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BY PARTICIPATING IN AN AUCTION, LIQUIDATION, WEBCAST OR ANY OTHER COWAN ALEXANDER EVENT YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND & AGREE TO PARTICIPATE SUBJECT TO THE TERMS & CONDITIONS SET FORTH IN THIS AGREEMENT. 1. ACCEPTANCE OF TERMS Cowan Alexander, LLC and its subsidiaries and affiliates ("CA" and/or “AUCTIONEER”), conducts auctions, liquidations and other capital asset disposition services (“SERVICES”) to and for you (“BUYER”), subject to the following Terms and Conditions ("T&C"), which may be updated by us from time to time without notice to you the Buyer. Buyer can review the most current version of the T&C at any time at http://www.CowanAlexander.com. In addition, when using particular CA services, you shall be subject to any posted guidelines, rules, and/or policies and procedures applicable to such services, which may be revised from time to time. All such items are hereby incorporated by reference into the Terms and Conditions. 2. NOTICES a) Auctioneer reserves the right to group, reduce, add to or delete lots. In the event there is a dispute between two or more claims of entitlement as the successful bidder, CA reserves the right and in it’s sole discretion, to re-auction the item in dispute or make determination as to the winning bidder. b) Any announcements made on the day of the auction take precedence over catalog or other previously announced or documented information, but do not alter in any way the basic terms and conditions of sale. c) CHECKOUT - No checkout will be permitted during the auction sale. All purchases must be paid in full before merchandise will be released from the premises. Checkout will begin on the day following the auction sale. Quantities must be checked before removal of purchases. No allowances will be made for claims or shortages once items are removed from the Auction premises. d) Buyer is required to maintain a 25% deposit on all items purchased at the auction. This is a nonrefundable deposit. Payments are accepted in the form of CASH, CASHIER'S CHECK, WIRE TRANSFER, or BUSINESS CHECK WITH AN APPROVED LETTER OF GUARANTEE ONLY. NO EXCEPTIONS. e) A premium of 13%-15% of the bid price will be announced at the auction and added to the price of each item purchased for those that attend the auction at the auction location f) A premium 15% of the bid price will be added to the price of each item purchased for bidders that attend via WebCast or online. g) All purchases must be paid in full before merchandise will be released from the premises. h) All property must be paid for and picked up in the time frames announced by Auctioneer at time of sale. If not, the merchandise will be deemed abandoned and Buyer will lose any right, title or interest Buyer may have acquired and the merchandise shall revert and repossess to CA without further notice to Buyer. i) If any applicable conditions are not complied with by Buyer, then, in addition to any other remedies available to Auctioneer, including and without limitation, the right to hold Buyer liable for the total purchase price, Auctioneer may, at its option, (a) cancel the sale, retaining all payments made by Buyer, and/or (b) resell the merchandise at public auction without reserve in which event Buyer will be liable for the cost of removing and reselling the abandoned merchandise, for any deficiency between Buyer’s original purchase price and subsequent resale price, Auctioneer's commission, and all other expenses related to the disposal of the abandoned property. In addition, a defaulting Buyer will be deemed to have granted Auctioneer a security interest in the merchandise, which Auctioneer may retain as collateral security for Buyer's obligation to Auctioneer. j) Buyer is solely responsible to provide any personnel, equipment or material needed to pick up purchases and shall assume all responsibility for the removal of any item of property purchased at the sale and any and all risks associated with such removal including, without limitations, the responsibility for providing licensed and bonded professionals to ensure proper water, gas and/or power disconnection, and full financial responsibility for any damage or liability to persons or property resulting from any negligent act for omission of buyer or any buyer's employees, agents and/or representatives during pick-up and removal. k) Buyer agrees that in the event purchased merchandise contains any environmental hazards, toxic waste or other type of hazardous material in any form whatsoever, Buyer shall provide evidence that Buyer or its representatives are licensed for such removal and shall comply with all applicable local, state and/or federal rules, laws and regulations. Auctioneer, its agents or representatives will not be responsible for its containment, storage or removal. l) Persons in attendance during inspection, sale or removal of merchandise assume exclusively all risks of damage or loss to persons, property, or merchandise and shall exercise proper precautions at all times for the protection of persons and property and shall comply with all safety and health requirements as directed by Auctioneer, and local, state and federal regulations. Neither Auctioneer, its agents, its employees or representatives nor the owner of the premises shall be liable by reason of any defect in or about the condition of the premises on which the auction is held. Buyer specifically releases Auctioneer, its agents and representatives and the owner of the premises from all liability thereof. m) In no event shall Auctioneer's liability to Buyer exceed the purchase price actually paid. A Buyer's claim shall be limited to the amount paid for the merchandise, and shall not extend to any obligation; risk; liability; right; claim; remedy for loss of use, revenue or profit; liability of Buyer to any third party; personal injury; or any other direct; indirect, incidental or consequential damages. n) Buyer agrees to indemnify, defend and hold harmless Auctioneer and its agents and representatives, and the owner of the premises from any and all demands, claims, losses, damages and liabilities asserted against, resulting to or imposed upon Auctioneer or such owner resulting from the negligence of Buyer or his/her employees, agents and representatives, while in, at or about the auction premises during inspection, sale or removal of merchandise. o) The bidder's paddle is nontransferable. All bids made by the holder of the paddle will be the responsibility of the Buyer. A successful bid at auction constitutes a legally binding contract of sale. All sales are final. No refunds, returns or exchanges. p) The sale of computer hardware does not include any software programs or any data that may exist in such computer hardware. Purchaser agrees and warrants that any software accompanying the property that is the subject of this bill of sale will be removed by the purchaser and destroyed, including, without limitation, the removal and destruction of any software or intellectual property. Purchaser shall indemnify and hold seller harmless from any claims arising from failure to comply with the provisions of this paragraph. q) Local sales tax will apply to all purchases. Resellers must provided a VALID, LOCAL resellers certificate in order to waive sales tax. Resellers not required to hold sales permits in the state where the auction is being held must provide written certification to that effect to be exempt from sales tax. OUT-OF STATE SHIPMENTS will be exempt from sales tax only if shipped directly from the auction site and a BILL OF LADING is provided at the time of removal. All claims for sales tax exemption must be made at the time of payment. Sales tax will not be refunded once purchases have been removed from the auction site. 3. MEMBER ACCOUNT, PASSWORD AND SECURITY When you complete the registration process, you will receive a username and password linked to your account with CA. Additionally, your e-mail will be added to our e-mail notification system to provide you with notice on upcoming auctions, liquidations and other notifications from CA. You are responsible for maintaining the confidentiality of the username and password, and are fully responsible for all activities that occur under your username, password, or on your account. You agree to (a) immediately notify CA of any unauthorized use of your username and password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. CA cannot and will not be liable for any loss or damage arising from your failure to comply with this section. 4. MODIFICATIONS TO SERVICE CA reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that CA shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. 5. TERMINATION You agree that CA, in its sole discretion, may terminate your password, account (or any part thereof) use of or participation in the Service, and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use, or if CA believes that you have violated or acted inconsistently with the letter or spirit of the T&C. You acknowledge and agree that CA may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that CA shall not be liable to you or any third-party for any termination of your access to the Service. 6. COWAN ALEXANDER, LLC'S PROPRIETARY RIGHTS You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that content presented to you through the Service is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by CA, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part. 7. DISCLAIMER OF WARRANTIES YOU EXPRESSLY UNDERSTAND AND AGREE THAT: a. The condition of the merchandise being offered varies. The buyer understands and agrees: (1) that any description or sample of the merchandise given or furnished by CA is solely for identification, and does not create any warranty, expressed or implied, that the merchandise actually conforms to such description or sample; (2) that all merchandise is purchased and accepted by Buyer "AS IS" "WHERE IS" and "WITH ALL FAULTS.” CA MAKES NO WARRANTIES OR GUARANTEES WHATSOEVER WHETHER WRITTEN, ORAL OR IMPLIED AS TO (i QUALITY, QUANTITY, CONDITION, USABILITY, SALE ABILITY, WEIGHT, MEASUREMENT, YEAR, MODEL, MECHANICAL CONDITION, PERFORMANCE, OR OTHER SPECIFICATIONS. MANUFACTURERS WARRANTIES MAY or MAY NOT BE IN EFFECT. ANY DISCREPANCIES WITH CATALOG DESCRIPTION MUST BE BROUGHT TO CA'S ATTENTION PRIOR TO ITEMS LEAVING THE PREMISES. b. CA MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE, RELIABLE, COMPLETE OR CURRENT (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SERVICE WILL BE CORRECTED. c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. d. CA NOR ANY INTERNET ACCESS PROVIDERS ARE RESPONSIBLE FOR INCORRECT OR INACCURATE ENTRY OF INFORMATION, HUMAN ERROR, TECHNICAL MALFUNCTIONS, LOST/DELAYED DATA TRANSMISSION, OMISSION, INTERRUPTION, DELETION, DEFECT, FAILURES OF ANY TELEPHONE NETWORK, COMPUTER EQUIPMENT, SOFTWARE OF ANY COMBINATION THEREOF, OR INABILITY TO ACCESS THE CA WEB SITE. 8. LIMITATION OF LIABILITY IF YOU RELY ON THIS SERVICE OR ANY MATERIAL AVAILABLE THROUGH THIS SERVICE, YOU DO SO AT YOUR OWN RISK. YOU UNDERSTAND THAT THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, INACCURACIES, AND/OR OTHER PROBLEMS WITH THE INFORMATION, PRODUCTS, AND SERVICES PROVIDED AT THIS SITE. YOU EXPRESSLY UNDERSTAND AND AGREE THAT COWAN ALEXANDER, LLC SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, LOSS OF BUSINESS, OR OTHER INTANGIBLE LOSSES (EVEN IF COWAN ALEXANDER, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (iv) ANY OTHER MATTER RELATING TO THE SERVICE. 9. GENERAL INFORMATION The T&C and the relationship between you and CA shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and CA agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Woodland Hills, in the state of California. The failure of CA to exercise or enforce any right or provision of the T&C shall not constitute a waiver of such right or provision. If any provision of the T&C is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the T&C remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the T&C must be filed within one (1) year after such claim or cause of action arose or be forever barred. SUMMARY: 13%-15% Buyers
Premium (Announced at the Auction and varies depending on the specific
auction and method used to bid) |
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