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Conditions of sale

The following Conditions of Sale, as amended by any
published or posted notices or verbal announcements
during the sale, constitute the entire terms and conditions on
which property listed in the catalog shall be offered for sale
or sold by Bonhams & Butterfields Auctioneers Corp. and
any consignor of such property for whom Bonhams acts as
agent. By participating in this sale, you agree to be bound by
these terms and conditions.
If live online bidding is available for the subject auction,
additional terms and conditions of sale relating to online
bidding will apply; see www.bonhams.com/WebTerms for the
supplemental terms. As used herein, “Bonhams,” “we” and
“us” refer to Bonhams & Butterfields Auctioneers Corp.
1. As used herein, the term “bid price” means the price
at which a lot is successfully knocked down to the buyer.
The term “purchase price” means the aggregate of (a) the
bid price, (b) a PREMIUM retained by us and payable by
the buyer (the “buyer’s premium”), EQUAL TO 27.5% OF
THE FIRST $12,500 OF THE BID PRICE, PLUS 25% OF
THE AMOUNT OF THE BID PRICE ABOVE $12,500 UP TO
AND INCLUDING $600,000, PLUS 20% OF THE AMOUNT
OF THE BID PRICE ABOVE $600,000 UP TO AND
INCLUDING $6,000,000, PLUS 14.5% OF THE AMOUNT
OF THE BID PRICE ABOVE $6,000,000, and (c) unless
the buyer is exempt by law from the payment thereof,
any Alabama, Arizona, California, Colorado, Connecticut,
Florida, Georgia, Hawaii, Idaho, Illinois, Iowa, Indiana,
Kentucky, Louisiana, Maine, Maryland, Massachusetts,
Michigan, Minnesota, Mississippi, Nebraska, Nevada,
New Jersey, New York, North Carolina, Ohio, Oklahoma,
Pennsylvania, Rhode Island, South Carolina, Texas, Utah,
Virginia, Washington, D.C., Washington state, West Virginia,
Wisconsin, Wyoming or other state or local sales tax (or
compensating use tax) and other applicable taxes. With
regard to New York sales tax, please refer to the “Sales and
Use Tax” section of these Conditions of Sale.
2. In order to bid at the sale, prospective bidders
must submit to Bonhams a completed bidder registration
form (appearing at the end of this catalog) and any other
requested information or references. New bidders and
bidders who have not recently updated their registration
information must pre-register to bid at least two business
days before the sale. Individuals will be required to provide
government-issued proof of identity and proof of address.
Entity clients will be required to provide documentation
including confirmation of entity registration showing the
registered name, confirmation of registered address,
documentary proof of officers and beneficial owners, proof of
authority to transact on behalf of the entity and governmentissued proof of identity for the individual who is transacting 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 to offset
the appropriate portion of the purchase price.
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 we may require) to our satisfaction. 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.
Every bidder shall be deemed to act as a principal unless
prior to the commencement of the sale there is a written
acceptance by Bonhams 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
Bonhams, 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 or bidding account, regardless
of the circumstances.
3. You represent and warrant that: (i) you have provided
us with true and correct copies of valid identification
and proof of residence and, if applicable, financial and/
or corporate documents; (ii) neither you, your principal (if
applicable, and subject to Bonhams’ prior written acceptance
pursuant to paragraph 2 above), nor any individual or entity
with a beneficial or ownership interest in either or in the
purchase transaction is on the Specially Designated Nationals
List maintained by the Office of Foreign Assets Control of the
U.S. Department of the Treasury nor subject to any other
sanctions or embargo program or regulation in effect in the
United States, European Union, England and Wales, or other
applicable jurisdictions; (iii) if you are acting as an agent for a
principal, you have conducted appropriate due diligence into
such principal, and agree that Bonhams 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 Bonhams’ request;
(vi) 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 further any other unlawful purpose,
including without limitation collusion, anti-competitive activity,
tax evasion or tax fraud.
You acknowledge and agree that we may rely upon the
accuracy and completeness of the foregoing warranties.
4. On the fall of the auctioneer’s hammer, the highest
bidder 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 therefor, (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.
Unless otherwise agreed, payment in good, cleared funds is
due and payable within five (5) business days following the
auction sale. 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.
Title in any purchased property will not pass until full and final
payment has been received by Bonhams. Accounts must be
settled in full before property is released to the buyer. In the
event property is released earlier, such release will not affect
the passing of title or the buyer’s obligation to timely remit full
payment.
We reserve the right to refuse to accept payment from a
source other than the registered bidder or buyer of record.
Once an invoice is issued, we cannot change the buyer’s
name on an invoice.
Payment for purchases must be made in the currency in
which the sale is conducted. Bonhams’ preferred payment
method is by wire transfer. For final purchases exceeding US
$25,000.00, all payments must be in the form of wire transfer
unless other arrangements have been approved in advance.
For final purchases below US $25,000.00, payment may also
be made in or by the following methods:
(i) Cash. Please note that the amount of cash that can be
accepted from a given purchaser is limited to US $5,000 per
auction sale (whether by single or multiple related payments).
If the amount payable exceeds that sum, the balance must
be paid by another method.
(ii) Cashier’s check, money order, or personal check with
approved credit drawn on a U.S. bank. A processing fee will
be assessed on any returned checks.
(iii) Visa, MasterCard, American Express or Discover debit
or credit card issued in the name of the purchaser or record.
Only one debit or credit card may be used for payment of
an account balance. This method of payment may not be
available to first time purchasers.
To the fullest extent permitted by applicable law, the buyer
grants us a security interest in the property, and we may
retain as collateral security for the buyer’s obligations to us,
any property and all monies held or received by us for the
account of the buyer, in our possession. We also retain all
rights of a secured party under the Uniform Commercial
Code (which shall mean the New York Uniform Commercial
Code, except where the Uniform Commercial Code of
another state governs the perfection of a security interest
in collateral located in that state), and you agree that we
may file financing statements without your signature. If the
foregoing conditions or any other applicable conditions
herein are not complied with, in addition to all other remedies
available to us and the consignor by law, we may at our
election: (a) hold the buyer liable for the full purchase price
and any late charges, collection costs, attorneys’ fees and
costs, expenses and incidental damages incurred by us or
the consignor arising out of the buyer’s breach; (b) cancel
the sale, retaining as liquidated damages all payments made
by the buyer; and/or (c) cancel the sale and/or resell the
purchased property, at public auction and/or by private sale,
and in such event the buyer shall be liable for the payment
of all consequential damages, including any deficiencies or
monetary losses, and all costs and expenses of such sale
or sales, our commissions at our standard rates, all other
charges due hereunder, all late charges, collection costs,
attorneys’ fees and costs, expenses and incidental damages.
In addition, where two or more amounts are owed in respect
of different transactions by the buyer to us, to Bonhams
1793 Limited and/or to any of our other affiliates, subsidiaries
or parent companies worldwide within the Bonhams Group,
we reserve the right to apply any monies paid in respect of
a transaction to discharge any amount owed by the buyer.
If all fees, commissions, premiums, bid prices and other
sums due to us from the buyer are not paid promptly as
provided in these Conditions of Sale, we reserve the right
to impose a finance charge equal to 1.5% per month (or, if
lower, the maximum nonusurious rate of interest permitted
by applicable law), on all amounts due to us beginning on
the 31st day following the sale until payment is received, in
addition to other remedies available to us by law.
5. We reserve the right to withdraw any property and to
divide and combine lots at any time before such property’s
auction. Unless otherwise announced by the auctioneer
at the time of sale, all bids are per lot as numbered in the
catalog and no lots shall be divided or combined for sale.
6. We reserve the right to reject a bid from any bidder,
to split any bidding increment, and to advance the bidding
in any manner the auctioneer may decide. In the event of
any dispute between bidders, or in the event the auctioneer
doubts the validity of any bid, the auctioneer 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.
We further reserve the right to cancel the sale of any
property if (i) you are in breach of your representations and
warranties as set forth in paragraph 3 above; (ii) we, in our
sole discretion, determine that such transaction might be
unlawful or might subject Bonhams or the consignor to any
liability to any third party; or (iii) there are any other grounds
for cancellation under these Conditions of Sale.
7. If we are prevented by fire, theft 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 therefor by the buyer and
shall in no event include any compensatory, incidental or
consequential damages.
8. All lots in the catalog are offered subject to a reserve
unless otherwise indicated in the catalog. The reserve is the
confidential minimum bid price at which such lot will be sold
and it does not to exceed the low estimate value for the lot. If
a lot is offered subject to a reserve, we may implement such
reserve by bidding on behalf of the consignor, whether by
opening bidding or continuing bidding in response to other
bidders until reaching the reserve. If we have an interest in
an offered lot and the proceeds therefrom other than our
commissions, we may bid up to the reserve to protect such
interest. If the auctioneer determines that any opening or
subsequent bid is below the reserve for a lot, (s)he may
reject such opening bid and withdraw the item from sale.
CONSIGNORS ARE NOT ALLOWED TO BID ON THEIR
OWN ITEMS.
9. Other than as provided in the Limited Right of
Rescission with respect to identification of authorship, all
property is sold “AS IS” and any statements contained in the
catalog or in any advertisement, bill of sale, announcement,
condition report, invoice or elsewhere as to period, culture,
source, origin, media, measurements, size, quality, rarity,
provenance, importance, exhibition and literature of historical
relevance, merchantability, fitness for a particular purpose,
or physical condition ARE QUALIFIED STATEMENTS OF
OPINION AND NOT REPRESENTATIONS, WARRANTIES,
OR ASSUMPTION OF LIABILITY. Neither Bonhams nor the
consignor shall be responsible for any error or omission in the
catalog description of any property. No employee or agent of
Bonhams 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.
10. All purchased property shall be removed from the
premises at which the sale is conducted by the date(s) and
time(s) set forth in the “Buyer’s Guide” portion of this catalog.
If not so removed, daily storage fees will be payable to us
by the buyer as set forth therein. We reserve the right to
transfer property not so removed to an offsite warehouse at
the buyer’s risk and expense, as set forth in more detail in the
“Buyer’s Guide.” Packing and handling 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
of any necessary export, import, restricted material (e.g.
endangered species) or other permit for such lots.
For an additional fee, Bonhams may provide packing and
shipping services for certain items as noted in the “Buyer’s
Guide” section of the catalog.
11. The copyright in the text of the catalog and the
photographs, digital images and illustrations of lots in the
catalog belong to Bonhams or our licensors. You will not
reproduce or permit anyone else to reproduce such text,
photographs, digital images or illustrations without our prior
written consent. Bonhams and the consignor make no
representation or warranty as to whether the buyer acquires
any copyrights on the purchase of an item of Property.
12. Bonhams may, in our discretion, as a courtesy
and free of charge, execute bids on your behalf if so
instructed by you, provided that neither Bonhams 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, Bonhams (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 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.
By participating at auction by telephone or online, bidders
expressly consent to the recording of their bidding sessions
and related communications with Bonhams and our
employees and agents, and acknowledge their acceptance
of these Conditions of Sale as well as any additional terms
and conditions applicable to any such bidding platform or
technology.
13. These Conditions of Sale shall bind the successors
and assigns of all bidders and buyers and inure to the benefit
of our successors and assigns. No waiver, amendment
or modification of the terms hereof (other than posted
notices or oral announcements during the sale) shall bind
us unless specifically stated in writing and signed by us. No
act or omission of Bonhams, its employees or agents, nor
any failure thereof to exercise any remedy hereunder, shall
operate or be deemed to operate as a waiver of Bonhams’
rights under these Conditions of Sale. If any part of these
Conditions of Sale is for any reason invalid or unenforceable,
the rest shall remain valid and enforceable.
14. These Conditions of Sale and the buyer’s and our
respective rights and obligations hereunder shall be governed
by and construed and enforced in accordance with the
laws of the State of New York. Any dispute, controversy
or claim arising out of or relating to this agreement, or the
breach, termination or validity thereof, brought by or against
Bonhams (but not including claims brought against the
consignor by the buyer of lots consigned hereunder) shall be
resolved by the procedures set forth below.
15. You accept and agree that Bonhams will hold and
process your personal information and may share and use
it as required by law and as described in, and in line with
Bonhams’ Privacy Policy, available at website at www.
bonhams.com/legals/. If you desire access, update, or
restriction to the use of your personal information, please
email data.protection@bonhams.com.
SALES AND USE TAX
New York sales tax is charged on the hammer price, buyer’s
premium and any other applicable charges on any property
collected or delivered in New York State, regardless of the
state or country in which the buyer resides or does business.
Buyers who make direct arrangements for collection by a
shipper who is considered a “private” or “contract” carrier by
the New York Department of Taxation and Finance will be
charged New York sales tax, regardless of the destination of
the property. Property collected for delivery to a destination
outside of New York by a shipper who is considered a
“common carrier” by the New York Department of Taxation
and Finance (e.g. United States Postal Service, United Parcel
Service, and FedEx) is not subject to New York sales tax, but
if it is delivered into any state in which Bonhams is registered
or otherwise conducts business sufficient to establish a
nexus, Bonhams may be required by law to collect and remit
the appropriate sales tax in effect in such state. Property
collected for delivery outside of the United States by a freightforwarder who is registered with the Transportation Security
Administration (“TSA”) is not subject to New York sales tax.
MEDIATION AND ARBITRATION PROCEDURES
(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, and the
terms governing arbitration set forth in paragraph (c) below
shall govern.
(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. The arbitrator shall be drawn from a panel of a national
or international arbitration service agreed to by the parties,
and shall be selected as follows: (i) If the arbitration service
has specific rules or procedures, those rules or procedures
shall be followed; (ii) If the arbitration service does not have
rules or procedures for the selection of an arbitrator, the
arbitrator shall be an individual jointly agreed to by the parties.
If the parties cannot agree on an arbitration service, the
arbitration shall be conducted by Judicial Arbitration and
Mediation Services, Inc. (“JAMS”) or another national or
international alternative dispute resolution (“ADR”) provider
of Bonhams’ choice, and the arbitrator shall be selected in
accordance with JAMS’ Streamlined Arbitration Rules and
Procedures or the rules of the other ADR provider selected
by Bonhams. The arbitrator’s award shall be in writing and
shall set forth findings of fact and legal conclusions.
(c) Unless otherwise agreed to by the parties or provided
by the published rules of the arbitration service:
(i) The arbitration shall occur within 60 days following
the selection of the arbitrator;
(ii) The arbitration shall be conducted in New York,
New York; and
(iii) Discovery and the procedure for the arbitration
shall be as follows:
A. All arbitration proceedings shall be confidential;
B. The parties shall submit written briefs to
the arbitrator no later than 15 days before the
arbitration commences;
C. Discovery, if any, shall be limited as follows:
(I) Requests for no more than 10 categories of
documents, to be provided to the requesting
party within 14 days of written request therefor;
(II) No more than two (2) depositions per party,
provided however, the deposition(s) are to be
completed within one (1) day; (III) Compliance
with the above shall be enforced by the arbitrator
in accordance with New York law;
D. Each party shall have no longer than eight (8)
hours to present its position. The entire hearing
before the arbitrator shall not take longer than three
(3) consecutive days;
E. The award shall be made in writing no more
than 30 days following the end of the proceeding.
Judgment upon the award rendered by the
arbitrator may be entered by any court having
jurisdiction thereof.
To the fullest extent permitted by law, and except as required
by applicable arbitration rules, each party shall bear its own
attorneys’ fees and costs in connection with the proceedings
and shall share equally the fees and expenses of the
arbitration.
LIMITED RIGHT OF RESCISSION
If within one (1) year from the date of sale, the original buyer
(a) gives written notice to us alleging that the identification
of Authorship (as defined below) of such lot as set forth in
the UPPERCASE TYPE heading of the catalog description
of such lot (as amended by any saleroom notices or verbal
announcements during the sale) is not substantially correct
based on a fair reading of the catalog (including the terms of
any glossary contained therein), and (b) within 10 days after
such notice returns the lot to us in the same condition as
at the time of sale, and (c) establishes the allegation in the
notice to our satisfaction (including by providing one or more
written opinions by recognized experts in the field, as we may
reasonably require), then the sale of such lot will be rescinded
and, unless we have already paid to the consignor monies
owed him in connection with the sale, the original purchase
price will be refunded.
If, prior to receiving such notice from the original buyer
alleging such defect, we have paid the consignor monies
owed him in connection with the sale, we shall pay the
original buyer the amount of our commissions, any other
sale proceeds to which we are entitled and applicable taxes
received from the buyer on the sale and make demand on
the consignor to pay the balance of the original purchase
price to the original buyer. Should the consignor fail to pay
such amount promptly, we may disclose the identity ofthe consignor and assign to the original buyer our rights
against the consignor with respect to the lot the sale of
which is sought to be rescinded. Upon such disclosure and
assignment, any liability of Bonhams as consignor’s agent
with respect to said lot shall automatically terminate.
The foregoing limited right of rescission is available to the
original buyer only and may not be assigned to or relied
upon by any subsequent transferee of the property sold.
The buyer hereby accepts the benefit of the consignor’s
warranty of title and other representations and warranties
made by the consignor for the buyer’s benefit. Nothing in
this section shall be construed as an admission by us of
any representation of fact, express or implied, obligation or
responsibility with respect to any lot. THE BUYER’S SOLE
AND EXCLUSIVE REMEDY AGAINST BONHAMS FOR
ANY REASON WHATSOEVER IS THE LIMITED RIGHT OF
RESCISSION DESCRIBED IN THIS SECTION.
“Authorship” means only the identity of the creator, the
period, culture and source or origin of the lot, as the case
may be, as set forth in the UPPERCASE TYPE heading
of the print catalog entry. The right of rescission does not
extend to: (a) works of art executed before 1870 (unless
these works are determined to be counterfeits created since
1870), as this is a matter of current scholarly opinion which
can change; (b) titles, descriptions, or other identification of
offered lots, which information normally appears in lower
case type below the UPPERCASE TYPE heading identifying
the Authorship; (c) Authorship of any lot where it was
specifically mentioned that there exists a conflict of specialist
or scholarly opinion regarding the Authorship of the lot at the
time of sale; (d) Authorship of any lot which as of the date
of sale was in accordance with the then generally-accepted
opinion of scholars and specialists regarding the same; or
(e) the identification of periods or dates of creation in catalog
descriptions which may be proven inaccurate by means of
scientific processes that are not generally accepted for use
until after publication of the catalog in which the property is
offered or that were unreasonably expensive or impractical
to use at the time of such publication.
LIMITATION OF LIABILITY
EXCEPT AS EXPRESSLY PROVIDED ABOVE, ALL
PROPERTY IS SOLD “AS IS.” NEITHER BONHAMS 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, 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 EXPRESSLY ACKNOWLEDGES AND AGREES
THAT IN NO EVENT SHALL BONHAMS BE LIABLE FOR
ANY DAMAGES INCLUDING, WITHOUT LIMITATION, ANY
COMPENSATORY, INCIDENTAL OR CONSEQUENTIAL
DAMAGES. IN NO EVENT SHALL THE AGGREGATE
LIABILITY OF BONHAMS AND ITS CONSIGNOR TO
A PURCHASER EXCEED THE PURCHASE PRICE
ACTUALLY PAID FOR A DISPUTED ITEM OF PROPERTY