Heritage Global Partners
Detailed Sale-Specific Terms & Conditions

TERMS OF SALE
Set forth below are the terms and conditions (the
“Terms”)
that shall apply to any purchase by any party (a
“Buyer”)
either directly from Heritage Global Partners, Inc.
(”HGP”)
or in a transaction (a “Transaction”) in which HGP
serves as
broker, agent, liquidator or auctioneer for any third
party
owner (“Consignor”). The Terms apply to all
Transactions,
including without limitation, public auctions
conducted by
HGP and direct purchases by Buyer of any item either
before,
after or independent of any public auction. By using
or
accessing any and all HGP Services and or Websites
you agree
you have read and understand the Terms and Conditions
stated
herein and are bound to these Terms and Conditions.
You may
not use or access any and all HGP Services if you do
not
agree to the Terms and Conditions stated herein. If
you do
not understand any or all the Terms and Conditions
herein
please contact HGP via email at cs@hgpauction.com for
further assistance.

TERMS AND CONDITIONS

1. No Warranty. All machinery, equipment, merchandise
and
other items (the “Goods”) are sold on an “AS IS/WHERE
IS”
basis without any warranties or representations,
either
expressed or implied. Neither HGP nor the Consignor
makes
any warranties or representations of any kind or
nature with
respect to the property or its value and in no event
shall
either be responsible for correctness of description,
genuineness, attribution, provenance, authenticity,
authorship, completeness, condition of the property
or
estimate of its value. No statement (oral or written)
in the
catalog, at the auction, or elsewhere shall be deemed
such a
warranty or representation, or any assumption of
responsibility. Prospective bidders are urged to
contact HGP
directly for detailed information regarding any item
for
sales. WITHOUT LIMITING THE GENERALITY OF THE
FOREGOING, THE
WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND
MERCHANTABILITY are expressly disclaimed.

2. Registration. Buyers must register prior to
bidding at
any auction sale and must be of legal capacity to
enter into
this agreement. All bidders must provide their name,
company
(if applicable), mailing address, phone number and
email
address prior to the auction. By registering, you
represent
and warrant any and all Buyer Information is accurate
and
complete. It is solely the Buyers responsibility to
maintain
current Buyer Information for completeness and
accuracy. HGP
reserves the right to deny and or terminate
Registrations at
any time at its sole discretion without notification.
HGP
reserves the right to deny usage and access of HGP
Services
and Websites at any time without notice or liability
to any
persons or third parties. When applicable, Electronic
Bidders are required to provide a valid Visa or
Mastercard
number. At its discretion, HGP may charge a
registration fee
for Electronic bidding. This fee will be clearly
displayed
during the registration process. THE BIDDER
AUTHORIZES HGP
TO CHARGE LIQUIDATED DAMAGES TO THE CREDIT CARD LEFT
ON FILE
DURING THE REGISTRATION PROCESS. (See section 9
“Default”
below.)

3. Deposits. HGP requires a deposit of not less than
twenty
five percent (25%) of the Buyer’s total purchase
price by
the end of sale day – with the balance due by the end
of the
next business day. This can be in the form of cash, a
cashiers check, or business check with a bank letter
of
guarantee. For Electronic Bidders, at its discretion,
HGP
may contact bidders via email or telephone before or
during
the sale to obtain a bank letter of guarantee or wire
transfer as a deposit. If HGP does not receive a
response
from its attempts to contact Buyer or if the Buyer
does not
provide a deposit, HGP reserves the right to refuse
or
cancel Buyer’s bids.

4. Invoices & Payment Instructions. For Onsite and
Webcast
auctions, winning bidders can request a printed paper
invoice from the Accounting Manager at the sale
location
during or after the sale. Electronic Bidders will be
sent an
electronic invoice to the email address provided
during
registration.. Detailed payment instructions for each
sale
are available in the printed lot catalog at the sale
location on the day of the sale. Electronic Bidders
will be
sent detailed payment instructions via email along
with
their invoice.

5. Payments. HGP must receive the balance of the
total
purchase price no later than the close of business on
the
day following the auction (the “Final Payment Date”).
All
payments must be in cash, cashier’s or certified
check,
federal wire transfer of immediately available funds
or a
corporate check accompanied with a bank letter of
guarantee,
and all of the foregoing must be in form, scope and
substance acceptable to HGP. Credit cards are
accepted only
for Electronic bidding registration and for
Liquidated
Damages in the event of a default. Without limiting
HGP’s
discretion, no corporate checks without a bank
guarantee and
no personal checks will be accepted. No title shall
pass to
Buyer until the total purchase price and all Taxes
have been
paid to HGP in collected funds.

6. Taxes. Buyer must also pay to HGP on or before the
Final
Payment Date, all sales, export, use and other taxes
due to
any federal, state or local taxing authority (the
“Taxes”)
as a result of Buyer’s purchase, including without
limitation, any taxes arising from any Buyer’s
Premium. To
receive the benefit of any tax exemption, Buyer must
supply
HGP with a sales tax exemption certificate acceptable
in
form, scope and substance to HGP in HGP’S sole
discretion.

7. Buyer’s Premium. Auctioneer shall charge an 18%
Buyer`s
Premium on all purchases made by online bidders and
15% for
onsite bidders. Acceptable forms of payment for this
sale
are cash, wire transfer, cashier`s check or company
check
with a Bank Letter of Guarantee. (NO CREDIT CARDS)

8. Removal of Goods. (1) Buyers or their Agents must
remove
all Goods purchased before the final removal date and
time
announced by HGP at the auction (the “Removal Date”).
(2) No
Goods shall be removed until the full purchase price
and all
applicable taxes thereon have been received by HGP in
the
form required herein. ANY ITEMS NOT REMOVED ON OR
BEFORE THE
REMOVAL DATE SHALL BE DEEMED ABANDONED AND HGP SHALL
HAVE NO
FURTHER OBLIGATION TO BUYER WITH RESPECT TO SUCH
ITEMS.

Buyer shall be responsible for the safe and proper
removal
of any Goods purchased by Buyer. HGP does not pack,
ship,
store, crate or rig items for removal. Buyers may
either
pick up Goods at the designated auction site
themselves or
can contract with a third party agent to manage the
removal
process for them. Before Goods can be removed by an
Agent,
Agent must provide HGP with (1) proof of payment in
full
(Paid In Full Invoice) and

(2) an “Agent Release Authorization” form which
allows HGP
to release items to a third party contractor for
shipping,
crating or packing purposes.

Goods weighing more than 100 pounds must be removed
by a
qualified, insured rigger. Before any removal, Buyer
must
provide HGP with a certificate of insurance from the
rigger,
which certificate must be in form, scope and content
acceptable to HGP in HGP’S sole discretion. Without
limiting
HGP’S discretion, such certificate must show that the
rigger
carries comprehensive liability insurance written by
an
insurance carrier of national standing and in an
amount of
not less than two million dollars ($2,000,000.00).
Without
limiting the generality of the foregoing, Buyer shall
restore and repair all real and personal property
that is
altered or damaged as a result of Buyer’s removal of
the
Goods. HGP shall have no responsibility to disconnect
utilities to the sold asset, including electric, gas,
waste
and water lines. Buyer is solely responsible to
properly
remove and store in appropriate containers all
fluids, oils,
hazardous chemicals, etc., from machinery purchased.
Buyer
does hereby indemnify HGP, the Consignor and the
owner of
the premises in which the Goods are located, from any
and
all claims, damages, and losses arising from Buyer’s
actions
or actions with respect to the Goods and Buyer’s
presence on
the premises in which the Goods are located,
including
without limitation, injuries to persons or property
and
environmental violations or contamination. Risk of
loss on
any Goods shall pass to the Buyer upon payment in
full to
HGP of all sums due from Buyer in respect to the
Goods.

HGP shall have no responsibility whatsoever for any
missing
or lost items that can be removed by hand if such
items have
not been removed within forty-eight (48) hours of the
conclusion of the sale.
There will be NO removal of any lots until the
auction is
complete.

9 Default. Bidders must bid only on those items they
are
prepared to pay for and remove in accordance with the
terms
and conditions of this sale. All items awarded to
high
bidders are contractually theirs and must be paid for
by the
Final Payment Date and removed by the Final Removal
Date. IN
THE EVENT PURCHASER FAILS TO PERFORM CONTRACTUAL
OBLIGATIONS
(PAYMENT AND REMOVAL) AS SPECIFIED IN THESE TERMS AND
CONDITIONS, THE FOLLOWING ACTION APPLIES: PURCHASER
WILL
AUTOMATICALLY BE PLACED IN DEFAULT. THIS IS YOUR
OFFICIAL
NOTICE OF DEFAULT. Upon default, the purchaser shall
lose
all right, title, and interest which he/she might
otherwise
have acquired in and to such property as to which
default
has occurred. HGP will re-market and re-sell this
property.

Failure to pay invoices in full by the Final Payment
Date in
accordance with payment terms will subject Bidder to
pay as
Liquidated Damages a sum equal to the lesser of (1)
20
percent of the invoice price of the item(s) as to
which the
default has occurred, or (2) the full amount of the
difference between the original invoice price and the
re-
sold price plus any expenses incurred to re-market or
re-
sell these items. IF HGP HAS NOT RECEIVED PAYMENT FOR
WINNING BIDS WITHIN 24 HOURS OF THE FINAL PAYMENT
DATE, THE
BIDDER AUTHORIZES HGP TO CHARGE LIQUIDATED DAMAGES TO
THE
CREDIT CARD LEFT ON FILE DURING THE REGISTRATION
PROCESS.

Failure to remove items by the Final Removal Date in
accordance with removal terms will subject Bidder to
pay as
Liquidated Damages the full amount of the expenses
incurred
to store or transport items until they are re-sold.
IF BUYER
HAS NOT REMOVED ITEMS WITHIN 24 HOURS OF THE FINAL
REMOVAL
DATE, THE BIDDER AUTHORIZES HGP TO CHARGE LIQUIDATED
DAMAGES
TO THE CREDIT CARD LEFT ON FILE DURING THE
REGISTRATION
PROCESS.

10. Adjustments. After Buyer has removed any item
from HGP’S
possession, HGP shall have no obligation to make any
adjustment or accommodation to Buyer because of any
mistake
in quantity or other defect or problem with respect
to such
item. Buyer must make all requests for adjustments in
writing to HGP before any item is removed from the
premises
where the auction is conducted.

11. Damages. HGP shall not be responsible for any
damages,
loss or theft of Goods except in the case of HGP’s
willful
misconduct. Without limiting the foregoing, HGP shall
not be
responsible for damages or losses caused by strikes,
civil
disorders, or acts of God.

12. Changes. HGP reserves the right to withdraw or
sell any
assets contained in an auction prior to or proceeding
the
stated auction period without notification. HGP
reserves the
right to temporarily or permanently end an auction
prior to
or during the stated auction period at is sole
discretion
without notification. HGP, in its sole discretion,
reserves
the right to extend the stated auction period without
notification. If for any reason HGP is unable to
deliver any
Goods purchased by Buyer, HGP’S sole liability shall
be to
return all sums paid by Buyer to HGP in respect of
such
Goods.

13. Minimum or Reserve Prices. HGP, in its sole
discretion,
reserves the right to establish a reserve or minimum
price
on any Goods without having to announce, post or
publish
notice to attendees and buyers at any auction. HGP
reserves
the right to confirm or reject the final bid.
Further, HGP,
and/or its affiliates or subsidiaries, may bid at the
auction either for its own account or on behalf of a
third
party.

14. Absentee/Proxy Bids. By completing an “Absentee
(Proxy)
Bidder Form,” Bidders may appoint HGP to be an agent
and
proxy for the sole purpose of purchasing the items
listed
when the Bidder CANNOT bid on the day of the sale.
ALL BIDS
ARE FINAL AND BINDING and DO NOT include any
applicable
buyer’s premiums and sales taxes. HGP will bid up to
the
specified maximum bid amount to win the item, using
only the
amount needed to win the item. HGP has complete
discretion
whether and when to accept Proxy bids. The
auctioneer’s
announcements at the time the lot is sold take
precedence on
any and all published materials. Proxy bidders will
be
notified only if they have been declared the high
bid.
Notification will take place in the form of an
electronic
invoice which will be sent to the email address
provided
during registration.

15. Right to Refuse Bids of Deny Access. HGP, in its
sole
discretion, reserves the right to refuse the bid of
any
person without providing any notice or reason
therefore. HGP
reserves the right to deny the usage and access by
any
person or third party of any and all HGP Services and
Websites without notification.

16. Bid Increments. HGP, in its sole discretion,
shall
control all bidding increments and advances at any
auction.
HGP reserves the right to reject any bid that is only
a
minimal increase over the preceding bid, that is not
commensurate with the value of the item being offered
or
that HGP believes was made illegally or in bad faith.
In the
event of a dispute among bidders, HGP may, in its
sole
discretion, either accept what it deems to be the
final bid
or solicit further bids on the item in dispute. No
returns
or refunds will be permitted, unless authorized by
the
Consignor in writing.

17. Aggregate Bids. HGP reserves the right, in its
sole
discretion, to sell items advertised as a public
auction
sale, on a piece by piece basis or as a complete lot.
Without limiting the generality of the foregoing, HGP
may
accept a complete lot bid and then conduct an item by
item
auction which auction shall be effective only if the
total
proceeds there from exceed the amount of the complete
bid.

18. Information Subject to Error. All information
provided
by HGP to Buyers, including without limitation, any
advertising, lot sales catalogs or otherwise, is
subject to
deletions, errors, additions, and changes without
notice.
Although information is gathered from sources thought
to be
reliable, HGP shall have no responsibility whatsoever
for
any information provided to any attendee or buyers.
All
buyers shall rely solely on their own investigation
and
inspection of any Goods.

19. Right to Amend Terms and Conditions. HGP reserves
the
right to amend any and all of the Terms and
Conditions
stated herein at any time without notification at
HGP’s sole
discretion. It is the Buyers responsibility to read
and
review the Terms and Conditions for each sale. HGP
provides
the Terms and Conditions through its Websites and in
printed
form at on-site auctions.

20. Agency Relationship. When HGP is selling or
auctioning
any Goods on behalf of a Consignor, HGP shall act as
an
agent only and shall have no liability whatsoever for
the
acts of any owner or principal.

21. Export Law Compliance. Buyers agree to comply
with all
United States export control and related laws, as
well as
acknowledge that HGP is not the exporter of any
purchased
item. Certain items offered for sale at an Auction or
Sealed
Bid Sale may constitute “Restricted Technology.”
Under
Federal Law, such items may not be shipped outside
the
United States. Buyer also agrees not to export any
item to
countries which are subject to comprehensive
embargoes or
support terrorism. These countries include, but are
not
limited to: Cuba, Iran, North Korea, Sudan, and
Syria. The
list will change from time to time. HGP makes no
representation or warranty concerning Restricted
Technology
or conducted an investigation to ascertain, which
items, if
any, constitute Restricted Technology. 


22. Auction Sites. Buyers acknowledge that an auction
site
is a potentially dangerous place, Flammable, noxious,
corrosive and pressurized substances may be present.
Heavy
equipment may be operated and electrical circuits may
be
live. Every person enters the auction site at his or
her own
risk with notice of the condition of the premises and
the
activities that will be or have been conducted on the
premises. No person shall have any claim against HGP,
the
seller or their respective agents for any injuries
sustained
or for damages to or loss of property that may occur
at the
auction site.

23. HGP Rights and Remedies. If the Buyer fails to
comply
with any of the Terms, HGP shall have all rights and
remedies available to it at law and in equity.
Without
limiting the generality of the foregoing, HGP may
retain all
deposits and partial payments received from Buyer and
may
resell any Goods that Buyer fails to purchase. Buyer
shall
be responsible for all costs, losses, and damages
suffered
by HGP (i) as a result of Buyer’s breach of any of
the
Terms, including without limitation, lost profits and
consequential damages, and

(ii) incurred in connection with the enforcement of
HGPS’
rights, including, without limitation, legal fees and
costs
and expenses related to the resale of Goods,
including
storage and rigging fees.

24. No Collusion. Buyers agree they will not
participate in
any bidding practices with the intent of manipulating
the
bidding. Any and all forms of collusion between
Buyers is
forbidden. Buyers agree they will not place bids
using false
names or Buyer Information.

25. Buyers Indemnification. Buyers agree they will
defend,
indemnify and hold harmless HGP, including its
affiliates,
directors, officers, employees, agents, shareholders,
co-
branders, or partners, from and against any and all
claim,
loss, damage, liabilities, judgments, fees and
expenses
incurred by HGP, including its affiliates, directors,
officers, employees, agents, shareholders, co-
branders, or
partners, through the use of HGP Services and
Websites

26. Website Usage. The following is specific to the
access
and usage of HGP Websites including and not limited
to any
and all features and applications:

A) Each Registrant will specify a unique User Name
and
Password and it is solely the responsibility of the
Registrant to maintain the confidentiality of this
User Name
and Password.

B) Registrants are solely responsible for any and all
transactions or transmissions using their User Name
and
Password

C) HGP is not responsible for any and all
unauthorized or
compromised usage of the Registrant’s User Name and
Password. Registrants are responsible for contacting
HGP in
writing for any and all unauthorized usage of their
User
Name and Password.

D) Registrants agree they will not:

i) Disrupt, interfere or create outages to computer
networks
that directly or indirectly affect HGP Websites.

ii) Falsely misrepresent or impersonate any other
person or
entity. Registrants are forbidden from
misrepresenting a
Registrant’s employment by or affiliation with any
third
party.

iii) Registrants are forbidden from posting,
uploading,
transmitting, publishing or distributing any and all
information that contains viruses, code, files or
programs
with the malicious intent of affecting HGP Websites.

iv) Registrants agree they will not copy, modify,
reproduce,
distribute or sell any information or material
provided
through HGP Websites.

E) HGP is not responsible for any and all products,
content,
information or material provided by links to or
statements
regarding third party services. This includes but not
limited to riggers, shippers, partners and any third
party
services listed.

F) Registrants agree HGP and its affiliates,
including
partners, officers, directors, employees, agents,
shareholders or co-branders, are not responsible for
any and
all damages, actual or alleged, resulting from the
downloading of any information or materials from HGP
Websites.