Buyer Terms & Conditions, Agreements of Sale
[Updated: 28 June 2022]
1.1 These terms and conditions (the “Terms and Conditions”) set out the terms on which Koin International DMCC (“Koin”) will present diamonds for inspection and consequently sell diamonds on behalf of a Seller by tender or auction via Koin’s online tender and auction sales platform (the “Platform”).
1.2 By applying to become a registered customer of the Platform (following acceptance of which the customer shall become a “Customer”), by logging in to the Platform or by simply using the Platform, the customer (or Customer), on his own behalf, and on behalf of its company or representatives, acknowledges and agrees to be bound by these Terms and Conditions.
1.3 These Terms and Conditions may be amended from time to time. Whenever such amendment is made the Customer will be notified accordingly and will be required to accept the amended Terms and Conditions upon next log-in to the Platform.
1.4 The Customer agrees that an electronic signature is legally equivalent to a manual signature, which has the same effect of a signature affixed by hand to a paper document, and which does not require the validation from any certification authority and/or other third-party verification.
1.5 These Terms and Conditions apply to the inspection of the tendered diamonds, the use of the Platform, the payment for any goods bought on the Platform and/or to any other services offered by Koin in the context of current and/or future tender and/or auction sales.
2. CUSTOMER REGISTRATION
2.1 Any individual or company wishing to participate in a tender or auction sale (“Sale”) organised by Koin must apply to become a Customer by completing a registration form supplied by Koin for this purpose. In addition, the applicant will be required to provide all such documentation as may be required for Koin to perform a due diligence on the applicant, such as proof of the identity of the applicant, its directors, officers, other specifically authorised representatives and shareholders (the “Representatives”); a copy of the applicant’s constitutional documents and business licence, as well as the applicant’s bank account(s) details.
2.2 When submitting its registration form, the applicant Customer shall inform Koin if any of its Representatives is a shareholder or ultimate beneficial owner of a company that has been previously cancelled or withdrawn its customer registration with Koin or any other company selling diamonds. Failure to do so will be considered a breach of these Terms and Conditions in their entirety.
2.3 All information and documentation supplied needs to be up to date and complete in all respects, and Customers are required to keep such information and documentation updated at all times, including, but not limited to each Representatives’ passport copies or renewed trade licences.
2.4 In order to be accepted as a Customer, every applicant must have met all of Koin’s security, compliance and other due diligence requirements.
2.5 The Customer warrants that it has the legal capacity to perform its obligations under these Terms and Conditions.
2.6 Koin may, at its absolute discretion, cancel a Customer’s registration, and/or refuse to grant access to the Platform or Koin’s premises to any of the Representatives to an inspection or a Sale, without notice and with immediate effect.
3. CUSTOMER COMPLIANCE
3.1 The Customer hereby warrants and confirms that its company, its holding company, any/all subsidiaries, and each of such companies’ Representatives:
3.1.1 comply with applicable governmental and diamond trading, licensing, laws and regulations;
3.1.2 are not and have not been involved in or associated with conflict diamonds;
3.1.3 have not purchased, sold, exported, imported or otherwise traded in rough diamonds without the full authority of, and in compliance with, the Kimberley Process certification scheme since its inception in January 2003;
3.1.4 have not been convicted of, in any jurisdiction, in relation to any illegal activity, including, but not limited to; any offence of fraud; money laundering; theft; dishonesty; or for causing of any damage to the health or bodily harm of any individual;
3.1.5 have not been expelled from a diamond bourse, or a similar industry organisation, whether pursuant to a judgement or otherwise;
3.1.6 have not been turned away or have had its status as a member of any diamond industry body or trade association terminated or suspended on the basis of a failure to comply with any code of conduct or ethical code operated by such diamond industry body or trade association;
3.1.7 are not subject to any insolvency or bankruptcy proceedings;
3.1.8 have not been included in a list of organisations and individuals with respect to which there is information on their engagement in extremist activities or terrorism that is maintained by a country who is a participant in the Kimberley Process; and
3.1.9 do not employ and/or are not associated with (a) “Politically Exposed Person(s)”, as that expression is defined in EU Commission Directive 2006/70/EC of 1st August 2006.
3.2 The Customer shall immediately advise Koin in the event that its registered company, its holding company, any of its subsidiaries, and/or any of such companies’ Representatives fail or cease to satisfy the aforesaid compliance requirements.
3.3 If the Customer is in breach of the aforesaid compliance requirements:
3.3.1 the Customer’s registration shall be immediately revoked;
3.3.2 Koin shall have the right to refuse to permit the Customer to collect any lots and/or terminate any outstanding binding contracts of sale;
3.3.3 the Customer shall be fully liable to Koin for any damages resulting from any failure by the Customer to comply with clause 3.1 above, including payment of the 10% default fee, as set out below for any terminated contracts of sale.
4. INVITATION ONLY AND VIEWING SCHEDULE
4.1 An invitation to participate in the Sale does not automatically guarantee an offer by Koin to sell diamonds.
4.2 If Koin invites the Customer to participate in the Sale after the Customer’s successful completion of the registration process, the Customer will be invited to view and inspect the diamonds on offer at the Sale.
4.3 Koin will decide, at its sole discretion, whether or not to invite the Customer to participate in a Sale.
4.4 Koin shall be under no obligation to invite the Customer to participate in a Sale, whether or not such Customer may have participated in any previous Sale or whether such Customer has successfully completed the registration process.
4.5 Koin shall, at its sole discretion, determine, amend or cancel the date, time, duration and/or place of the viewing of the lots tendered.
4.6 The viewings shall take place at Koin’s premises (or any other location as may be notified by Koin) by appointment only.
4.7 Prior to any Sale, Koin may at its sole discretion publish a description of the lots to be inspected at that Sale. Such description shall be indicative only, and Koin makes no representations as to the quality and quantity of diamonds or to the exact weight of the lots, which will be available at the Sale. Neither can Koin assure that the quality of diamonds in one Sale is the same as those offered in a previous Sale, despite description(s) being identical.
4.8 Koin may require a Customer to pay a deposit before viewing, as a bank guarantee, to a bank account nominated by Koin. The deposit shall either be refunded within two (2) “Working Days” (which, for the avoidance of doubt, shall be any day other than a Saturday, Sunday or public holiday in the United Arab Emirates) after the closure of the Sale if the Customer has not won any lot tendered, or be deducted from the total amount payable in the event that a Customer has bis successfully.
5. REPRESENTATION DURING VIEWINGS
5.1 All Representatives of the Customer attending for viewing and/or participating in the Sale shall, unless otherwise agreed by Koin, be an employee of the Customer, of the Customer’s holding company(ies), or of any of the Customer’s subsidiaries.
5.2 Unless Koin agrees otherwise, the Customer shall provide proof acceptable to Koin of the identity of each Representative that the Customer wishes to attend the viewing on the Customer’s behalf, the nature of the relationship between the Representative and the Customer (for example, employee or employee of an affiliate) and any other documents or information that Koin may reasonably require to comply with all legal, security, money laundering and other due diligence requirements.
5.3 If such proof, documents and/or information acceptable to Koin are not provided before the appointed viewing time, Koin may, in its sole discretion, refuse to allow that Representative to attend the viewing and refuse to allow that Customer to participate in the Sale.
5.4 If a Customer wishes to bring to the viewing a consultant, advisor or any third party individual who is not a Representative, the Customer shall notify Koin of the identity of any such third party individual in advance of any viewing appointment. Said third party individual shall be considered to be a Representative as well, and thus meet the same security, compliance and other due diligence requirements as the Customer and its other Representatives. The Customer shall be legally responsible for all Representatives it may bring to the viewing. Koin reserves the right, in its sole discretion, to refuse any third-party individual to attend a viewing appointment.
5.5 The Customer will ensure and guarantees that the Representatives will adhere to and comply with these Terms and Conditions.
6. SECURITY DURING VIEWINGS
6.1 The Customer and its Representatives expressly agree to Koin monitoring each viewing by means of video cameras and other surveillance equipment.
6.2 Customers or their Representatives must not carry any diamond or diamond substitute when entering or leaving the viewing premises.
6.3 Koin shall record the weight of each lot before and after each inspection of that lot by the Customer or its Representative.
6.4 Where there is a discrepancy between the weight recorded after the inspection and the weight recorded before that inspection, Koin will pause the distribution of all further goods for inspection, and will search the area in which the inspection took place. The Customer and its Representatives shall not be allowed to leave Koin’s premises until such time as the discrepancy has been resolved, subject to Koin agreeing otherwise.
6.5 The Customer, on its own behalf and on behalf of its Representatives agrees that Koin may carry out such security measures as Koin, at its sole discretion, sees fit before the Customer or its Representatives attend or leave the premises at which the viewing takes place, including, but not limited to, weighing the diamonds inspected.
6.6 Any suspicious behaviour by a Customer or any of its Representatives will be investigated by Koin and may be referred to criminal investigation.
6.7 In the event that a diamond within a particular lot is either lost or severely damaged during the viewing, Customers shall then be charged on a pro rata basis at the Sale selling price per carat value or at the reserve price of the lot, whichever is higher.
6.8 Koin shall not be liable for any loss or damage suffered by the Customer or any of its Representatives whilst on Koin’s premises provided that this clause shall not exclude or limit Koin’s liability for death or personal injury caused by Koin’s negligence.
7. BEHAVIOUR DURING VIEWINGS
7.1 If a Customer or its Representative fails to attend for viewing at the appointed time (which includes being more than twenty (20) minutes late for an appointment) Koin may, in its sole discretion, refuse to allow that Customer (or its Representative) to attend for viewing at any later time and/or refuse that Customer to participate in the Sale.
7.2 Unless otherwise approved, viewing attendance is limited to one (1) visit per Customer, and to a maximum of four (4) Representatives per Customer. Koin may at any time and without prior notice further limit the number of Representatives of any Customer attending for viewing to such number as Koin, at its sole discretion, deems fit.
7.3 Koin shall have absolute discretion as it sees fit in relation to the inspection of any individual lot by any Customer.
7.4 During viewing, any lot description made by Koin is merely general and not a guarantee of the nature, size or quality of the goods. It is the responsibility of the Customer (or its Representative) to adequately examine all lots before submitting any bids. Customers are strictly advised to make a full and detailed inspection of all merchandise before bidding. The Customer agrees not to hold Koin liable or responsible for any description or information provided with respect to any merchandise.
7.5 Before inspection, Customers (or their Representatives) must check the weight of each lot (and of the inner bags that may make up that lot) presented to them. Any discrepancy must be reported to Koin immediately.
7.6 During a viewing appointment, the Customer (or its Representative) may view as many tendered lots as the timing of the appointment allows, and may only view any individual tendered lot once.
7.7 Each lot is sold as a whole and shall not be mixed or split from its original presentation.
7.8 Customers and their Representatives are not allowed to apply white or any other coloured coating to the diamonds being inspected, as it alters the perceived colour of the stone for subsequent inspection. Koin reserves the right to immediately disqualify Customers or their Representatives that have not complied with this restriction and the Customer shall be fully liable for diamond boiling costs and any losses or damages suffered by Koin due to such non-compliance. Marking with ink, where easily removed with ethanol may be allowed, however only with express prior permission of Koin.
7.9 Customers and their Representatives will be required to leave the viewing room at the end of the time limit of their appointment, irrespective of having finished inspecting the lots tendered, unless Koin specifically permits the Customer (and its Representatives) to stay past the end of appointment time.
7.10 Customers agree to conduct themselves (and agree to ensure that their Representatives conduct themselves) in a business-like manner, maintaining and respecting the privacy and security of other Customers, and to follow all of Koin’s instructions regarding the viewing, inspection and bidding of diamonds.
8. THE PLATFORM
8.1 Bids must be submitted on the Platform.
8.2 The Customer may request at the time of inspection to be trained on how to use the Platform upon which the bids are to be submitted. For technical guidance during the bid submission process, the Customer may also contact a Koin representative.
8.3 The Customer agrees not to use the Platform for any purpose other than participation in the Sale in which that Customer may be entitled to participate.
8.4 At the time of registration, each Customer will be given unique login credentials to access the online bidding platform. The Customer shall be responsible for maintaining the security and confidentiality of such login details and shall immediately notify Koin in case of their loss or theft. Koin will not be responsible for the misplacement, loss or misuse of the Customer’s username or password.
8.5 The Customer shall implement and enforce procedures to ensure that, and represents and warrants that all its Representatives are, fully conversant with the operation of the Platform and comply with these Terms and Conditions.
8.6 The Customer represents and warrants that a bid submitted on the Platform by one of its Representatives shall be submitted by an individual who is legally authorised to take a financial commitment on the Customer’s behalf. Koin shall have the right to deem any Representative placing a bid to be legally authorized to bind the Customer.
8.7 Access to the Platform is on an “as is” basis. Koin does not guarantee uninterrupted access to the Platform and shall not be liable for any technical problems, which may render the Platform inoperable.
8.8 Where a Customer or its Representative is unable to submit a bid through the Platform (whether due to a failure of equipment either of Koin, of the Customer, the Representative, or of any other person or due to difficulties in Internet connection or otherwise) Koin shall, in its sole discretion, be entitled to accept duly signed and dated bids from that Customer on physical paper in a sealed envelope, by email or other means of electronic communication, but in any event before the end of the bid submission period. If Koin declines to do so, that Customer shall not be able to participate in the sale except through the Platform. For the avoidance of doubt, Koin’s discretion shall not be limited by Koin accepting bids by email or other means of electronic communication from any other Customer, nor by Koin having accepted such bids from the Customer on any previous occasion.
8.9 For the avoidance of doubt, Koin shall have no liability whatsoever to any Customer or its Representative for any losses whatsoever and howsoever arising out of or in connection with the partial or total inability of the Customer (or its Representative) to submit or withdraw a bid through the Platform or any exercise by Koin of its discretion under these Terms and Conditions. The Customer accepts this exclusion of liability and waives its possible rights in this respect.
8.10 In the event of any occurrence which, in the sole discretion of Koin, impairs the proper functioning of the sale or of the Platform, Koin may, in its sole discretion, cancel, stop, extend or suspend the sale and, where applicable, restart the sale either from the beginning or from any such point that, in the opinion of Koin, the sale has been impaired. In exercising this discretion, Koin may deem the whole or any part of the sale that has taken place prior to such time to be cancelled. The effect of such cancellation will be as though such part or all of the sale had not taken place.
8.11 The Platform contains confidential information, which is the exclusive property of Koin. The Customer or its Representative shall not use the Platform for the purpose of reverse-engineering/plagiarism and/or adapting the logic, the general aesthetics or any part of its content. Customer shall notify Koin if it becomes aware of any unauthorised use of the Platform content by a third party.
9. TENDER BID SUBMISSION PROCEDURE
9.1 Koin shall have absolute discretion as it sees fit in relation to the conduct of the Sale, including and without limitation:
9.1.1 the time at which the Sale shall take place (and Koin shall not be obliged to commence the Sale or make any sales in the Sale at any particular time or at all);
9.1.2 the right to move the physical Sale site;
9.1.3 the right to change the Sale schedule;
9.1.4 the right to withdraw from a sale any lot at any stage prior to the end of the bid submission period;
9.1.5 the right to prevent any Customer or its Representative from accessing the Platform;
9.1.6 the right to accept or reject a bid, whether submitted on the Platform, by email or by telephone; and
9.1.7 the right to reject any bid at any stage prior to the existence of a binding contract of sale.
9.2 In order to be protected from inadvertently over-stretching their budget(s) and to be able to bid with full confidence, Customers may be requested to predefine their overall “Purchase Limit”, i.e. the maximum amount a Customer is prepared to spend at the relevant sale:
9.2.1 The value of the Purchase Limit shall not be lower than the value of the highest individual bid submitted or lower than 75% of the total bid commitment of all bids tendered, whichever is greater;
9.2.2 In the case that a Customer (or its Representative) has submitted several successful bids and the total amount of the lots won exceeds its Purchase Limit, Koin shall reduce the Customer’s total purchase to an amount that is below or equal to its pre-defined Purchase Limit. To do so, Koin shall allocate to the Customer one or several lots for which the Customer has submitted the highest bid by the highest margins relative to the reserve price and to the second highest bidder, so that the total of lots won does not exceed the pre-defined Purchase Limit;
9.2.3 Customers may modify their Purchase Limit within the limitations set out in clause 9.2.1 above at any time prior to the end of the bid submission period; and
9.2.4 Customers’ bids, which have not been submitted through the Platform, shall be considered without Purchase Limit (i.e. unlimited), unless otherwise specified by the Customer or its Representative at the time of submission, whether in a sealed envelope, through email, telephone or otherwise.
9.3 The bidding currency is United States dollars ($) and a bid must be entered in respect of each lot individually and not in respect of a combination of lots.
9.4 Bids can be entered in United States dollar value per carat ($/ct) amount or in total value per lot ($); whichever field is entered; the other field is calculated and populated automatically.
9.5 Bids can be submitted, edited, or cancelled at any time up until the end of the bid submission period.
9.6 Bids are submitted through a secured and encrypted connection, which prevents Koin from seeing before the closure of the submission period the lots which Customers have placed a bid on as well as the submitted value.
9.7 A Customer shall not be entitled to withdraw a bid after the closure of the submission period.
9.8 Once the submission period has ended, any bid shall stand as an offer to buy the lot in respect of which the bid is made.
9.9 The Customer will be solely responsible for any bid tendered (on its behalf) and must ensure to place its bids (or have its bids placed) accurately for the desired lot. Koin will not be responsible for any errors of the Customer or its Representative and any Customer bid tendered will be binding on the Customer.
10. TENDER RESULTS OPENING
10.1 Koin shall open the submitted bids only after the closure of the bid submission period.
10.2 The seller of any lot (the “Seller”) may, in its absolute discretion, set a reserve price at which it is willing to sell a particular lot and may at any time reduce or waive such reserve price.
10.3 Koin shall not be obliged to disclose the reserve price of any particular lot tendered to any Customer.
10.4 The Seller may, in its absolute discretion, accept or reject any submitted bids.
10.5 Where two or more Customers have bid the same winning price, Koin shall contact by phone or email each Customer informing them that they are joint-highest bidder with one or more parties, and offer them the opportunity to review their bidding price. Should both Customers be unreachable or decide to keep the same bid within thirty (30) minutes after having been notified, Koin will consider such Customer the winning party who has submitted his bid first.
10.6 Koin shall be entitled, but not obliged, to publish on the Platform and/or to send the final results of the tender by email to the bidding Customers.
10.7 In the interest of all parties, including the bidding Customers and Koin, no results will be communicated to a bidding Customer in the event the placed bid(s) by that Customer is deemed to be a non-competitive bid (“NCB”). A qualification as NCB is at the sole discretion of Koin.
11.1 Notwithstanding anything to the contrary, prior to the existence of a binding contract of sale the Seller reserves the right, at its sole discretion, to refuse to sell any particular lot won to any successful bidder for any reason.
11.2 A binding contract of sale is concluded between the Seller and a Customer in respect of any lot won by that Customer only when the Customer has been given notice by Koin that it is the winning Customer and Koin has submitted to that Customer its invoice in respect of that lot.
11.3 In events where Koin has erroneously (for whatever reason) notified a Customer of having placed the winning bid for any Sale, Koin reserves the right to cancel the sale to the erroneously notified Customer without providing the Customer with any further explanation.
11.4 Koin shall issue an invoice in United States dollars for the lot(s) won within one to three (1–3) Working Day(s) after the announcement to the winning Customer.
11.5 During the course of any inspection of diamonds related to a Sale, the weight of any given lot might be reduced by a few hundredths of carat. By bidding on the tendered lots, Customers recognise and accept the risk of marginal weight reduction, inherent to the handling of goods. Prior to invoicing, Koin shall perform a weight reconciliation of the won lot(s) to ensure that the winning Customer pays the correct total price based on the final weight of the lot.
11.6 Each winning Customer shall within two (2) Working Days after Koin has sent its invoice pay in United States dollars the winning price for each lot which the Customer has won by electronic bank transfer to the bank account stated in Koin’s invoice.
11.7 The invoice shall only be issued to the winning Customer and payment shall only be accepted from the authorized company bank account . Customers may split a payment between several companies as long as each of the invoiced companies is a fully registered and approved Customer.
11.8 In the event that a Customer is unable to pay the invoice from the authorized Company bank account, the Customer shall inform Koin in writing of the details of any different bank account that it intends to use to pay the invoice. Koin is under no obligation to accept payment from an alternate bank account and may carry out whatever ‘know your customer’ checks it deems necessary in respect of such alternate bank account.
11.9 The details of the bank account upon which the payment must be made shall be those specified on the invoice issued by Koin and no other bank account. Such invoice shall only be sent by email through encrypted connection. Koin never sends to any Customer separate notifications of change of bank account details. In the event a Customer receives a notice regarding bank account details that is not sent through an encrypted connection, Koin hereby notifies the Customer that such notice is fraudulent and the Customer will be solely liable for any losses incurred due to relying on such notice. In the event a Customer specifically requests an electronic softcopy of an invoice in writing via any other electronic means, Koin accepts no responsibility whatsoever for security and verification of details in that invoice.
11.10 In the event that any payment by the Customer results in Koin being charged bank charges, Koin shall be entitled to invoice to the Customer the same amount as Koin is charged by the bank.
11.11 If a Customer fails to pay the price and, if applicable, the charges in respect of a lot won within two (2) Working Days after having received the invoice, without prejudice to any and all of the Seller’s rights against the Customer, including, but not limited to damages associated with such default, Koin may at any time by merely sending a written notice and without any prior notice effect the termination of its obligations to sell and deliver diamonds within the relevant lot or all of the lots won by that Customer. The Customer may be excluded from participation in any future Sale and the Seller may decide in its absolute discretion to offer the relevant lot(s) to the second highest bidder. The Customer shall be subject to a default fee of 10% of the total of its winning price for all of the lots that are covered by the termination notice regardless of whether or not such lots are offered or purchased by another bidder. The Customer expressly agrees that payment of the default fee shall not prejudice Koin’s right to recover further losses, damages, or expenses (including, but not limited to, the difference between the price of a lot and the price or prices at which Seller sells the diamonds in that lot). The Customer expressly agrees that the default fee is not a penalty and that Koin may retain the Customer’s deposit to pay for the default fee.
12. COLLECTION AND DELIVERY
12.1 Each winning Customer shall, following receipt of full payment (including charges, if applicable) by Koin, collect its winning lot(s) at Koin’s premises or as otherwise notified by Koin.
12.2 Swift copies cannot be accepted as evidence of payments and no lot(s) will be released on such basis.
12.3 A winning Customer shall not be permitted to collect any diamond within a won lot or any lot within a group of won lots until Koin has received full payment for all lot(s) won. In the event that one or more winning Customers are related to each other (i.e. affiliated companies), all of such winning Customers shall not be permitted to collect any diamond within a won lot or any lot within a group of lots until Koin has received full payment for all lots won by such affiliated companies.
12.4 Title of ownership in the lot(s) won shall pass to the winning Customer on the receipt by Koin of full payment.
12.5 Prior to collecting any lot(s) won from Koin, the Customer will inform Koin by email of the identity of the person collecting the lot(s). The Customer will send a copy of such person’s identification documents to Koin in order to enable Koin to ensure that the relevant lot(s) will not be handed over to a person who is not authorized by the Customer. The person collecting the lot(s) will be required to present the same identification document to Koin at the time of collection.
12.6 Before collecting any lot(s) won, the winning Customer, its authorised Representative and/or its nominated courier shall sign Koin’s form of receipt.
12.7 If the winning Customer requests the winning lot(s) to be shipped, it is in Koin’s sole discretion to agree to arrange for such a shipment, in which case Koin shall inform the winning Customer of the shipment details of lot(s) won.
12.8 The winning Customer may be charged additional insurance and storage costs in case the won lot(s) has not been collected two (2) Working Days after receipt of the full payment
12.9 The winning Customer acknowledges and agrees that Koin is not liable for the winning lot(s) and all risk of loss shall pass to the Customer once the lot(s) have left the Seller’s premises; insurance for the won lot(s) shall be the responsibility of the winning Customer once the won lot(s) has left the Seller’s premises even if the Seller and/or Koin have agreed to arrange for shipment.
12.10 All transport, export, shipping insurance, diamond office tax fees and associated costs shall be borne by the Customer and must be paid in full prior to the lot(s) being shipped.
12.11 The Customer undertakes, represents and warrants to comply with all laws, including, but not limited to export/import control and trade sanction laws and regulations, which may apply to the lot(s) won. This compliance is the Customer’s sole responsibility, and Koin shall not be held responsible for any breach of the export/import and sanctions rules by the Customer.
12.12 No return of goods after collection or delivery will be accepted.
13. WINNING CUSTOMER ACKNOWLEDGEMENT
13.1 The winning Customer acknowledges and agrees that: (i) it has been given an opportunity to inspect the diamonds purchased; (ii) it has the sole responsibility to complete its own due diligence concerning the diamonds purchased; and (iii) it is not relying on any information, representation or warranty provided by the Seller, its affiliates and/or Koin with regard to the diamonds purchased.
13.2 Lot(s) won may not be inspected by the winning Customer unless payment for such lot(s) has been received by Koin.
14. COLLUSION AND CONFIDENTIALITY
14.1 No Customer shall disclose to any other Customer, or to any other person whatsoever, any information relating to the Sale. Without prejudice to the generality of the phrase, “information relating to the Sale” shall include:
14.1.1 identification of the lot(s), which a Customer intends to bid on, is considering bidding on, or has bid on; and the price that a Customer intends to bid on, is considering bidding on, or has bid on, any lot(s). In particular, no Customer shall agree with any other Customer the lot(s) for which any of them will or will not bid and/or the level of any bid that any of them will make; and
14.1.2 any and all information concerning the Platform, including but not limited to, the web address that is used for accessing the Platform and the username and password associated with any Customer.
14.2 If a Customer engages in collusive acts, or does not maintain the required confidentiality, without prejudice to all of Koin’s rights (including but not limited to terminating or recovering damages for breach of contract), Koin may:
14.2.1 recover from the Customer any losses or damages arising out of the collusive act or breach of confidentiality, which are fixed at a lump sum of Fifty Thousand United States dollars ($50,000) by way of an agreed genuine estimate of liquidated damages by all parties, subject to Koin’s right to claim and receive from Customer a higher amount if it appears that the damage from such breach exceeds such sum;
14.2.2 recover from the Customer any benefit accruing to the Customer by reason of the Customer’s collusive act or breach of confidentiality. The Customer shall hold such benefit on trust for Koin; and
14.2.3 terminate any of Koin’s obligations to sell or deliver any diamonds (whether pursuant to these Terms and Conditions or otherwise) to the Customer.
14.3 To avoid any conflict of interest, the Seller and/or Koin shall not bid on any of the lots tendered.
14.4 Koin shall not communicate the name of the winning Customers unless specifically authorised by the winning Customer.
14.5 The public disclosure of winning bid values is solely at the Seller’s and Koin’s discretion.
15. PRIVACY STATEMENT
15.1 Koin is committed to protecting personal information and other data which has been provided to Koin via e-mail, fax or phone and/or on the Platform.
15.2 The contact person for data protection at Koin International DMCC is:
Name: Mitch Freedman
Phone: +971 58 561 0203
Koin reserves the right to add or change its Privacy Statement at its sole discretion, without prior notice. The latest version is always available on: https://koininternational.com/document/term.
16.1 Except as otherwise expressly provided in these Terms and Conditions, Koin may give any notice under these Terms and Conditions to any Customer by such mean as Koin, in its sole discretion, deems fit.
16.2 Any notice, including an invoice, shall be effective upon receipt and shall be deemed to have been received by the Customer at 9.00 am on the third (3rd) Working Day after posting, if sent by registered post or at the time of transmission in legible form if delivered by email.
17. AMENDMENTS TO THE TERMS & CONDITIONS AND TRANSFER OF RIGHTS
17.1 These Terms & Conditions supersede and replace all previous Terms and Conditions of Koin in relation to the conduct of a diamond sale via the Platform.
17.2 Koin shall be entitled to amend these Terms and Conditions by making such amended terms available on the Platform, prior to the Customer’s participation in the Sale to which the amended terms shall apply.
17.3 For referential purposes, the current version of these Terms & Conditions shall be available on the Platform.
17.4 The Customer is not entitled to transfer any of its rights or obligations under these Terms and Conditions and the agreements with Koin, either whole or in part, to any third party without the prior written consent of Koin. Any such assignment or transfer without the prior written consent shall be null and void.
17.5 The provisions of these Terms and Conditions shall be interpreted so as to be valid and enforceable under the applicable law. If one or more provisions of these Terms and Conditions is found to be invalid, illegal or enforceable, in whole or in part, the remaining provisions shall not be affected.
18. GOVERNING LAW AND JURISDICTION
18.1 The Terms and Conditions and any contract pursuant to them shall be governed by and constructed in accordance with the laws of England and Wales. All disputes shall be exclusively brought before the Courts of London, England.
[Updated: 28 June 2022]
+ (971) 58 561 0203
43A Almas Tower
JLT, Dubai, UAE