WELCOME TO PSYCHEDELIC ART EXCHANGE AUCTION TERMS AND CONDITIONS. THE TERMS (TOGETHER WITH ANY EXHIBITS OR ADDENDUMS, PROPOSALS, ORDER FORMS, TERMS OF SERVICE, PRICE SCHEDULES, CONSIGNOR AGREEMENTS, POLICIES, OR OTHER SUPPLEMENTAL DOCUMENTS INCORPORATED HEREIN BY REFERENCE AND PUBLISHED BY PAE FROM TIME TO TIME CREATE A LEGALLY BINDING AGREEMENT (THE “AGREEMENT”) BETWEEN PSYCHEDELIC ART EXCHANGE, LLC AND ITS AFFILIATES (COLLECTIVELY, “PAE”) AND THE USER OF THE SERVICES (COLLECTIVELY, “YOU” OR “YOUR”), WITH RESPECT TO YOUR USE OF THE SERVICES AND THE SITE (AS HEREAFTER DEFINED). THESE TERMS ARE A LEGAL CONTRACT BETWEEN PAE AND YOU. BY USING THE SERVICES AND/OR ACCESSING THE SITE, YOU ARE AGREEING TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. YOU SHOULD CAREFULLY READ THIS AGREEMENT AND AGREE TO ALL TERMS BEFORE USING THE SERVICES OR ACCESSING THE SITE. ANY ONE OF THE FOLLOWING ACTIONS CONSTITUTES YOUR ACCEPTANCE AND AGREEMENT TO BE BOUND BY THIS AGREEMENT: (1) ACCEPTING THE TERMS AND CONDITIONS OF USE ELECTRONICALLY DURING THE REGISTRATION OR SIGN-UP PROCESS AND/OR UPON LOGGING ON TO USE THE SERVICES AND/OR THE SITE; (2) USING THE SERVICES AND/OR THE SITE AS DESCRIBED HEREIN; OR (3) CONSIGNING AN ITEM FOR SALE USING THE SERVICES AND/OR THE SITE. THROUGH ANY OF THESE ACTIONS YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT.

 

All PAE Auctions and Services, including consignments of Lot(s), will be conducted within the framework of the terms and conditions provided in this Agreement. PAE may change the terms of this Agreement from time-to-time. If we make any changes to the terms of this Agreement, we will notify you by revising the last updated date at the top of this Agreement, and, though no further notice shall be required, in some cases, we may provide you with additional notice (such as sending you an email notification or providing a banner notification on the Site. Your continued use of the Services or the Site shall constitute your consent and agreement to, and acceptance of, the changes. Updated versions of the Agreement will be posted on the Site, and changes will be binding on you on the date they are posted as set forth herein. Updated versions of the Agreement will supersede all previous versions of the Agreement as well as any previously agreed upon terms of service to the extent they are inconsistent with the updated Agreement. Accordingly, you are encouraged to periodically review the Agreement for any such changes and/or amendments.

 

1. INTRODUCTION AND DEFINITIONS
   1. Each Bidder in an Auction, Consignor of Lot(s) in an Auction, or recipient of any of the Services described herein (collectively, as applicable herein, “you”) is responsible for ensuring that he or she has read and understood the terms of this Agreement prior to bidding on or consigning any Lot(s) via the Site or receiving any of the Services as set forth herein.
   2. Bidders and Consignors are encouraged to contact Psychedelic Art Exchange, LLC at:

Psychedelic Art Exchange, LLC                                           Email: support@concertpostergallery.com

P.O. Box 26232                                                  Telephone: (410) 464-6180

Baltimore, Maryland 21210

 

1. 3. PAE’s contractual relationship with the Bidders and Consignors are governed by:

1. 3. 1. This Agreement, as may be amended from time to time;
      2. The Key to Lot(s) Symbols and/or Legend referenced in the auction catalogue and or Lot(s) description on https://concertpostergallery.com/ as the case may be; and
      3. In each case as amended by any notice, auctioneer’s announcement, or Site update. (Clauses 1.3.1 to 1.3.2 together are “Contractual Obligations”)

 

4. Definitions.

“Auction” means timed, online-only auctions wherein registered Bidders can bid through the Site on Lot(s) being auctioned by PAE.

“Bidder” means the registered person, authorized agent, or entity (including you) that places a bid or bids

on Lot(s) that PAE offers for sale at an Auction conducted on the Site.

“Buyer” means the winning Bidder at the Close of the Lot(s).

“Close of Lot(s”) means the time that the time-based auction (the “Auction”) expires. “Hammer Price” means the value of the last accepted bid upon the Close of Lot(s). “Lot(s)” means property that PAE lists for sale through the Site.

“Services” means any and all services provided by PAE to Consignors, Bidders, and/or Buyers, including, without limitation, Auctions conducted by PAE on the Site, and any pre-Auction and post-Auction services Provided by PAE to Consignors, Bidders, and/or Buyers.

“Site” means https://concertpostergallery.com/ and/or the Third Party Software.

“Terms” means these Auction Terms and Conditions and those applicable to any Third Party Software

“Third Party Software” means third party auction platforms utilized by the Company which include, without limitation, Live Auctioneers, Bidpath, and Auction Mobility.

 

2. BEFORE YOU BID - REGISTRATION
   1. To bid at an Auction, a Bidder must satisfy the Auction bidder registration requirements set forth in the Terms (the “Bidder Registration Requirements.”) You may browse the auction without registering, however in order to bid, you must first register online via the Site. A valid email address is required for registration. You acknowledge and agree that all information provided during the registration process shall be current, complete, and accurate. All bidders must be 18 years of age or older. By registering, you agree to not use any device, software, or routine to interfere or attempt to interfere with the proper working of any transaction being conducted on and during any auction sale.
   2. Bidding is open to all registered bidders upon PAE announcing an auction via the Site, or the PAE mailing list. Bidders must register for each individual auction; however, once you are approved for one Auction, you will automatically be approved for future auctions. Notwithstanding the foregoing, if PAE determines that a Bidder does not satisfy and/or meet the Bidder Registration Requirements, PAE, at its sole discretion, may not allow the Bidder to register to bid at an Auction.

 

3. BIDDING
   1. The Auction will begin on the date notified to you when you register for the relevant Auction and will follow a timed-auction format. The exact closing date will be notified to you in respect of each Auction. Unless otherwise provided, Live bidding will officially begin at 9:00 pm Eastern Time on the date in which PAE has chosen for the Auction to close. Any bid placed prior to this shall be considered a max proxy bid. Bidders will be able to join the “live auction” from the sale’s main catalog page on the Site. To do so, Bidders should click to enter the live auction and the live auction console will launch in a new window.
   2. To bid at the Auction, a Bidder must satisfy any and all PAE bidder registration requirements which may include, but are not limited to, (i) being at least eighteen (18) years of age; (ii) providing a copy of a valid for of government-issued identification; (iii) registering a valid credit card via the Site; and (iv) providing copies of any required financial documents including, but not limited to, financial references, guarantees, deposits, and/or such other security, at PAE’s absolute discretion, as security for any bid (together “Bidder Registration Requirements”). Notwithstanding the foregoing, PAE may waive any of the foregoing Bidder Registration Requirements on an individual basis as determined in PAE’s sole and absolute discretion
   3. Once made, no Bidder may retract a bid made during the Auction for any reason. There is no “cooling-off period”, cancellation, or rescission of bids. If a bid placed by another bidder exceeds your bid, you will be notified that you have been outbid.

1. 4. PAE reserves the right to reject any bid. The highest Bidder acknowledged by the auctioneer will be the Buyer. PAE has sole and absolute discretion in the case of error or dispute with respect to bidding and, whether during or after the sale, to determine the successful Bidder, to re-open the bidding, to cancel the sale, or to re-offer and re-sell the Lot(s) in dispute. If any dispute arises after the sale, PAE’s sale record is conclusive. PAE is not responsible for any errors or omissions in connection with the calling, displaying, accepting, or rejecting of bids.
   5. By participating in an Auction, the Bidder represents and warrants that any bid placed by them, or on their behalf, is not the product of any collusive or other anti-competitive agreement and is otherwise consistent with applicable competition law. Furthermore, Agreements between Bidders and consignors to effectuate a non-sale of an item at Auction, inhibit bidding on a consigned item to enter into a private sale agreement for said item, or to utilize Auctioneer’s Auction to obtain sales for non-selling consigned items subsequent to Auction, are strictly prohibited. If a subsequent sale of a previously consigned item occurs in violation of this provision, PAE reserves the right to charge Bidder the applicable Buyer’s Premium and consignor a seller’s commission.

 

4. STARTING BIDS; RESERVES; ESTIMATES; CONSIGNERS
   1. In some Auctions there may be no minimum bid and other Auctions may start at a minimum bid of Ten Dollars ($10.00) with no seller reserves. A twenty percent (20%) buyer’s premium (the “Buyer’s Premium”) payable to PAE will apply to all winning bids. Purchases made through LiveAuctioneers will be subject to an additional 5% charge.
   2. In some cases, Consigners to an Auction may submit reserves on their Lot(s) in advance of the Auction. This reserve may be above the starting bid of the Lot(s). When a Lot is sold subject to a reserve, the auctioneer may bid on the Consignor’s behalf in an amount not to exceed the amount of the reserve. Additionally, in some cases an estimate of the Lot(s) may be provided. This estimate is a subjective opinion of an item’s retail value and could differ substantially, either higher or lower, from the opinion of other experts and collectors.
5. 3. PAE or its affiliates, and its and their officers, members, and employees, may consign items to be sold in the auction, and/or may have a legal, beneficial, or financial interest in a Lot(s) as a secured creditor or otherwise, and may bid on those Lot(s) or any other Lot(s). PAE expressly reserves the right to modify any such bids at any time prior to the closing based upon data made known to PAE or its affiliates.

 

5. BID INCREMENTS

Lot Value	Bid Increment
$10-$200 $201-$500 $501-$1000 $1001-$2500 $2501-$5000 $5001-$15,000 $15,001 and up	$10.00 $25.00 $50.00 $100.00 $250.00 $500.00 $1,000.00

6. HOW OUR AUCTIONS CLOSE – CLOSE OF LOT(S)
   1. Timed-based auctions are designed to mimic a live, in-person auction. Each Lot will come up individually for live bidding in Lot sequence, beginning with Lot #1. PAE uses an extended bidding process for each Lot. As each Lot closes, “fair warning” is given to let Bidders know that they have approximately five (5) minutes left to act. If any bid or incremental bid is recorded after the fair warning for the Lot, the auction clock for that Lot will automatically be extended for an additional five (5) minutes on a continual basis until such time as no additional bids are received during the fair warning period and the auction will then close for that Lot. This bidding will continue until only one Bidder remains.

 

1. 2. Once the Lot has been closed, the screen on the Site will go to the next sequential Lot. The process will repeat until each Lot has been sold. If at the end of the Auction, you are awarded the final bid on a Lot(s), ownership automatically changes hands at the Close of the Lot(s), subject to Buyer’s fulfillment of the Contractual Obligations. At the Close of Lot(s), you are now the legal owner of the applicable Lot(s) and are responsible for payment in full.

 

7. PURCHASE AND PAYMENT
   1. When you purchase Lot(s) through the Site during an Auction, you agree to being bound by the terms of this Agreement and you agree with the ability to pay PAE through: (i) third-party payment processors, (ii) Credit and Debit Card Payments and Pre-Authorization; and (iii) ACH Payments.
8. 2. All sales are strictly for cash in U.S. dollars. Invoices for the Purchase Price (as defined below) must be paid in full before shipment. Payment of the invoiced Purchase Price is due within seven (7) days of receipt (the “Payment Deadline”). Personal checks, cashier’s checks, wire transfers, PayPal and Visa/Mastercard are accepted. All forms of payment must clear before the Lot(s) will be shipped.
   3. Buyer is required to pay PAE twenty percent (20%) of the Hammer Price, which PAE retains as the Buyers’ Premium for the purchase of each Lot(s) (hereto “Buyers’ Premium).
9. 4. The Purchase Price shall consist of: (i) The Hammer Price, (ii) The applicable Buyers’ Premium, and (iii) Expenses and Fees. Expenses and fees as outlined in this Agreement include, but are not limited to, transportation, duty, storage, insurance, and taxes (hereafter, “Expenses and Fees”). The Buyer will be required to pay the applicable Expenses and Fees to PAE in addition to the Hammer Price and applicable Buyers’ Premium in accordance with the terms of this Agreement.
10. 5. PAE reserves the right to require a hold to be placed on the Bidder’s credit card from the date of registration until the close of the Auction (“CC Hold”). If the Bidder is not the Buyer of the Lot(s), the CC Hold will be removed from the credit card in accordance with the Bidder’s specific credit card companies’ procedures. If the Bidder is the Buyer of the Lot(s), the Bidder will be required to make payment.
11.  

 

8. SHIPPING AND INSURANCE
   1. PAE does not profit from postage and insurance fees. However, we set the industry standard for secure, archival shipping and our clients overwhelmingly agree that this level of quality and assurance is well worth the small additional costs we incur. Shipments inside the United States are shipped fully insured and will be billed separately for our cost for materials and postage. All items are shipped in custom containers and all items are shipped flat. In addition, each item is also housed in its own archival, Mylar D holder suitable for long term storage.

1. 2. International orders will be invoiced separately for the actual shipping and insurance fees. Successful international Bidders shall provide written shipping instructions, including specified Customs declarations, to PAE, for any Lot(s) to be delivered outside of the United States.
   3. Domestic Bidders on Lot(s) designated for third-party shipment must designate the common carrier, accept risk of loss, and prepay shipping costs. Packing and handling of purchased Lot(s) are at the entire risk of the Buyer, and Buyer is responsible for all risk of loss or damage and the cost insurance upon purchase of the Lot(s). PAE is not responsible for the acts or omissions in the packaging or shipping of purchased Lot(s) or of other carriers or packers of purchased Lot(s), whether or not recommended by PAE.

 

9. TAXES
   1. Buyer is responsible for paying all applicable taxes, duties, tariffs, customs, and any and all other government mandated costs associated with purchasing Lot(s) (collectively, “Taxes”).
   2. Sales tax rates vary and depend on each state and local regulation. State sales tax will be automatically calculated and applied based on the destination ZIP code listed on the Bidder’s invoice. No action is required on your part to collect sales tax on purchases from the listed states that are paid through the Site. Based on the destination ZIP code, PAE may apply the applicable state and local sales tax rate on the Hammer Price and Expenses and Fees. Processing fees and Buyer’s Premium may also be taxable depending on the state.
10. 3. Maryland State sales tax of six percent (6%) will be charged on all orders shipped within the state of Maryland. The sales tax amount is based on the Hammer Price plus the Buyer’s Premium of the Lot(s) purchased. In no event will PAE be liable for any Taxes for any items purchased or shipped outside the United States.
    4. PAE may provide information about the tax status of each Lot, as well as any ownership or registration papers that may be supplied with the respective Lot(s) (“Tax and Ownership Information”); however, this information is being provided merely to assist Bidders in their determination of their own tax and regulatory responsibilities. As a condition of bidding at the Auction, it is the Bidder’s responsibility to satisfy themselves and comply with all applicable Taxes, duty, or any and all other payments associated with the purchase of a Lot(s) at the Auction. A further condition of bidding at the Auction or Consigning Lot(s) in an Auction is that the Bidder and/or Consignor hold PAE harmless for any and all tax or regulatory issues that arise due to Tax and Ownership Information that PAE provides.

 

10. CERTIFIED AUTHENTICATION AND GRADING

All posters in an Auction are accompanied by Certified Authentication and Grading according to the Official Grading Standards of Psychedelic Art Exchange. For a complete description of these standards, refer to the Site.

11. GUARANTEES ON LOT(S)

PAE proudly stands behind every Lot in an Auction. Each Lot you acquire from PAE is covered by no less than three separate guarantees. They are as follows:

1. 30 Day 100% Guarantee of Complete Satisfaction. At Psychedelic Art Exchange, we are not happy unless you are. When you receive collectibles from us, we want you to carefully inspect each item in the comfort of your home and make sure that it meets your personal standards and expectations. We want you to be nothing less than totally thrilled with every item you acquire. If for any reason, you become dissatisfied with any piece you purchase, simply return it any time within 30 days of the Auction date. You’ll receive an immediate and full refund, including your return postage and insurance costs! No questions asked!
2. Lifetime Guarantee of Authenticity. Every item we sell is guaranteed to be genuine in regard to what it’s represented to be. If at any time, an item sold by PAE is found not to be authentic, we guarantee to buy the item back from you for 100% of your purchase price, refund the Buyer’s Premium, shipping, handling and insurance costs, plus 5% simple interest for every year that you have owned the item. Please note that authenticity is different than the grade assigned to an item. Grading is an art, not a science and represents a subjective description which can and often does differ among experts. It’s also possible for the same expert to assign a different grade to the same item at different times. Please see our Guarantee of Grade.

3. Guarantee of Grade. PAE has earned a well-deserved reputation as the most conservative graders in world. If at any time in the future, you wish to sell material acquired by or consigned to PAE, we guarantee to buy your material back at the same grade that the items were originally sold to you.

We welcome, and indeed encourage our clients to call PAE first whenever it comes time to sell as we have come to rely on our clients as our best source for fresh material. Because of our robust business, you can count on PAE to offer you the very highest prices available anywhere and will be determined by current market conditions and inventory needs at the time.

PAE is the only organization in the world to offer the above guarantees and serve as your assurance of receiving unsurpassed quality and value. In order for the above guarantees to remain in effect, all items must be returned undamaged, in the exact same condition, and in the exact same holders as they were originally sold as determined by the sole opinion of PAE. NO OTHER WARRANTIES OTHER THAN THOSE OUTLINED ABOVE, ARE EXPRESSED OR IMPLIED. ESTIMATES AND DESCRIPTIONS OF LOT(S), OTHER THAN THOSE OF AUTHENTICITY AND GRADE, ARE THE SUBJECTIVE OPINION OF THE AUCTIONEER AND CAN AND DO DIFFER AMONG EXPERTS.

 

12. CONDITIONS OF SALE; DISCLAIMERS
    1. All bids placed with PAE and/or through the Site are legally binding. By registering and bidding in an Auction you are entering into a legal contract. By bidding in an Auction, you expressly agree to all of the Auction Terms. If you are the successful bidder on a Lot, you acknowledge and agree that that you will be considered the Buyer of the Lot.
    2. If a winning Bidder does not honor his or her bid with payment in full within seven (7) days of receipt of his or her invoice (a “Non-Paying Bidder”), then it is agreed that, in addition to PAE’s rights and remedies set forth in Section 13: (i) PAE may, at its sole and absolute discretion, sell the given Lot(s) to an under bidder or re-offer the Lot(s) in a future Auction and band the Non-Paying Bidder from all future Auctions, (ii) the Non- Paying Bidder is responsible for any losses incurred, and (iii) that the Non-Paying Bidder explicitly agrees to pay any and all reasonable attorneys’ fees and other costs incurred by PAE, in the collection of these losses.
13. 3. PAE, reserves the right to refuse to honor any bid which in its sole discretion, is not submitted in “good faith”, or is not supported by satisfactory credit, collectibles references, or for any other, or no reason whatsoever.
    4. PAE may provide services including support staff, in connection with an Auction, who will have absolute discretion with regard to the Lot(s) as to (a) consulting any expert either before or after the auction, (b) researching provenance, (c) grouping and providing descriptions as may be appropriate, (d) marketing and promotion of the Lot(s), and (e) any other service required to conduct the auction of the Lot(s). Notwithstanding the foregoing, you are responsible for any and all due diligence including but not limited to, inspections and verification of originality, character, features, condition, correctness, authenticity, history or description, statements made in reference to, or any and all other matters regarding any Lot(s) offered at the Auction.
14. 5. PAE does not provide any warranties to Bidders, whether expressed or implied, beyond those expressly provided in these Terms. All property and Lot(s) are sold ”as is” and “where is”. By way of illustration rather than limitation, neither PAE nor the Consignor makes any representation or warranty, expressed or implied, to the Bidder as to merchantability or fitness for intended use, condition of the property (including any condition report), correctness of description, origin, measurement, quality, rarity, importance, exhibition, relevance, attribution, source, provenance, date, authorship, condition, culture, genuineness, value, or period of the property. Additionally, neither PAE nor the Consignor makes any representation or warranty, expressed or implied, as to whether the Bidder acquires rights in copyright, trademark, or other intellectual property (including exhibition or reproduction rights) related to the item, or whether the property is subject to any limitations or other rights. PAE does not make any representation or warranty as to title. PAE is selling only such right or title to the Lot(s) being sold as PAE may have by virtue of consignment agreements on the date of Auction and disclaims any warranty of title to the Lot(s). EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE CONSIGNORS AND PAE DISCLAIM ALL WARRANTIES, EXPRESSED OR IMPLIED, AS TO CONDITION, ORIGINALITY, OR AUTHENTICITY; ORIGIN OR PROVENANCE; PREVIOUS USE OR OWNERSHIP OF ANY LOT(S) AND SPECIFICALLY DISCLAIM ANY WARRANTIES FOR ANY PARTICULAR PURPOSE.

1. 6. All descriptions, photographs, illustrations, and terminology including but not limited to words describing condition (including any condition reports requested by Bidder), authorship, period, culture, source, origin, measurement, quality, rarity, provenance, importance, exhibition, and relevance, used in the Auction catalogue, bill of sale, invoice, or anywhere else, represent a good faith effort made by PAE to fairly represent the Lot(s) and property offered for sale as to origin, date, condition, and other information contained therein; they are statements of opinion only. They are not representations or warranties and Bidder agrees and acknowledges that he or she shall not rely on them in determining whether or not to bid or for what price. Price estimates (which are determined in advance of the Auction and are therefore subject to revision) and condition reports are provided solely as a convenience to Bidders and are not intended nor shall they be relied on by Bidders as statements, representations or warranties of actual value or predictions of final bid prices.
2. 7. All images, descriptions, sales data, and archival records are the exclusive property of PAE, and may be used by Auctioneer for advertising, promotion, archival records, and any other uses deemed appropriate. Color variations can be expected in any electronic or printed imaging and are not grounds for the return of any Lot(s). PAE shall not be liable for breakage of glass or damage to frames (patent or latent); such defects, in any event, shall not be a basis for return or reduction in purchase price.
   8. Bidders are accorded the opportunity to inspect the Lot(s) and to otherwise satisfy themselves as to the nature and sufficiency of each Lot prior to bidding, and PAE urges Bidders to avail themselves accordingly. All Lot(s) sold by PAE are accompanied by an Auction Certificate (“AC”). On any Lot presented with an AC issued by PAE, the certification is only as to its attribution to the person or entity described or to the Lot’s usage and only as explicitly stated therein (the “AC”), to the exclusion of any other warranties, express or implied, including but not limited to those pursuant to the Uniform Commercial Code. The AC inures only to the original Bidder (as shown in PAE’s records). Bidder may not transfer, assign, or otherwise convey the AC and such purported transfer, assignment, or conveyance shall be null and void.
   9. PAE disclaims all liability for damages, consequential or otherwise, arising out of or in connection with the consignment of any Lot(s) for a Consignor and the sale of any Lot(s) by PAE to Bidder. No third party may rely on any benefit of this Agreement and any rights, if any, established hereunder are personal to Bidder and/or Consignor, as applicable, and may not be assigned. Any statement made by PAE is an opinion and does not constitute a warranty or representation.

 

13. NON-PAYMENT
    1. In the event that the Buyer does not pay any portion of the Purchase Price and applicable Expenses and Fees by the Payment Deadline (a “Non-Paying Bidder”) it is agreed to and acknowledged that in addition to other remedies available by law, including without limitation the right to hold the winning bidder liable for the total purchase price, PAE has the sole discretion to do any one or any combination of the following:
       1. Cancel/rescind the sale of a Lot(s). If the sale is cancelled/rescinded due to non-payment, PAE will not be liable for any losses or damages resulting from the cancellation/recission.

1. 1. 2. Assume the rights of the Consignor to pursue the Buyer for any amounts paid to the Consignor, whether at law, in equity, or under this Agreement.
      3. Deduct the Purchase Price plus applicable Expenses and Fees from the Bidder’s deposit, if any, and/or charge the Purchase Price and applicable Expenses and Fees to the credit card that the Bidder has provided, if any. If the Bidder’s deposit and or payment does not cover the Purchase Price plus applicable Expenses and Fees, in addition to other remedies available by law, PAE reserves the right to impose, from the Payment Deadline until the full Purchase Price plus applicable Expenses and Fees have been made by the Buyer, a late charge of the U.S. Prime Rate then in effect, as published by the Wall Street Journal (“US Prime Rate”) +4.00% until the full Purchase Price plus applicable Expenses and Fees has been made by the Buyer on the: (i)Purchase Price; (ii)Applicable Expenses and Fees; (iii) Any collection costs, attorneys’ fees, and court costs incurred to enforce payment; and (iv) Other damages reasonable related to the Bidder’s non-payment.
   2. IN THE EVENT OF NON-PAYMENT, THE NON-PAYING BIDDER WILL INDEMNIFY, DEFEND (WITH PAE’S SOLE CHOICE OF COUNSEL), AND HOLD PAE, ITS OFFICERS, MEMBERS, AGENTS, AND EMPLOYEES HARMLESS OF ANY CLAIMS, DEMANDS, LOSSES, EXPENSES, DAMAGES, COSTS, ACTIONS, AND LIABILITIES, INCLUDING, WITHOUT LIMITATION, COLLECTION COSTS AND ATTORNEYS’ FEES, OR WHATEVER KIND OF NATURE THAT MAY OR MAY NOT OCCUR, WHETHER KNOWN OR UNKNOWN, ON THE ACCOUNT OF, ARISING OUT OF, OR RELATED TO THE LOT(S), THE NON-PAYMENT, OR PAE’S ACTIONS TAKING IN ACCORDANCE WITH SECTION.

 

14. CANCELLATION/RECISSION OF AUCTION

PAE will use reasonable efforts to avoid cancellation/recission of an Auction; however, it is acknowledged and agreed that PAE has the sole and absolute discretion to cancel/rescind an Auction and will not be liable to the Bidder and/or Consignor for any losses or damages resulting from the cancellation/recission of an Auction.

 

15. USE OF SITE; AUCTION SERVICES AND SITE ARE “AS AVAILABLE” AND “AS-IS”
    1. The Site and the Services provided thereunder are available only to individuals that have a registered username and password (an “Account”). Individuals who do not have a valid Account are not authorized to use or access the Site for purposes of bidding at an Auction. You are solely responsible for all actions taken under any Account that you have access to. Any actions taken under Account(s) that you have access to will be deemed authorized by you, regardless of your knowledge of such actions (the “Authorized Actions”). Authorized Actions include, but are not limited to, bidding on Lot(s) in an Auction.
16. 2. In order to access the Site, you must have a computer with Internet access capabilities. PAE does not guarantee that use of the Site will be continuous, uninterrupted, or error-free. You acknowledge and agree that access to the Site may be unavailable from time to time through no fault of PAE, including, without limitation, downtime due to maintenance performed by PAE or its service providers, and that PAE, its officers, members, and agents shall not be liable for any damages or losses caused by such unavailability. You agree that you will take reasonable steps to adequately secure, and keep confidential, your Account. You agree to immediately notify PAE if you become aware of any loss or theft of any password or Account credentials or any unauthorized use of your Account credentials.
    3. Although PAE endeavors keep the Services, including the Site, safe, secure, and functioning properly, PAE cannot guarantee the continuous operation of or access to the Services or a Bidder’s ability to connect and navigate the Services or the Site. Bid update and other notification functionality may not occur in real time. Such functionality is subject to delays beyond PAE’s control.
17. 4. You agree that they are making use of the Services and the Site at your own risk and that THE SERVICES AND THE SITE ARE BEING PROVIDED ON AN “AS AVAILABLE” AND “AS IS” BASIS.

Accordingly, to the fullest extent permitted by applicable law, PAE excludes all expressed or implied warranties, terms, and conditions, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

16. REMEDIES, DISPUTE RESOLUTION, AND RELEASE

The principals of PAE have over 50 years of combined experience in the collectibles markets with sales totaling well over $100,000,000. Every effort will be made to satisfactorily deal with any mistakes, errors or problems that may arise. Nonetheless, by consigning a Lot to an Auction, or placing a bid or otherwise participating in Auction, you accept these Terms, and specifically agree to the dispute resolution provided herein. These Terms provide specific remedies for occurrences in the auction and delivery process. Where such remedies are afforded, they shall be interpreted strictly. You agree that any Claim (as hereafter defined) shall utilize such remedies.

1. 1. Bidder’s Remedies. This section 16.1 sets forth the sole and exclusive remedies of Bidder as against PAE (inclusive of its affiliates, members, officers, managers, employees or agents), or in any way arising out of, related to, or in connection with these Terms, and is expressly in lieu of any other rights or remedies which might be available to Bidder by law. Time is of the essence with respect to these procedures. Except as stated expressly herein, Bidder’s sole and exclusive remedy related to or pertaining to items it bids upon, views, or purchases from an Auction, and any claims by Bidder related to authenticity, ownership, condition, title or value, shall be against Consignor only.

 

1. 1. 1. Title to Items. The Bidder hereby accepts the benefit of the Consignor’s warranty of title and any other representations and warranties made by the Consignor for the Bidder’s benefit. In the event that Bidder demonstrates in writing, satisfactory to the sole discretion of PAE, that there was a breach of the Consignor’s warranty of title concerning a Lot purchased by Bidder, PAE may make demand upon the Consignor to pay to Bidder the Purchase Price (including any premiums, taxes, or other amounts paid or due to PAE). Should the Consignor not pay the Purchase Price to Bidder within thirty (30) days after such demand (if any made), PAE may disclose the identity of the Consignor to Bidder and may assign to Bidder all or some of PAE’s rights against the Consignor with respect to such Lot(s) or property. Upon such disclosure and/or assignment, all responsibility and liability of PAE, if any, with respect to said Lot(s) or property shall automatically terminate related to or arising from these Terms or such transaction operating as a complete waiver and general release by Bidder as to PAE and its agents, members, employees, and affiliates, as to any and all claims concerning or related to the item, if any. PAE shall be entitled to retain the commissions and other amounts paid to PAE by Consignor. The rights and remedies provided herein are for the original Bidder only and they may not be assigned or relied upon by any transferee or assignee under any circumstances.
2. 1. 2. Authenticity Challenge Process. If Bidder wishes to dispute or challenge the Authenticity of the Lot or item (including asserting that it is incorrect) to the extent provided for under PAE’s Lifetime Guarantee of Authenticity as set forth in Section 11, Bidder must adhere to the following procedure: Bidder must present written evidence to PAE, that the Lot is not authentic as determined by a known expert in the field (and one recognized by PAE within its discretion) and send the physical item or Lot at issue to PAE along with all evidence relied upon by Bidder for contesting the Authenticity. (“Authenticity Challenge Process”) “Authenticity” shall mean a gross discrepancy between the description, genuiness, or attribution of the item as represented by PAE in the Auction catalog or at the Auction, and the item itself. If PAE concurs that the Lot is not Authentic as was represented (in its sole and absolute discretion), Bidder’s sole and exclusive remedy as against PAE (inclusive of its affiliates, members, agents, employees, and contractors) shall be a refund of the Purchase Price of the subject item paid by Bidder, with no other costs, liabilities or amounts recoverable by Bidder. If PAE does not agree with the assertion by Bidder, then the parties shall follow the dispute resolution procedures of these Terms. Strict adherence to the Authenticity Challenge Process is a condition of standing for Bidder to initiate suit or claim.
3. 1. 3. Other Issues. Any dispute or claim by Bidder against PAE (or its affiliates, members, employees, officers, agents or contractors) other than Authenticity, concerning any item or Lot bid upon, or purchased, including value, title, condition, bidding process, or description, mut be asserted (if at all) in the following matter: (1) The item or Lot(s) may be return if received by PAE no later than thirty (30) days after the Auction Date with detailed explanation for the return provided in writing (“30-Day Return Process’). This paragraph shall constitute Bidder’s sole right with respect to the return of items, and no refunds shall be given for any items not returned to and received by PAE within the period of time stated herein or without providing written notice of explanation for the reason for the return. Such a refund is subject to PAE’s sole discretionary review, and any request for refund must be made concurrently with returning the physical item to PAE in the exact same condition as at the time of sale. Any item not returned within said frame or within said condition will constitute acceptance of the item and a waiver and release of any and all claims by Bidder pertaining to the item other than with respect to authenticity; and (2) Provided that the Bidder has engaged in the 30-Day Return Process, any claim concerning such is subject to the other limitations and conditions stated in the Terms. NO RETURN OR REFUND OF ANY LOT(S) WILL BE CONSIDERED OR PROVIDED EXCEPT AS PROVIDED IN THESE TERMS OR AS MAY BE REQUIRED BY LAW. FAILURE TO COMPLY WITH SUCH SHALL BE A COMPLETE DEFENSE TO ANY CLAIMS BY BIDDER RELATED TO THE TERMS, ANY AUCTION, BID, OR PURCHASE.

1. 1. 4. Limitation Of Liability. FOR ANY AND ALL CLAIMS BY BIDDER ARISING OUT OF OR RELATED TO THIS AGREEMENT, BIDDER’S VIEWING, BIDING, OR PURCHASING OF ITEMS, OR ANY AGREEMENT BETWEEN THE PARTIES, OR OTHERWISE, BIDDER AGREES THAT TO THE FULLEST EXTENT SUCH CAN BE LIMITED UNDER THE LAW, BIDDER SHALL HAVE NO RIGHT TO RECOVER AND HEREBY WAIVES ANY AND ALL RIGHTS TO RECOVER FROM AGAINST PAE OR ITS AFFILIATES, MEMBERS, EMPLOYEES, OFFICERS, AGENTS, OR CONTRACTORS, CONSEQUENTIAL OR INDIRECT DAMAGES, LOST PROFITS DAMAGES, PUNITIVE, EXEMPLARY, STATUTORY (OR MULTIPLIER DAMAGES), PHYSICAL OR EMOTIONAL DISTRESS DAMAGES, GENERAL OR SPECIAL DAMAGES OF ANY KIND (BEYOND AMOUNTS ACTUALLY PAID BY BIDDER FOR ITEM(S) AT ISSUE), AND IN THE EVENT OF RECOVERY OF ANY DAMAGES WHATSOEVER, SUCH SHALL BE LIMITED BY THE AMOUNTS ACTUALLY PAID BY BIDDER TO PAE FOR THE ITEM(S) AT ISSUE IN SUCH CLAIM, OR IF NO MONEY WAS PAID TO PAE BY BIDDER FOR ITEMS AT ISSUE, OR THERE ITEMS ARE AT ISSUE, THE AMOUNT OF ONE HUNDRED FIFTY DOLLARS ($150.00). IN NO EVENT SHALL CONSIGNOR OR PAE, ITS OFFICERS, EMPLOYEES AND AGENTS, BE LIABLE FOR ANY CLAIMS RELATED TO THE ERRORS, ACTS, OMISSIONS, WEBSITES, OR TECHNOLOGY OF THE BIDDING SOFTWARE.

 

1. 2. Exclusive Dispute Resolution Process: All claims, disputes, or controversies in connection with, relating to, and/or arising out of your participation in any Auction or purchase of any Lot(s), your consignment of any Lot(s) to any Auction, any interpretation of these Terms, or any amendments thereto, any actual or alleged interruption or cancellation/recission of any Auction, any description of any Lot(s) or condition report, any damage to any Lot(s), any alleged verbal modification of any term of sale or condition report or description, and/or any purported settlement whether asserted in contract, tort, under Federal or State statute or regulation, or any claim made by Bidder or Consignor of a Lot(s) or Bidder’s participation in Auction involving the auction or a specific Lot involving a warranty or representation of a consignor or other person or entity including PAE (which claim Bidder consents to be made a party) (collectively, “Claim”) shall be exclusively heard by, and the claimant (or respondent) and PAE each consent to the Claim being presented in a confidential binding arbitration before a single arbitrator administrated by and conducted under the rules of, the American Arbitration Association. The locale for all such arbitrations shall be Baltimore County, Maryland. The arbitrator’s award may be enforced in any court of competent jurisdiction. In the event that any Claim needs to be litigated, including actions to compel arbitration, construe the agreement, actions in aid of arbitration, or otherwise, such litigation shall be exclusively in the Courts of the State of Maryland, in Baltimore County, Maryland, and if necessary, the corresponding appellate courts. If a Claim involves a consumer, exclusive subject matter jurisdiction for the Claim is in the State District Courts of Baltimore County, Maryland and the consumer consents to subject matter and in personam jurisdiction; further CONSUMER EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY. A consumer may elect arbitration as specified above. A Claim is not subject to class certification.

 

1. 3. General Waiver and Limitation of PAE Liability: Except as provided specifically in these Terms in Bidder’s Remedies against PAE (along with its affiliates, members, agents, officers, employees, and contractors), any Claim brought by Bidder or Consignor must be brought within the earlier of the Auction Date as it pertains to the item(s) at issue or no later than one (1) year of the acts, omissions or circumstances occurred giving rise to the alleged Claim, without exception, or the Claim is waived. This provision is intended as a full, complete and absolute bar to and release of any Claims initiated after one (1) year of such acts, omissions or circumstances. The parties agree further that these waiver provisions are intended to be binding in the event of any dispute, specifically including, but not limited t,o third party claims and cross- actions brought by Bidder or Consider. These provisions are consideration for the execution of the Agreement.

1. 1. 1. NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT, PAE’S MAXIMUM LIABILITY SHALL BE LIMITED TO ANY COMMISSIONS AND FEES PAE EARNED AND RECEIVED ON THAT LOT. IN NO EVENT SHALL PAE BE RESPONSIBLE FOR CONSEQUENTIAL DAMAGES, INCIDENTAL DAMAGES, COMPENSATORY DAMAGES, OR ANY OTHER DAMAGES ARISING OR CLAIMED TO BE ARISING FROM THE CONSIGNMENT AND/OR AUCTION OF ANY LOT(S), including, without limitation, lost profits. Exemplary or punitive damages are not permitted and are waived. In the event that PAE cannot deliver the Lot(s) or subsequently it is established that the Lot(s) lack title, or other transfer or condition issue is claimed, in such cases the sole remedy shall be limited to rescission of sale and, to the extent provided for in these Terms, refund of the amount paid by Buyer; in no case shall PAE’s maximum liability exceed the high bid on that Lot, which bid shall be deemed for all purposes the value of the Lot. In the event of an attribution error, PAE may at its sole and absolute discretion, correct the error on the Site, or, if discovered at a later date, refund Buyer’s purchase price without further obligation. Nothing herein shall be construed to extend the time of return or conditions and restrictions for return.
2. 1. 2. In consideration of participation in the Auction, whether as a Bidder, Consignor, or both, you expressly release and hold harmless PAE, its officers, members, employees and affiliates from any and all claims, losses or damage that could arise for any reason from participation in the Auction. This includes, but is not limited to inability to deliver product, system failures, Auction interruptions, power outages, internet related problems, typographical errors or any other errors or reasons, human or otherwise, that could arise.

 

17. MISCELLANEOUS
    1. Headings. Headings are for convenience only and shall not be used to interpret the substantive sections to which they refer.
    2. Unauthorized Statements. Under no circumstances is any employee, agent or representative of PAE authorized by PAE to modify, amend, waive or contradict any of these Terms, any term or condition set forth on a Consignment Agreement, any warranty or limitation or exclusion of warranty, any term or condition regarding payment requirements, or any other term or condition contained in any documents issued by PAE unless such modification, amendment, waiver or contradiction is contained in a writing signed by an authorized officer of PAE. Any statements, oral or written, made by employees, agents or representatives of PAE, including statements regarding specific Lot(s), even if such employee, agent or representative represents that such statement is authorized, unless reduced to a writing signed by an authorized officer of PAE, are statements of personal opinion only and are not binding on PAE, and under no circumstances shall be relied upon by Bidder and/or Consignor as a statement, representation or warranty of PAE.
18. 3. Entire Agreement. This Agreement shall be binding upon the parties and their respective heirs, personal representatives, successors, and assigns. Except as otherwise expressly provided herein, these Terms shall not be modified.
    4. Choice of Law: Agreement and any Claim shall be determined and construed under Maryland law.
19. 5. Fees and Costs: The prevailing party that is awarded substantial and material relief on its damage claim based on damages sought versus awarded or the successful defense of a Claim based on damages sought versus awarded) shall be awarded reasonable attorneys’ fees and costs.
20. 6. State-by-State Law Issues. This Auction is being conducted in and the sale shall take place in the State of Maryland. Notwithstanding, the foregoing, should these Terms violate the law of any State should that state’s law be found to govern, or any provision herein determined to be invalid, the clause itself and the remainder of the Agreement shall be valid to the fullest extent allowed. Also, to the extent other states law apply to any transaction arising out of the Agreement (without admitting such), PAE states:

For Residents of California: