Terms & Conditions
Maynards Europe GmbH
General Terms and Conditions of Sales and Auctions
General Business Conditions and Scope of Application
Maynards Europe GmbH (hereinafter called “Maynards“) conducts sales and auctions of mostly used capital assets on its own behalf and on behalf of consignors. Sales are carried out strictly in compliance with Maynards Europe GmbH’s General Terms and Conditions of Sales and Auctions, no matter whether these sales are auctions, privately negotiated sales or tender sales.
If a sale is conducted on behalf of a consignor, the general terms and conditions of the consignor may also be effective. Any sales announcement on www.maynards.com as well as any sales contract shall also contain the consignor’s terms and conditions. In case any of the provisions stipulated in the consignor’s general terms and conditions contravene the General Terms and Conditions of Sales and Auctions of Maynards, the latter shall prevail over the consignor’s terms and conditions.
By submitting either oral or written bids (also by electronic means) to Maynards or to one of its consignors, bidders acknowledge that a sale shall be complete only in accordance with the General Terms and Conditions of Sale and Auction of Maynards and the consignor’s terms and conditions as set forth in paragraph 2.
Exclusion of Private Individuals
Maynards shall sell exclusively to business people (in terms of the business law), companies as well as to public institutions. Private individuals may be present and buy only at public auction sales.
Condition of Assets, Warranty
All assets are sold as ’is where is’.Neither Maynards nor consignor make any representation or warranty as to the fitness for a particular purpose or the condition of the assets. The purchaser cannot assert any warranty or damages claims, for whatever legal ground, concerning the purchased assets, an additional item or the replacement of an item, because of any flaw, breach of duty of one of the contractual partners or unlawful acts.
Absolutely no warranty or representation, written or oral, is given with any item. All statements contained in Maynards’ catalogue, website, marketing material or by the auctioneers as to description, size, quantity, quality, capacity, model, serial number, measurements or condition, are approximated statements and shall not be deemed to be representations or warranties, oral or written, with respect to any item. Following prior consultation with Maynards, the purchaser may thoroughly inspect the condition, age and technical capacity of all items before the sale.
All indicated prices shall not be deemed to be representations or warranties with respect to any quality or market value. All translated statements contained in Maynards’ catalogue, website and marketing material are for the sake of convenience only and shall not be deemed to be binding. Maynards shall not be liable and no compensation shall be paid for any translation error.
Due Date of Purchase Price, Consequences of Delay
Upon conclusion of a contract the purchaser shall immediately pay the Purchase Price reached in a privately negotiated sale or through a tender sale, unless there is a different due date. The price at which an item is knocked down to the purchaser in an auction shall be paid immediately.
The payable price comprises sales/bid price, buyer’s premium and possible Value added Tax (VAT). The amount of the premium depends on the sale specific terms and conditions.
In case the purchaser does not partly or completely fulfil his or her contractual obligations, Maynards reserves the right - without prejudice to other possible provisions - to insist on the completion of the contract or to withdraw from the contract without notice.
Maynards reserves the right to resell the assets without notice. Maynards may resell an item in the very same auction - also without notice - or in a subsequent auction. When cancelling the acceptance of a bid, Maynards may subsequently sell the assets to the second-highest bidder.
In such event the purchaser shall be liable to Maynards for any deficiency if the resale is less than the Purchase Price, plus all costs, in particular default interest, and additional charges including reasonable attorney fees and incidental damages suffered by Maynards.
Transfer of Ownership and Transfer of Risk
The purchase of any item is at the purchaser’s risk with risk of loss immediately passing to the purchaser upon the auctioneer’s call. Neither Maynards, nor its consignors, have any liability of any nature whatsoever to the purchaser if the item is damaged by fire, water, storm or if it is not delivered to purchaser due to theft or any other cause. In any of these cases, total liability devolves to the purchaser. No items may become property of the purchaser before payment of the full Purchase Price including buyer’s premium and VAT.
Delivery, Dismantling and Removal of Assets
No items may be removed before payment of the full price. Removal shall be at the sole risk and liability and at the expense of the purchaser. The purchaser or the purchaser’s agent is liable for any damage of property arising from dismantling or removal. The purchaser shall provide Maynards and its consignor with satisfactory proof of insurance by Certificate of Insurance or otherwise.
The possible costs of a reconstruction of premises due to the removal of assets shall be borne by the purchaser. The purchaser shall be liable for any damage.
If the assets are not removed according to agreement with Maynards, Maynards reserves the right to resell or scrap the assets or to store it at the purchaser’s expense. The purchaser shall be liable to Maynards for any deficiency and follow-up costs.
The assets shall be removed in compliance with instructions made by Maynards. The purchaser shall be liable for any damage as a result of non-compliance.
Cancellation and Termination of a Purchase Agreement
Maynards shall be entitled to cancel a purchase agreement or the acceptance of a bid. In such case the purchaser has no entitlement to receive damages from Maynards or its consignors. Maynards shall cancel a purchase agreement or the acceptance of a bid, if:
it comes to Maynards’ attention that an item is to be exported to a country to which the item shall not be exported due to restraint of trade. This rule especially applies to dual-use items (i.e. which can be used for the production of arms)
a purchased item has not yet been delivered and shipped and Maynards or its consignors will not be able to deliver and ship in the foreseeable future
the purchase price has not yet been fully
8. VAT deposit, VAT-exempted sales
purchasers from countries which are not members of the EU shall pay VAT to Maynards as a deposit. The deposit shall promptly be refunded, if correct proof of export is submitted to Maynards in due time.
Purchased items shall only be delivered and shipped exempt from VAT to VAT-registered companies that are based in EU countries, if those companies submit their VAT-ID to Maynards. These companies also shall submit correct proof of export to Maynards in due time or shall sign an export declaration.
Internet Auctions, Webcast Auctions
Additionally, special terms and conditions as are apparent from the particular websites apply to Internet Auctions and Webcast Auctions.
Maynards shall ensure the privacy and confidentiality of any of its consignors’ or purchasers’ issues, unless these issues concern information given to Maynards by its consignor or purchaser for transactional purposes. For these purposes, Maynards shall be entitled to save and process data (such as name, address, Email address, telephone number) given by consignor or purchaser according to German Law. Such data given to Maynards shall not be passed on to third parties that are not involved in the business transactions.
In case Maynards is legally obligated to disclose confidential data or is ordered by a competent court or a competent authority to do so, Maynards shall promptly inform the consignor or the purchaser after such an obligation/order has come to Maynards’ attention.
Furthermore, Maynards is entitled to collect, save and process data (such as name, address, Email address, telephone number) given by the purchaser or the bidder for future sales and auctions. Such data given to Maynards shall not be passed on to third parties. This entitlement can be revoked at any time in writing.
Maynards shall only be liable for damages arising from gross negligence and wilful misconduct on the part of Maynards and/or its agents. Any liability shall be limited to the assets purchase price as stipulated by contract. Under no circumstances shall Maynards be liable for loss of profit or reputation or for any consequential losses. Maynards shall not be liable for error.
As set forth in paragraph 5 (transfer of ownership and transfer of risk), the purchase of any item is at the purchaser’s risk with risk of loss immediately passing to purchaser upon the auctioneer’s call. Neither Maynards, nor its consignors, have any liability of any nature whatsoever to purchaser if the item is damaged by fire, water, storm or is not delivered to purchaser due to theft or any other cause. In any of these cases, total liability devolves to the purchaser.
In case of force majeure Maynards and purchaser are not liable for partly or entirely failing to fulfil a purchase contract due to force majeure events including natural disasters such as flood, earthquake, epidemics as well as embargoes, war or warlike operations, nationwide or sector-wide strikes, all of which may happen after signing a purchase contract and which may prevent the parties from performing. In case of such events of force majeure the parties agree to delay the performance of the contract until the event preventing performance has ended. Alternatively, Maynards reserves the right to withdraw from the contract.
Place of Performance, Dispute Resolution
German Law shall apply. The United Nations Convention on Contracts for the International Sale of Goods shall not apply. Place of venue for all disputes between Maynards and the purchaser shall be the city of Starnberg. Maynards reserves the right to appeal to court also at the purchaser’s place of venue.
Contract Documents, Requirement of Written form, Severability Clause
Only those documents or parts of documents (with the exception of the General Terms and Conditions of Sales and Auctions) shall be contract documents to which the Purchase Agreement explicitly refers to.
Amendments or supplements to any contract between Maynards and its consignors as well as amendments to any legal agreements between Maynards and the purchaser (e.g. waiver, termination) shall be made in writing. This also applies to this written form requirement.
Should individual provisions under the contract be declared invalid, it will not have an effect on the remaining provisions under the contract. The parties are obligated to replace such invalid provisions with operative provisions which guarantee as far as possible the economic success in accordance with the purpose of the invalid provisions.
Starnberg, July 26, 2010