Terms of Sale
1.?"Kedem" Public Auction House ("Kedem") acts as agent for sellers of items to be offered for sale to the public ('the Sellers').
2.?"Kedem" will produce a catalogue for every sale ('The Catalogue'), which will include a list of items available at the sale, their serial numbers and opening prices. For the avoidance of doubt, information provided in the Catalogue, including opening prices, descriptions of items and any other information concerning the items, are solely for the purpose of information for potential buyers and are in no way to be construed as stand and\or obligation on behalf of "Kedem" and\or its employees and\or representatives. Kedem reserves all rights to the pictures that appear in the catalog.
3.?"Kedem" will appoint a person as manager of the sale ('the Auctioneer') who will be responsible on its behalf for the execution and management of the auction.
4.?The Auctioneer reserves the right to prevent participation in the auction of any person. The auctioneer reserves the right to determine the winner of each lot, to cancel the sale of any item (even after it's sold) or to re-enter it for sale, at his own discretion and at any stage whatsoever. The auctioneer also has the right to withdraw or add items to the sale and to add or withdraw from the Catalogue any information about an item to be offered in the auction on the basis of information received by "Kedem" after publication of the Catalogue.
5.?In order to participate in the auction, a potential purchaser must obtain a numbered paddle before the auction which will enable him to bid at the auction.
6.?The auction will be conducted using US Dollars as currency.
7.?On the fall of the hammer and the acknowledgment of the numbered paddle of the offeror by the Auctioneer, the offeror`s offer will be binding and will be considered to be accepted and title to the item will pass to the offeror whose offer was accepted ('the Purchaser'), subject to the fulfilment by the Purchaser of all payment obligations to "Kedem" as set out hereunder.
8.?The amount mentioned in an offer at a sale by a Purchaser which is accepted ('the Hammer Price') shall be paid to "Kedem" by the Purchaser, together with the commission of 25% of the Hammer Price ('the Commission') and Israeli VAT on commision only. Payment to "Kedem" shall be effected immediately upon the conclusion of the auction but, at any event, not later than seven days after the date of the auction.
9. Payment can be made in cash (New Israeli Shekels or US Dollars), check (NIS or US Dollars), credit card or via bank wire transfer.
10. It is the responsibility of the buyer to collect the purchased items directly from the offices of "Kedem," or have them collected by a delivery service or courier on his behalf. In certain cases in which a buyer so requests, "Kedem" can, at its sole discretion and without taking or accepting any responsibility for damages or loss, pack and ship the items to the buyer, provided the buyer pays in advance for the full cost of shipping and handling. The cost of shipping and handling varies according to type, size and weight of the package, the shipping method and the shipping destination. For further information about shipping methods and charges, please contact "Kedem."
11.?An item which is priced in US dollars will be calculated in New Israel Shekels in accordance with the representative rate of exchange as published by Israel Bank on the date of the auction.
12.?A Purchaser is liable to pay interest on any delay in payment, at the rate of 2% per month of the amount payable, with adjustments to index-link all outstanding amounts payable to the Dollar Exchange Rate
13.?The purchaser, whether for himself or for another, is obliged to pay for the items and take them. The auctioneer has the right to take any means he thinks appropriate to ensure the purchaser keeps his obligation, among these to cancel a sale, sell the item to another, charge the purchaser with any expenses caused to the auctioneer including interest and index linkage, sue for compensation, delay the release of the item and add all expenses to the sum due.
14.?"Kedem" is responsible for the information given regarding the items' nature, originality and condition. However all information given by "Kedem", in its capacity as agent for the consignor, and based on accumulated information and the experience of its experts. It is entirely the responsibility of the prospective purchaser to check and inspect the items to determine condition, quality, authenticity, size, authorship during the allocated time prior to the auction. The purchaser may submit in writing, any doubts regarding the authenticity and condition of the item within 30 days of the sale. If it is proven to "Kedem" that there has clearly been an error in the information which was given relating to any item, "Kedem" shall refund any sums paid by the purchaser and the item shall be returned to the possession of "Kedem". Subject to this obligation, the purchaser shall have no claims and\or further demands with respect to that item.
15.?A purchaser is obliged to collect the purchased item and to fulfill his obligations to pay for the item no later than seven days from the date of the sale of the item. For the avoidance of doubt, the right to possession of the item will pass only once the purchaser has fully filled his payment obligations as set out in these conditions.
16.?"Kedem" will represent, free of charge, potential purchasers who do not wish or who are unable to attend the auction. These potential purchasers are requested to complete the Rights to Bid form in the catalogue or website, no later than one day prior to auction. "Kedem" will not be liable, under no circumstances, for any error, emissions in connection therewith.
17.?Any potential purchaser who wishes to participate in the auction via telephone shall make the necessary arrangements within a reasonable time before commencement of the auction.
18.?The courts of Jerusalem, Israel, shall have the sole jurisdiction in any dispute between "Kedem" and the purchaser or any potential purchaser, based on the details of this agreement and\or related to the sale and\or to the transfer of any item.
19.?In any case of doubt the Hebrew version of this Terms Of Sale will be the binding document.
Payment
The following Terms and Conditions shall apply to all sales conducted by Salcedo Auctions.
1. BINDING TERMS
(a) The relationship between prospective buyers, Salcedo Auctions and the sellers shall be governed by the following:
(i) these Terms and Conditions;
(ii) any amendments to these Terms and Conditions that are made through posted notices or auctioneer's announcements during the auction;
(iii) any additional notices and terms that may be incorporated into the catalogues of Salcedo Auctions or in showroom notices, or announced by the auctioneer during the course of the auction; and
(iv) any contracts, agreements or documents signed by the parties relevant to the auction sale.
In case of conflict on the provisions of any of the foregoing sources of terms and conditions, the guidelines set forth in a document of a later date shall prevail.
(b) By bidding at auction, prospective buyers agree to be bound by these Terms and Conditions, including any amendments thereto, and any other notices and announcements issued or printed by Salcedo Auctions.
(c) These Terms and Conditions are controlling. No oral or written statements made by Salcedo Auctions in its catalogues, advertisements, bills of sale, showroom notices or announcements or through the remarks of an auctioneer, or otherwise, shall be deemed to create any warranty, representation or assumption of liability on the part of Salcedo Auctions.
2. ROLE OF SALCEDO AUCTIONS
Unless otherwise stated, Salcedo Auctions acts as an agent for the sellers of the Lots sold at auction. Thus, the contract of sale is between the seller and the buyer. The seller shall be solely responsible for any breaches of this contract of sale.
In instances where Salcedo Auctions owns a Lot, it shall act in a principal capacity as seller. The contract of sale will therefore be between Salcedo Auctions and the buyer.
3. BEFORE THE SALE
(a) Limited Due Diligence by Salcedo Auctions and Buyers' Responsibility
Salcedo Auctions is not able to and does not perform a full and complete due diligence audit on each Lot. Moreover, the knowledge of Salcedo Auctions regarding each Lot is partially reliant on the information provided by the sellers. Salcedo Auctions does not guarantee the accuracy of the information provided by the sellers regarding the Lots. The sellers are responsible for all statements and representations made by Salcedo Auctions about the Lots that are based on the information provided by the sellers. As an agent, Salcedo Auctions shall not be liable for any misrepresentation or wrong information provided by the sellers with respect to the Lots.
Prospective buyers acknowledge these facts and accept their responsibility to carry out such investigations and inspections as may be necessary to satisfy themselves with respect to the Lots in which they may be interested in prior to the sale.
(b) Pre-Auction Viewings, Inspections and Road Tests
(i) The properties to be sold may be inspected by prospective buyers at pre-auction viewings. Prospective buyers are strongly encouraged to personally examine Lots that they may be interested in prior to the sale. Condition reports for specific properties are usually available upon request.
(ii) The seller of an automobile shall allow Salcedo Auctions and the specialist engaged by Salcedo Auctions to conduct road tests of the automobiles with prospective buyers. In the alternative, the seller shall make available an authorized driver for these road tests, provided that Salcedo Auctions notifies the seller of a road test at least 24 hours prior to the inspection of the automobile by a prospective buyer.
(iii) In accepting bids for Lots, Salcedo Auctions assumes that prospective buyers have undertaken a full inspection of the Lots and/or conducted a road test prior to bidding and that they have verified the condition of the Lots as well as the accuracy of their descriptions.
(iv) Salcedo Auctions and the sellers do not provide any guarantee with respect to the Lots sold at auction. Said Lots are sold on an "as is" basis.
(c) Descriptions of Properties
(i) All statements made by Salcedo Auctions in the catalogue entries or in the condition reports, or made orally or in writing elsewhere, are statements of opinion. Therefore, these statements cannot be construed or relied on as factual representations, implied or express warranties or assumptions of liability. Moreover, Salcedo Auctions and the sellers shall not be liable in any way for errors or omissions in the catalogues or any supplemental material. Buyers have the duty to satisfy themselves about the condition of the Lots sold at auction and the matters referred to in the catalogue entries.
(ii) References in the catalogue entry or the condition report to damage or restoration are for guidance only. These references should be evaluated by personal inspection by the bidder or a knowledgeable representative.
(iii) The absence of any reference to the condition of a Lot does not imply that the Lot is in perfect condition or completely free from wear and tear, imperfections or the effects of aging. Similarly, a reference to particular defects does not imply the absence of others.
(iv) Salcedo Auctions and the sellers do not make any express or implied warranty or representation of any kind or nature with respect to the merchantability, quality or fitness for certain purposes, roadworthiness, the correctness of the catalogue or other description of the physical condition, size, quality, rarity, importance, medium, material, genuineness, attribution, provenance, period, culture, source, origin, exhibitions, literature or historical significance of any Lot sold.
(v) In making express statements in its catalogue descriptions or condition reports, Salcedo Auctions shall exercise such reasonable care as is consistent with: (aa) its role as auctioneer; (bb) the information provided by the sellers; (cc) scholarship and technical knowledge; and (dd) expert opinions as of the date these expert opinions are made.
(d) Estimates
(i) Each Lot in the catalogue is given a low and high estimate. These estimates represent that range which, in the opinion of Salcedo Auctions, represents a fair and probable auction value. These estimates do not include the Buyer's Premium referred to in Section 6(a).
(ii) Pre-sale estimates are intended only as a guide for prospective buyers and are subject to revision. The actual prices realized for items can also fall below or above the range of these estimates. Thus, an estimate of the selling price should not be relied on as a statement that this is the price at which the item will sell or its value for any other purpose.
4. BIDDING AT AUCTION
(a) Admission to the Auction
Salcedo Auctions has the sole discretion to refuse to allow prospective buyers to be admitted to
or to participate in an auction.
(b) Registration Process
(i) Bidders must complete and sign registration forms and provide a government issued identification card (e.g., a passport or driver's license) before bidding.
(ii) As part of the registration process, bidders present at the live auction shall express their interest to participate in the auction by making a refundable deposit (in cash or in check) of Php 10,000.00 (the "Refundable Deposit"). The Refundable Deposit shall be refunded by Salcedo Auctions if the bidder does not purchase a Lot at the auction. In the event that the bidder purchases a Lot, the Refundable Deposit shall form part of the purchase price. If the successful bidder does not remit payment for the purchased Lot in accordance with the terms and conditions of Section 6 below, the Refundable Deposit shall be forfeited in favor of Salcedo Auctions and the Lot may be sold at a future auction.
(iii) For bidders present and registering to participate at the live auction who are unable to provide the Refundable Deposit in cash or in check, Salcedo Auctions, at its sole discretion, may accept full credit card details from the person wishing to register provided that an undertaking is signed allowing Salcedo Auctions to charge a PHP10,000 penalty on the aforementioned credit card in the event that the bidder is unable to pay the full purchase price in accordance with the terms and conditions of Section 6.
(d) Upon the completion of the registration process set forth above, Salcedo Auctions shall issue bidding paddles to the bidders.
5. CONDUCT OF THE AUCTION
(a) Sale and Withdrawal of Lots
(i) Unless otherwise announced by the auctioneer, all bids are per Lot as numbered in the catalogue.
(ii) Salcedo Auctions reserves the right to withdraw a Lot at any time prior to the commencement of bidding for such Lot and shall have no liability whatsoever for such withdrawal.
(b) Reserve
Unless otherwise indicated, a Lot shall be offered subject to a minimum price below which the Lot will not be sold (the "Reserve"). The Reserve shall not exceed the low pre-sale estimate at the time of the auction. As a general rule, the Reserve is agreed upon by Salcedo Auctions and the sellers. However, Salcedo Auctions has the right to set the Reserve in the absence of an agreement between Salcedo Auctions and the seller.
(c) Liability for Bids
Bidders shall be personally liable for their bids unless they have secured Salcedo Auction's prior written consent to act as agents for identified third parties acceptable to Salcedo Auctions. Provided that, bidders who act as agents shall be jointly and severally liable with their principals unless Salcedo Auctions expressly agrees in writing to look only to their principals for payment.
(d) Absentee Bids and Live OnLine Bids
Salcedo Auctions shall use reasonable efforts to carry out written absentee bids delivered prior to the sale. If written bids for identical amounts are received for a particular Lot and these turn out to be the highest bids at the auction, the Lot will be sold to the person whose bid was received and accepted first. The execution of absentee bids is a free service that is undertaken subject to other commitments of Salcedo Auctions during the auction. Thus, Salcedo Auctions shall not be liable for failure to execute a written bid or for errors or omissions committed in connection with said bid.
Salcedo Auctions shall use reasonable efforts to carry out live online bids that are placed or delivered in accordance with the terms and conditions set forth in the agreement between Salcedo Auctions and the third party provider of the online bidding platform. If live online bids for identical bids are received for a particular Lot and these turn out to be the highest bids at the auction, the Lot will be sold to the person whose bid was received and accepted first. The execution of online bids is a free service that is undertaken subject to other commitments of Salcedo Auctions during the auction. Thus, Salcedo Auctions shall not be liable for failure to execute an online bid or for errors or omissions committed in connection with said bid.
(e) Telephone Bids
Salcedo Auctions shall use reasonable efforts to contact prospective buyers who have made prior arrangements to place telephone bids in order for these buyers to participate in the auction. Salcedo Auctions shall not be liable for its failure to contact said bidders or for any errors or omissions made in connection with telephone bids since telephone bids are offered as a free service that is undertaken subject to the other commitments of Salcedo Auctions during the sale.
(f) Auctioneer's Conduct of the Auction
(i) The auctioneer has the discretion to commence and advance the bidding at the levels and increments which he considers appropriate. The auctioneer also has the right to divide or to combine any Lots. As a general rule, Salcedo Auctions will follow ten percent (10%) increments, subject to the condition that said increment may change from time to time or at any time during the auction if the auctioneer sees the need.
(ii) To implement the Reserve, the auctioneer may open bidding on any Lot by placing a bid on behalf of the seller. The auctioneer will not specifically identify bids placed on behalf of the seller. The auctioneer may further bid on behalf of the seller, up to the amount of the Reserve, by placing successive or consecutive bids for a Lot or by placing bids in response to other bidders. Unless otherwise indicated in the catalogue or by an announcement at the auction, Salcedo Auctions acts as agent on behalf of the seller and does not permit the seller to bid on his or her own property.
(iii) The auctioneer may refuse to acknowledge any bidder and to reject bids. He may also re-offer and resell a Lot (even after the fall of the hammer) if he believes that there may be an error or a dispute. The auctioneer has the right to determine the successful bidder and take such other actions as he deems fit under the circumstances. If any dispute arises after the sale, the Salcedo Auctions sales record shall be conclusive.
(g) Purchase of Lots and Buyer's Responsibility
Subject to the auctioneer's discretion, the highest bidder accepted by the auctioneer will be the buyer. The striking of the auctioneer's hammer shall mark the acceptance of the highest bid (the "Hammer Price") and the conclusion of a contract of sale between the seller and the buyer.
Upon the striking of the auctioneer's hammer, the buyer shall become liable for the payment of the Full Purchase Price (as such term is defined under Section 6(b) below). The buyer shall likewise assume full risk and responsibility for the purchased Lot (including, without limitation, liability for or damage to frames and glass covering prints, paintings or other works) upon the striking of the auctioneer's hammer.
6. AFTER THE SALE
(a) Buyer's Premium
Salcedo Auctions shall collect from the buyer a premium in addition to the hammer price of the Lot (the "Buyer's Premium"). The Buyer's Premium shall be 15%. No 12% Value-Added Tax (VAT) will be charged on the hammer price, but 12% VAT will be added to the Buyer's Premium. The buyer shall shoulder the payment of the Value-Added Tax on the Buyer's Premium. Salcedo Auctions reserves the right to revise these rates and/or announce special premiums at any time.
(b) Full Purchase Price
Salcedo Auctions must receive from the buyer the full amount due (the Hammer Price, the Buyer's Premium and any applicable fees, taxes and charges) in cleared funds not later than three (3) business days after the date of the auction (the "Full Purchase Price"). Unless prior written arrangements have been made, the Full Purchase Price shall be paid in Philippine Pesos (or based on Philippine Pesos). For the avoidance of doubt, the buyer shall be solely responsible for any currency conversion charges and wire transfer fees.
(c) Payment
Unless prior written arrangements have been made, payment shall be made in Philippine Pesos. Salcedo Auctions shall accept payments in cash, wire transfer, or manager's or personal checks. Checks should be made payable to Salcedo Auctions.
Payments by wire transfer should be directed to:
Name of Bank: Banco De Oro
Address: Paseo Tower, Makati Branch 8751 Equitable Tower Paseo de Roxas, Makati City Account Name: Salcedo Auctions
Account Number: SA 046-0167-588
Swift Code: BNORPHMM
(d) Transfer of Title and Release of Lots
(i) Title over a purchased Lot will not pass to the buyer until and unless Salcedo Auctions receives the Full Purchase Price in cleared funds. In the event that a buyer purchases several Lots, the title over these Lots shall not pass to the buyer until Salcedo Auctions receives the Full Purchase Prices for all of these Lots. Salcedo Auctions shall not be obliged to release a Lot to the buyer before it receives the Full Purchase Price in cleared funds for said Lot.
(ii) The buyer shall arrange for the collection of the purchased Lots within three (3) business days from the date of the auction. Salcedo Auctions shall not be liable for any damage to the Lots that are left in its premises for more than three (3) business days following the sale. For the avoidance of doubt, the fees and expenses for the collection and transportation of any automobiles sold at an auction shall be for the account of the buyer.
(e) Storage Fee
Unless prior written arrangements have been made, Salcedo Auctions reserves the right to charge a minimum storage fee of Php 500.00 per day for Lots that are not collected by the buyer within the prescribed period under Section 6(d) above. In the alternative, Salcedo Auctions may opt to deliver the Lots to a public warehouse at the buyer's expense and risk. The Lots will only be released after payment in full of all removal, storage, handling, insurance costs and any other expenses incurred, together with payment of all other amounts due to Salcedo Auctions.
(f) Packing and Handling of Lots
The packing and handling of the purchased Lots shall be at the buyer's risk. Salcedo Auctions shall in no way be liable for any acts or omissions of third party packers or shippers, regardless of whether or not these third party packers or shippers were recommended by it upon the buyer's request.
(g) Insurance
Buyers shall secure the necessary insurance policies for their purchased Lots and pay the applicable insurance premiums thereon.
(h) Permits
Buyers shall be solely responsible for obtaining any necessary export, import, national heritage, endangered species or other permits for their Lots, including but not limited to those that may be required for items made of ivory, tortoise shell, coral, and other restricted materials. Salcedo Auctions and the sellers make no representations or warranties as to whether any Lot is subject to import/export restrictions or embargoes. Moreover, Salcedo Auctions and the Sellers do not warrant that buyers will be able to secure the necessary permits for their Lots. The denial of any relevant permit or license shall not be a valid ground for the cancellation or rescission of the sale. The denial or delay in obtaining relevant export permits shall not also justify any delay in paying the full purchase price and the Buyer's Premium for the Lot in question.
(i) Other Taxes/Fees
Any other taxes or fees that may arise in relation to the purchase of a Lot shall be for the sole account of the buyer.
7. REMEDIES AVAILABLE TO SALCEDO AUCTIONS
If the buyer fails to remit the Full Purchase Price to Salcedo Auctions in accordance with Section 6 (b) above, Salcedo Auctions shall have the right to exercise one or more of the following remedies (in addition to exercising any other remedies or rights available to it by law);
(a) to charge interest at such rate as it shall reasonably select;
(b) to hold the defaulting buyer liable for the total amount due and to commence legal proceedings for its recovery, together with interest, legal fees and costs to the fullest extent permitted under applicable law;
(c) to cancel the sale of the Lot or any other lots sold to the defaulting buyer at the same or any other auction, retaining as liquidated damages all payments made by the defaulting buyer;
(d) to resell the property, whether at private sale or public auction without reserve, provided that the defaulting buyer will be liable for any deficiency between the total amount due to Salcedo Auctions and the price obtained upon resale as well as for all damages, premiums, commissions, costs and expenses related to both sales or arising from the default;
(e) to set off the outstanding amount remaining unpaid by the defaulting buyer against any amounts which Salcedo Auctions may owe said buyer in any other transactions;
(f) where several amounts are owed by the defaulting buyer to Salcedo Auctions, in respect of different transactions, to apply any amount paid to discharge any amount owed in respect of any particular transaction, whether or not directed to do so by the buyer;
(g) to reject at any future auction any bids made by or on behalf of the defaulting buyer or to require a deposit from the buyer before accepting any bids;
(h) to exercise a lien over any of the defaulting buyer's property in the possession of Salcedo Auctions, provided that Salcedo Auctions may arrange for the sale of such property and apply the proceeds of the sale to the amounts owed to it within fourteen (14) days from its notice to the buyer regarding the exercise of its lien;
(i) to release the name and address of the defaulting buyer to the seller to enable the latter to commence legal proceedings to recover the amounts due as well as legal costs, provided that Salcedo Auctions shall take reasonable efforts to inform the buyer prior to the release of this information;
(j) to take such other actions as Salcedo Auctions deems necessary or appropriate; or
(k) to effect any combination thereof.
8. GENERAL PROVISIONS
(a) All images, illustrations and written material produced by or for Salcedo Auctions for the auction are its exclusive property. Salcedo Auctions shall have the discretion to use these materials for its own purposes.
(b) Salcedo Auctions and the sellers do not warrant that the buyer will acquire any copyright or reproduction rights to any Lot sold. Salcedo Auctions expressly reserves the right to reproduce any image of the Lots sold in this catalogue.
(c) All measurements and weights stated in the catalogues of Salcedo Auctions are approximate. Salcedo Auctions is not responsible for damage to glass covering paintings, drawings, and other works or frames regardless of cause.
(d) At some auctions, there may be a video or digital screen. Salcedo Auctions shall not be liable for errors that may occur in the operation of the video or digital screen and in the quality of the image.
(e) Employees of Salcedo Auctions may bid only if they do not know the Reserve. They must likewise fully comply with the internal rules of Salcedo Auctions on employee bidding.
(f) If any part of these Terms and Conditions is held invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.
(g) These Terms and Conditions are not assignable by any buyer without the prior written consent of Salcedo Auctions. However, these Terms and Conditions are binding on the buyer's successors, assigns and representatives.
(h) No act, omission or delay by Salcedo Auctions shall be deemed a waiver of its rights and remedies under these Terms and Conditions.
(i) These Terms and Conditions and all related matters and transactions shall be governed by Philippine law. By bidding at auction, the buyer shall be deemed to have submitted, for the benefit of Salcedo Auctions, to the exclusive jurisdiction of the courts in the City of Makati, Philippines and to have waived any objection to the jurisdiction and venue of any such court.
updated as of 16 September 2014
