Epairich Spring Auction 2015 Taipei

The following provisions are entered into by and between Epairich Art Auctions (hereinafter referred to collectively as "the Company" ), as the auctioneer, and the Seller (hereinafter the "Seller"). The Agreement is also entered into by and between the Company as the agent of the Seller and the Buyer (hereinafter the "Buyers"). Both the Buyer and the Seller shall review and accept all provisions hereunder. ?. The Buyer Agent The Company, as the auctioning party, shall act as the agent of the Seller. Except otherwise provided, items successfully sold in the action held by the Company shall be bound by the agreement made by and between the Seller, through the agency of the Company, and the Buyer. Before the auction a.Authentication The property is sold ?as is.? We strongly recommend that the prospective buyers conduct their own authentication for the items they are interested in bidding prior to the action. We provide no guarantees to the buyer. b.Catalogue Explanations Any statement of the author, history, date, year, size, material, ownership, authenticity, origin, condition of preservation or estimated selling price of any of the Lots shown in the catalogue or the authentication opinion made by the Company, or any other verbal or written statements made separately shall be solely statements of opinions and shall not be deemed the basis for the statements of actual fact. The photographs shown in the catalogue shall serve as reference only and shall not be deemed as the basis for determining the color or tone of any Lot or disclosure of the defects of such item. The estimated of the auction price shall not be deemed the price at which such item will be successfully sold or the statement of the value of the item for other purposes. Many auction items fail to maintain their perfect condition because of time and other environmental factors. Some of the explanations in the catalogue or the authentication opinions will state defects and/or the repair background of the Lots. Such information is meant for reference only. Missing information in the statements does not mean the Lot has no defects or has not been repaired any statement of the one particular defect does not mean there is no any other defect. c.Responsibility of the Buyer The Buyer is responsible for clarifying and satisfying himself about the condition of the items and any related matters stated in the catalogue descriptions. During the auction a.Refusal of admission The company has the right, at our own discretion, to refuse admission to the premises or participation in any auction and to reject any bid. b.Registration before bidding A prospective buyer must fill in and sign the registration forms prior to the bidding and provide personal identification. Prospective buyers should also note that the Company may be requested to conduct credit checks against buyers. c.The bidder is the Buyer Unless a written agreement has been made upon registration that the bidder will be the agent who acts on behalf of a third person and such third person is accepted by the Company, the bidder will be deemed as the Buyer who will bear individual legal responsibilities. d.Absentee bids The Company will make proper effort to bid for the prospective buyers who instruct us to bid on their behalf by using the forms attached to the catalogue. Written bids form should be delivered to the Company prior to the auction. If we receive written bids on a particular lot for identical amounts, and the auction these are the highest bids on the lot, it will be sold to the person whose written bid was received and accepted first. Execution of written bids is a free service undertaken subject to other commitments at the time of the sale and we do not accept liability for failing to execute a written bid or for errors and omissions in connection with it. e.Telephone bids The Company will make proper efforts to contact the bidder to participate in the auction by phone. The prospective buyer should request such arrangements prior to the auction. However, the Company will bear no responsibilities to the Seller or any prospective buyer if no contact is making under any circumstances. f.Currency converter The currency converter will be utilized at the auction. Errors may occur in the operation of the currency converter and we do not accept liability to bidders who follow the currency converter rather than the actual bidding in the saleroom. g.Video or digital images The image projection will be made at the auctions; however, errors may occur during the operation. The company is not liable for the color accuracy of the reproduced image and whether the projected image corresponds to the item being auctioned. h.Auctioneer's discretion The auctioneer reserve the absolute right to reject any bid, push for bids at his own discretion, withdraw any auction items, separate or combine two or more auction items, and if there is any error or dispute, re-auction the items. i.Successful bids Under the discretion of the auctioneer, the highest bidder accepted by the auctioneer will be the buyer and the striking of his hammer means the acceptance of the highest bid and the conclusion of a contract for sale between the seller and the buyer. After the auction a.The service fee of each lot payable by the Buyer (1)The Buyer should pay the hammer price and, in addition, the service fee to the Company. For hammer price below NT$10,000,000 (inclusive), the service fee should be calculated at 18% of the hammer price. (2)For hammer price higher than NT$10,000,000 the first NT$10,000,000 should be calculated at 18% and the rest of the amount should be 12%. b.Taxes All the payments payable by the Buyer to the Company do not include any commodity or service taxes or any other value added taxes (whether imposed by the R.O.C. government or elsewhere). The Buyer shall be responsible for paying any applicable taxes as required by the law. c. Payment (1)All payments due (including the hammer price, buyer's premium and any applicable taxes) shall be paid within 7 days after the auction. (2)If the Buyer fails to pay to the Company all the payments due, the Buyer will not acquire the ownership of the Lot even if the Company has delivered such item to the Buyer. If the payment is made other than NT dollars, the buyer shall pay the related expense incurred, including bank charges and foreign exchange service fees. d.Collection, packing and shipping Unless otherwise agreed by the Company, the Company will hold temporarily the successfully sold Lots until all payments to the Company are made in full. The Lot will be covered by the insurance of the Company from the auction date for 7 days during the temporary holding period. The insurance coverage will terminate upon collection of such item. The Buyer should be responsible for all risks following expiration of the said 7-day period or the collection (whichever is the earlier). The Company will provide shipping company upon the buyer's request and do not accept any liability if any damage occurred by the shipping company. e.Remedies for non-payment or non-collection of purchases of purchases The Company is entitled to exercise one or more of the following rights or remedies if the Buyer fails to make payment within 7 days. (1)An interest at the monthly rate of no higher than 4% plus the base interest rate will be imposed on all of the payment due if payment is not made within 7 days following the auction date. The payment to be made by the Buyer should offset any payment owed by the Company or its subsidiaries to the Buyer for any other transactions. (2)The Company reserves the right to refuse the Buyer to make on behalf of others, bids in any future auctions and/or to require a deposit from the Buyer before accepting any future bids made by the Buyer. If the Buyer fails to make payment within 35 days, the Company is entitled to exercise the following rights in addition to the aforementioned. (3)To take legal action to the Buyer on behalf of the Seller to claim the entire payment due and the legal fees resulting from such legal action based on a total claim. (4)To cancel the transaction of Lots bid by the Buyer or any other auction items sold to the Buyer at the same or any other auctions. (5)To arrange a public or private re-sale of the Lot. If the reselling price is lower than the payment, the differences and other expenses incurred shall be responsible by the Buyer. f.No collection of the purchases The Company will arrange for the storage of the Lot if such item sold is not collected within 7 days of the item, regardless payment is made or not. Such storage cost will be borne by the Buyer. g.Export permit Unless otherwise agreed by the Company in written, the process of applying the export permit does not affect the Buyer's responsibility to make the payments within 7 days. If the Buyer requests the company to apply the export permit on his or her behalf, the Company is entitled to charge the related expenses. The legal responsibility of the Company The company is responsible for returning payment to the Buyer pursuant to Article 6. otherwise, whether the Buyer, the Company, any employees or agents of the company will not be held liable for any statements of the author, history, date, year, ownership, authenticity or origin of any auction item or any errors with respect to any explanations and any flaws or defects of any auction item. The Buyer, the Company makes no guarantee with respect to any auction items. Any warrantee of any kind shall not be included herein. ?. The Seller The agent The Company acts as the agent of the Seller at a public auction. The Closing Agreement of the Lot is the agreement by and between the Buyer and the Seller. Expenses a.The Seller shall bear costs including packing, shipping, storage, insurance, catalogue, framing, mounting, repair, and tax. b.If the auction succeeds or a private deal is done, the company will deduct from the hammer price at a regulated rate as the commission and expenses. Insurance a.The company will collect 1% of the hammer price from the Seller or 1% of the reserve price if the Lot is not successfully auctioned. If the shipping is arranged by the company, an additional amount will be collected by the Company, an additional amount will be collected by the Company from the Seller as the shipping insurance. Such amount varies depending on the individual condition of each auction item. The company will refer a freight forwarder if necessary. However, the Company is not responsible for any legal responsibilities incurred therefrom. b.The Lots will remain insured up to 7 days after the sale. If the Lot has not been sold, it will be at the Seller's risk upon the expiry of 7 days. c.We are unable to accept responsibility for damage caused by woodworm or changes in atmospheric conditions or weather. Insurance purchased by the Seller If the Seller inform the Company specifically that it is unnecessary to purchase insurance for the Lot, the risks shall be borne entirely by the Seller until the Buyer makes all the payments. The Seller must indemnify the Company, the employees and agents of the Company and the Buyer (if applicable) any claims in connection with the auction against the Company, the employees and agents of the Company and the Buyer, regardless of the cause of such claim. Commitments made by the Seller with respect to the Lot a.The Seller is the only owner of the Lot and has the unlimited right to assign his ownership to the Buyer which should not concern any third party right or claim (including copyright claims). b.The Seller complies with all the laws in connection with the import and export of auction items and any other laws and has notified the Company in writing any failure to comply with such rules in the past. c.The Seller has notified the Company in writing of any major modifications in the Lot to the best of his knowledge and any concern the third party has raised with respect to the ownership of the Lot and the condition. d.In the event of any inaccuracy of the above mentioned, the Seller must guarantee, if requested, to identify fully the Company and/or the Buyer all the claims, costs and expenses arising here from, whether caused by the Lot or the auction proceeds. Auction arrangements a.The Company has its discretion over the description of the auction in the catalogue, display layouts, authentication opinions, location and method of the auction, who will be allowed to bid and the acceptance of the bid price, whether to seek profession opinion and whether to combine or separate the Lots. The Company reserves the right to withdraw the lot without obtaining the consent of the Seller. b. If the Company or the Seller withdraws the Lot, the Company may charge 10% of the Reserve set by the Seller. Auction Rules The Company will auction the item according to the Reserve. The Reserve may not be higher than the minimum of the estimates set in the catalogue. The Company is entitled to auction the item at a price lower than the Reserve, If the lot is sold according to the above principle, the Company is responsible to pay the Seller the difference between the closing price and the Reserve. After the successful auction a.Settlement After the payment is made by the Buyer, unless the Company receives a notice claiming such auction item is a forgery (as defined in the Agreement), the Company will pay the Seller within 45 days following the successful auction day an amount equal to the closing price taking away all the expenses payable by the Seller. If the Buyer delays the payment, the Company will pay the Seller within 7 days following the payment by the Buyer. If for any reason The Company pays the Seller before the Buyer makes the payment, the Company acquires the full ownership of the item. However, if the Company is forced to reclaim the Lot from the Buyer because such item is a counterfeit, the Seller must return the auction proceeds to the Company. Unless otherwise instructed by the Seller in writing, the Company will make its payment in NT dollars. If the Seller requests to pay in currencies other than NT dollars, the Company will collect from the Seller any foreign exchange expenses arising therefrom. b.Non-payment by the Buyer If the Buyer fails to make all the payments due within 35 days following the auction day, the Company is entitled to negotiate special terms in connection with the payments, storage, and insurance on behalf of the Seller and act deemed necessary by the Company to collect payments payable from the Buyer. However, the Company is not responsibility for making remittance to the Seller nor for bringing any legal actions on behalf of the Seller. The Company will discuss with the Seller to adopt appropriate actions to claim auction payments from the Buyer. c.Unsuccessfully auctioned items Any item not auctioned successfully, not included in the auction or withdrawn from the auction for any reason must be collected by the Seller within 35 days upon notification by the Company to the Seller. The storage fee of NT$300 per day will be charged on each item not collected after such 35 day period together with an additional charge for purchasing insurance coverage. The Company may dispose the Lot if such item is not collected within 90 days following the auction date or the notice date (whichever is the earlier). Such disposal includes removing the item to a third party warehouse with the associated expenses borne by the Seller and to auction such items under terms deemed appropriate by the Company (including the terms of estimates and the Reserve). The Company will pay the Seller the related expense after payments owed are offset. The Company is authorized to act as the sole agent of the Seller within 30 days following the auction for any auction item with-drawn from the auction or not sold. The Company may auction in private the item based on the net amount the Seller may receive (the amount after deducting all the expenses payable by the Seller) or sell such item in private at a lower price agreed upon by the Company and the Seller. Under such circumstances, the Seller's responsibilities and liabilities to the Company are the same as during an auction. Photographs and display The Company owns non-exclusive rights to the photographs, recordings and other reproduced images of the Lot. All the rights of such images shall belong to the Company and the company is entitled to use such images in any manner it deems appropriate. Tax The payment payable by the Seller to the Company dose not include any commodity or service tax or any other value added tax (whether imposed in the Taiwan or elsewhere) The Buyer should be responsible for paying such taxes pursuant to the tax rates and time provided by the law if there is any such applicable tax. If the Company is commissioned by the Seller to auction in Taiwan, the Company must pay the income tax for the Seller pursuant to the R.O.C. laws. ?. Terms applicable to both the Buyer and the Seller Copyright The copyright of all the images, photographs and written material in connection with the Lot belong to the Company at any time. The Buyer or any person may not use such items without obtaining prior written consent from the Company. Notices All the notices distributed according to the Transaction Agreement herein shall be made in writing. Any notice shall be deemed served to the recipient on the second day following delivery if sent by mail. If the recipient is abroad, the notice shall be deemed as received on the fifth working day following delivery by mall. Severability If any part of the Transaction Agreement is deemed invalid, illegal or unenforceable by any court, such part can be ignored and the rest of the Transaction Agreement continues to be valid and enforceable to the maximum extent permitted by the law. Jurisdiction The Transaction Agreement are governed under the R.O.C. law and the interpretation and effect of the Rules shall be subject to the R.O.C. laws. The Buyer and Seller shall submit themselves to the exclusive jurisdiction of the Taiwanese court for the interests of the Company. (Any discrepancy between the Chinese and English version of this terms and Conditions of Business, the Chinese version shall prevail.)