2012 TERMS AND CONDITIONS OF SALE
This Bidder Agreement (“Agreement”) is made between Red Carpets Auction (Pty) Ltd (“Red Carpets Auction”) and the person or entity submitting this Bidder Agreement as listed on the reverse side of this Agreement (“Buyer”). These terms and conditions apply to the following auction events in 2012: Vanderbijlpark, South Africa.
LIMITATIONS AND DISCLAIMERS
(A) Each Lot is consigned to Red Carpet Auctions by the seller shown on the Consignment Agreement (“Seller”). Each Lot is sold “AS IS - WHERE IS”, with all faults and defects, and with all errors of description. Buyer understands that (i) any and all information concerning any Lot is provided by Seller; (ii) Red Carpet Auction does not make any representations or express any opinions of its own concerning any Lot; and (iii) Red Carpet Auction does not examine any Lot or any component of any Lot, research the title documents or the provenance of the Lot or verify any information provided by Seller, nor does Red Carpet Auctions undertake any duty to do any of the foregoing for the benefit of Buyer or anyone else. Buyer acknowledges that Red Carpet Auctions only duty toward Buyer is to transfer the Lot to Buyer “AS IS - WHERE IS”, upon full performance by Buyer under this Agreement and at the times specified in this Agreement. Except with regard to such duty, Buyer hereby waives and releases Red Carpet Auctions from and against any claim, demand, liability, or expense of any kind arising out of or related to the Lot, expressly including without limitation any assertions of negligence (including negligent misrepresentation), breach of contract or breach of warranty. Buyer agrees not to join Red Carpet Auctions as a defendant in any action or proceeding arising directly or indirectly out of the condition of the Lot or any alleged representations concerning the Lot, and further agrees to look solely to Seller with respect to such matters. If Buyer fails to comply with this provision, Buyer agrees to reimburse Red Carpet Auctions for all costs, expenses and fees, including attorney fees, in defence of such claims.
(B) Red Carpet Auctions expressly disclaims all warranties, express or implied, concerning the Lot, including the warranties of merchantability or fitness for any particular purpose(s). Buyer represents that the amounts bid for any Lot are based solely on Buyer’s own independent inspection and evaluation of that Lot. As a material inducement to this agreement: (i) Buyer has undertaken to make his own examination of any Lot before bidding; and (ii) assumes all risk of any non-conformists in any Lot. Buyer further acknowledges that he has not relied upon any assumptions regarding Red Carpet Auction knowledge concerning the Lot or the Seller, or upon any oral or written representations by Red Carpet Auction, including without limitation any representations as to condition, year or age, serial or identification number, make, model, mileage, equipment, genuineness or authenticity, originality, previous use or ownership, manufacturing or restoration processes of any Lot or any component of any Lot. Finally, Buyer acknowledges that his invocation of the mediation provisions set forth in Section 5(B) below does not create any warranties, express or implied, and that Red Carpet Auction shall have no liability to Buyer or Seller as a result of its facilitation of any mediation.
(C) All Statements contained in any catalogs, brochures or advertisements of any type pertaining to the sale, including without limitation any statements concerning condition, genuineness or authenticity, origin or provenance, previous use or ownership, manufacturing or restoration processes, year or age, serial number, make, model or mileage of any Lot or of any component of any Lot, are either expressions of opinion or are for ease of identification only, and they are not to be relied upon by Buyer
as representations of fact. Buyer assumes all risks associated with any nonconformity of any Lot or any component of any Lot and, as a condition of Buyer’s participation in the auction, Buyer represents that he will conduct any inspections and examination necessary to satisfy himself of all material facts before making any bid.
(D) Neither Red Carpet Auction, nor Seller, or any agent, employee or representative of Red Carpet Auctions or Seller has given or authorized any other person to give any oral or written affirmation, representation, warranty or guarantee concerning any Lot. Red Carpet Auction assumes no liability for any affirmations, representations, warranties or guarantees made by Seller to Buyer.
(E) Buyer acknowledges that Red Carpet Auction must comply with S.A.-mandated economic and trade policies and that such compliance may include reviewing individual customer and/or transactional data for compliance.
2. COMMISSIONS AND FEES
(A) A BUYER’S PREMIUM OF 10% OF FINAL BID PRICE IS PAYABLE BY THE BUYERS OF ALL VEHICLE LOT. Buyer understands and agrees that he must pay the sum equal to 10% for any vehicle Lot purchased at this auction, that this fee will be automatically included in the final settlement figure, and that he will be subject to applicable taxes and license fees. Sales tax, if applicable, will be charged on the final total of hammer price plus premium.
(B) Buyer will be required to pay all applicable taxes, license fees, or other fees levied by any authority, unless Red Carpets Auction receives satisfactory proof of exemption (to be determined in Red Carpet Auction sole discretion). There are no refunds once Red Carpet Auction has paid taxes and license fees (typically two weeks). Buyer acknowledges that the bidder registration fee paid to participate in the auction is not included in or deducted from the total price of the auctioned vehicle.
(C) Buyer agrees that if he acquires or if any related entity or person acquires, within 60 days after the auction date, any Lot consigned to the Red Carpet Auction that is not sold through the auction for any reason Buyer will be obligated jointly and severally, with the Seller, for the immediate payment to Red Carpet Auction of a commission in the amount of 18% (no reserve Lots) or 20% (reserve Lots) of the sale price of the Lot.
(A) All bidder fees are non-refundable and non-transferrable.
(B) A valid method of payment must be submitted for each auction event to ensure that Buyer has current information on file. Buyer shall bring a bank reference and a copy of Buyer’s signature certified by that bank. Buyer agrees to pay for all Lots on the day of sale in S.A. currency, bank check. Personal checks may be accepted, at Red Carpet Auction sole discretion, but only if accompanied by irrevocable bank letter of guaranty in favour of Red Carpet Auction stipulating Buyer’s credit limit on the day of the sale. There shall be no deviation from this provision without the prior written consent of Red Carpet Auction. Buyer hereby authorizes Red Carpet Auction to recover lost commissions or fees due to red Carpet Auction should Buyer default and charge this amount to Buyer’s American Express, Discover, Visa or MasterCard or to recoup such commissions or fees through any other available means of payment.
(C) Buyer acknowledges and agrees that he is expressly prohibited from submitting a bid for purchase of any Lot if any such single or cumulative bid(s) exceed(s) Buyer’s credit limit on file with Red Carpet Auction for the auction then in progress. If Buyer circumvents this provision of the Agreement and succeeds in entering a winning bid in excess of his credit limit, Buyer hereby warrants and agrees that he shall remain fully liable to Red Carpet Auctions and to Seller for the complete purchase price, plus applicable fees and commissions, and that funds shall be remitted to Red Carpet Auctions on the day of sale.
(D) Should Buyer default upon the purchase in any manner, for any reason, Buyer agrees to pay Red Carpet Auctions the full sum of both the Buyer’s premium and Seller’s commission. This sum is due and payable without relief. Buyer also agrees to pay any court cost, attorney fees, storage, or other related cost or expense of any kind or nature whatsoever incurred by Seller or Red Carpet Auctions as a result of Buyer’s default. This provision is in addition to and in no way supersedes or replaces Buyer’s financial responsibility regarding such purchase.
4. PASSING OF TITLE
(A) Upon the fall of the Auctioneer’s hammer, title of the offered Lot will pass to the highest Bidder acknowledged by the Auctioneer, subject to the conditions set forth herein, and at such time Buyer: (i) Assumes full risk and responsibility for the Lot and neither Red Carpet Auction nor its agents shall be
responsible for the loss of, or any damage to, any article due to theft, fire, breakage or any cause whatsoever; (ii) will sign a Contract of Sale confirming purchase of the Lot; (iii) will pay the full purchase price plus applicable commission; (iv) will ensure the purchased vehicle complies with any emissions testing requirements in the applicable jurisdiction (South Africa sales); and (v) will warrant and agree that he will perform the necessary steps to document the transfer of title in accordance with applicable