Both art and car enthusiasts flocked to Sotheby's Manhattan headquarters to watch over 30 iconic automobiles find new homes during RM Sotheby's third Manhattan sale, entitled ICONS, achieving a $45.5 million total. Motor cars from pre-war Classics through today's most sought-after hypercars drove strong prices and bids, totalling 11 individual million-dollar-plus results. Following a persistent competition between multiple bidders in the room and on the phones lasting nearly 10 minutes, the star of the sale, an open-headlight 1959 Ferrari 250 GT LWB California Spider Competizione, chassis no. 1451 GT, sold for a final $17,990,000 to exceed its pre-sale estimate (Est. $14–$17M).
$18M ALLOY FERRARI LEADS NEW YORK ICONS SALE
Bidders' Conditions of Business
BIDDER(S)’ CONDITIONS OF BUSINESS
1. Introduction.
1.1 Please ensure that you read and understand these Conditions of Business prior to bidding on a motor car(s) or any other lot(s) at this or any other RM Auctions, Inc. d.b.a. RM Sotheby’s (“RMS”) sale. Please note that the winning Bidder(s) becomes the Buyer(s) who is also bound by these Conditions of Business.
1.2 RMS’ contractual relationship with the Bidder(s)’ are governed by:
1.2.1 these Bidder(s)’ Conditions of Business,
1.2.2 the Conditions of Business displayed in the auction salesroom,
1.2.3 the Conditions of Business displayed on RMS’ website, and
1.2.4 in each case as amended by any salesroom notice or auctioneer’s announcement at the auction.
(clauses 1.2 to 1.2.4 together “Contractual Obligations”)
1.3 As auctioneer, RMS acts as agent for the Consignor(s), and a sale contract is made directly between the Consignor(s) and Buyer(s).
1.3.1 Occasionally, RMS may own a motor car(s) or any other lot(s) (and, in such circumstances, acts in a principal capacity as the Seller(s)) and/or may have a legal, beneficial, or financial interest in a motor car(s) or any other lot(s) as a secured creditor or otherwise.
2. Registration Fee. In order to register to bid onsite at auction, Bidder(s) must pay a $200.00 (USD) bidder registration fee.
3. Bidding.
3.1 To bid at an RMS auction, a Bidder(s) must be at least 21 years of age.
3.2 At auction, there is no “cooling off period.” If you are awarded the final bid, ownership changes hands at the drop of the gavel. You own the motor car(s) or any other lot(s) and are responsible for payment in full. No Bidder(s) may retract a bid made during the sale for any reason.
3.3 The Bidder(s) is responsible for all risk of loss or damage and insurance immediately upon purchase of the motor car(s) or any other lot(s).
3.4 RMS reserves the right to reject any bid(s). The highest Bidder(s) acknowledged by the auctioneer will be the Buyer(s). The auctioneer has absolute and sole discretion in the case of error or dispute with respect to bidding and, whether during or after the sale, to determine the successful Bidder(s), to re-open the bidding, to cancel the sale, or to re-offer and re-sell the motor car(s) or any other lot(s) in dispute. If any dispute arises after the sale, RMS’ sale record is conclusive. At RMS’ discretion, RMS will execute order or absentee bid(s) and accept telephone bid(s) and online bid(s) via rmsothebys.com as a convenience to clients who are not present at auctions; RMS is not responsible for any errors or omissions in connection therewith. Prospective Bidder(s) should also consult rmsothebys.com for the most up-to-date cataloguing of the motor car(s) or any other lot(s).
3.5 By participating in the sale, the Bidder(s) represent and warrant that any bid(s) placed by them, or on their behalf, are not the product of any collusive or other anti-competitive agreement and are otherwise consistent with federal and state antitrust law. RMS may require such necessary financial references, guarantees, deposits, and/or such other security, at their absolute discretion, as security for their bid(s).Please bear in mind that RMS is unable to obtain financial references over weekends or public holidays.
4. Purchase Price.
4.1 The Purchase Price shall consist of the following:
4.1.1 the Hammer Price of the motor car(s) or any other lot(s), and
4.1.2 the applicable Buyers’ Premium.
(clauses 4.1 to 4.1.2 together “Purchase Price”)
5. Buyers’ Premium.
5.1 In addition to the Hammer Price, the winning Bidder(s) is required to pay RMS a percentage of the Hammer Price, which RMS retains as the Buyers' Premium for their purchase of each motor car(s) or any other lot(s) ("Buyers’ Premium") in accordance with the following clauses:
5.1.1 In the event of a final Hammer Price of $250,000.00 (USD) and below on all motor car lot(s), RMS will receive a Buyers’ Premium of twelve percent (12%).
5.1.2 In the event of a final Hammer Price above $250,000.00 (USD) on all motor car lot(s), RMS will receive a Buyers’ Premium of twelve percent (12%) on the first $250,000.00 (USD), and receive a Buyers’ Premium of ten percent (10%) on the Hammer Price above $250,000.00 (USD).
5.1.3 Buyer(s) of all non-motor car lot(s), including but not limited to memorabilia, motorcycle(s), boat(s), trailer(s), jewelry, and clothing, are required to pay RMS a Buyers’ Premium of twenty percent (20%) on the Hammer Price of that particular lot(s).
6. Tax.
6.1 Unless exempted by law, the Buyer(s) of any motor car(s), boat(s), motorcycle(s), and trailer(s), (for the avoidance of doubt, all memorabilia and similar item(s) are not considered motor car(s) for sales tax purposes) will be required to pay the combined New York State and local sales tax and, if applicable, any other tax on the total Purchase Price plus applicable taxes. The rate of such combined state and local sales tax is 8.875% in New York City and ranges from 7% to 8.625% elsewhere in New York. New York sales tax will not be collected if the Buyer(s) provides a valid Automotive Dealer’s License, Form ST-120, Resale Certificate or Export Bill of Lading and a valid Form DTF-820, Certificate of Nonresidency of New York State and/or Local Taxing Jurisdiction.
6.2 For non-motor car(s) property (for the avoidance of doubt, non-motor car(s) property includes all memorabilia and similar items for sales tax purposes), sales tax will be collected on the total Purchase Price plus applicable taxes. The rate of such combined state and local sales tax is 8.875% in New York City and ranges from 7% to 8.625% elsewhere in New York. New York sales tax will not be collected if the Buyer(s) provides a valid Form ST-120, Resale Certificate or Export Bill of Lading and a valid Form DTF-820, Certificate of Nonresidency of New York State and/or Local Taxing Jurisdiction.
6.3 If the Buyer(s) of a motor car(s) or any other lot(s) resides in a state in which RMS is registered to collect Sales Tax, RMS is required to collect sales tax on the purchase of that motor car(s) or any other lot(s). Currently, RMS is registered to collect sales tax in the following states: California, Florida, Indiana, South Carolina, Arizona, New York, and Michigan. RMS reserves the right to collect sales tax from residents from other jurisdictions if RMS deems the collection of tax necessary.
6.4 The Bidder(s) is responsible to pay all city, state, or other taxes due for which the Bidder(s) does not qualify as exempt. Proof of exemption is the Bidder(s)’ responsibility. Bidder(s) are responsible for any applicable duty on any motor car(s) or any other lot(s). International Bidder(s) must pay any and all import duties that are due upon the import of the motor car(s) or any other lot(s) to its final destination.
7. Payment.
7.1 Subject to fulfillment of the Contractual Obligations, on the fall of the auctioneer’s hammer or equivalent device or mechanism (“Hammer Price”), the contract between the Consignor(s) and the Bidder(s) is concluded and payment is due in full on or before 5:00 p.m. of the next business day (“Payment Deadline”), and payment is to be made to RMS.
7.2 All payments must be in the form of cash or certified funds unless other arrangements have been approved in advance. Cash payments will be reported according to U.S. federal government requirements.
7.3 RMS is not obligated to release the motor car(s) or any other lot(s) to the winning Bidder(s) until the winning Bidder(s) has met all of the Contractual Obligations and paid the Purchase Price plus applicable taxes.
7.4 In the event that the winning Bidder(s) does not pay any portion of the Purchase Price plus applicable taxes by the Payment Deadline, the Bidder(s) agrees to and acknowledges the following: if RMS elects to pay the Consignor(s) any portion of the Purchase Price plus applicable taxes, RMS shall have all of the rights of the Consignor(s) to pursue the Buyer(s) for any amounts paid to the Consignor(s), whether at law, in equity, or under these Conditions of Business. The Bidder(s) hereby authorizes RMS to deduct the Purchase Price plus applicable taxes from the Bidder(s)’ cash deposit or to charge this amount to the credit card that the Bidder(s) has provided. If the Bidder(s)’ cash deposit and/or credit card payment does not cover the Purchase Price plus applicable taxes, in addition to other remedies available by law, RMS reserves the right to impose, from the Payment Deadline until the full Purchase Price plus applicable taxes has been made by the Buyer(s), a late charge of ten percent (10%) interest per annum on the (1) Purchase Price plus applicable taxes; (2) maximum published Sellers’ Commission; (3) applicable expenses; (4) any collection costs, attorney fees, and court costs incurred to enforce payment; and (5) other damages.
8. All Sales are “As Is” and “Where Is.” The Bidder(s) is responsible for inspections and verification of the condition, authenticity, and completeness of any motor car(s) or any other lot(s) purchased. No warranties or representations of any type whatsoever are made by RMS. Statements printed in catalogues, online content, pre-mailers, advertisements, brochures, signs, and window cards, as well as verbal statements made by auctioneers or auction staff, are representations made by the Consignor(s), and RMS has no obligation to verify or authenticate any such claims or representations. Except as herein provided, all motor car(s) or any other lot(s) are sold as is, where is, with no representations or warranties, expressed or implied. THE CONSIGNOR(S) AND RMS DISCLAIM ALL WARRANTIES, EXPRESSED OR IMPLIED, AS TO CONDITION, ORIGINALITY, OR AUTHENTICITY; ORIGIN OR PROVENANCE; PREVIOUS USE OR OWNERSHIP; MANUFACTURING OR RESTORATION PROCESSES; YEAR OR AGE; SERIAL NUMBER, MAKE, OR MODEL; OPTIONS AND TOOLS; ENGINE HOURS; AND MILEAGE OF ANY MOTOR CAR(S) OR ANY OTHER LOT(S) OR COMPONENT OF ANY MOTOR CAR(S) OR ANY OTHER LOT(S), AND THEY SPECIFICALLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE.
9. Reserve(s). Motor Car(s) or any other lot(s) not marked as “no reserve” (or similar) are subject to a reserve bid set by the Consignor(s). When a motor car(s) or any other lot(s) is sold subject to such a reserve bid, the auctioneer may bid on the Consignor(s)’ behalf in an amount not to exceed the amount of the reserve bid.
10. Absentee and Telephone Bidding. Absentee and telephone bidding are services provided by RMS for the Bidder(s)’ benefit, and RMS cannot be held responsible for errors or omissions with respect to the bidding process, including failure to execute any bid. By submitting a bid(s), the Bidder(s) has entered into a binding contract to purchase each motor car(s) or any other lot(s) if the Bidder(s)’ bid is successful. If the Bidder(s)’ bid is successful, the Bidder(s) is to pay the Purchase Price plus applicable taxes, including the Buyers’ Premium and sales tax, if not otherwise exempt. It is the Bidder(s)’ responsibility to provide proof of exemption from sales tax. By participating in telephone bidding, the Bidder(s) acknowledges that RMS has the right to record all telephone calls.
11. Cancellation of Sale.
11.1 RMS has the sole discretion to cancel an auction or the sale of a motor car(s) or any other lot(s) and will not be liable to the Bidder(s) for any losses or damages resulting from the cancellation if RMS believes the following events have occurred or have a reasonable probability of occurring:
11.1.1 Force Majeure events including but not limited to:
11.1.1.1 natural disaster,
11.1.1.2 structural damage to auction venue prior to the auction, and
11.1.1.3 terrorist event;
11.1.2 Government/Court action, order, injunction, regulation, or law that necessitates a cancellation;
11.1.3 RMS opines that the motor car(s) or any other lot(s) have been misrepresented by the Consignor(s) or the Bidder(s);
11.1.4 RMS opines that physical damage to the motor car(s) or any other lot(s), which cannot be sufficiently repaired prior to the auction, occurred after the Conditions of Business are signed;
11.1.5 RMS is threatened with a lawsuit from a third party;
11.1.6 RMS faces reputational damages for selling the motor car(s) or any other lot(s); or
11.1.7 RMS faces liability or losses by selling the motor car(s) or any other lot(s).
12. Online Services are “As Is” and “As Available.”
12.1 Bidder(s) may be able to bid via websites, telephone services, applications, and tools (collectively “Services”).
12.2 RMS tries to keep the Services safe, secure, and functioning properly, but RMS cannot guarantee the continuous operation of or access to the Services. Bid update and other notification functionality may not occur in real time. Such functionality is subject to delays beyond RMS’ control.
12.3 Bidder(s) agree that they are making use of the Services at their own risk and that they are being provided to Bidder(s) on an “AS IS” and “AS AVAILABLE” basis. Accordingly, to the extent permitted by applicable law, RMS 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.
13. Currency Display. RMS may use a currency display in the saleroom for informational purposes only. The currencies listed on the currency converter are not real-time conversions pegged to market rates and are not to be relied on by anyone. Errors and inaccuracies may occur in the operation of the currency converter. To be clear, the bid price stated by the auctioneer is the prevailing and binding bid price.
14. Bank Letter. Please note that in order to register to bid at an RMS sale, RMS requires that all Bidder(s) provide a Bank Letter. All Bank Letters must be written on bank letterhead. Please note that RMS may waive this requirement at its sole discretion.
15. Credit Card Hold and Pre-authorization. Please note that in order to register to bid at an RMS sale, RMS requires a $5,000.00 (USD) hold and pre-authorization to be placed on the Bidder(s)’ credit card. If the Bidder(s) fails to pay for a motor car(s) or any other lot(s) purchased on or before 5:00 p.m. of the next business day following the auction, the Bidder(s) acknowledges that their credit card will be charged $5,000.00 (USD) for the missed payment; please note that the Bidder(s) is still bound to pay their remaining balance. The $5,000.00 (USD) hold will not be charged to their credit card if the Bidder(s) makes full payment on or before 5:00 p.m. of the next business day following the auction. If the Bidder(s) does not purchase a motor car(s) or any other lot(s), their credit card will not be charged. If their credit card is not to be charged, the $5,000.00 (USD) hold should fall off their credit card within three (3) to four (4) business days depending on their credit card company. Please note that RMS may waive this requirement at its sole discretion.
16. Removal of Purchased Motor Car(s) or Any Other Lot(s).
16.1 All purchased motor car(s), including motorcycle(s), boat(s), and trailer(s), must be removed from the storage facility located in New Jersey by the next business day by five PM (5:00 p.m. EST) (“Removal Deadline”).
16.2 The Buyer(s) will pay a removal fee of $450.00 (USD) per motor car(s), including motorcycle(s), boat(s), and trailer(s). If the motor car(s), including motorcycle(s), boat(s), and trailer(s), are not removed by the Removal Deadline, the Buyer(s) will be charged a daily storage fee of $30.00 (USD) until the motor car(s), including motorcycle(s), boat(s), and trailer(s), is removed.
16.3 For the collection of any non-motor car lot(s), including but not limited to memorabilia, jewelry, and clothing, from the storage facility, once the Buyer(s) has made payment by the Payment Deadline, a direct shipping company will contact the Buyer(s). Please note that a reasonable memorabilia removal and storage fee will apply.
16.4 Please note that the Buyer(s) is required to insure their motor car(s) or any other lot(s) while it is being stored on their behalf.
17. Legal Action. In the event that either party brings action against the other, arising from or relating to this auction, the prevailing party, as determined by the court, shall be entitled to recover its reasonable attorneys’ fees and costs. Jurisdiction for any action brought shall lie exclusively in a court of competent jurisdiction in the judicial district in which the auction is located.
18. Packing and Shipping. RMS is not responsible for the acts or omissions in our packing or shipping of purchased motor car(s) or any other lot(s) or of other carriers or packers of purchased motor car(s) or any other lot(s), whether or not recommended by RMS. Packing and handling of purchased motor car(s) or any other lot(s) is at the entire risk of the Buyer(s).
19. Data Protection. RMS will use information provided by our client(s) (or which RMS otherwise obtains relating to our client(s)) for the provision of auction and other related services, loan services, client administration, marketing, and otherwise to manage and operate our businesses, or as required by law. This will include information such as the client(s)’ name and contact details, proof of identity, financial information, records of the client(s)’ transactions, and preferences. Some gathering of information about our client(s) will take place using technical means to identify their preferences in order to provide a higher quality of service to them. RMS may also disclose the client information to other Sotheby’s or RM Sotheby's Companies and/or third parties acting on their behalf to provide services for these purposes.
20. All Motor Cars(s) sold in this sale will be sold under a New York Retail Motor Vehicle Dealer held by RM Sotheby’s and pursuant to all applicable laws, including the New York Used Car Lemon Law, N.Y. GBL. § 198.Buyer(s) will be provided with relevant disclosures, including the New York Used Car Lemon Law Consumer Bill of Rights. Except as limited by the foregoing, all motor car(s) are sold “AS IS” without any representations or warranties by RMS or the Consignor(s) as to merchantability, fitness for a particular purpose, the correctness of the catalogue, or other description of the physical condition, size, quality, rarity, importance, medium, provenance, exhibitions, literature, or historical relevance of any motor car(s), and no statement anywhere, whether oral or written, whether made in the catalogue, an advertisement, a bill of sale, a salesroom posting or announcement, or elsewhere, shall be deemed such a warranty, representation, or assumption of liability. RMS and the Consignor(s) make no representations and warranties, express or implied, as to the authenticity, authorship, period or origin of any motor car(s), and completeness of any motor car(s) in this catalogue. RMS and the Consignor(s) make no representations and warranties, express or implied, as to whether the Buyer(s) acquires any copyrights, including but not limited to, any reproduction rights in any motor car(s). RMS and the Consignor(s) are not responsible for errors and omissions in the catalogue, glossary, or any supplemental material.
Consignors' Conditions of Business
CONSIGNOR(S)’ CONDITIONS OF BUSINESS
1. Introduction.
1.1 Please ensure that you read and understand these Conditions of Business prior to consigning a motor car(s) or any other lot(s) at this or any other RM Auctions, Inc. d.b.a. RM Sotheby’s (“RMS”) sale.
1.2 RMS’ contractual relationship with the Consignor(s)’ are governed by:
1.2.1 These Consignor(s)’ Conditions of Business;
1.2.2 The Consignment Agreement Package; for the avoidance of doubt, this is the fillable package containing the Consignor(s)’ personal information and information regarding the motor car(s) or any other lot(s);
1.2.3 The Conditions of Business displayed in the auction salesroom;
1.2.4 The Conditions of Business displayed on RMS’ website; and
1.2.5 In each case as amended by any salesroom notice or auctioneer’s announcement at the auction.
(clauses 1.2 to 1.2.5 together “Contractual Obligations”)
1.3 As auctioneer, RMS acts as agent for the Consignor(s) and a sale contract is made directly between the Consignor(s) and Buyer(s).
1.3.1 Occasionally, RMS may own a motor car(s) or any other lot(s) (and in such circumstances, acts in a principal capacity as the Seller(s)) and/or may have a legal, beneficial, or financial interest in a motor car(s) or any other lot(s) as a secured creditor or otherwise.
2. RMS Receiving Motor Car(s) or Any Other Lot(s) in Trust. The consigned motor cars(s) or any other lot(s) are delivered to RMS in trust under the exact terms set forth in this agreement. RMS agrees to receive the motor car(s) or any other lot(s) in trust and not to permit their use for any other purposes, other than those contained in this agreement, without the expressed written consent of the Consignor(s).
3. Services. RMS agrees to act as an agent for the Consignor(s) and provide auction services including, but not limited to, a sale facility, clerks, support staff, event advertising, and promotion. In connection with the auction, RMS will have absolute discretion with regard to the motor car(s) and any other lot(s) or any RMS auction as to (a) consulting any expert either before or after the sale, (b) researching the provenance, (c) grouping and providing catalogue and other descriptions as may be appropriate, (d) marketing and promotion of the sale, and (e) any other services required to conduct the sale.
4. Commissions. In the event that the motor car(s) or any other lot(s) are sold, the Consignor(s) agrees to pay the Sellers’ Commission on the last accepted bid to RMS, as indicated in the Commissions Section of the consignment package. Further, the Consignor(s) acknowledges that RMS will collect a Buyers’ Premium from the Buyer(s) of the motor car(s) or any other lot(s) in question based on the last accepted bid on the motor car(s) or any other lot(s). Please note that the Buyers’ Premium may be subject to change at the discretion of RMS if the standard Buyers’ Premium for the auction changes. To be clear, the Buyers’ Premium on the motor car(s) or any other lot(s) will not be different from the Buyers’ Premium for other motor car lot(s) or any other lot(s) in the auction.
5. Exclusivity.
5.1 The Consignor(s) grants to RMS the exclusive right and authority to advertise and sell the motor car(s) or any other lot(s) for a period beginning with the date of this agreement and ending sixty (60) business days following the auction.
5.1.1 If the motor car(s) or any other lot(s) are sold prior to the auction and RMS has not agreed in writing to this sale, the motor car(s) or any other lot(s) will then be considered “withdrawn” from the auction by the Consignor(s), and the Consignor(s) agrees to abide by clause 18 Withdrawn Motor Car(s) or Any Other Lot(s) of these Conditions.
5.1.2 If the motor car(s) or any other lot(s) do not sell at auction, the Consignor(s) grants RMS the authority to list the motor car(s) or any other lot(s) for sale on RMS’ private sales website and advertise in other mediums at RMS’ discretion the motor car(s) or any other lot(s) for sale up-to sixty (60) days after the auction.
5.1.2.1 RMS does not have the authority to unilaterally sell the Consignor(s)’ motor car(s) or any other lot(s) after the auction and must submit what RMS believes to be commercially reasonable offers for sale to the Consignor(s).
5.1.2.2 If the Consignor(s) agrees to the sale of the motor car(s) or any other lot(s), the Consignor(s) will be required to pay RMS a percentage of the sale price equivalent to the Buyers’ Premium (as charged in the Auction), unless RMS and the Consignor(s) mutually agree to a different private sales commission.
6. Title, Registration Document(s), and/or Appropriate Document(s) Evidencing Chain of Ownership.
6.1 It is an absolute requirement of the Consignor(s) that they provide any and all title(s), registration document(s), or appropriate document(s) evidencing ownership and/or government registration(s) (such as Purchase Agreement(s) and Bill(s) of Sale) (“Title(s)”) to the motor car(s) or any other lot(s) to RMS prior to the auction of the motor car(s) or any other lot(s).
6.1.1 Consignor(s) should coordinate with Allie Brydges of RMS’ Administration department either via email at abrydges@rmsothebys.com or via telephone at + 1 519 352 4575.
6.2 The Consignor(s) warrants that the Consignor(s) is the sole and only owner of the motor car(s) and that the Consignor(s) has full right and authority to sell the motor car(s).
6.3 The Consignor(s) agrees to provide RMS with a good, clear, and transferable Title(s) to the motor car(s) in advance of the auction.
6.3.1 If for whatever reason RMS is forced to correct any Title(s) defect(s), the Consignor(s) agrees to pay for any and all reasonable expenses
6.4 In order to facilitate and transfer the Title(s) for the motor car(s), the Consignor(s) agrees to sign a Power of Attorney attached in this Consignment Agreement package.
7. Payment.
7.1 As an accommodation to the Consignor(s), RMS agrees to act as an intermediary between the Consignor(s) and the Buyer(s) by accepting the purchase price from the Buyer(s), transferring the motor car(s) or any other lot(s) to the Buyer(s), and delivering the amounts due to the Consignor(s) under this agreement. If the motor car(s) or any other lot(s) are sold by RMS during the term of this agreement, the money due to the Consignor(s) shall be disbursed within twenty (20) business days after the sale provided the purchase price, applicable commissions, and fees have been received by RMS, in accordance with the terms of this agreement.
7.2 As used in this agreement, a “sale” occurs between the Consignor(s) and Buyer(s) when the hammer or equivalent device or mechanism drops on the last accepted bid or when the auctioneer awards the motor car(s) or any other lot(s) to the highest Bidder(s).
7.3 The Consignor(s) authorizes RMS to release the motor car(s) or any other lot(s) to the successful Buyer(s) upon RMS receiving full payment from the Buyer(s) or financing terms are agreed to with RMS.
7.4 The Consignor(s) agrees to rely solely upon the Buyer(s) for payment.
7.5 Before payment of any money due to the Consignor(s) is to be made, the Consignor(s) agrees to provide RMS with the documents necessary to transfer the ownership of the motor car(s) or any other lot(s) to the Buyer(s).
7.6 If RMS has reason to believe or is notified that the Consignor(s)’ breach or alleged breach of the Contractual Obligations or Consignor(s)’ action could potentially cause RMS liability (“dispute”), RMS, at its sole discretion, may withhold payment to the Consignor(s) until the dispute has been resolved; further, RMS may deduct any sums that are due to it from the sum held.
8. Non-Payment by Buyer(s). In the event of non-payment by the Buyer(s), RMS will endeavor to use reasonable efforts to enforce payment from the Buyer(s); however, RMS shall not be liable to the Consignor(s) for payment. If the Buyer(s) does not pay RMS, then, at RMS’ sole discretion, RMS may cancel the sale and return the motor car(s) or any other lot(s) to the Consignor(s), enforce payment by the Buyer(s), or take other actions permitted by law. Notwithstanding the preceding sentences, if RMS has paid any portion of the purchase price to the Consignor(s), but the purchase price has not been collected from the Buyer(s) of the motor car(s) or any other lot(s), the Consignor(s) hereby agrees, simultaneously with such payment, to assign to RMS any and all rights that the Consignor(s) may have against such Buyer(s) to the extent of such payment, whether at law, in equity, or under the Contractual Obligations. The Consignor(s) agrees to execute any documents reasonably necessary to evidence this assignment, including, with respect to the Consignor(s)’ representations, warranties, and indemnities set forth in this agreement. The Consignor(s) authorizes RMS, at RMS’ sole discretion, to impose on any Buyer(s), and retain for RMS’ account, a late charge if payment is not made in accordance with the Contractual Obligations.
9. Motor Car(s) or Any Other Lot(s) Description(s).
9.1 The Consignor(s) agrees to accept sole responsibility and liability for any representations made by RMS that accurately repeat the information supplied by the Consignor(s) as to the character, features, condition, correctness, authenticity, or history of the motor car(s) or any other lot(s) and to indemnify, defend, and hold RMS harmless from any claims that may be made with respect to any such representations.
9.2 The Consignor(s) is required to review and approve all catalogue description(s) within two (2) business days of receiving the catalogue description(s) from RMS’ Research department.
10. Motor Car(s) or Any Other Lot(s) Operation.
10.1 The Consignor(s) warrants that the motor car(s) or any other lot(s) are in a safe, operable condition to be driven or moved by RMS’ employees or representatives. The Consignor(s) acknowledges that should RMS, at RMS’ sole discretion, determine that the motor car(s) or any other lot(s) are not safe to operate or move, the motor car(s) or any other lot(s) will not be allowed across the block under their own power.
10.2 The Consignor(s) authorizes RMS to perform minor work on the motor car(s) or any other lot(s) to facilitate the motor car(s) or any other lot(s) to start and drive across the auction block or be presentable for sale, the Consignor(s) will hold RMS harmless and indemnify RMS from any damage or liability caused by the minor work performed by RMS’ staff on the motor car(s) or any other lot(s).
11. Drivers. The Consignor(s) acknowledges and grants permission for RMS and its employees and agents to drive or move the motor car(s) or any other lot(s) from time to time before, during, or after the sale. The Consignor(s) acknowledges that it is the Consignor(s)’ responsibility to maintain sufficient insurance coverage to permit such driving or moving, and the Consignor(s) specifically agrees to indemnify, defend, and hold RMS harmless, as provided in this agreement, from any liability that may result from such driving or movement of the motor car(s) or any other lot(s).
12. No-Sale of Motor Car(s) or Any Other Lot(s).
12.1 At the termination of this agreement due to a no-sale, the Consignor(s) is required to remove their non-sold motor car(s), including motorcycle(s), boat(s), and trailer(s), from the storage facility located in New Jersey by the next business day by five PM (5:00 p.m. EST) (“Removal Deadline”).
12.1.1 Contingent upon clause 12.1 being satisfied, the motor car(s) Title(s) (as long as the Consignor(s) do not owe RMS any money) will be returned to the Consignor(s) within thirty (30) business days.
12.2 The Consignor(s) will pay a removal fee of $450.00 (USD) per motor car(s) including motorcycle(s), boat(s), and trailer(s). If the motor car(s), including motorcycle(s), boat(s), and trailer(s), are not removed by the Removal Deadline, the Consignor(s) is required to pay RMS a daily storage fee of $30.00 (USD).
12.3 For the removal of any non-motor car lot(s), including but not limited to memorabilia, jewelry, and clothing, from the storage facility, a direct shipping company will contact the Consignor(s) after the sale; please note that a reasonable memorabilia removal and storage fee will apply.
12.4 If the Consignor(s) has not removed their motor car(s) or any other lot(s) from the storage facility within six (6) months of the sale date, RMS has the right to enter the motor car(s) or any other lot(s) into an auction at no reserve or sell via private treaty for fair market value.
12.4.1 Once sold, RMS will retain all reasonable expenses, auction fees if sold via auction, and if sold via private treaty, a twenty percent (20%) commission; if there are any remaining funds, these will be returned to the Consignor(s) within thirty (30) business days of the sale.
12.5 RMS shall have the right to exercise a charge or lien on the non-sold motor car(s) or any other lot(s), or any other property belonging to the Consignor(s) in the possession of RMS if the Consignor(s) owe RMS money, and to apply any money due or to become due to the Consignor(s), to the outstanding money the Consignor(s) owes to RMS.
13. Cancellation of Sale.
13.1 RMS has the sole discretion to cancel an auction or the sale of the motor car(s) or any other lot(s) and will not be liable to the Consignor(s) for any losses or damages resulting from the cancellation if RMS believes the following events have occurred or have a reasonable probability of occurring:
13.1.1 Force Majeure events including, but not limited to:
13.1.1.1 Natural disaster;
13.1.1.2 Structural damage to auction venue prior to the auction; and
13.1.1.3 Terrorist event;
13.1.2 Government/Court action, order, injunction, regulation, or law that necessitates a cancellation;
13.1.3 RMS opines that the motor car(s) or any other lot(s) have been misrepresented by the Consignor(s);
13.1.4 RMS opines that physical damage to the motor car(s) or any other lot(s), which cannot be sufficiently repaired prior to the auction, occurred after this agreement was signed;
13.1.5 RMS is served with a lawsuit from a third party;
13.1.6 RMS faces reputational damages for selling the motor car(s) or any other lot(s); or
13.1.7 RMS faces liability or losses by selling the motor car(s) or any other lot(s).
13.2 If there is a claim, accusation, notice, or similar communication made by the Buyer(s) in regard to their purchase of a motor car(s) or any other lot(s) not being authentic, being misrepresented, having an encumbered title or registration, having undisclosed material issue, or having a similar claim, RMS has the right to retain the Buyer(s)’ funds on account and be the arbitrator as to the merit of the Buyer(s)’ claims and to reimburse the payment to the Buyer(s) if RMS deems the Buyer(s)’ claims to be valid.
14. Estimates and Catalogue Descriptions. Any pre-sale estimates are intended as guides for prospective Bidder(s). RMS makes no representation or warranty of the anticipated selling price of the motor car(s) or any other lot(s), and no estimate anywhere by RMS of the selling price of the motor car(s) or any other lot(s) may be relied upon as a prediction of the actual selling price. Estimates included in catalogues, online, pre-mailers, any advertisements, or elsewhere are preliminary only, and they are subject to revision by RMS from time to time at its sole discretion. The Consignor(s) acknowledges that RMS will not be liable for any errors or omissions in the catalogue or other descriptions of the motor car(s) or any other lot(s), and these descriptions make no guarantees, representations, or warranties whatsoever to the Consignor(s) with respect to the motor car(s) or any other lot(s), their attribution, legal title, condition, value, or other characteristics.
15. Odometer Statement. The Consignor(s) agrees to provide a duly executed odometer statement on or before the first day of the sale and to accept sole responsibility for the accuracy or inaccuracy of such statement.
16. Reserve(s).
16.1 The reserve price(s) noted in the fillable section of the Auction Consignment Agreement is the lowest bid acceptable to the Consignor(s). The reserve(s) may be lowered at any time by the Consignor(s), either verbally or in writing, but they may not be raised. The reserve(s) do not include commissions to RMS. RMS has the right to sell the motor car(s) or any other lot(s) at a price below the agreed verbal or written reserve(s) provided that the Consignor(s) receives the same net proceeds as the Consignor(s) would have received had the reserve(s) been met. If no reserve(s), indicate clearly by writing “NONE” in the space provided in the fillable section of the Auction Consignment Agreement.
16.2 If RMS contributes to the hammer price to meet the reserve(s), the reserve(s) for the respective motor car(s) or any other lot(s) become the hammer price plus RMS’ contribution for purposes of commissions.
17. Insurance. The Consignor(s) will be responsible for maintaining adequate property insurance on the motor car(s) or any other lot(s) at all times, and this insurance must be at least equal to the aggregate low pre-sale auction estimate for the motor car(s) or any other lot(s), which in each case shall include insurance for damages to the motor car(s) or any other lot(s) and shall not be cancellable by the insurance company until after ownership and Title(s) have passed to the Buyer(s) and the Buyer(s) have taken possession of the motor car(s) or any other lot(s) from RMS. RMS does not maintain insurance with respect to the Consignor(s)’ motor car(s) or any other lot(s), but RMS does carry Garage Keeper’s Insurance to cover RMS employees’ acts of gross negligence while the motor car(s) or any other lot(s) are in the care, custody, and control of RMS. With the exception of RMS’ employees’ acts of gross negligence, the Consignor(s) agrees that RMS and its respective affiliates and agents will not be responsible for, and the Consignor(s) releases RMS and its respective affiliates, agents, and warehouses from, any and all liability for loss of, theft of, or damage to the motor car(s) or any other lot(s).
18. Withdrawn Motor Car(s) or Any Other Lot(s).
18.1 The Consignor(s) acknowledges that RMS has incurred and will incur significant costs preparing, advertising, marketing, and promoting the motor car(s) or any other lot(s) for the auction.
18.2 If the Consignor(s) withdraws one or more of the motor car(s) or any other lot(s) from the auction after the signing of this agreement, the Consignor(s) will pay RMS the Buyers’ Premium and Sellers’ Commission that would have been due under this agreement, had the motor car(s) or any other lot(s) met (i) their reserve(s), (ii) if offered without reserve(s) then the motor car(s) or any other lot(s) published low estimate(s), or (iii) if no published low estimate(s), then the motor car(s) or any other lot(s) fair market value as determined by RMS, by five PM (5:00 p.m.) of the next business day following the auction.
19. Legal Action. In the event that either party brings action against the other arising from or relating to the provisions of this agreement, the prevailing party, as determined by the court, shall be entitled to recover its reasonable attorneys’ fees and costs. The law of the jurisdiction in which the auction is held shall govern the provisions of this agreement.
20. Marketing Fee. The marketing fee is non-refundable and is not credited toward the sales commission.
21. Bidding Restrictions. The Consignor(s) hereby agrees not to bid on the motor car(s) or any other lot(s). Although the auctioneer shall be entitled to bid on the Consignor(s)’ behalf up to the amount of the reserve(s) (if applicable), the Consignor(s) shall neither instruct nor permit any other person to bid on behalf of the Consignor(s) for the motor car(s) or any other lot(s). If, however, in violation of the foregoing, the Consignor(s) (or his or her agent) bids on the motor car(s) or any other lot(s) and becomes the successful Bidder(s), the expenses, entry fee, repair expenses, Buyers’ Premium, and Sellers’ Commission on the hammer price shall be payable by the Consignor(s); the motor car(s) or any other lot(s) may be sold without reserve(s).
22. Anti-Freeze is the Responsibility of the Consignor(s).
22.1 As the Consignor(s)’ motor car(s) or any other lot(s) could be shipped to a location where below freezing temperatures are a possibility, it is the Consignor(s)’ responsibility to ensure that within the last six (6) months they have winterized their motor car(s) or any other lot(s) for shipping in freezing temperatures. Winterizing one or more of the motor car(s) or any other lot(s) means that the Consignor(s) has completely filled and properly mixed, at a minimum, negative twenty degrees Fahrenheit rated (-20°F) anti-freeze into their motor car(s) or any other lot(s) radiator(s).
22.2 If any damage occurs because the Consignor(s) did not properly winterize their motor car(s) or any other lot(s), it will be the Consignor(s)’ responsibility to cover the damages, and RMS may recap these damages from the Consignor(s)’ settlement. If it is found that the Consignor(s) did not properly winterize their motor car(s) or any other lot(s), the associated costs with checking, filling, and disposing the anti-freeze will be recapped from the Consignor(s)’ settlement; if the motor car(s) or any other lot(s) are not sold, the Consignor(s) must pay RMS before the Consignor(s) can re-take possession of their motor car(s) or any other lot(s). If already settled, the Consignor(s) must pay RMS directly.
23. Entire Agreement. This document contains the entire agreement between the parties and shall be binding upon them and their respective heirs, personal representatives, and assigns. Except as otherwise expressly provided herein, this agreement shall not be modified, except in writing. Whenever used in this agreement, as the contract requires, the singular number shall include the plural, the plural number shall include the singular, the masculine gender shall include the feminine and neuter, the feminine gender shall include the masculine and neuter, and the neuter gender shall include the masculine and feminine.
24. No Legal or Tax Advice. This agreement is an important legal document. The Consignor(s) acknowledges that the Consignor(s) has had the opportunity to consult an attorney before signing this agreement and has signed this agreement after having the opportunity to consult with an attorney of their own choosing. Notwithstanding any references to any transactions or arrangements in this agreement, or any contemporaneous written, oral, or implied understandings of the Parties relating to the subject matter of this agreement, RMS has not provided legal or tax advice or tax planning services to the Consignor(s) or for the Consignor(s)’ benefit in connection with the transactions contemplated by this agreement, and no one at RMS has acted as the Consignor(s)’ attorney or tax advisor.
25. Money Laundering. The Consignor(s) agrees to provide all information and assistance reasonably requested by RMS to comply with RMS’ internal Anti-Money Laundering process and to comply with any and all Money Laundering Laws and Regulations in force in the jurisdiction in which the auction is held.
26. Photography, Videography, and Illustrations. All photographs, videography, and illustrations commissioned by RMS for the motor car(s) or any other lot(s) are the absolute property of RMS and RMS shall have the absolute right to use the photographs, videography, and illustrations as RMS deems fit.
27. NY Department of Motor Vehicles Inspection. The Consignor(s) agrees that the motor car(s) must pass the NY Department of Motor Vehicles inspection applicable to the motor car(s), and the Consignor(s) agrees to correct, at the Consignor(s)’ expense, any and all items required by the NY Department of Motor Vehicles to successfully pass any expenses associated therewith.