TERMS AND CONDITIONS OF SALE
The following Terms and Conditions of Sale, as may be amended from time to time, or at any time without notice, constitute the entire terms and conditions on which property ("Property") listed in the catalogue, whether online on the site
https://www.oakwoodauctions.com/ or in other formats or media, shall be offered for sale or sold by Oakwood Auctions ("Oakwood Auctions" or "we" or "us" or other similar pronouns) acting as an agent on behalf of the "Consignor. "
By bidding or purchasing Property from Oakwood, the Buyer ("Buyer" or "you" or other similar pronouns) hereby agrees to be bound by these Terms and Conditions of Sale.
1. The following terms used herein have the meanings set forth in this Section 1:
(a) "Bidder" means any person registered to bid in one of our auctions.
(b) "Business Day" means any day except Saturday, Sunday, any day which is a federal statutory holiday in Canada or any day on which banking institutions in the Province of Ontario are closed.
(c) "Buyer" or "you" or other similar pronouns means the person, corporation or entity who successfully bids the highest on a Lot in an auction..
(d) "Buyer's Premium" means the commission the Buyer pays to us as part of the Purchase Price of the Lot. The Buyer's Premium is calculated as a percentage of the Hammer Price. The current Buyer's Premium rate for all auctions is 25% of the Hammer Price except for Stamp & Coin Auctions which is 20% of the Hammer Price. The Buyer's Premium percentage is subject to change at any time.
(e) "Consignor" means the person(s) or entity(ies) on whose behalf we are offering Property for sale in our auction. Oakwood Auctions acts as the agent on the Consignor's behalf.
(f) "Hammer Price" means the last price accepted by Oakwood Auctions or our online bidding system for the Lot. The Hammer Price is the winning bid for a Lot at auction.
(g) "Lot" may refer to a single item of Property or to a group of items of property auctioned together on our catalogue
(h) "Online Platform" means our website http://www.oakwoodauctions.com or any other online means through which we provide the opportunity to Bidders to bid in our auctions.
(i) "Purchase Price" means the aggregate of:
i. the Hammer Price, ,
ii. the Buyer's Premium, and
iii unless the Buyer is exempt by law from the payment thereof, all applicable federal, provincial, municipal or local sales taxes and other applicable taxes.
Registering to Bid
2. In order to bid at the sale or auction, prospective Bidders shall:
i. submit to Oakwood a completed Bidder Online Registration and any other requested information or references. This form can be obtained by email request.
ii. agree to these Terms and Conditions of Sale.
iii. acknowledge that ALL POSTED ESTIMATES ARE IN US DOLLARS
(USD) AND ALL BIDDING ACTIVITY IS DONE IN US DOLLARS (USD).
3. New Bidders and Bidders who have not recently <in last year> updated their registration information must register to bid at least two (2) Business Days prior to the date of sale. We cannot guarantee your registration will be reviewed for approval for individuals who register online after the two (2) Business Day deadline or while an auction is underway. Individuals are required to provide government-issued proof of identity and proof of address upon request. Bidders which are legal entities are required to provide documentation, including confirmation of entity registration showing the registered name, registered address, documentary proof of officers and beneficial owners, proof of authority to transact on behalf of the entity and government-issued proof of identity for the individual who is authorized to bid on the entity's behalf. We may also request a financial reference and/or deposit from Bidders before approving the Bidder registration. In the event a deposit is submitted, and you are not the successful Bidder, your deposit will be returned to you. If you are the successful Bidder, any such deposit will be credited against the Purchase Price, in whole or in part. We reserve the right to request further information, including regarding the source of funds, in order to complete Bidder identification and registration procedures (including completing any anti-money laundering and/or anti-terrorism financing checks under applicable government legislation or rules, we may require) in our sole discretion. If our Bidder identification and registration procedures are not satisfied, we may, in our sole discretion, decline to register any Bidder or reject any bid or cancel any sale to such Bidder.
4. Every Bidder shall be deemed to act as a principal unless prior to the commencement of the sale there is a written acceptance by Oakwood of a Bidder registration form completed and signed by the principal which clearly states that the authorized bidding agent is acting on behalf of the named principal. Absent such written acceptance by Oakwood, any person placing a bid as agent on behalf of another (whether or not such person has disclosed that fact or the identity of the principal) may be jointly and severally liable with the principal under any contract resulting from the acceptance of a bid. Every Bidder shall be responsible for any use of its assigned paddle number or bidding account, regardless of the circumstances.
5. Online Bidders are responsible for keeping their passwords secure.
6. Bidders who wish to bid via absentee bid sheet or telephone bid must register at least two (2) Business Days prior to the auction. The bid sheets must be received by Oakwood Auctions at least 24 hours prior to the lots auction date unless the auction falls on a Sunday in which case bid sheets must be received at the latest by the Friday before the auction (i.e., at least 48 hours prior).
Buyer Representations and Warranties
7. You acknowledge and agree that we may rely upon the truth, accuracy and completeness of the following representations and warranties:
(a) you have provided to us, or will provide upon request, true and correct copies of valid identification and proof of residence and, if applicable, financial and/or corporate documents;
(b) neither you, your principal (if applicable), nor any individual or entity with a beneficial or ownership interest in either the purchased Property or in the purchase transaction is on the Consolidated Canadian Autonomous Sanctions List nor subject to any other sanctions or embargo program or regulation in effect in Canada, the United States, European Union, England and Wales, or other applicable jurisdictions (such programs and regulations, collectively, "Sanctions");
(c) if you are acting as an agent for a principal, you have conducted appropriate due diligence into such principal, and agree that Oakwood shall be entitled to rely upon such due diligence, you will retain adequate records evidencing such due diligence for a period of five (5) years following the consummation of the sale, and will make these records available for inspection upon Oakwood's request;
(d) neither the purchase transaction (including your bidding activity) nor the purchase funds are connected with nor derive from any criminal activity, and they are not designed to nor have they or shall they, violate the banking, anti-money laundering, or currency transfer laws or other regulations (including without limitation, import-export laws) of any country or jurisdiction, or for any other unlawful purpose, including without limitation collusion, anti-competitive activity, tax evasion or tax fraud; and
(e) Property purchased by you or your principal (if applicable) hereunder is not and will not be transferred to or used in a country in contravention of any Sanctions.
8. You agree to all of the following:
(a) to inspect and investigate the Lot before bidding, with your own independent advisers as determined by you in your sole discretion, to be satisfied with the Lot's description, condition, attribution and authenticity through your own analysis;
(b) by placing a bid you acknowledge that you have not relied on Oakwood Auctions' descriptions in regards to determining whether or not to purchase the Lot;
(c) Oakwood Auctions' knowledge is partially dependent on information provided by the Consignor and we do not carry out exhaustive due diligence for each Lot;
(d) once you make a bid with your paddle (via your password protected account) it will not be withdrawn without our consent. It is the sole and absolute discretion of Oakwood Auctions to consent or refuse the request for withdrawl. Requests made 48 hours or less prior the auction day of the lot will not be accepted;
(e) if your bid is the winning bid for a particular Lot, you are bound to purchase such Lot; and
(f) Lots are offered on an "As Is" basis on the understanding that there are no refunds.
9. The highest Bidder selected by Oakwood Auctions shall have purchased the offered Lot in accordance and subject to compliance with all of the conditions set forth herein and (a) assumes full risk and responsibility therefore, (b) if requested will sign a confirmation of purchase, and (c) will pay the Purchase Price in full or such part as we may require for all Lots purchased. No Lot may be transferred.
10. We reserve the right to cancel any auction or withdraw any Property from an auction before or during an auction. We reserve the right to divide and combine Lots at any time before such Property's auction. Oakwood Auctions will not be liable to you for any claims, liabilities, damages or losses due to this cancellation or withdrawal of any Lot(s).
11. We reserve the right to reject a bid from any Bidder, to split any bidding increment, and to advance the bidding in any manner Oakwood Auctions may decide. In the event of any dispute between Bidders, or in the event Oakwood Auctions doubts the validity of any bid, Oakwood Auctions shall have sole and final discretion either to determine the successful Bidder, re-open the bidding, or to cancel the sale and re-offer and resell the article in dispute. If any dispute arises after the sale, our sales records shall be conclusive in all respects.
12. We further reserve the right to cancel the sale of any Property at any time in our sole discretion, including if: (a) you are in breach of your representations and warranties as set forth in section 7 above; (b) we, in our sole discretion, determine that such transaction might be unlawful or might subject Oakwood or the Consignor to any liability to any third party; or (c) there are any other grounds for cancellation under these Terms and Conditions of Sale.
13. Consignors are not allowed to bid, directly or indirectly, on their own Property. Notwithstanding the foregoing, Oakwood Auctions may bid on behalf of the Consignor if given written authorization by the Consignor.
14. Oakwood Auctions strives to provide the most accurate descriptions and illustration reasonably possible and does not intend to mislead, misrepresent, or falsify any descriptions, dimensions, weights, sizes, edition sizes, authenticity, and/or rarity. Notwithstanding the foregoing:
(a) All statements or representations made by Oakwood Auctions are statements of opinion only. Our illustrations are meant as a guide and may not show all defects. The Buyer agrees Oakwood Auctions will not be responsible or held liable for any errors or omissions in the catalog.
(b) Some Lots are of the age that they are not in perfect condition. Catalogue descriptions may refer to imperfections but this does not indicate a lack of other imperfections or faults.
(c) Upon request Oakwood Auctions may provide a condition report to Bidders giving more detail about a Lot. Such condition reports are also matters of opinion and shall not be deemed to be considered exhaustive, and the Bidder agrees that Oakwood Auctions will not be held liable for any errors or omissions they contain.
15. Unless otherwise agreed to in writing, payment in good, cleared funds is due and payable within two (2) Business Days following the Bidder's receipt of our invoice. Whenever the Buyer pays only a part of the total Purchase Price for one or more Lots purchased, we may apply such payments, in our sole discretion, to the Lot or Lots we choose. Payment will not be deemed made in full until we have received good, cleared funds for all amounts due. If full payment is not received by Oakwood by the two (2) Business Days deadline, a charge of USD $15/day shall be incurred by the Buyer and added to the aggregate payment amount for each day the payment remains outstanding.
16. Payments may be made in cash, by credit card (Visa, Mastercard, or Discover), cheque, electronic transfer of funds, bank draft, or such other payment method as determined by Oakwood Auctions in writing.
17. Failure to pay in full may result in us removing you from our Approved Bidder List, re-auctioning the Lot(s), and/or taking legal action against you for any shortfall in Purchase Price and/or any accrued storage costs or other fees associated with that Lot.
18. We reserve the right to refuse to accept payment from a source other than the registered Bidder or Buyer of record.
Title To Purchase
19. Title to any purchased Property will not pass from the Consignor to the Buyer until full and final payment has been received by Oakwood Auctions. Accounts must be settled in full before Property is released to the Buyer or Buyer's designated shipper. In the event Property is released earlier, such release will not affect the passing of title or the Buyer's obligation to remit full payment in a timely manner.
Collection and Delivery of Purchased Lots
20. Unless otherwise stated herein, all Lots are located at Oakwood Auctions' storage facility. Unless a Lot is being shipped to the Buyer as set out herein, Buyers must arrange to pick up their Lot no later than 5:00 pm EST five (5) Business Days following the date Oakwood Auctions receives payment in full. Where Lots are specified to be located in a location other than Oakwood Auctions' storage facility, such as the location of a Consignor, Buyers are responsible for collecting the applicable Lot during the pickup window set out in the catalogue. All pickups require an appointment time made in advance.
(a) For Buyers located within the Greater Toronto Area ("GTA"), Oakwood Auctions will assume you are picking up your Lot unless you indicate (via email) you wish for your Lot to be shipped to you at your expense within three (3) Business Days after the auction ends.
(b) For Buyers located outside the GTA, Oakwood Auctions, as a courtesy will send you an invoice which includes the Purchase Price and the shipping and packaging fee. Clients who wish to use alternative handlers for shipping must let us know within two (2) Business Days after the auction. Those who let us know after the two (2) day deadline may be subject to a packaging fee.
21. Purchased Lots, if not picked up following sale in accordance with these Terms and Conditions of Sale, will be stored at Oakwood Auctions' facility at the Buyer's sole risk and expense. If payment is not made for shipping and/or the item is not picked up from Oakwood Auctions facility five (5) days after the invoice has been sent, a storage fee of $15.00 per Lot per day will be payable to us and we may transfer such Property to an offsite warehouse at the Buyer's sole risk and expense or ship the Property to the Buyer using our in-house shipping methods based on the greater of actual weight or dimensional weight of the Property.
22. Shipping, insurance, packing and handling, as well as import / customs duties and taxes of purchased Lots are the responsibility of the Buyer and at the Buyer's entire risk, as are the identification, application for, and cost(s) of obtaining any necessary export, import, restricted material (e.g., endangered species or cultural property) or other permit for such Lots under applicable legislation or regulations. Oakwood Auctions is not responsible for any damage or loss to the Property or theft of the Property while it is in transit by a third party. Oakwood Auctions shall not be responsible for bids placed on Property that is restricted in the Buyer's country.
23. If a Lot is not collected within three months of the date of invoice being sent, unless previously agreed upon, the Buyer authorizes Oakwood Auctions, after given notice by their registered email to the Buyer, to arrange a resale of the Lot by auction or private sale, with estimates and Reserves at our sole discretion.
24. If we are prevented by fire, theft, Act of God, or any other reason whatsoever from delivering any Property to the Buyer or a sale otherwise cannot be completed, our liability shall be limited to the sum actually paid by the Buyer and shall in no event include any compensatory, incidental or consequential damages.
25. All Property is sold "AS IS" and any statements contained in any media, or the catalogue or in any advertisement, bill of sale, announcement, condition report, invoice or elsewhere as to period, culture, source, origin, authenticity, media, measurements, size, quality, rarity, provenance, importance, exhibition and literature of historical relevance, merchantability, fitness for a particular purpose, or physical condition ARE PURELY STATEMENTS OF OPINION AND ARE NOT REPRESENTATIONS, WARRANTIES, OR ASSUMPTION OF LIABILITY. NEITHER OAKWOOD NOR THE CONSIGNOR MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE MERCHANTABILITY, FITNESS OR CONDITION OF THE PROPERTY OR AS TO THE CORRECTNESS OF DESCRIPTION, GENUINENESS /AUTHENTICITY, ATTRIBUTION, PROVENANCE OR PERIOD OF THE PROPERTY OR AS TO WHETHER THE BUYER ACQUIRES ANY COPYRIGHTS OR OTHER INTELLECTUAL PROPERTY RIGHTS IN LOTS SOLD OR AS TO WHETHER A WORK OF ART IS SUBJECT TO THE ARTIST'S MORAL RIGHTS OR OTHER RESIDUAL RIGHTS OF THE ARTIST. The Buyer is encouraged to request more information on the Lots they are interested in bidding on prior to bidding. Neither Oakwood nor the Consignor shall be responsible for any error or omission in the description of any Property. No employee or agent of Oakwood is authorized to make on our behalf or on that of the Consignor any representation or warranty, oral or written, with respect to any Property.
26. The copyright in the text of the catalogue and the photographs, digital images and illustrations of Lots in the catalogue belong to Oakwood or our authorized licensors. You will not reproduce or permit anyone else to reproduce such text, photographs, digital images or illustrations in any media for any purpose, without our prior written consent. Oakwood and the Consignor make no representation or warranty as to whether the Buyer acquires any copyrights on the purchase of an item of Property.
27. Oakwood may, in our sole discretion, as a courtesy and free of charge, execute bids on your behalf if so instructed by you, provided that neither Oakwood nor our employees or agents will be liable for any error or default (whether human or otherwise) in doing so or for failing to do so. Without limiting the foregoing, Oakwood (including our agents and employees) shall not be responsible for any problem relating to telephone, online, or other bids submitted remotely through any means, including without limitation, any human error, telecommunications or internet fault or failure, or breakdown or problems with any devices or Online Platforms, including third-party Online Platforms, regardless of whether such issue arises with our, your, or such third-party's technology, equipment, or connection.
28. By participating at auction by telephone or online, Bidders expressly consent to the recording of their bidding sessions and related communications with Oakwood and our employees and agents, and acknowledge their acceptance of these Terms and Conditions of Sale as well as any additional terms and conditions applicable to any such bidding platform or technology.
29. These Terms and Conditions of sale shall bind the successors and assigns of all Bidders and Buyers and inure to the benefit of our successors and assigns.
30. No act or omission of Oakwood Auctions, its employees or agents, nor any failure thereof to exercise any remedy hereunder, shall operate or be deemed to operate as a waiver of Oakwood Auctions rights under these Terms and Conditions of sale.
31. If any part of these Terms and Conditions of sale is for any reason determined to be invalid or unenforceable, the remaining terms and conditions of sale herein shall be severable and remain valid and enforceable.
Limitation of Liability
32. WITHOUT PREJUDICE TO ALL PREVIOUS ITEMS MENTIONED IN THE TERMS AND CONDITIONS, THE BUYER EXPRESSLY ACKNOWLEDGES AND AGREES THAT IN NO EVENT SHALL OAKWOOD AUCTIONS BE LIABLE FOR ANY DAMAGES INCLUDING, WITHOUT LIMITATION, ANY COMPENSATORY, INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF OAKWOOD TO A BUYER EXCEED THE PURCHASE PRICE ACTUALLY PAID FOR A DISPUTED ITEM OF PROPERTY.
Law and Jurisdiction
33. These Terms and Conditions of sale and the Buyers' and our respective rights and obligations hereunder shall be governed by and construed and enforced in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.
34. Any dispute, controversy or claim arising out of or relating to these Terms and Conditions, or the breach, termination or validity thereof, brought by or against Oakwood Auctions (but not including claims brought against the Consignor by the Buyer of Property consigned hereunder) shall be resolved by the procedures set forth below:
(a) Within 30 days of written notice that there is a dispute, the parties or their authorized and empowered representatives shall meet by telephone and/or in person to mediate their differences. If the parties agree, a mutually acceptable mediator shall be selected and the parties will equally share the fees and expenses of mediation. The mediator shall be a retired judge or an attorney familiar with commercial law and trained in or qualified by experience in handling mediations. Any communications made during the mediation process shall not be admissible in any subsequent mediation, arbitration or judicial proceeding. All proceedings and any resolutions thereof shall be confidential.
(b) If mediation does not resolve all disputes between the parties, or in any event no longer than 60 days after receipt of the written notice of dispute referred to above, the parties shall submit the dispute for binding arbitration before a single neutral arbitrator. Such arbitrator shall be a retired judge or an attorney familiar with commercial law and trained in or qualified by experience in handling arbitrations. Such arbitrator shall make all appropriate disclosures required by law in the Province of Ontario. Any communications made during the arbitration shall not be admissible in any subsequent judicial proceeding. All proceedings and any resolutions thereof shall be confidential.
Terms and Conditions Updated: April, 2023
Please refer to item 20. to 24. in Oakwood Auctions Terms and Conditions of Sale.