thorough application process including verification of bank and trade references before they are approved to list products on the Site. AWM® Certified Sellers are established Farmers, Traders and Processors (both small and large) whose performances are monitored to ensure that buyers receive the appropriate AWM® service levels. These Certified Sellers list their items directly and assume responsibility for all aspects of their product listings including product descriptions, identification of quantities, establishment of starting and maximum bid prices, and shipping. Although AWM® does not own, warehouse, ship or otherwise manage any inventory or goods offered by AWM® Certified Sellers, those sellers who do not meet AWM®'s service standards can and will be removed from listing products on the site. AWM® handles all payment processing for orders from these merchants and AWM®'s Customer Care department provides assistance for all issues to ensure a positive AWM® experience.
5.All AWR® Certified Sellers are required to Deposit their GRAIN in Accredited Warehouses and acquire a GOOD and valid Warehouse Receipt for the grain before listing on the site.
6.All AWR® Certified Sellers of Horticultural produce are required to be certified for either selling while standing on the farm, selling in transit or Selling in an Accredited Climate Controlled Warehouse with a Warehouse Receipt.
AWM® currently accepts paypal, moneybookers credit card/debit card payments for orders in the AWM® Direct Marketplace and the AWM® Certified Merchant Marketplace. AWM® honors Visa, MasterCard, Discover and American Express in US Funds through African Wood Inc and Mpesa in Kenya Funds or Kenya Banker Checks payable to African Wood Inc. You warrant that any payment method selected by you when placing a bid shall enable you to make full and immediate payment for the item(s) chosen, if your bid becomes the winning bid. In the event that the chosen payment method does not enable you to make full and immediate payment for any reason, including without limitation insufficient funds or credit decline, AWM® may in its sole and absolute discretion cancel your bid. In such case, AWM® may in its sole and absolute discretion (but shall not be required to) designate the next highest bidder (meeting the applicable minimum bid or reserve requirements) as the winning bidder. At AWM®'s sole discretion, but without any obligation, alternate payment methods may be arranged with the product purchaser(s) in the case where a payment method has been declined. The next card on file will be charged if your order declines.
8.AWM® Reservation of Rights.
AWM® retains the right, but does not have the obligation, to immediately halt any auction or product sale, prevent or restrict access to the Site or the Services or take any other action in case of technical problems, objectionable material, inaccurate listings, inappropriately categorized items, auction inaccuracies, product inaccuracies, unlawful items, items, procedures, or actions otherwise prohibited by the procedures and guidelines contained on the Site, or for any other reason in the sole and absolute discretion of AWM®, and to correct any inaccurate listing, auction inaccuracies, product inaccuracies, inappropriately categorized items or technical problems on the Site.
9.Your Transactions and Obligations.
Bidders and buyers create different obligations by accessing the Site and using the Services.
In the Certified Merchant Marketplace, the seller must sell the product to the highest bidder that meets or exceeds the minimum price. Similarly, if a Certified Seller offers to sell an item by means of the AWM® BUY NOW feature, the seller must sell the item to any buyer who elects to purchase the item through the AWM® BUY NOW offer. For bidders, a bid or AWM® BUY NOW election is a legal offer to buy the product. Once the transaction closes, both the buyer and seller are obligated to complete the transaction.
By entering into this Agreement and bidding on a product or making a AWM® BUY NOW purchase, you agree to complete the transaction as described by this Agreement. You acknowledge that by not fulfilling these obligations, your action or inaction may be legally actionable.
If an item purchased in the AWM® Direct Marketplace or AWM® Certified Seller Marketplace is being shipped to a Country in which sales tax and Customs duties liability exists, AWM® must charge sales/use tax on the transaction. AWM® will accept resale or Tax exemption certificates only if submitted before the transaction closes. In the Certified Seller Marketplace, you agree that it is the seller's and the buyer's responsibility to determine whether sales or use taxes apply to the transactions and to collect, report and remit the correct tax to the appropriate tax authority. You also agree that AWM® is not obligated to determine whether sales or use taxes apply and is not responsible to collect, remit or report any sales or use taxes arising from any transaction. AWM® must charge VAT tax on all Kenya sales if applicable. Other merchants may charges tax in Countries they are liable to. Buyers and Sellers are responsible for knowing and complying with all government Law, rules and regulation on produce handling and trading.
Your password may be used only to access the Site, use the Services, electronically sign your transactions and review your completed transactions. You are solely responsible for maintaining the security of your password. You may not disclose your password to any third party (other than third parties authorized by you to use your account) and are solely responsible for any use of or action taken under your password on this Site. If your password is compromised, you must change your password.
11.Access and Interference.
The Site contains robot exclusion headers. Much of the information on the Site is updated on a real time basis and is proprietary of or is licensed to AWM®. You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose. Additionally, you agree that you will not: (a) take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure; (b) copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except as otherwise provided herein); (c) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (d) bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site.
Compliance with Laws; Fraud. The Site and Services only may be used for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations regarding use of the Services, including in regard to Selling, bidding, and purchasing Commodities. You may not register under a false name or use an invalid or unauthorized credit card. You may not make bids under a false name, impersonate any participant, or use another participant's password(s). Such fraudulent conduct is a violation of Kenyan, Delaware, US Federal and International laws. Fraudulent conduct will be reported to law enforcement, and AWM® will cooperate to ensure that violators are prosecuted to the fullest extent of the law.
13.This Website is Hosted in Nebraska USA, Managed in Delaware and Services customers in East Africa. Its important that USERs appreciate that it very important to honestly sell, buy and bid since all these jurisdictions have varying thresholds of tolerance and courts in each jurisdiction enforce rulings of courts in several jurisdictions.
Shill Bidding. You are strictly prohibited from placing bids or causing bids to be placed on any product for the purpose of artificially increasing or otherwise manipulating the bidding process on AFRWOOD.com or the bid price of any product listed on the Site, or influencing user behavior on AFRWOOD.com.
Without limiting other remedies, AWM® may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your use and refuse to provide our services to you: (a) if you breach this Agreement or the documents it incorporates by reference; (b) if AWM® or any Certified Seller is unable to verify or authenticate any information you provide to AWM®; or (c) if AWM® believes that your actions may cause legal liability for you, other AWM® users or AWM®.
15.Privacy, Monitoring and Disclosure.
Disclosure of Information. As permitted by applicable law, AWM® also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. In order to cooperate with information requests, to protect AWM®'s systems and customers, to allow users to resolve disputes, or to ensure the integrity and operation of AWM®'s business and systems or other purposes deemed reasonable by AWM®, AWM® may access and disclose any information it considers necessary or appropriate, including, without limitation, user contact details, IP addressing and traffic information, usage history and posted content.
THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS. CUSTOMER'S USE OF AND RELIANCE THEREON ARE AT CUSTOMER'S OWN AND SOLE RISK. AWM® MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION:
i.THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;
ii.THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR;
iii.THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS INCLUDED ON THE SITE WILL BE AS REPRESENTED BY SELLERS, AVAILABLE FOR SALE AT THE TIME OF OFFER, LAWFUL TO SELL, OR THAT CERTIFIED SELLERS WILL PERFORM AS PROMISED;
iv.ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND
v.ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF AWM®.
16.TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, AWM® DISCLAIMS ANY AND ALL SUCH WARRANTIES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, WHICH YOU OBTAIN FROM AWM® OR THROUGH THE USE OF SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
BECAUSE AWM® IS NOT THE SELLER IN TRANSACTIONS BETWEEN BUYERS AND CERTIFIED SELLERS, IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH OF YOU RELEASE AWM® (AND ITS AFFILIATES, AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." YOU, BEING AWARE OF SAID CODE SECTION, HEREBY EXPRESSLY WAIVE ANY RIGHTS YOU MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. YOU ACKNOWLEDGE AND AGREE THAT THIS WAIVER IS AN ESS ENTIAL AND MATERIAL TERM OF THIS AGREEMENT, AND THAT WITHOUT SUCH WAIVER, THIS AGREEMENT WOULD NOT HAVE BEEN ENTERED INTO BY AWM®.
18.Limitation of Liability.
AWM® WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SITE, THE SERVICES, THE INABILITY TO USE THE SERVICES OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES WHETHER SUCH DAMAGES ARISE UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD AWM® AND OUR SUBSIDIARIES, PARENTS, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, COSTS AND EXPENSES (INCLUDING BUT NOT LIMITED TO ATTORNEYS' FEES) ARISING FROM OR IN CONNECTION WITH (A) YOUR BREACH OF THIS AGREEMENT, INCLUDING THE DOCUMENTS INCORPORATED BY REFERENCE; (B) YOUR VIOLATION OF ANY STATE, FEDERAL FOREIGN OR INTERNATIONAL LAWS, CODES OR REGULATIONS; AND/OR (C) YOUR VIOLATION OF ANY THIRD PARTY'S RIGHTS, INCLUDING, BUT NOT LIMITED TO, INFRINGEMENT OF ANY COPYRIGHT, VIOLATION OF ANY PROPRIETARY RIGHT AND INVASION OF ANY PRIVACY RIGHTS. THIS OBLIGATION WILL SURVIVE THE TERMINATION OF THIS AGREEMENT.
The laws of the State of Delaware govern this Agreement and all of its terms and conditions, without giving effect to any principles of conflicts of laws.
YOU AGREE THAT ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR OUR SERVICES SHALL BE SETTLED BY BINDING ARBITRATION IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY SUCH CONTROVERSY OR CLAIM SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND SHALL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY CLAIM OR CONTROVERSY OF ANY OTHER PARTY. THE ARBITRATION SHALL BE CONDUCTED IN CHICAGO, ILLINOIS, AND JUDGMENT ON THE ARBITRATION AWARD MAY BE ENTERED INTO ANY COURT HAVING JURISDICTION THEREOF. EITHER YOU OR AWM® MAY SEEK ANY INTERIM OR PRELIMINARY RELIEF FROM A COURT OF COMPETENT JURISDICTION IN CHICAGO, ILLINOIS, IF NECESSARY TO PROTECT THE RIGHTS OR PROPERTY OF YOU OR AWM® PENDING THE COMPLETION OF ARBITRATION AND YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY CONSENT AND SUBMIT TO THE EXCLUSIVE JURISDICTION OF SUCH COURTS OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF THESE TERMS AND CONDITIONS.
22.Certified Seller Disputes.
Because AWM® is not the seller in the actual transaction between Certified Sellerss and buyers and is not the agent of either for any purpose, AWM® does not have the duty to resolve and will not be involved in resolving any disputes between participants related to or arising out of any such transaction.
AWM®.com grants a limited license to each participant to make personal use only of the Site and the Services in accordance with this Agreement. This license expressly excludes, without limitation, any reproduction, duplication, sale, resale or other commercial use of the Site and the Services (other than the buying and selling of items in accordance with this Agreement), making any derivative of the Site or the Services, the collection and use of participant e-mail addresses or other participant information, ratings or listings, or any data extraction or data mining whatsoever.
African Wood Inc., Afrwood Brands America and AWM®, in its sole discretion, may terminate or modify this Agreement, access to the Site or the Services, or any current transaction immediately without notice for any reason.
If you believe that you have been defamed in some manner by the AWM® Web site or your own work has been copied in a way that constitutes copyright infringement, please provide AWM®'s Copyright Agent the following information in writing: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest or the person defamed, along with your address, phone number, and email address; (b) a description of the defamatory material, or the copyrighted work that you believe has been infringed, and a description of where the material that you claim is defamatory or infringing your rights is located on the AWM® Web site; (c) a statement by you that you have a bona fide, good faith belief that the defamatory activity has occurred or that the use by a third party of your proprietary rights is not permitted by the copyright owner or by law; and (d) a statement that the information provided is accurate and that, under penalty of perjury, you are the allegedly defamed party or the copyright owner or authorized agent to at on the copyright owner's or allegedly defamed person's behalf.
AWM®'s Copyright Agent to receive the foregoing information related to copyright infringement or defamation on its site is:
c/o African Wood Inc TBAAFRWOOD WAKULIMA MARKET®, AWM®, AFRWOOD
1201 N Orange Street, Suite 902 , Wilmington, DE 19801, Tel 302 884 6738
No Agency; Third-Party Beneficiary.
AWM® is not the agent, fiduciary, trustee or other representative of you. Nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this Agreement. This Agreement and all of the representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the sole and exclusive benefit of AWM®, its Certified Sellers and you.
If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.
AWM®'s failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of AWM®'s right to subsequently enforce such provision or any other provisions of this Agreement.