Terms & Conditions
Singapore
Terms & Condition Of Sale
By registering, you hereby expressly accept and agree to be
bound by and liable for breaches of these terms and conditions. These terms
apply to all sales, including (without limitation) private treaty, webcast,
auction, and other sales (each a “Sale”), conducted by Hilco Industrial, LLC,
or any joint venture partners thereof (collectively “Hilco”) unless otherwise
specifically stated. Any exceptions to the following terms will be posted in
the Terms and Conditions section on the Sale details page at www.hilcoind.com.
Subject to amendments and modifications announced by the Hilco.
EVERY
ITEM SOLD "AS IS".
NO
GUARANTEES OR WARRANTIES WHATSOEVER.
PLEASE
INSPECT THE ITEMS BEFORE BIDDING.
ALL
SALES ARE FINAL - NO EXCEPTIONS.
ALL
SALES ARE SUBJECT TO A BUYER`S PREMIUM, THE RATE OF WHICH WILL VARY SALE
TO SALE.
Any person participating in a Sale conducted by Hilco shall be
bound by the following terms and conditions:
Registration;
Bidder Paddle .
Upon registration, Hilco grants to the registered party
("Bidder"), the right to use Hilcast™ Webcast Bidding, Hilco
online auctions, or other bidding systems , and private treaty sales
processes for the purpose of bidding at a Sale to be conducted by Hilco
for one or more goods (the “Assets”). Such right is granted at Hilco’s
sole discretion and may be revoked at any time. Only one (1) Bidder per
paddle number is allowed. The party whose information was provided at the
time of registration is responsible for all purchases of Assets under that
Bidder paddle number. Hilco reserves the right to refuse issuing a paddle
number.
Credit
Card Authorization . Webcast and online bidders are
required to provide a valid MasterCard or Visa (the “Credit Card”) in
order to be approved to bid. By registering, the Bidder hereby expressly
authorizes Hilco to charge the Credit Card if the Bidder fails to pay any
invoice in accordance with section 5 hereof within forty-eight (48) hours
after each such invoice is issued to Bidder.
Bidder
Information .
Each Bidder expressly agrees to provide accurate and complete contact,
financial, Credit Card, and other requested information. Each Bidder
hereby further expressly agrees that, whether each such Bidder is acting
as a principal, an agent, or an officer, director, or other representative
of an entity, or in any other capacity whatsoever, each such Bidder is
personally liable for and shall be bound to remit payment of the purchase
price, buyer’s premium, taxes, and any other amounts payable with respect
to any and all Assets for which the Bidder is the “successful bidder” (in
each case, the “Purchaser”) at the Sale (such Assets, the “Purchased
Assets”). In the case of a Bidder acting on behalf of a third party or an
entity, by registering, each such Bidder expressly represents, warrants,
covenants and agrees that such Bidder has the requisite authority to bind
the third party or entity on whose behalf each such Bidder acts.
Buyer’s
Premium .
A Buyer`s Premium (“BP”) will be in effect for each sale of Purchased
Assets, unless specifically stated otherwise in the Sale specific terms
and conditions (the “Sale Specific Terms”). Please see Sale Specific Terms
for amount of BP or for any exceptions.
Payment
Terms .
ALL PURCHASES MUST BE PAID IN FULL UPON RECEIPT OF INVOICE. Invoices will
be e-mailed, typically within 24 hours of after the Sale closes. All
payments must be made by Cashier`s Check, Wire Transfer or Company Check
with Bank Letter of Guarantee. Checks must be made payable to
Hilco Global Asia Pacific Pte Ltd . Hilco reserves the right to resell
Purchased Assets if the proper deposit is not received at or before the
time of sale. Unless specifically stated otherwise in the Sale Specific
Terms, absolutely no Purchased Assets will be removed before (i) the
conclusion of the Sale and (ii) payment is made in full. All Purchased
Assets must be paid for in advance of the Purchased Assets being released
to the Purchaser or the Purchaser’s authorized representatives. No
Purchased Assets will be released without confirmation that all of the
Purchased Assets have been paid in full.
Applicable
Taxes .
Each Purchaser expressly acknowledges and agrees that taxes arising on a
sale of the Purchased Assets, including (without limitation) applicable
sales taxes, shall be paid to Hilco at the time of sale of the Purchased
Assets. Any Purchaser who claims one or more exemptions from sales or
other taxes expressly agrees to provide proof satisfactory to Hilco, in
its sole discretion, of such Purchaser’s entitlement to each such
exemption. In the absence of proof satisfactory to Hilco, in its sole
discretion, taxes shall be paid by the Purchaser.
Hilco’s
Reservation of Rights . The sale of all Assets will
conform to the bid process, provided that Hilco reserves the right to sell
Assets by individual group lots, "EN BLOC", or otherwise, as
Hilco deems appropriate. Hilco reserves the right to sell on behalf of
third parties, its own account, or on the account of others. Each Bidder
hereby expressly acknowledges and agrees that Hilco may, in its sole
discretion, reject any and all bids at any time. Should any dispute arise
between two or more Bidders or as to any bid, the Asset(s) in question
may, in Hilco’s sole discretion, be immediately offered for sale again and
resold in which case Hilco shall be deemed to have rejected each such bid.
Each Bidder hereby expressly acknowledges and agrees that (i) Hilco shall
regulate all matters relating to the conduct of the Sale, including
(without limitation) bidding and bidding disputes, (ii) Hilco shall be the
sole arbiter of any disputes, (iii) and Hilco’s decision(s) shall be final
and binding on all Bidders.
Bids
are Final .
Each Bidder hereby expressly acknowledges and agrees that (i) once
submitted a bid shall be binding on the Bidder who submitted such bid and
(ii) no bid may be retracted by a Bidder or other party.
“AS
IS, WHERE IS”; NO WARRANTIES . BY REGISTERING, EACH BIDDER
EXPRESSLY ACKNOWLEDGES AND AGREES THAT ALL SALES ARE (I) FINAL. (II) ON AN
"AS IS, WHERE IS", "IN PLACE", "WITH ALL
FAULTS" BASIS WITH NO CONDITIONS OR WARRANTIES, WHETHER EXPRESSED,
IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES
OR CONDITIONS AS TO (A) TITLE, (B) DESCRIPTION, (C) FITNESS FOR PARTICULAR
PURPOSE(S), (D) QUANTITY, (E) QUALITY, (F) MERCHANTABILITY, (G) STATE, (H)
CONDITION, (I) LOCATION, (J) CONFORMITY TO ANY STANDARD IN RESPECT OF
SAFETY, POLLUTION OR HAZARDOUS MATERIAL OR TO ANY STANDARD OR REQUIREMENT
OF ANY APPLICABLE AUTHORITY, LAW, RULE, ORDINANCE, OR REGULATION, (K)
FINANCABILITY, (L) AGE, YEAR OF MANUFACTURE, MODEL, OR MAKE, (XIII) OR
OTHERWISE. HILCO EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESSED, IMPLIED,
STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OR
CONDITIONS AS TO (I) TITLE, (II) DESCRIPTION, (III) FITNESS FOR PARTICULAR
PURPOSE(S), (IV) QUANTITY, (V) QUALITY, (VI) MERCHANTABILITY, (VII) STATE,
(VIII) CONDITION, (IV) LOCATION, (X) CONFORMITY TO ANY STANDARD IN RESPECT
OF SAFETY, POLLUTION OR HAZARDOUS MATERIAL OR TO ANY STANDARD OR
REQUIREMENT OF ANY APPLICABLE AUTHORITY, LAW, RULE, ORDINANCE, OR REGULATION,
(XI) FINANCABILITY, (XII) AGE, YEAR OF MANUFACTURE, MODEL, OR MAKE, (XIII)
OR OTHERWISE. BIDDERS ARE STRONGLY ENCOURAGED TO INSPECT ALL ASSETS BEFORE
BIDDING. PREVIEW AND INSPECTION DATES WILL BE PUBLISHED ONLINE AT
WWW.HILCOIND.COM/SALES.
No
Reliance on Information . All descriptions, advertising,
lot catalogs, or any other source of information (oral or written)
concerning the Assets provided by Hilco or otherwise obtained by a Bidder
from a source other than Hilco (collectively, the “Information”) are
subject to additions deletions, changes, and modifications at any time
prior to purchase and sale. Each Bidder expressly acknowledges and agrees
that no sale of any Asset may be invalidated by a Bidder because of an
error, inaccuracy, or other fault in the Information. Each Bidder hereby
expressly acknowledges and agrees that the Information have been prepared
for informational purposes only and shall not and may not be relied upon
by any Bidder for any purpose, including (without limitation) accuracy or
completeness. By bidding on an Assets, a Bidder represents, warrants,
covenants and agrees that each such Bidder is relying upon each such
Bidder’s own investigation, inspection, research, and analysis of the
Asset(s) for which a bid has been submitted and is not in any way relying
upon the Information provided by Hilco or any other third party.
Safety
and Repair of Purchased Assets . Each Bidder expressly agrees
that, following the Sale and removal of the Purchased Assets, but prior to
operating or otherwise using the Purchased Assets, such Bidder shall
retain a qualified person to inspect all Purchased Assets for safety and
operational purposes. Each Bidder further expressly agrees to repair or
restore, at Bidder’s sole cost and expense, all Purchased to a safe
operating condition that, among other things, meets any standard or
requirement of any applicable governmental authority, law or regulation,
including (without limitation) those concerning any use to which the lot
may be put.
Removal
of Purchased Assets . All Purchased Assets shall be
removed within the time frame specified by Hilco; provided, however, that
no Purchaser shall be authorized or permitted to remove any Purchased
Assets prior to receipt by Hilco of payment for such Purchased Assets.
Each Purchaser expressly acknowledges and agrees that each such Purchaser
shall be responsible for all costs and expenses associated with removal of
the Purchased Assets and shall be liable to Hilco, Seller, owner and/or
landlord of the premises at which the Purchased Assets are located, and
all other third parties for any personal injury or death any person or
damage to property, including (without limitation) any personal injury,
death, or damage caused by hazardous substances or hazardous materials,
caused, in whole or in part, by Purchaser or Purchaser’s employees,
independent contractors, subcontractors, representatives, invitees,
agents, affiliates, or other representatives (collectively, the “Purchaser
Representatives”) Purchaser’s acts or omissions arising from related to,
during, or associated with the removal of the Purchased Assets.
Bidder
Compliance with Applicable Law . Each Purchaser expressly
acknowledges and agrees that each such Purchaser and all Purchaser
Representatives shall comply with all health and safety, OSHA,
environmental, and other applicable laws, rules, and regulations and all
requirements established by Hilco for the removal of Purchased Assets,
including (without limitation) requirements as to bonding of third parties
and insurance requirements. Each Purchaser expressly acknowledges and
agrees that each such Purchaser and all third parties utilized by each
Purchaser shall provide Hilco, the seller of the Assets (the “Seller”),
the owner and/or landlord of the premises at which the Purchased Assets
are located with certificates of liability and worker`s compensation
insurance in amounts acceptable to the above parties, each in their sole
discretion, and name all such parties as additional insureds under the
foregoing policies of insurance. Hilco may, in its sole discretion, refuse
to permit any Purchaser Representative from accessing the premises at which
the Purchased Assets are located.
Third
Party Service Providers . As a courtesy only, Hilco may
provide contact information for riggers, machinery movers or other service
providers. Hilco is not affiliated with, nor shall Hilco be responsible or
liable for the action of, any rigger, machinery mover or other service
provider utilized by a Purchaser or Purchaser Representatives. Seller or
Hilco may require the use of one or more specific riggers, machinery
movers or other service providers at the premises at which the Purchased
Assets are located. Such a requirement does not constitute a guarantee or
endorsement by Seller or Hilco.
Transfer
Documents .
Where available, documents of transfer, including motor vehicle ownership
documents, in the possession of Hilco, will be provided to the Purchaser
within seven days following payment or as soon thereafter as such
documents are available.
Security
Interest .
Each Bidder expressly grants to Hilco a security interest in and lien upon
the Purchased Assets and proceeds thereof to secure payment of the
purchase price for the Purchased Assets. Each Bidder expressly
acknowledges and agrees that, in the event of non-payment by a Bidder,
Hilco may proceed to file the Bidder Registration Agreement, and any other
documents to perfect the security interest and lien granted hereby.
Bidding
as a Privilege .
Hilco reserves the right to refuse any applicant the privilege of bidding
or attending at the auction or other Sale event, and may revoke such
privilege at any time.
Time
is of the Essence .
Each Purchaser hereby expressly acknowledges and agrees that time is of
the essence in performing Purchaser’s obligations associated with the
purchase and removal of the Purchased Assets. If a Purchaser fails to make
payment or remove any Purchased Asset within the time periods provided,
Hilco may (but shall not be obligated to) resell the each such Purchased
Asset by auction, private contract or otherwise, as Hilco in its
discretion deems advisable, and the Purchaser shall be liable for the difference
between the price at which the Purchased Assets were resold and price that
should have been paid by Purchaser, plus all costs and expenses incurred
by Hilco or the Seller and plus interest (at a minimum rate of 1.5% per
month or 18% per annum), legal fees, moving and storage (at a minimum rate
of $2.00/sq. ft. per month) and commissions related to such resale.
Presence
of Potential HAZMAT . Each Bidder hereby expressly
acknowledges and agrees that (i) the premises at which the Assets are
located is a potentially dangerous place with hazardous, noxious,
corrosive and pressurized materials and substances being present, heavy
equipment being operated and electric circuits being live and (ii) every
person at such premises, either before, during and after the Sale, shall
be deemed to be there at their own risk with notice of the condition of
such premises, the activities on such premises and the conduct of third
parties. Each Bidder further agrees to advise his employees, independent
contractors, subcontractors, representatives, invitees, agents,
affiliates, or other representatives (the “Bidder Representatives”) of the
foregoing prior to entering the premises
Indemnity . Each Bidder
hereby agrees to indemnify, defend, and hold harmless Hilco, Seller, and
their employees, independent contractors, subcontractors, representatives,
invitees, agents, affiliates, or other representatives from and against
and with respect to any and all loss, liability, assessment, claim, cause
of action, demand, damage or expense, (including, without limitation,
reasonable attorneys` fees), court costs, penalties, charges and amounts
paid in settlement of the foregoing arising from or related to (i) the
purchase and sale of the Assets, (ii) Bidder’s acknowledgements,
agreements, covenants, representations, or warranties in these terms and
conditions, or (iii) any personal injury or death or any damage to
property caused, in whole or in part, by such Bidder or such Bidder’s
Representatives.
Privacy
Policy .
Unless you ask us not to, we may contact you via email in the future to
tell you about new sales or special events that may be of interest to you.
We will not share your information with any third party outside of our
organization, other than as necessary to fulfill your request, e.g. to
inform you of a sale. Please review our Privacy Policy for
detailed information.
TECHNOLOGY
DISCLAIMER .
WHILE HILCO ENDEAVORS TO ENSURE THAT THE WEBSITES ARE NORMALLY AVAILABLE
24 HOURS A DAY, HILCO SHALL NOT BE LIABLE IF FOR ANY REASON THE WEBSITES
ARE UNAVAILABLE AT ANY TIME OR FOR ANY PERIOD. ACCESS TO THE WEBSITES MAY
BE SUSPENDED TEMPORARILY AND WITHOUT NOTICE IN THE CASE OF SYSTEM FAILURE,
MAINTENANCE OR REPAIR OR FOR REASONS BEYOND HILCO’S CONTROL. HILCO
RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO RELIST OR ADJUST BIDDING
PERIODS ON ANY SALE DUE TO SYSTEM FAILURE, MAINTENANCE, OR REPAIR. BIDDER
AGREES HE HAS SATISFIED HIMSELF AND IS NOT RELYING ON HILCO, NOR IS HILCO
LIABLE, FOR ANY MATTER IN RESPECT OF THE ABOVE.
LIMITATION
OF LIABILITY . EACH BIDDER HEREBY EXPRESSLY
ACKOWLEDGES AND AGREES THAT, REGARDLESS OF CIRCUMSTANCES AND REGARDLESS OF
THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE, (I) HILCO’S
CUMULATIVE MAXIMUM LIABILITY TO A BIDDER, A PURCHASER OR PURCHASER
REPRESENATIVES FOR DAMAGES ARISING OUT OF OR RESULTING IN ANY MANNER
WHATSOEVER TO THE ASSETS, THE PURCHASED ASSETS OR THE TRANSACTION
CONTEMPLATED HEREBY, INCLUDING (WITHOUT LIMITATION) FAILURE TO DELIVER ANY
PURCHASED ASSET, SHALL IN NO EVENT EXCEED THE PURCHASE PRICE AND BP
ACTUALLY RECEIVED BY HILCO FOR THE PURCHASED ASSETS AND (II) ANY INDIRECT,
INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY LOSSES OR
DAMAGES OF ANY NATURE OR KIND WHATSOEVER INCURRED OR EXPERIENCED BY ANY
BIDDER, PURCHASER, OR PURCHASER REPRESENTATIVES.
WAIVER
OF TRIAL BY JURY . EACH BIDDER HEREBY
WAIVES TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM
BROUGHT BY ANY BIDDER AGAINST HILCO ON ANY MATTER ARISING OUT OF
OR IN ANY WAY CONNECTED WITH THESE TERMS AND CONDITIONS, THE ASSETS, OR
THE PURCHASED ASSETS.
GOVERNING
LAW .
THESE TERMS AND CONDITIONS, THE SALE SPECIFIC TERMS, AND THE PURCHASE AND
SALE OF THE PURCHASED ASSETS SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF SINGAPORE WITHOUT REGARD TO CHOICE OF LAW RULES
OR PRINCIPLES.
EACH
BIDDER HEREBY EXPRESSLY REPRESENTS, WARRANTS, COVENANTS, AND AGREES THAT
EACH SUCH BIDDER HAS RECEIVED, READ, UNDERSTANDS, AND SHALL BE BOUND BY
AND COMPLY IN ALL RESPECTS WITH AND SHALL BE LIABLE FOR BREACHES OF THE
FOREGOING TERMS AND CONDITIONS.