Surplus To The Needs Of Kimberly-Clark's Spunbond and Meltblown Nonwovens Operation - Day 1
A major manufacturer of spunbond and meltblown nonwoven materials.
Day 1 - November 13, 2019 at 9:00 am CST
Day 2 - November 14, 2019 at 9:00 am CST
Preview/Inspection Dates: November 5 - 6, 2019 from 9:00 am - 4:00 pm CST, or by appointment.
Location: 1111 Henry St. Neenah, WI 54956
Nearest Airports: Appleton or Green Bay Airports
Rigging/Loading Fee: All lots that require rigging and/or loading other than hand carry items will have a Rigging/Loading Fee listed in the description. By bidding on a lot with Rigging/Loading Fee, Bidder agrees to pay these amounts if they are the winning Bidder. Rigging/Loading fees will be included in the total invoiced amount to winning bidders. Rigging/Loading Fees are not subject to the Buyer’s Premium or Sales Tax.
Riggers: Only the pre-approved on-site riggers may be used unless otherwise agreed upon in writing by Active Marketing, LLC. prior to the start of the auction.
Removal Hours: Monday to Friday, 8 am to 4 pm; Saturday by appointment only. Carry out items must be removed by Friday, November 22, 2019. All items must be removed by Friday, December 6, 2019. An invoice marked PAID is required at the time of removal. Removals begin Monday, November 18th by appointment only.
Sales Tax: All winning Bidders/Buyers will be charged 5% sales tax unless we receive a completed and signed copy of the Wisconsin Form S-211 Wisconsin Sales and Use Tax Exemption Certificate in the form, scope and content acceptable to AMA at AMA's sole discretion.
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Customer Support Hours:
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- Friday, 8:00 AM EST – 6:30 PM EST
Office: (253) 858-6777 Toll Free: (866) 597-2437
Terms and Conditions
ACTIVE MARKETING, LLC
TERMS AND CONDITIONS OF SALE
These Terms and Conditions of Sale (“Sale Terms”) govern all items which are offered for sale by ACTIVE MARKETING, LLC doing business as ACTIVE MARKETING AUCTIONS (“AMA”) and any of its employees, agents, designees, affiliates, joint venture partners, and co-auctioneers (together with Active Marketing, LLC, collectively, "AMA") to a buyer (the “Buyer”) of any machinery, equipment or other personal property items offered by AMA and purchased by Buyer (collectively, the “Purchased Items”). The owner of the items upon which Buyer will be bidding may be owned either by AMA or by another entity who has retained AMA to sell such items (the “Owner”). AMA reserves the right to modify these Sale Terms at any time and any such modification shall become part of these Sale Terms. By registering, the Buyer agrees that it has read and fully understands these Sale Terms and agrees to be bound by these Sale Terms.
- Auction Registration
To register for all auctions conducted by AMA on bidspotter.com, bidders will be required to submit a valid VISA, MasterCard, or American Express credit card and complete the online registration information. The credit card will not be charged except in the event of failure to pay. AMA reserves the right to deny approval of registration of any bidder for any reason.
AMA reserves the right to require a deposit upon registration including credit card deposits for a minimum of $500.00 USD. All deposits are refundable. At its discretion, AMA may contact Bidders via email or telephone before or during the sale to require a bank letter of guarantee or a deposit. If AMA does not receive a response from its attempts to contact Buyer or if the Buyer does not provide a deposit, AMA reserves the right to refuse Buyer’s registration or additional bids with Buyer responsible for all lots or Goods purchased to that point or to cancel Buyer's bids and re-sell Goods.
- Invoices & Payment Instructions
Bidders will be sent an electronic invoice to the email address provided during registration, and will be sent detailed payment instructions via email along with their invoice. No other communication from any party including any online bidding platform will be deemed an award of winning bid or invoice.
For all winning bidders, full payment of the purchase price for the Purchased Items including Buyer’s Premium (see section 6.) and Rigging Fees (if applicable), due to AMA (the “Purchase Price”), and sales tax (if applicable, see section 5.), must be made in United States Dollars, and must be made on or before the due date set forth in the invoice sent to Buyer at the end of the auction (the “Invoice”). Payment is due and payable in cash, by cashier’s check, certified bank check, wire transfer, or major credit card (additional credit card process fee applies, see section 6.) payable to AMA. AMA reserves the right to charge any buyer’s credit card for purchases made at the sale including the Buyer’s Premium, Rigging Fees (if applicable), and sales tax (if applicable, see section 5.) associated therewith if there is no communication between Buyer and AMA. We will make multiple attempts to contact Buyer prior to charging the credit card associated with the account.
Furthermore, if Buyer or Bidder is in default of payment, AMA reserves the right to charge the credit card on file for up to the full Purchase Price, and sales tax (if applicable, see section 5). Buyer agrees that it remains responsible for payment of the Purchase Price and AMA shall have the right to commence all legal actions against Buyer for collection of the entire Purchase Price amount. Buyer shall also be liable for any and all costs and expenses incurred by AMA arising out of or in connection with AMA’s efforts to collect any unpaid amounts hereunder including, without limitation, attorney or collection agency fees and expenses. No forbearance, indulgence, or delay by AMA in taking any action hereunder shall be deemed a waiver of any rights of AMA hereunder. Until AMA has received payment in full of the Purchase Price, the Buyer shall have no right to dismantle or remove any of the Purchased Items from the real property located at the auction site (the “Real Property”).
Note: For any Purchased Items paid in cash with a value of $10,000 or greater, Buyer is required to complete United States Treasury Form Number 8300 and return it to AMA at the time of purchase. Buyer shall pay AMA a late penalty on all amounts over 30 days past due computed at the greater of (i) 18% per annum, and (ii) the maximum rate permitted by applicable Wyoming law.
The Purchase Price does not include any federal, state or local taxes including sales tax, which are in addition to the Purchase Price, and must be paid by Buyer where applicable, and will be added by AMA to the Invoice unless Buyer furnishes AMA with an acceptable tax exemption certificate (Exempt Use or Resale). In addition, any and all foreign duties and taxes are also the responsibility of Buyer, and Buyer hereby indemnifies and holds AMA harmless from any and all claims, costs, expenses and liability incurred by AMA resulting from Buyer’s failure to pay any foreign duties and taxes.
To receive the benefit of any sales tax exemption, Buyer must supply AMA with a state sales tax exemption certificate acceptable in form, scope and substance to AMA at AMA's sole discretion. If Buyer does not submit evidence of their exemption prior to the close of the auction, Buyer will be charged sales tax, which may be refunded upon Buyer providing documents necessary to prove their qualified exemption within 10 business days from the date of purchase. After 10 business days, Buyer will be required to submit any refund request directly to the state for which the original sales tax was collected and remitted by AMA. The failure of AMA to include any such federal, state or local taxes does not excuse the Buyer from responsibility for paying any such taxes and Buyer hereby indemnifies and holds AMA harmless from any and all claims, costs, expenses and liability incurred by AMA resulting from Buyer’s failure to pay any federal, state or local taxes.
- Buyer’s Premium and Processing Fees
AMA will charge and retain a non-negotiable buyer's commission ("Buyer's Premium") on the proceeds of any sale based on the final and accepted bid for the Purchased Items. The Buyer's Premium is 15%, and will be posted on Bidspotter prior to each auction. Note: There will be an additional 3.0% credit card processing fee charged on the total invoiced amount for all credit card transactions.
Title shall pass to Buyer, as-is, where-is, upon receipt of full payment (100% cleared funds) for the Purchased Items in accordance with these Sale Terms for the amount on the Buyer’s Invoice. It is the Buyer’s responsibility to carry insurance to cover the replacement cost of the purchased Goods.
- Minimum or Reserve Prices
AMA, at 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. AMA reserves the right to confirm or reject the final bid. Further, AMA, and/or its affiliates or subsidiaries, may bid at the auction either for its own account or on behalf of a third party.
- Addition To Or Withdrawal From Sale
AMA reserves the right to group one or more lots into one or more selling items or lots, or to add to or delete items or lots at its sole discretion at any time prior to the auction.
BUYER SHALL BE DEEMED TO HAVE RELIED ENTIRELY UPON ITS OWN INSPECTIONS AND INVESTIGATIONS OF ALL OF THE ITEMS UPON WHICH BUYER WILL BE BIDDING AND/OR PURCHASING. BUYER HEREBY ACKNOWLEDGES THAT BUYER AND BUYER’S AGENTS OR REPRESENTATIVES HAVE HAD THE OPPORTUNITY TO INSPECT, OR HAVE INSPECTED, ALL OF THE ITEMS UPON WHICH BUYER WILL BE BIDDING AND/OR PURCHASING. BUYER AGREES THAT BY SUBMITTING A BID FOR ANY ITEM, BUYER SHALL BE DEEMED TO HAVE INSPECTED ALL OF THE ITEMS UPON WHICH BUYER WILL BE BIDDING AND/OR PURCHASING. AFTER A SALE OF PURCHASED ITEMS HAS BEEN CONFIRMED, THE BUYER SHALL BE DEEMED TO HAVE INSPECTED ALL PURCHASED ITEMS AT THE TIME OF SALE CONFIRMATION.
- Acceptance By Buyer
Buyer agrees that its acceptance of the Purchased Items shall constitute an acknowledgment by Buyer that the Purchased Items satisfies any and all obligations of AMA hereunder. Buyer may not revoke its acceptance for any reason whatsoever.
- Safety Compliance
Buyer expressly assumes all responsibility to obtain all safety equipment and to meet and comply with all applicable local, state and federal laws, regulations and standards, as well as the Real Property owner’s site specific safety requirements in removing any of the Purchased Items. Buyer further agrees to comply with the Rigger Removal Agreement, if applicable.
- Removal of Purchased Items
Unless otherwise provided in writing by AMA, Purchased Items can only be removed from the Real Property by Buyers or their Agents within the removal time and must be removed by the removal deadline as announced at the sale and as indicated on the Invoice (the “Removal Deadline”). No Purchased Items can be removed, segregated, or dismantled by Buyer before the conclusion of the auction. Prior to removal of any Purchased Items, the entire Invoice for all Purchased Items must be paid in full, including all applicable taxes, in order to gain access to the Real Property. Buyer must present a representative of AMA with an original Invoice marked “PAID” and a fully executed Rigger Removal Agreement, if applicable.
AMA does not warrant that the Removal Deadline serves as any guarantee that Buyer may be able to take possession of Goods by the removal deadline. AMA may choose to extend the Removal Deadline at its own discretion due to delay, act of God, government delay, government restrictions, prohibitions, public enemy, allocations or delays imposed by government authority, or other delays for which AMA sees fit for extension of the Removal Deadline. ANY ITEMS NOT REMOVED ON OR BEFORE THE REMOVAL DEADLINE SHALL BE DEEMED ABANDONED AND AMA SHALL HAVE NO FURTHER OBLIGATION TO BUYER WITH RESPECT TO SUCH ITEMS EXCEPT THAT BUYER SHALL NONETHELESS BE OBLIGATED TO PAY THE BALANCE OF THE PURCHASE PRICE INCLUDING ANY BUYER’S PREMIUM AND ANY ADDITIONAL COSTS INCURRED BY AMA. BUYER CONSENTS THAT AMA MAY DISPOSE OF ANY AND ALL ITEMS NOT PAID FOR AND REMOVED BY THE REMOVAL DEADLINE AND MAY RESELL, SCRAP, AND/OR OTHERWISE DISPOSE OF SUCH ITEMS. IN THE EVENT ABANDONED ITEMS OR GOODS BECOME AN INCURRED COST TO AMA TO DISPOSE OF OR ABANDONED ITEMS OR GOODS FURTHER DAMAGE AMA, AMA’S CLIENT, CONSIGNOR OR OWNER OF THE PREMISES WHERE THE GOODS HAVE BEEN ABANDONED, THEN BIDDER SHALL BE RESPONSIBLE FOR THE FULL AMOUNT OF ANY AND ALL DAMAGE OR COST OF SUCH CLAIM, COST OR JUDGEMENT INCLUSIVE OF ATTORNEYS FEES.
Buyer shall be responsible for the safe and proper removal of any Goods purchased by Buyer and to secure any permitting either individually or through a third party machinery mover, rigger or contractor required to remove Goods if such is required by federal, state or local government agency or entity. AMA may remove any party or individual from the auction site for theft, attempted theft, unsafe behavior and harassment or unsafe work practices with no guarantee for re-entry to the auction site.
Buyer is responsible for any and all shipping and/or transportation arrangements and costs associated with purchased Goods. AMA does not pack, ship, store, crate or rig items or Goods. In some instances, AMA may collect fees on behalf of a third party service provider. Any cost for rigging, machinery moving, or third party service providers invoiced by or collected by AMA for services, removal or rigging on behalf of any third party, rigger, machinery mover or contractor is done strictly as a convenience to the Buyer and the third party rendering the services. AMA’s invoicing and collection of such fees as a convenience or listing of third party service provider or riggers approved to work at the auction site in no way whatsoever represents any warranty, guarantee or implied liability of AMA related to any third party service provider, rigger, removal party, removal of Goods or endorsement of the listed third party service provider, riggers or exclusive rigger. AMA shall not be liable or responsible for any action or actions of any machinery mover, machinery rigger, contractor, third party transportation company, or for proper or timely delivery of Goods to Buyer.
Buyers may either pick up Goods at the designated auction site personally 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 AMA with (1) proof of payment in full (Paid In Full Invoice) and (2) an "Agent Release Authorization" form which allows AMA to release items to a third party contractor for shipping, crating or packing purposes. If an exclusive rigger(s) is appointed to the auction, Buyer is urged to contact any third party service provider, the listed riggers or exclusive rigger(s) prior to bidding to determine in Buyer’s sole opinion and discretion that such party is fit to perform the services or removal and loading of Buyer’s Goods and to understand the fees and services to be rendered. When an exclusive rigger is assigned, buyer will abide to the posted fees. No exceptions.
Goods that cannot be removed by hand carry from the auction site, or premises, or that requires any utility disconnection, or tools to remove Goods, must be removed by a qualified, insured rigger, approved by AMA. Before any removal, Buyer must provide AMA with a certificate of insurance from the rigger, which certificate must be in the form, scope and content acceptable to AMA at AMA's sole discretion. Without limiting AMA's discretion, such certificate must show that the rigger carries comprehensive liability insurance written by an insurance carrier of national standing, in an amount of not less than two-million dollars ($2,000,000.00) and naming AMA, any landlord, and Real Property
- owner as an additional insured party. AMA will provide parties required to be listed as additional insured upon inquiry by the rigger or removal company to gain access to auction site for removal.
Without limiting the generality of the foregoing, the Buyer shall be responsible to restore and repair all real and personal property and fixtures that are altered or damaged as a result of Buyer's removal of the Goods to a condition substantially similar to the pre-removal condition. AMA shall review the repair in conjunction with the Real Property owner and make a determination in its sole discretion, whether the repair is acceptable to AMA and the Real Property owner. AMA shall have no responsibility to disconnect utilities to the Goods, including but not limited to electric, gas, waste and water lines. Under any circumstance, utility disconnection shall take place at the first junction from the machinery, capped and left in safe condition. Electrical will be locked out, tagged out at the box with all conduit, wire and piping remaining intact between the first disconnect and the lockout. Utility lines, air lines, etc. shall not be altered other than to be capped and left safe.
In any removal of goods, the responsibility and liability of Buyer and Buyer’s rigger, representatives and contractors for any damage or loss due to removal of goods shall be joint and several. Buyer is solely responsible for the proper removal and storage in appropriate containers of all residual fluids, oils, hazardous chemicals, etc., from machinery purchased. Buyer does hereby indemnify AMA, the Owner of the Goods 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 AMA of all sums due from Buyer in respect to the Goods.
AMA 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 2 business days of the conclusion of the sale. There will be NO removal of any lots until the auction is complete.
- Failure to Remove Purchased Items/Bankruptcy
If Purchased Items are not removed by the Removal Deadline (i) such Purchased Items will be deemed abandoned by the Buyer, (ii) Buyer shall forfeit all monies paid to AMA for such Purchased Items, and (iii) Buyer shall forfeit any rights to such Purchased Items. In addition, Buyer shall be responsible for all damages suffered by AMA, including, but not limited to, any dismantling, transportation, storage or other costs, including attorneys’ fees and expenses incurred by AMA as a consequence of Buyer’s failure to remove such Purchased Items. Buyer hereby grants to AMA a security interest in the Purchased Items to secure Buyer’s obligation to remove the Purchased Items from the Real Property not later than the Removal Deadline and in compliance with the terms of the Rigger Removal Agreement, if applicable. Buyer hereby authorizes AMA the right to file and/or record such documents and financing statements as are necessary or useful to perfect such security interest in the Purchased Items as provided in this Section 9, and Buyer shall execute and deliver to AMA such documents as requested in connection therewith. In the event Buyer fails to remove the Purchased Items on or before the Removal Deadline, AMA shall have the right to foreclose its security interest in the Purchased Items by a public or private sale in accordance with applicable law. In addition, in the event any one or more of the following shall occur, any and all obligations of AMA hereunder, including without limitation, any obligations to Buyer in respect of the Purchased Items shall immediately terminate and without further action by AMA: (a) Buyer files a voluntary petition in bankruptcy or a bankruptcy petition is filed against Buyer; (b) Buyer becomes insolvent or makes an assignment for the benefit of its creditors; or (c) Buyer discontinues its business or a receiver is appointed for Buyer or its business.
Buyer acknowledges that these Sale Terms, the Invoice, the Rigger Removal Agreement (if applicable), a bill of sale (if applicable), and all attachments and exhibits hereto and thereto, (a) are the only terms and conditions of sale for the Purchased Items, (b) are intended by the parties as a complete and exclusive statement of the terms of their agreement in respect of the Purchased Items, and (c) supersede all prior agreements, written or oral in respect of the auction and Purchased Items, except for any and all announcements made by the auctioneer prior to the auction concerning the Sale Terms, which Buyer acknowledges and agrees to be bound. Any variation from the terms hereof contained in the Buyer’s acceptance of the Purchased Items is hereby rejected.
- Technology Disclaimer
Buyers who choose to bid at any auction online using bidspotter.com shall do so at their own risk. AMA cannot guarantee the transmission of online bids when situations or circumstances beyond AMA’s control interfere with the normal interaction with, connection to, or operation of bidspotter.com. AMA has no responsibility or liability for items lost at auction due to any system malfunction of bidspotter.com or any malfunction of the Buyer’s internet connection, hardware or software. It is the sole responsibility of the Buyer to follow instructions of bidspotter.com to properly operate the online bidding system.
- Disputes Between Bidders
If any dispute arises between two or more bidders, the auctioneer has the right in its sole and absolute discretion to determine the winning bidder or to re-offer and resell the item or lot in dispute. AMA shall have no liability arising from any dispute between two bidders.
- Hazardous Materials
Buyer acknowledges that Purchased Items may contain Hazardous Materials. BUYER HEREBY INDEMNIFIES, DEFENDS, PROTECTS AND HOLDS HARMLESS, THE INDEMNIFIED PARTIES FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, LIABILITIES, ACTIONS, CAUSES OF ACTION, COSTS AND JUDGMENTS, INCLUDING WITHOUT LIMITATION, ATTORNEYS’ FEES, ARISING FROM OR RELATING TO ANY RELEASE OF ASBESTOS, PCBS OR OTHER HAZARDOUS MATERIALS IN CONNECTION WITH THE REMOVAL AND TRANSPORTATION OF THE PURCHASED ITEMS FROM THE REAL PROPERTY. As used in these Sale Terms “Hazardous Materials” means (a) substances that are defined or listed in, or otherwise classified pursuant to, any applicable laws or regulations as “hazardous substances,” “hazardous materials,” “hazardous wastes,” “toxic substances,” or any other formulation intended to define, list, or classify substances by reason of deleterious properties such as ignitability, corrosivity, reactivity, carcinogenicity, reproductive toxicity, or “EP toxicity,” (b) oil, petroleum, or petroleum derived substances, natural gas, natural gas liquids, synthetic gas, drilling fluids, produced waters, and other wastes associated with the exploration, development, or production of crude oil, natural gas, or geothermal resources, (c) any flammable substances or explosives or any radioactive materials, and (d) asbestos in any form or electrical equipment that contains any oil or dielectric fluid containing levels of polychlorinated biphenyls in excess of 50 parts per million. As used in these Sale Terms, “Indemnified Parties” means collectively AMA, the owner of the Real Property, the Owner and their respective managers, officers, directors, shareholders, members, agents, attorneys, employees, successors and assigns.
- Buyer’s Responsibility and Indemnity
Buyer acknowledges the Real Property where items upon which Buyer may be bidding are located, held or presented for inspection, may be potentially dangerous places which may include noxious, corrosive and pressurized substances being present, heavy equipment being operated, and live electric circuits. Buyer and its agents and representatives present at the Real Property before, during or after an auction shall be deemed to be present at their own risk. Buyer further acknowledges that AMA shall have no liability for any injuries sustained to Buyer and its agents and representatives, nor damages to or loss of property which may occur from any cause whatsoever. Removal of Purchased Items shall be at the sole expense, risk and liability of the Buyer. In addition, all freight and insurance charges are the responsibility of Buyer unless otherwise agreed by AMA and Buyer in writing. Buyer shall be responsible for and pay all expenses, losses and damages that may arise from the removal and transportation of the Purchased Items from the Real Property, and all losses, damages, debts and liabilities incurred by Buyer in connection with Buyer’s purchase and removal of the Purchased Items and all other expenses relating or incidental thereto. BUYER HEREBY INDEMNIFIES, DEFENDS, PROTECTS AND HOLDS HARMLESS, THE INDEMNIFIED PARTIES FROM AND AGAINST ALL SUITS, CLAIMS, COSTS, DAMAGES AND EXPENSES, INJURIES TO ANY PROPERTY OR PERSONS (INCLUDING DEATH) INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES, ARISING OUT OF OR IN CONNECTION WITH BUYER’S ATTENDANCE AT THE AUCTION, VISITS TO THE REAL PROPERTY, PURCHASE, OWNERSHIP, DISMANTLING, REMOVAL FROM THE REAL PROPERTY, TRANSPORTATION, REASSEMBLY, USE AND/OR RESALE OF THE PURCHASED ITEMS, OR THE PERFORMANCE OF ANY OF THE OBLIGATIONS OF BUYER.
- No Warranties
Neither AMA nor the Owner make any representations, warranties or guarantees, expressed or implied, as to the genuineness, authenticity, quantity, quality, condition, usability, salability, weight, measure, count, make, model, year, age, mechanical condition, performance, description, or other specifications of any items upon which Buyer will be bidding or in any lot(s). Neither AMA nor the Owner shall be liable for any fault or defect in any lot(s). AMA shall not be held liable for any inaccurate, incomplete or incorrect description, of any items or lot(s) upon which Buyer will be bidding, or in any media pertaining to the auction, whether in a catalog, advertisement, website listing, or otherwise. Descriptions of items are prepared FOR GUIDE PURPOSES ONLY and shall not be relied upon by the Buyer for accuracy or completeness. Bidders are strongly encouraged to inspect lots prior to bidding.
BUYER ACKNOWLEDGES THAT NO REPRESENTATIVE OF AMA OR THE OWNER HAS AUTHORITY TO MAKE ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE PURCHASED ITEMS. THE PURCHASED ITEMS SOLD BY AMA HEREUNDER ARE SOLD “AS IS”, “WHERE IS”, AND WITHOUT REPRESENTATION, WARRANTY OR RECOURSE OF ANY KIND OR NATURE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL IMPLIED OR EXPRESS WARRANTIES ARISING UNDER THE UNIFORM COMMERCIAL CODE OR UNDER ANY OTHER APPLICABLE LAW INCLUDING THOSE OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED BY AMA AND OWNER IN THEIR ENTIRETY. IN ADDITION, AMA AND OWNER MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE TITLE, POSSESSION, QUIET ENJOYMENT, LOCATION OR COMPLETENESS OF THE PURCHASED ITEMS. All Goods are sold on an individual lot basis and not in conjunction with or contingent upon Buyer or Bidder winning or taking delivery of any other lot or Goods unless otherwise INDICATED AS/agreed to in writing by AMA. No bid at the auction or payment of winning bids shall be in any way contingent upon the winning Bidder or Buyer’s outside financing or internal company approval pre or post auction sale.
In addition to the matters set forth previously, if Buyer fails to pay the Purchase Price for any of the Purchased Items, AMA may resell such items at a public or private sale without further notice. If, at such a sale, such item(s) is sold for a lesser price; the defaulting Buyer will be responsible to pay for the difference together with all charges, fees and/or expenses, including but not limited to, the cost of removal and resale of the abandoned item(s), commissions, and legal fees incurred by AMA as a result of resale.
- No Claims
AMA shall have no obligation to make any adjustment or accommodation to Buyer because of any mistake in quantity, condition, or description with respect to such item or items.
- Non-Delivery & Maximum Liability
If for any reason there is a final determination made by AMA that AMA is unable to deliver clear title or ability to remove any Goods purchased by Buyer, AMA’s sole liability shall be to return all sums paid by Buyer to AMA in respect of such Goods. Buyer/Bidder hereby agrees that under all possible circumstances, AMA's maximum liability in any and all auctions and sales transactions is hereby limited to refunding the purchase price actually paid by the Buyer or Bidder for the applicable sale or auction transaction.
- Limitation of AMA's Liability
AMA shall not be liable to Buyer for any damages, including, without limitation, incidental, consequential, exemplary, treble or special damages or damages for breach of contract, tort (including negligence), strict liability, patent infringement or otherwise arising out of or in any way related to the (i) auction, (ii) Purchased Items or any act or omission of AMA concerning the Purchased Items, (iii) removal and/or delivery of any Purchased Items from the Real Property, or (iv) dismantling, removal, transport, reassembly, use, operation, maintenance, or repurchase and/or resale of the Purchased Items by any person.
- Acts of Others
AMA is not responsible for the acts or omissions of (i) of any party who provided any items to the auctioneer for sale, (ii) owner or lessor of the Real Property, or (iii) any party who provides services to the auctioneer and/or Buyer, including, but not limited to telecommunication, internet bidding services, removal, rigging, or shipping, of Purchased Items.
The section headings in these Sale Terms are inserted for convenience only and are not intended to modify or define any term or provision of these Sale Terms.
- Export Compliance
Buyer hereby agrees to comply with all US export and import control and related laws, and acknowledge that AMA is not the exporter or importer of any purchased item. AMA does not provide Customs information, such as HTS codes, for purchased Goods. It is the sole responsibility of Buyer to provide such information or obtain the information from the original equipment manufacturer (OEM). Certain items offered for sale at the auction may constitute "Restricted Technology." Under federal law, such items may not be shipped outside the United States. AMA makes no representation or warranty concerning, and has conducted no investigation to ascertain which items, if any, constitute Restricted Technology, or whether any item may have been imported in violation of any U.S. laws or international treaties.
- Governing Laws and Jurisdiction
THESE SALE TERMS SHALL BE DETERMINED UNDER, GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF WYOMING WITHOUT GIVING EFFECT TO PROVISIONS FOR CHOICE OF LAW THEREUNDER. EACH OF THE PARTIES HERETO AGREES THAT ALL ACTIONS OR PROCEEDINGS ARISING IN CONNECTION WITH THESE SALE TERMS SHALL BE TRIED AND LITIGATED ONLY IN THE STATE COURTS AND, TO THE EXTENT PERMITTED BY APPLICABLE LAW, FEDERAL COURTS LOCATED IN LARAMIE COUNTY, WYOMING.
If any provision of these Sale Terms is deemed illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining parts, shall not be affected.