Terms of Service

These Terms of Service ("Terms") are a binding agreement between you and Vortex Lab Limited ("Auxilot", "we", "us"), which operates the Auxilot online auction platform, including the website, apps and related services (the "Platform").

By registering, bidding, listing or otherwise using the Platform, you confirm that you:

• are at least 18 years old and able to enter into binding contracts;
• are acting for yourself, or are authorised to act for the business you register; and
• have read and accept these Terms and our Privacy Policy.

Each auction or lot may have additional conditions shown on its page (for example inspection, collection or document requirements). Those conditions form part of these Terms for that lot. If they conflict with these Terms, the lot conditions apply to that lot.

• "Seller" or "Merchant": a registered business that lists Lots on the Platform.
• "Bidder": a registered user who places Bids. The "Winning Bidder" is the Bidder whose Bid wins a Lot.
• "Auction": a timed sale event made up of one or more Lots.
• "Lot": an item or group of items offered for sale in an Auction.
• "Bid": an offer to buy a Lot at a stated amount. A "Proxy Bid" is an instruction for the Platform to bid for you, step by step, up to a maximum you set.
• "Bid Step": the minimum amount by which a new Bid must exceed the current Bid. Bid Steps depend on the current price and the Lot currency.
• "Reserve Price": the lowest price the Seller will accept for a Lot. It is confidential.
• "Deposit": the refundable amount a Bidder must pay before bidding on a Lot.
• "Hammer Price": the amount of the Winning Bid.
• "Buyer's Premium": a fee charged to the Winning Bidder, calculated as a percentage of the Hammer Price.
• "Invoice": the statement issued to the Winning Bidder showing the Hammer Price, Buyer's Premium, applicable taxes, the Deposit credit and the balance due.

Auxilot runs the Platform on which Sellers offer Lots and Bidders bid for them. The Seller is the owner (or authorised agent of the owner) of each Lot, and the sale of a Lot is between the Seller and the Winning Bidder.

We review Lots before they are published, run the bidding, collect Deposits and Invoice payments, and pass the information needed to complete the sale between the Seller and the Winning Bidder. We do not own, inspect or guarantee the Lots unless a Lot page says otherwise.

• Give accurate, complete and current information when you register, including the identity and business details and documents we ask for, and keep them up to date.
• You may hold only one account. A business account must be opened by a person authorised to act for that business.
• We may check the information and documents you provide, ask for more, and refuse, limit or suspend an account that we cannot verify.
• Signing in requires your password and a one-time code (OTP) sent to you. Keep your password, devices and codes private. Never share an OTP with anyone, including people who say they work for Auxilot.
• You are responsible for all activity on your account. Tell us immediately if you think someone else has used it.

• Each Lot requires a Deposit before you can bid on it. The amount and currency are shown on the Lot page. A Deposit covers that Lot only.
• You can bid once your Deposit has been approved. We may reject a Deposit we cannot confirm.
• If you do not win the Lot, your Deposit is returned to you within 3–5 days after the Auction closes, through the payment channel you used or another channel we agree with you.
• If you win, your Deposit is credited against your Invoice.
• If you win and do not pay your Invoice by the due date, your Deposit may be forfeited (see Non-Payment and Default).
• Deposits do not earn interest.

Placing Bids

• Bids must be at least the minimum next bid shown on the Lot page, which is the current Bid plus one Bid Step. The first Bid must be at least the starting price.
• All Bids, the Deposit and the Invoice for a Lot are in that Lot's currency. No currency conversion is applied during bidding.
• The time recorded by our servers is final for deciding when a Bid was placed and when an Auction closes.
• Bids cannot be withdrawn or cancelled once placed.

Proxy Bids

When you set a Proxy Bid, you authorise the Platform to bid for you by the smallest amount needed to keep you in the lead, up to your maximum. Your maximum is never shown to other Bidders or to the Seller. If your maximum is at or above the Reserve Price, the Platform may bid for you straight up to the Reserve Price. A Proxy Bid does not guarantee that you will win.

Reserve Price

The Reserve Price is confidential. The Lot page shows only whether it has been met. If no Bid meets the Reserve Price, the Lot is not sold at that price and the Seller is not obliged to sell.

Equal Bids and Closing Time

• If two Bids are for the same amount, the earlier Bid takes priority. This applies equally to manual Bids and Proxy Bids.
• A Bid placed in the last 5 minutes of a Lot extends its closing time by 5 minutes. This can happen more than once.

Our Rights

We may refuse a Bid, cancel Bids, pause or extend an Auction, or withdraw a Lot where we reasonably believe there has been a technical fault, an obvious error in a Lot, fraud, bid manipulation or a breach of these Terms. Outbid alerts and reminders are a convenience; you are responsible for following the Auctions you bid on.

• When an Auction closes, the highest Bid that meets the Reserve Price wins the Lot, subject to the equal-bids rule above.
• We issue the Winning Bidder an Invoice showing the Hammer Price, the Buyer's Premium, VAT or other taxes that apply in the Lot's market, the Deposit credit and the balance due.
• The Buyer's Premium rate is shown on the Invoice. It is currently 10% of the Hammer Price, and VAT is charged on the premium at the rate for the Lot's market.
• You must pay the balance in full by the due date on the Invoice (currently 3 days after the Auction closes), using one of the payment channels listed on the Invoice and quoting the Invoice number as your reference.
• Payment is complete only when we have received and confirmed the funds. Any charges made by your bank or payment provider are yours to pay.
• You are responsible for any import duties, customs charges, registration or transfer fees, and other taxes that apply to you or to the transfer of the Lot.

If you do not pay your Invoice in full by the due date, we may do any of the following:

• cancel the Invoice and the sale;
• keep your Deposit for that Lot;
• suspend or close your account and refuse future Deposits or Bids;
• offer the Lot to another Bidder or include it in a later Auction; and
• with the Seller, recover any further loss caused by your default, as allowed by law.

• After your payment is confirmed, you arrange collection with the Seller at the place stated on the Lot page, within the time stated there.
• To make this possible, the Seller receives the Winning Bidder's contact details, and the Winning Bidder receives the Seller's contact details.
• Lots are sold as seen. Inspect the Lot at collection. Unless the Lot page says otherwise, neither Auxilot nor the Seller gives any warranty about condition, quality or fitness for purpose beyond what the law requires.
• Auxilot does not deliver Lots. Transport, insurance and the cost of collection are your responsibility, and risk passes to you when the Lot is handed over to you or to someone collecting for you.
• If you do not collect within the stated time, the Seller may charge reasonable storage costs or treat the sale as in default.

If you list Lots as a Seller, you also agree that:

• you own each Lot or are authorised to sell it, and it is free of undisclosed claims or encumbrances;
• each Lot is described accurately and completely, including known defects, and its photos and documents are genuine and of the actual item;
• Lots are published only after approval, and a Lot can be changed only until it receives its first Deposit or Bid;
• you will sell to the Winning Bidder at the Hammer Price when the Reserve Price (if any) has been met;
• you, your staff and anyone connected with you will not bid on your own Lots or ask others to do so;
• you will use a Bidder's details only to complete the sale of the Lot that Bidder won, and keep them confidential; and
• you will release the Lot only after we confirm payment, and hand over all documents promised in the listing.

Seller fees, payout timing and other commercial terms are set out in the Seller's agreement with Auxilot.

Prohibited Lots

• Weapons, ammunition, explosives, and items controlled by arms regulations.
• Drugs, controlled substances and related paraphernalia.
• Stolen, counterfeit or illegally obtained goods, or goods that infringe intellectual property rights.
• Protected wildlife and wildlife products.
• Any item whose sale is prohibited or restricted by law, unless all required licences are in place and disclosed.

Prohibited Conduct

• Shill bidding, bidding on your own Lot, collusion between bidders, or any other attempt to manipulate an Auction.
• Opening more than one account, or using another person's account.
• Using bots, scripts or automated tools to bid, or scraping the Platform.
• Trying to get around the Platform to complete a sale of a Lot off the Platform.
• Fraud, money laundering or any other unlawful use.
• Attempting to access accounts, systems or data you are not authorised to access, or interfering with the Platform.
• Harassing or abusing other users or our staff.

Our Privacy Policy explains how we handle personal data. In short: other Bidders do not see your identity, Sellers see Bidders only under a pseudonym while bidding is open, and only the Winning Bidder's contact details are shared with the Seller of that Lot.

The Auxilot name, logo, software, design and content we create belong to us or our licensors. You may not copy or reuse them without our written permission.

Sellers keep ownership of the descriptions, photos and documents they upload, and give us a non-exclusive, royalty-free licence to use, display and adapt them to run and promote the Platform and the Auctions.

• We aim to keep the Platform available at all times but do not guarantee uninterrupted or error-free service. Bidding depends on your device and internet connection, and we are not responsible for Bids that do not reach us.
• The Platform is provided "as is". Information about Lots is provided by Sellers, and Bidders should make their own checks before bidding.
• To the extent the law allows, we are not liable for indirect or consequential loss, loss of profit or loss of opportunity, and our total liability to you in connection with any Lot is limited to the fees we received from you for that Lot.
• Nothing in these Terms limits liability that cannot be limited by law.

You may ask us to close your account at any time. We may suspend or close an account for a breach of these Terms, suspected fraud, failure to pay, inability to verify your details, or where the law requires it.

Closing an account does not cancel Bids already placed, Invoices due, or sales in progress. The sections on Deposits, Payment, Default, Liability and Disputes continue to apply after closure.

If you have a complaint about a Lot, an Auction or your account, contact us first so we can try to resolve it. Please do so within 14 days of the Auction closing for issues about a specific Lot.

These Terms are governed by the laws of the Republic of Uganda. Any dispute that cannot be settled by discussion will be referred to the courts of Uganda, unless the law where you live gives you a right to bring it elsewhere.

We may update these Terms. We will show the date of the latest version at the top of this page and tell registered users about material changes before they take effect. Changes do not affect Bids placed before the change. If you keep using the Platform after a change takes effect, the updated Terms apply.

• Operator: Vortex Lab Limited
• Address: Plot 9 Basangwa Lane, Muyenga, Kampala, UG
• Email: info@vortexlabug.com