End of May Large Estate Sale

THIS AGREEMENT is made with ABO ANTIQUES AND GALLERY (“Company”), with a principal place of business at 9605 LAS TUNAS DR. ,TEMPLE CITY, CA 91780
A. Company is engaged in the distribution, conversion, and sale of Art Collection products (“goods”).

B. Company desires to appoint Consignee one of Company’s sales agents within the State of California , on the following terms and conditions.

C. Consignee represents that it possesses the facilities and abilities to promote the sale and use of the goods manufactured and distributed by Company.

D. Consignee desires to sell Company’s goods on a consignment basis, on the terms and conditions described in this Agreement.

IT IS AGREED:

1. Appointment. Consignee is appointed one of the Company’s sales agents within the State of California , for the sale of the Company’s goods, on the following terms and conditions.

2. Consignment. Company shall ship to Consignee from time to time, on consignment, such quantities and styles of goods as Company in its discretion may determine, being mindful of the sales potential in Consignee’s territory.

3. Consignment Invoices. Company shall accompany each shipment with a consignee invoice, invoicing the goods to Consignee at Company’s current wholesale price, less the usual trade discount. This method of invoicing is followed for mutual convenience and is not to be construed as a sale of the goods.

4. Acceptance of Possession and Sale. Consignee shall accept possession of the goods on consignment, and shall sell the goods for Company’s account at list prices as Consignee may establish or authorize from time to time.

5. Expenses. From time to time when Consignee receives possession of the consigned goods, Consignee shall be liable for and shall pay all expenses incident thereto, including all expenses of shipping, handling, storing, insuring, selling, and delivering to customers.

6. Title. Title to the goods shipped and consigned to Consignee shall remain in Company at all times until the goods are sold, at which time title shall pass directly from Company to the customers. Similarly, title to the proceeds of all goods sold shall vest in and remain in Company until Consignee accounts for and remits Company’s share of the proceeds.

7. Sales. Consignee shall undertake sales on credit only to customers judged by Consignee to be good credit risks.

8. Compensation. Consignee’s compensation is the amount of the difference between Company’s invoice price to Consignee and the price at which Consignee sells the goods to customers.

9. Risk of Loss. Consignee shall assume all risk of loss for damage to or destruction of the consigned products from any cause whatsoever from the time Consignee receives possession of the goods until sale and delivery to a customer or until return to Company.

10. Return of Goods. At all times, consigned goods shall be subject to Company’s direction and control. On Company’s demand for the return of any unsold goods consigned to Consignee under this Agreement, Consignee shall promptly return such goods to Company. If Consignee finds any consigned goods to be unsalable, Consignee may return them to Company with Company’s prior consent in writing. Company shall bear the expense for the return of any consigned goods.

11. Records. Consignee shall keep accurate records showing:

(a) all goods received from Company on consignment with the consignment invoice price;

(b) all sales to customers with the names of the customers, quantities purchased, and the terms of the sale;

(c) all consigned goods remaining on hand;

(d) all goods returned by or repossessed from customers together with credits allowed; and

(e) all goods returned to Company and credits therefor.

Consignee shall allow Company’s representatives to have access to such records on demand and, in addition, shall permit them at reasonable times to inventory the consigned goods in Consignee’s possession.

12. Accounting and Remittance. Consignee shall render to Company not later than the fifteenth (15th) day of each month an accurate, detailed account of all sales of goods made from the consigned stock of the previous month, together with returns and repossessions, if any. Simultaneously with such accounting, Consignee shall remit to Company a sum equal to the consignment invoice price of all goods sold, less usual trade discount allowed.

13. Insurance. Consignee shall keep the goods insured at the full wholesale list price against damage, destruction, and loss of every kind while the goods are in Consignee’s possession. Consignee shall cause Company to be a beneficiary of such insurance together with Consignee, as each party’s respective interests appear. Consignee shall provide Company with a copy of the current insurance policies, on request.

14. Term. This Agreement shall continue in force until terminated. Either party may terminate this Agreement at any time by giving the other party Three ( 3 ) days’ notice in writing in advance of the termination date. Once Consignee gives a notice of termination, Consignee shall return to Company within the Five ( 5 ) days period all consigned goods remaining unsold and shall account for and remit all compensation due and remaining unpaid.

15. Controlling Law. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of [California].

This Agreement was executed at California [STATE], on the date listed on the first page.