Auction Terms & Conditions Winners will pay for domains via PayPal up to $1000. All winning bids over $1000 will be settled by wire transfer.
RightOftheDot, LLC / ROTD.com and HiBid and TexasAuctioneer
THESE TERMS ARE A BINDING CONTRACT BETWEEN YOU AND ROTD and Hibid and https://texasauctioneer.hibid.com/. PLEASE READ THEM CAREFULLY. BY ACCESSING AND USING OUR SITES AND SERVICES, WHETHER AS A VISITOR, BIDDER OR SELLER, YOU CONFIRM YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS. WE RECOMMEND THAT YOU PRINT A COPY OF THESE TERMS FOR FUTURE REFERENCE.
1. Services Generally. We provide an auction platform and service. Any users who choose to conduct or participate in auctions using our Services are acting on their own behalves and are responsible for any actions that they may take with respect to any auctions or related transactions that they may enter into. We do not represent any users of our Sites or Services, and we are not a party to any transaction that may occur between users. You are solely responsible for resolving any disputes that you have with other users of our Sites or Services, whether as a visitor, Bidder, or Seller. However, we may, in our sole discretion, monitor or inquire about disputes or issues between users in order to protect our Sites and Services and address potential non-compliance of these Terms by a user.
2. Additional Terms. When you access and use our Sites and Services as a Seller or a Bidder, you also agree to the following (each of which shall be incorporated, as applicable, based on your use of our Services into these Terms):
a. Bidder User Terms (applicable if you choose to participate in an auction using our Services as a bidder or buyer ("Bidder")).
b. Seller User Terms and https://rotd.com/auction-submission/ (applicable if you choose to conduct an auction using our Services as a seller ("Seller")).
3. Access and Use. While we use reasonable efforts to provide our Sites and Services to you for so long as you are compliant with these Terms, we do not guarantee that they will be secure, or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platforms in order to access or use our Sites and Services. You should use your own virus protection software.
You may use our Sites and Services only if you can form a binding contract with us, in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. Any use of our Sites or Services by anyone under the age of majority in his/her state of residence is strictly prohibited. Our Services are not available to any users we have previously removed or suspended from our Services. We may suspend or terminate your access to our Services at any time, for any reason (such as your material breach of these Terms, our reasonable belief that it is necessary to protect the safety or property of others, to prevent fraud or for risk assessment purposes) or for no reason. We reserve the right to limit your use of our Sites or Services or terminate your account immediately, without notice or refund of any amounts that you may have paid to us.
If you use our Services as a Bidder or Seller you must be registered with us and you will be assigned to a user account. By registering with us and/or using our Services as a Bidder or Seller, you represent and warrant that you (a) will abide by all of the terms set forth herein; (b) will not register for more than one account; (c) will not provide false or misleading information about yourself or the items, if any, that you list for auction (the "Listed Items"); (d) will not create any username or post any information on our Sites or Services that is offensive, rude, disparaging, intended to deceive or delude other users/visitors, threatening, abusive, harassing, hateful, defamatory, pornographic, political, racist, or otherwise unlawful or offensive, or that does not generally pertain to the designated topic or theme; (e) will maintain the security of any user identification code and/or password associated with your account, notify us immediately if you suspect that such security has been breached, and accept all risks of authorized and unauthorized access to your account and the information you provide to us; and (f) will not violate the intellectual property or privacy rights of any third party.
If you register or use our Services on behalf of a third party (such as another person or legal entity), then you represent and warrant that you are an authorized representative of that person or entity with the authority to bind such person or entity to these Terms, and you agree to these Terms on behalf of that person or entity.
Accounts are non-transferable. Only you may use your user account. You are liable for all activities that are undertaken using your user account. We may verify your registration and account by collecting contact information (including, but not limited to, legal company name, street address, and employer identification number) and banking information from you, directly calling you to confirm the accuracy of your account information, and taking whatever additional steps we deem necessary.
Your account provides you access to participate in auctions or list Listed Item(s) through our Services. It also gives you access to additional services and functionality that we may establish and maintain from time to time, in our sole discretion, including but not limited to the ability:
a. for Bidders to view their bidding history;
b. for Bidders to create and add items to their own watchlist;
c. for Sellers to view post-auction information for their auctions; and
d. for Bidders and Sellers to receive email updates and other occasional news from our Sites.
5. Intellectual Property Rights. We are the owner or the licensee of all intellectual property rights to and in our Sites and Services, and in the content published on them. Those rights are protected by copyright, trademark and other applicable laws, as well as by treaties around the world. You will not use, copy or otherwise take any action with respect to our Sites and Services or such content except as expressly permitted by these Terms. You will, likewise, respect the intellectual property rights of others in exercising the rights granted to you hereunder.
6. Acceptable Usage. You may access and use our Services solely to list Listed Item(s) for sale, conduct or participate in auctions and view Listed Item(s) for your potential bidding and purchase. If you copy, redistribute or resell any of our Services or any content made available to you through our Sites or our Services, your right to access and use both will cease immediately, and you must take down or destroy any content you have obtained in violation of these Terms.
7. Prohibited Uses. As part of our Sites and Services, we may provide access to data, information, and content relating to Listed Item(s) available for auction, including without limitation current and historical Listed Item(s) and related information, materials, and content (our "Auction Information"). You must not:
a. modify or alter any Auction Information, content, materials or portions of our Sites or Services in any way;
b. use any Auction Information, illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text, or any text separately from any accompanying illustrations, photographs, video or audio sequences or any graphics;
c. remove any indications of ownership from any Auction Information or content which came from our Sites or Services, or claim it as your own or as that of any other entity or individual;
d. use any part of our Services, Auction Information, or content on our Services for any purpose not expressly provided for in Section 6 without obtaining a license to do so from us or our licensors;
e. access, or attempt to access, parts of our Sites or Services that are not intended for public use (including but not limited to website administration areas);
f. modify, adapt or reverse engineer any aspect of our Sites, Services or Auction Information;
g. conduct any web scraping, web harvesting, web data extraction, or any other data scraping of Auction Information or our Sites or Services;
h. use any robot, spider, scraper, data mining tool, data gathering tools, data extraction tools, or any other automated means to access our Sites or Services, or collect, copy or record our Auction Information or content off our Sites or Services;
i. take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;
j. copy, download, distribute, transmit, reuse, report, reproduce, modify, use, create derivative works from, or publicly display any Auction Information or content of our Sites or Services, including the text, images, audio, and video, for public or commercial purposes, including generating any reports or aggregating any data or content;
k. extract reports from our Auction Information or Services other than records relating to your auction or bid history;
l. take photos, screenshots or other images of our Auction Information, Sites or Services or any content therein;
m. use our Auction Information or our Sites or Services in competition with us, to develop competing products or services, or otherwise to our detriment or commercial disadvantage;
n. use our Auction Information or our Services for benchmarking or competitive analysis of our Services;
o. identify us or display any portion of our Auction Information, Sites or Services on any site or service that disparages us or our products or services, or infringes any of our intellectual property or other rights;
p. bypass any measures we may use to prevent or restrict access to our Services, including our robot exclusion headers;
q. attempt to disrupt or interfere with the Auction Information or our Sites or Services in any way or with another user’s/visitor’s use of our Sites or Services, or use the Auction Information or our Sites or Services as a means of disrupting or interfering with other websites or networks;
r. probe, scan or test for vulnerabilities of our Sites, Services, other websites, or any networks connected to them;
s. willfully corrupt any Auction Information, data, documents or content available through our Sites or Services;
t. knowingly or recklessly transmit or distribute a virus into our network and computer systems; or
u. assist, encourage or permit any other person to do any of the acts described above.
8. Breach of Usage. All the prohibited uses set forth in Section 7 above are forbidden regardless of the means used, including but not limited to, hacking or by the introduction of any worms, Trojan horses, viruses, unauthorized, malicious or harmful code or other harmful software. By breaching this provision, you may be committing a criminal offence. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Services will cease immediately.
9. Uploading or Posting Content to Our Sites or Services We will collect data, content and information that you, as a visitor, Seller or Bidder, provide us or that is collected by us as you use the Sites or Services ("User Content"). You hereby grant to us, and represent and warrant that you have all rights necessary to grant to us, a worldwide, perpetual, irrevocable, non-exclusive, sublicenseable, transferable, and royalty-free right and license to use, store, copy, distribute, and make available to third-parties all User Content. We are not responsible for any loss or damage to your User Content while it is in our possession, and you should separately maintain copies of the User Content you provide to us. We have the right to disclose your identity to any third party who is claiming that any content submitted or uploaded by you to our Sites or Services constitutes a violation of their intellectual property rights, or of their right to privacy. At any time, we have the right to remove any User Content you submit to our Sites or Services if, in our opinion, your post does not comply with these Terms.
WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY OF YOUR USER CONTENT.
11. Compliance With Laws.You are responsible for, and agree to abide by, all local, state, federal and international laws, rules and regulations applicable to your use of our Sites and Services, and any other tools, services or products offered on our Sites and Services and any transaction you may enter into with other users in connection with using our Sites or Services.
Any users located outside the United States must comply with laws, regulations, rules and regulatory orders of the United States, including the Foreign Corrupt Practices Act and the U.S. Export Control Act, in addition to applicable local laws. You may not use our Services if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government or under similar laws or regulations applicable in other jurisdictions. You are solely responsible for compliance with any and all applicable laws, rules and regulations relating to export and import requirements or restrictions.
Please be aware that, even though we are not a party to any transaction between users and we assume no liability for legal or regulatory compliance pertaining to Listed Item(s) on our Sites or Services, there may be circumstances where we are nevertheless legally obligated (as we may determine in our sole discretion) to provide information relating to auctions and bidding conducted using our Services and Listed Item(s) in order to comply with requests from governmental bodies in relation to investigations, litigation or administrative proceedings, and we may choose to comply with such obligations in our sole discretion.
12. Taxes.We are not responsible for determining whether tax applies to any transaction between users, or for withholding, collecting, reporting, or remitting any tax arising from any Listed Item(s). We do not give tax advice, and nothing we say or do should be interpreted as such, including our providing you with the opportunity to learn about, and separately utilize, tax-related services or solutions (for example, automated tax compliance software). The payment and collection of applicable taxes (including income, sales, excise, import, export, VAT and other taxes or duties associated with the purchase/use and sale/solicitation of any Listed Item(s)) must be, and are, the exclusive responsibility of the Bidder and Seller, as applicable. Generally speaking, it is the Seller's responsibility to determine what taxes, if any, apply to a transaction and to collect, report, and/or remit the correct tax to the appropriate tax authority; however, to the extent that you have any questions about your own payment, collection, reporting or remittance obligations, you should consult a qualified tax advisor.
13. Financing, Shipping, Insurance and Other Services. We may provide links on our Sites or Services to other websites operated by us, third-party providers or affiliates who provide various services or other offerings, including, without limitation, financing, shipping, and insurance services, pricing tools, and other offerings that might be of interest to you, and only for the convenience of our users. In consideration for providing any such link(s), we may receive a fee from the third party(ies) or affiliates whose goods or services you may choose to obtain. We will not be liable for any acts or omissions of any such third-parties or affiliates, whom you use at your own discretion and risk. Your access to and use of our other websites and third-party or affiliate services and websites may be subject to the applicable terms and conditions of that respective website, third-party or affiliate.
14. Disclaimer; No Warranty.TO THE FULLEST EXTENT PERMITTED BY LAW, OUR SITES AND SERVICES, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH OUR SITES OR SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE ARE SOLELY A PASSIVE CONDUIT TO PROVIDE CONTENT AND TO FACILITATE COMMUNICATIONS BETWEEN A BIDDER AND A SELLER, AND IN NO EVENT DO WE SELL ANY LISTED ITEM(S). WE MAKE NO WARRANTY THAT THE LISTED ITEM(S) WILL PROPERLY FUNCTION OR OPERATE WHEN YOU RECEIVE THEM, NOR THAT THEY WILL CONTINUE TO OPERATE OR FUNCTION FOR ANY PERIOD OF TIME AFTER YOU RECEIVE THEM. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR ANY PRODUCTS OR SERVICES OR FOR THE SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH OUR SITES, SERVICES OR ANY LINKED SITE, EVEN IF WE BECOME AWARE OF ANY ISSUES THEREWITH.
WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED ON OUR SITES OR SERVICES, OR ANY MATERIALS OR CONTENT CONTAINED THEREIN, WILL BE ACCURATE, COMPLETE, UP-TO-DATE, UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT OUR SERVICES OR THE SITES OR SERVERS THAT MAKE SUCH SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE AND AGREE THAT ANY TRANSMISSION TO AND FROM OUR SITES AND SERVICES IS NOT CONFIDENTIAL AND YOUR COMMUNICATIONS OR CONTRIBUTED CONTENT MAY BE READ OR INTERCEPTED BY OTHERS. YOU FURTHER ACKNOWLEDGE AND AGREE THAT BY SUBMITTING COMMUNICATIONS OR CONTENT TO US AND BY POSTING INFORMATION ON OUR SITES OR SERVICES, INCLUDING LISTED ITEM(S), NO CONFIDENTIAL, FIDUCIARY, CONTRACTUALLY IMPLIED OR OTHER RELATIONSHIP IS CREATED BETWEEN YOU AND US OTHER THAN PURSUANT TO THESE TERMS.
YOU ACKNOWLEDGE AND AGREE THAT YOU WILL NOT HOLD OR SEEK TO HOLD US RESPONSIBLE FOR THE CONTENT PROVIDED BY ANY USER, INCLUDING, WITHOUT LIMITATION, ANY TRANSLATION THEREOF, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT WE ARE NOT A PARTY TO ANY LISTED ITEM(S) TRANSACTION OR OTHER TRANSACTION BETWEEN USERS OF OUR SITES OR SERVICES. WE HAVE NO CONTROL OVER AND DO NOT GUARANTEE THE SAFETY OF ANY TRANSACTION, LISTED ITEM(S) OR THE TRUTH OR ACCURACY OF ANY LISTED ITEM(S) OR OTHER CONTENT PROVIDED ON OUR SITES AND SERVICES.
15. Indemnification. You will indemnify, defend, and hold harmless Sandhills, its subsidiaries, affiliates, and each of their respective officers, directors, employees, agents, successors, and assigns (the "Indemnified Parties") from and against any claim or demand (including reasonable attorneys’ and experts’ fees and costs), made by any third party due to or arising out of (i) your breach of these Terms; (ii) your improper use of our Sites or Services; (iii) any personal injury, death, or property damage caused by or arising out of the listing, sale, transportation or use of any Listed Item(s); or (iv) your violation of any law or rights of a third party, including related to any User Content you provide or post. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any matter without our written consent. While some jurisdictions may limit your liability hereunder, this indemnity shall apply to the fullest extent permissible by applicable law.
16. Release. IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE OTHER USERS OF OUR SITES OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY OTHER BIDDER OR SELLER, ANY THIRD PARTY VISITOR TO THE SITES OR THE PROVIDER OF ANY THIRD PARTY WEBSITE OR APPLICATION THAT MAY BE LINKED TO OR FROM OUR SITES OR SERVICES, YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE THE INDEMNIFIED PARTIES FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE WHATSOEVER, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER ARISE FROM, RELATE TO, OR ARE CONNECTED WITH SUCH DISPUTE.
17. California Notice. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY."
18. Limitation of Liability.TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE INDEMNIFIED PARTIES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, ANTICIPATED PROFITS, BUSINESS OR SALES, ANY LOSS OF GOODWILL OR REPUTATION, OR THE COSTS OF SUBSTITUTE GOODS OR SERVICES, EVEN IF THE INDEMNIFIED PARTIES, OR AN AUTHORIZED REPRESENTATIVE THEREOF, HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF, BASED ON, OR RESULTING FROM (A) OUR SERVICES; (B) OUR SITES; (C) THESE TERMS; (D) ANY BREACH OF THESE TERMS BY YOU OR A THIRD PARTY; (E) YOUR, OR ANY THIRD-PARTY’S USE OF OUR SITES OR SERVICES, OR THE SERVICES ANY THIRD PARTY PROVIDES, RELATED TO THE BUSINESS WE OPERATE; (F) ANY USER INFORMATION OR USER-CONTRIBUTED CONTENT; (G) ANY INTERACTION BETWEEN OUR SITES OR SERVICES AND ANY THIRD PARTY SITE; AND (H) ANY ACTUAL OR ATTEMPTED COMMUNICATION OR TRANSACTION, INCLUDING WITHOUT LIMITATION, ANY PAYMENT OR PURCHASE TRANSACTION (EVEN IF WE OR ANY THIRD PARTY RECEIVES A FEE IN CONNECTION THEREWITH) BETWEEN USERS OF OUR SITES OR SERVICES.
IN NO EVENT SHALL THE TOTAL LIABILITY OF THE INDEMNIFIED PARTIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) ARISING FROM THESE TERMS, THE PURCHASE, SALE OR USE OF ANY LISTED ITEM(S), OR YOUR USE OF OUR SITES OR SERVICES EXCEED, IN THE AGGREGATE, THE LESSER OF ONE THOUSAND DOLLARS ($1,000.00) OR THE TOTAL FEES EARNED BY US IN CONNECTION WITH THE LISTED ITEM(S) TO WHICH THE APPLICABLE CLAIM RELATES.
a. Governing Law. For Hibid These Terms are governed by and construed in accordance with the laws of the State of Nebraska and for ROTD These Terms are governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. For Hibid You irrevocably agree to the exclusive jurisdiction of the courts of Lancaster County Nebraska and for ROTD Broward County, Florida, USA for any dispute arising out of these Terms.
b. Translations. For all purposes, the English language version of these Terms shall be the original, governing instrument and understanding of the parties. In the event of any conflict between the English language version of these Terms and any subsequent translation into any other language, the English language version shall govern and control.
c. Amendments. We may modify, add, or remove any portion of these Terms (including any Bidder User Terms, Seller User Terms and/or additional Hibid and/or ROTD Terms and Conditions incorporated herein), from time to time, in our sole discretion, with or without notice to you, by posting such change on our Sites and/or Services. Once posted, such changes shall come into full force and effect.
d. Entire Terms. The introductory paragraph, and any documents that are linked to or referenced in these Terms, are hereby incorporated by reference and made part of these Terms. Collectively, the foregoing constitute the entire agreement between the parties and supersede all prior agreements and understandings, whether written or oral, relating to the subject matter of these Terms.
e. Advice. Any guidance, discussions, or advice provided by Hibid and/or ROTD, its employees, independent contractors and agents related to using our Sites and Services, including but not limited to guidance for placing and/or bidding on Listed Item(s), is intended for general information purposes only. It is not intended as legal advice, and you agree that you will independently evaluate and not rely on such advice for any purpose.
f. Headings. Headings used in this agreement are intended, and shall for all purposes be deemed to be, for convenience only and shall have no force or affect whatsoever in the interpretation of this agreement.
g. Reformation. If a court of competent jurisdiction determines that the scope of any provision of these Terms is too broad to be enforced, the court shall reform such provisions to such narrower scope as it determines to be enforceable.
h. Survival. Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of these Terms, including but not limited to, Sections 5, 9, 10, 14, 15, 16, 17, 18, and 19.
i. Severability. If any provision of these Terms is determined to be unenforceable for any reason and is unable to be reformed by a court of competent jurisdiction as provided above, such provision shall be deemed separate and severable and the unenforceability of any such provision shall not invalidate or render unenforceable any of the remaining provisions hereof.
j. Successors and Assigns. These Terms shall be binding upon and inure to the benefit of both parties and their respective successors and permitted assigns. These Terms may not be assigned by you without our prior written consent. We may freely assign these Terms to any third party.
k. Waiver. No delay or omission by a party in exercising any right under these Terms shall operate as a waiver of that or any other right. A waiver or consent given by a party on any one occasion shall be effective only in that instance and shall not be construed as a bar or waiver of any right on any other occasion.
l. Conflicts. The provisions set forth in these Terms shall prevail over a conflicting provision (if any) set forth in the Bidder User Terms or Seller User Terms.
20. International Availability. We do not represent that our Sites and Services are available worldwide, or that bidding, or any proposed purchase and sale transactions between users can occur in every location in the world. You agree to comply with all local rules regarding online conduct and acceptable content, including, without limitation, applicable laws regarding the transmission of data exported from the United States to the country in which you reside. Please note that additional or different terms may apply if you reside outside of the United States. Please click on the location link below for more details: Jurisdictions.
22. Contact us at Monte@RightOfTheDot.com
Last Updated 3 June 2021
Copyright 2021 © RightOfTheDot, LLC
SELLER USER TERMS
1. Seller Registration and Account Approval. Your account must be registered with and approved by us, in our sole discretion, before you can use our Services as a Seller.
2. Listed Item(s) and Auctions. You acknowledge and agree to the following:
a. You are solely responsible for any Listed Item(s) that you place for auction using our Services;
b. You agree to fully, completely, and accurately disclose all information relating to your Listed Item(s), including brand name or other indication of origin or manufacture, and you shall be responsible for any such inaccuracies, errors, or omissions;
c. You will not list any Listed Item(s) through our Services that are illegal to use, possess, auction or sell under any applicable law, rule or regulation;
d. Listed Item(s) will not contain links to or a description of other items that you may have for sale outside of our Services;
e. Any Listed Item(s) that are not sold upon completion of an auction or brokerage submission may be treated as withdrawn from our Services, and if you wish to re-list such Listed Item(s), you must pay be required to resubmit those items at https://rotd.com/auction-submission/
f. Listed Item(s) must be actual items and/or domain names and/or websites and not mere examples of items.
g. You may have an option to set the net to seller price as a reserve depending on the Site;
h. You will make the Listed Item(s) available to the highest bidder in accordance with the Terms and any User Posted Terms (as defined below) and here at https://rotd.com/auction-submission/ that you may include with your Listed Item as set forth in Section 4 below; and
i. We reserve the right, in our sole discretion, to: (i) refuse to allow any item to be listed, at any time and for any reason; (ii) withdraw any Listed Item(s) from our Services; (iii) review and verify a Listed Item’s information and description; (iv) amend the information in a Listed Item; or (v) cancel any proposed bid for Listed Item(s) that we deem to be suspicious or fraudulent and report such bid to applicable authorities.
3. Seller Confirmation of Listed Item(s). You are responsible for reviewing the categorization and description of your Listed Item(s) to ensure the items are categorized and described accurately. While we do our best to assist Sellers with posting correct information, you are responsible for reviewing and ensuring that any content displayed on our Services appears as you intended. We take no responsibility for Listed Item(s) that are mis-listed or mis-categorized or mis-spelled or mis-represented.
4. User Posted/submitted Terms. You may post/submit additional terms and conditions of sale for your Listed Item(s) ("User Posted/submitted Terms"). User Posted Terms are between you and a Bidder and are separate from these Seller Terms. You are solely responsible for creating, reviewing and understanding any User Posted/submitted Terms prior to placing such terms with your Listed Item(s). We do not prepare, review, negotiate, or enforce any User Posted/submitted Terms. We do not represent or guarantee that any User Posted/submitted Terms will be enforceable against a Bidder.
5. Listed Item(s) Usage. You represent that once a Listed Item is placed for auction using our Services, it will not, unless otherwise expressly disclosed within the listing, be operated, leased, rented, modified, or altered until completion of the auction, and if sold to a Bidder, until the Listed Item(s) is removed from its location by or on behalf of the Bidder by ROTD.
6. Encumbrances. You are solely responsible for making full disclosure to ROTD and Bidders of any and all Encumbrances and third-party interests such as known or existing trademarks, copywrites, legal restrictions, etc. that may exist on or pertain to Listed Item(s). You will, at your own expense, warrant and defend title to Listed Item(s) on behalf of ROTD and the Bidder, its successors and assigns, against the claims and demands of all persons. If required, you shall be responsible for the payment of any legal fees, independent appraisals and documentation fees required to release such Encumbrances and third party interests.
7. Buyback and Price Manipulation. You shall not bid or make an offer, directly or indirectly, nor allow any other person to bid or make an offer on your behalf, by agency or otherwise, on your Listed Item(s) or any part of your auctions. In the event of price manipulation or a buyback, we may, in our sole discretion, ban you from future use of our Services.
8. Our Fees. You agree to pay us our then-current fees for your use of our Services. Please contact your ROTD representative for more information regarding current fees applicable to our Services and you can revew them here: https://rotd.com/auction-submission/. For an additional fee, you may purchase additional advertising. All fees paid to us are non-refundable.
9. Hyperlinks. We reserve the right to refuse hypertext links to, or addresses of, other websites and to remove hypertext links or web addresses without notice at our sole discretion.
10. Exclusivity. To the extent you are only auctioning a Listed Item live, online, brokerage, our Services shall be the exclusive listing for that Listed Item and you shall not offer for sale or sell the Listed Item in any other manner until the earlier of (a) the date the Listed Item is auctioned through our Services; (b) the date you withdraw the Listed Item from our Services as permitted herein; or (c) the date on which the auction with the Listed Item expires or 60 days from the close of the last online auction for that item.
11. Search Results. We cannot guarantee that your Listed Item(s) will appear in any specific order in search results on our Sites and Services. Search order results will fluctuate based on the search options used, including but not limited to, price and auction end time.
12. Representations and Warranties.
a. You represent and warrant that any Listed Item(s) placed by you:
i. are owned by you, or you have the legal right and authority to sell such Listed Item(s) by you or on behalf of the legal owner;
ii. are free and clear of any and all registered legal rights, trademarks, copywrites and unregistered liens, security interests, tax or duty obligations or other encumbrances or contrary claims whatsoever, except as expressly disclosed by you within the applicable listing (the "Encumbrances");
iii. are in good operating condition, free of material defects, except as disclosed by you within the applicable listing;
iv. have not been modified or tampered with in any manner that would be contrary to applicable legislation or misleading to a Bidder, including, but not limited to, tampering with emission control devices;
v. have not been fraudulently obtained, and are not stolen or counterfeit;
vi. only include descriptions, pictures and videos that are accurate;
vii. in the case of all motor vehicle equipment, have never been re-built, salvaged or glidered except as expressly disclosed by you within the applicable listing(s);
viii. include a description of all applicable odometer and hour meters that reflect actual mileage or usage unless otherwise expressly disclosed by you within the applicable listing(s) if applicable; and
ix. include any and all legally required disclosures that may be applicable to the auction and/or sale of the Listed Item(s) to a Bidder.
b. You further represent and warrant that:
i. you are solvent and have not made, nor are you aware of, any assignment, proposal or other proceeding for the benefit of your creditors;
ii. the offering for sale, advertising and sale of the Listed Item(s) will not contravene or infringe upon any patent, copyright, trademark, agreement or similar right of any third party;
iii. you are duly authorized to complete and provide all listing information for Listed Item(s);
iv. any User Posted Terms for your Listed Item(s) are legal and do not violate any applicable laws, rules, regulations; and
13. No Guarantee to Proceeds. We do not guarantee that Bidders will bid on Listed Item(s), that you will be able to sell Listed Item(s) using our Services, or that you will be able to collect the purchase price from ROTD or a Bidder who has a winning bid for Listed Item(s) and has not paid for items or who has followed the legal agreement of such.
14. Purchase and Sale of Listed Item(s). The actual purchase and sale of Listed Item(s) following an auction, is and shall remain the responsibility of the Seller who placed the Listed Item(s) for auction through https://rotd.com/auction-submission or directly with any representative of ROTD and the Bidder who had the winning bid. If you are the Seller, you must coordinate the legal transfer by direction of ROTD of the Listed Item(s) directly to or with ROTD and/or the Bidder who is the winning bidder for the Listed Item(s). You assume all risk and liability associated with any agreement(s) you enter into with ROTD, the Registrar where the item is registered and/or the Bidder. This may involve a direct push within the current registrar of listed items or a transfer out of the existing registrar to another registrar directly to a bidder’s account or an ROTD holding account at a registrar at ROTD’s choice.
17. Additional ROTD , https://texasauctioneer.hibid.com/ and HiBid Terms and Conditions. The following ROTD, https://texasauctioneer.hibid.com/ and HiBid Terms and Conditions (collectively, the " ROTD, https://texasauctioneer.hibid.com/ and HiBid Terms") apply to Sellers who use our Services on ROTD, https://texasauctioneer.hibid.com/ and HiBid, including those users who place Listed Item(s) and conduct online auctions through https://rotd.com, https://texasauctioneer.hibid.com/ and www.HiBid.com. When you access and use our Services on ROTD, https://texasauctioneer.hibid.com/ and HiBid, you also agree to the following (each of which, shall be incorporated, as applicable, based on your use into these Seller Terms):
a. If you use any or all of these online services: ROTD, https://texasauctioneer.hibid.com/ and HiBid Internet Auction Service, ROTD, https://texasauctioneer.hibid.com/ and HiBid Application Services, Auction Flex Vin Decoding Service and/or Auction Flex Auction Management Software, then you are subject to, and bound by, the terms and conditions of the following:
i. https://rotd.com/auction-submission/ and
ii. https://texasauctioneer.hibid.com/ and
18. Last Updated 2 February 2021
Copyright 2021 © RightOfTheDot, LLC.
BIDDER USER TERMS
1. Bidder Account Approval. Your account must be registered with and approved by us, in our sole discretion, before you can use our Services as Bidder.
2. Listed Item(s).. We do not inspect Listed Item(s), validate a Seller's ownership of or authority to sell Listed Item(s), or provide any representations or warranties concerning Listed Item(s). Bidding on the Listed Item(s) is conducted at your own risk, and any resulting transaction for Listed Item(s) is solely between you and the Seller. We do not supervise, direct, or control Sellers. You understand and agree that we will not be liable for Listed Item(s) that you bid on, the acts or omissions of Sellers, or for any proposed or completed transactions between you and a Seller.
3. Auction Information and Bidder Inspections. The auction dates, information, descriptions and prices for Listed Item(s) are determined by the Seller and may be subject to change. Listed Item(s) may be used and may contain defects. We do not inspect or confirm the condition of the Listed Item(s). We do not verify the accuracy of, or control, the information and details provided by Sellers concerning the Listed Item(s). We also do not guarantee that Sellers have or maintain proper licenses or comply with applicable laws, rules, or regulations. You should take appropriate steps to verify the accuracy of the Listed Item descriptions. You should also take appropriate steps to inspect or validate the condition of Listed Item(s) prior to bidding on and receiving Listed Item(s). We are not responsible for any errors or omissions in the content of any Listed Item(s). We reserve the right, in our sole discretion, to (i) withdraw any Listed Item(s) from our Services; (ii) amend the information in a Listed Item; or (iii) cancel any proposed bid for Listed Item(s) that we deem to be suspicious or fraudulent and report such bid to applicable authorities.
4. Additional Terms Posted by Seller. A Seller may post additional terms and conditions for their Listed Item(s) (the "User Posted Terms"). User Posted Terms are between you and the Seller and are separate from these Terms. You are solely responsible for reading and understanding any User Posted Terms prior to placing a bid on such Listed Item(s). We do not create, review, negotiate, or enforce User Posted Terms. If you do not agree to the applicable User Posted Terms, you should not place a bid on the Listed Item(s).
5. Additional Fees by ROTD. In addition to the price of Listed Item(s), ROTD may charge a buyer's premium (which is an additional fee that a winning bidder is required to pay above the auction price) as well as shipping, handling, and other fees such as transfer fees, renewal fees, credit card processing fees and other payment and other processing fees. These fees are set by the registrar, registry, ICANN, merchant and ROTD and may be subject to change depending on the registrar, registry, ICANN, Merchant, Registrar, ROTD and the Listed Item(s).
6. Additional ROTD Registration. ROTD may require a Bidder to separately register with it prior to bidding on the ROTD's Listed Item(s), and may permit or deny the additional registration at its sole discretion. This registration may include proof of legal identity through a valid driver’s license and/or passport or other identification as requested by ROTD.
7. Transportation and Risk of Loss. We are not responsible for the transportation, delivery or risk of loss for any Listed Item(s). Except as otherwise set forth in any User Posted Terms, the Bidder with the winning bid may be responsible for all transfer fees, registration fees, renewal fees, freight, shipping, and other costs related to transporting and transferring the Listed Item(s). These costs may include dismantling, special handling, loading, transportation costs, and permits required to move the Listed Item(s) to the Bidder's desired location. You should confirm transportation, delivery and risk of loss information with the ROTD and/or Seller and your designated transportation provider if applicable. In no event shall we have any responsibility for the transfer or transportation of Listed Item(s) or for any risk of loss or liability related to Listed Item(s).
8. Bidding. You understand, acknowledge and agree that:
a. When you submit a bid using our Services, your bid will be forwarded to ROTD and the Seller and may be viewed by ROTD and the Seller as a firm commitment and an irrevocable offer to purchase. Once you place a bid on our Site, it may not be retracted. If you have the winning bid, ROTD and/or Seller may hold you legally obligated to complete the transaction unless otherwise prohibited by law or regulation.
b. By using our Services to bid on Listed Item(s), you grant us permission to share your information with Sellers, including, without limitation, your contact information (e.g., name, address, telephone, number, email address, etc.) and other information that you provide to us.
c. You may place a max bid on Listed Item(s). When you place a max bid, our bidding technology will automatically place bids on your behalf, using the smallest increment necessary to ensure you remain the high bidder until your max bid is met. If another bidder has placed the same bid before you, or a max bid that is higher than yours, we will attempt to let you know that you have been outbid. In that situation, you may attempt to place another bid within the specific auction time.
d. Auctions may have time extensions. If ROTD elects to use a time extension for Listed Item(s), the bidding period on the Listed Item(s) may be extended when a higher bid than the then-current top bid is placed prior to expiration of that auction. The bidding period will continue as long as such higher bids are being placed within the time extension designated by the ROTD.
e. ROTD reserves the right to withdraw, postpone, or cancel any Listed Item(s), in our sole discretion, with or without notice. We shall have no liability to you as a result of any withdrawal, postponement, or cancellation.
f. ROTD reserves the right to void a bid that you place, whether winning or not, which we believe (i) has not been made in good faith and in accordance with these Terms; or (ii) is intended to manipulate our Services.
g. ROTD is conducting the auction and makes the sole and final determination with respect to the sale of Listed Item(s).
h. WE DO NOT GUARANTEE THAT BIDS PLACED WILL BE RECEIVED AND PROCESSED IN A TIMELY MANNER.
9. Prohibited Bidder Conduct. Any deliberate attempt to artificially influence the sale price of any Listed Item(s), directly or indirectly, including but not limited to bidding through a secondary account, agent, or representative, bidding on Listed Item(s) that you may also be selling, communicating with other Bidders, or shill bidding is expressly prohibited.
Last Updated 2 February 2021
Copyright 2021 © RightOfTheDot, LLC.
You are agreeing to the terms below as well as to all terms found at: https://www.HiBid.com. By registering to bid and/or by bidding at auction you agree to these terms, so you should read them carefully before doing so.
Conditions of Sale and the Important Notices and Explanation of Auctioning, Brokering and Cataloguing Practice set out the terms on which we offer the lots listed in any catalogue for sale.
You will find a glossary at the end explaining the meaning of the words and expressions colored in bold. As well as these Conditions of Sale, lots in which we offer Non-Fungible Tokens are governed by the Additional Conditions of Sale –Non-Fungible Tokens, which are available in Appendix A herein. For the sale of Non-Fungible Tokens, to the extent there is a conflict between the “RightOfTheDot, LLC (ROTD)” and “Additional Conditions of Sale –Non-Fungible Tokens”, the latter controls. Unless we own a lot in whole or in part (? symbol), ROTD acts as agent for the seller.
A • BEFORE THE SALE
1 • DESCRIPTION OF LOTS
• Certain words used in the catalogue description have special meanings. You can find details of these on the page headed “Important Notices and Explanation of Cataloguing Practice” which forms part of these terms. You can find a key to the Symbols found next to certain catalogue entries under the section of the catalogue called “Symbols Used in this Catalogue”.
• Our description of any lot in the catalogue, any condition report and any other statement made by us (whether orally or in writing) about any lot, including about its nature or condition, artist, period, materials, approximate dimensions, or provenance are our opinion and not to be relied upon as a statement of fact. We do not carry out in-depth research of the sort carried out by professional historians and scholars. All dimensions and weights are approximate only.
2 • OUR RESPONSIBILITY FOR OUR DESCRIPTION OF LOTS
We do not provide any guarantee in relation to the nature of a lot apart from our authenticity warranty contained in paragraph E2 and to the extent provided in paragraph I below.
3 • CONDITION
• The condition of lots sold in our auctions can vary widely due to factors such as age, previous damage, restoration, repair and wear and tear. Their nature means that they will rarely be in perfect condition. Lots are sold “as is,” in the condition they are in at the time of the sale, without any representation or warranty or assumption of liability of any kind as to condition by ROTD or by the seller.
• Any reference to condition in a catalogue entry or in a condition report will not amount to a full description of condition, and images may not show a lot clearly. Colors and shades may look different in print or on screen to how they look on physical inspection. Condition reports if applicable, may be available to help you evaluate the condition of a lot. Condition reports may be provided free of charge as a convenience to our buyers and are for guidance only. They offer our opinion, but they may not refer to all faults, inherent defects, restoration, alteration or adaptation because our staff are not professional restorers or conservators. For that reason, condition reports are not an alternative to examining a lot in person or seeking your own professional advice. It is your responsibility to ensure that you have requested, received and considered any condition report.
4 • VIEWING LOTS PRE-AUCTION
(a) If you are planning to bid on a lot, you should inspect it personally or through a knowledgeable representative before you make a bid to make sure that you accept the description and its condition. We recommend you get your own advice from a restorer or other professional adviser.
• Pre-auction viewings are open to the public free of charge through our pre-bidding process where you can also place your indication of interest bids. Our specialists may be available to answer questions at pre-auction viewings and bidding or by appointment.
5 • ESTIMATES
Estimates are based on the condition, rarity, quality and provenance of the lots and on prices recently paid at auction or brokerage for similar property. This may also be based on appraisals of similar lots. Estimates can change. Neither you, nor anyone else, may rely on any estimates as a prediction or guarantee of the actual selling price of a lot or its value for any other purpose. Estimates do not include the buyer’s premium or any applicable taxes.
6 • WITHDRAWAL
ROTD may, at its option, withdraw any lot from auction at any time prior to or during the sale of the lot. ROTD has no liability to you for any decision to withdraw.
B • REGISTERING TO BID
• If this is your first time bidding at ROTD or you are a returning bidder who has not bought anything from any of our auctions or brokerage within the last two years you must register at least 48 hours before an auction begins to give us enough time to process and approve your registration. We may, at our option, decline to permit you to register as a bidder. You will be asked for the following:
o for individuals: Photo identification (driver’s license, national identity card, or passport) and, if not shown on the ID document, proof of your current address (for example, a current utility bill or bank statement);
o (ii) for corporate clients: Your Certificate of Incorporation or equivalent document(s) showing your name and registered address together with documentary proof of directors and beneficial owners; and
o (iii) for trusts, partnerships, offshore companies and other business structures, please contact us in advance to discuss our requirements.
• We may also ask you to give us a financial reference and/or a deposit as a condition of allowing you to bid. For help, please contact us at +1 954-288-6810.
2 • RETURNING BIDDERS
As described in paragraph B(1) above, we may at our option ask you for current identification, a financial reference, or a deposit as a condition of allowing you to bid. If you have not bought anything from any of our auctions or brokerage within the last year or if you want to spend more than on previous occasions, please contact us at +1 954-288-6810.
3 • IF YOU FAIL TO PROVIDE THE RIGHT DOCUMENTS
If in our opinion you do not satisfy our bidder identification and registration procedures including, but not limited to completing any anti-money laundering and/or anti-terrorism financing checks we may require to our satisfaction, we may refuse to register you to bid, and if you make a successful bid, we may cancel the contract for sale between you and the seller.
4 • BIDDING ON BEHALF OFANOTHER PERSON
If you are bidding on behalf of another person, that person will need to complete the registration requirements above before you can bid, and supply a signed letter authorizing you to bid for him/her. A bidder accepts personal liability to pay the purchase price and all other sums due unless it has been agreed in writing with ROTD, before commencement of the auction, that the bidder is acting as an agent on behalf of a named third party acceptable to ROTD and that ROTD will only seek payment from the named third party.
5 • BIDDING IN PERSON
If applicable and If you wish to bid in the auction in person you must register for a numbered bidding paddle at least 30 minutes before the auction. You may register online at https://rotd.com/ or in person. For help, please contact us at +1 954-288-6810.
6 • BIDDING SERVICES
The bidding services described below are a free service offered as a convenience to our clients and ROTD is not responsible for any error (human or otherwise), omission, or breakdown in providing these services.
• Phone Bids Your request for this service must be made no later than 24 hours prior to the auction. We will accept bids by telephone for lots only if our staff are available to take the bids. If you need to bid in a language other than in English, you must arrange this well before the auction or engage a translator to assist you. We may record telephone bids. By bidding on the telephone, you are agreeing to us recording your conversations. You also agree that your telephone bids are governed by these Conditions of Sale.
• Written Bids; You can find a Written Bid Form at https://rotd.com/ , or by choosing the sale and viewing the lots online at https://rotd.com/. We must receive your completed Written Bid at least 24 hours before the auction. Bids must be placed in the allowable currencies of the auction at that time. The auctioneer will take reasonable steps to carry out written bids at the lowest possible price, taking into account the reserve. If you make a written bid on a lot which does not have a reserve and there is no higher bid than yours, we may bid on your behalf at around 50% of the low estimate or, if lower, the amount of your bid. If we receive written bids on a lot for identical amounts, and at the auction these are the highest bids on the lot, we will sell the lotto the bidder whose written bid we received first.
C • CONDUCTING THE SALE
1 • WHO CAN ENTER THE AUCTION
We may, at our option, refuse admission to our premises or decline to permit participation in any auction or to reject any bid.
2 • RESERVES
Unless otherwise indicated, all lots are subject to a reserve. We identify lots that are offered without reserve with the symbol •next to the lot number. Opening bids on No Reserve lots may vary and start at $300.00 USD and up.
3 • AUCTIONEER’S and ROTD DISCRETION
The auctioneer and/or ROTD can at his or her sole option:
• (a) refuse any bid;
• (b) move the bidding backwards or forwards in any way he or she may decide, or change the order of the lots;
• withdraw any lot;
• (d) divide any lot or combine any two or more lots;
• (e) reopen or continue the bidding even after the hammer has fallen; and
• (f) in the case of error or dispute related to bidding and whether during or after the auction, continue the bidding, determine the successful bidder, cancel the sale of the lot, or reoffer and resell any lot. If you believe that the auctioneer has accepted the successful bid in error, you must provide a written notice detailing your claim within 3 business days of the date of the auction. The auctioneer and/or ROTD will consider such claim in good faith. If the auctioneer and/or ROTD, in the exercise of his or her discretion under this paragraph, decides after the auction is complete, to cancel the sale of a lot, or reoffer and resell a lot, he or she will notify the successful bidder no later than by the end of the 7th business day following the date of the auction. The auctioneer’s and/or ROTD decision in exercise of this discretion is final. This paragraph does not in any way prejudice ROTD ability to cancel the sale of a lot under any other applicable provision of these Conditions of Sale, including the rights of cancellation set forth in sections B(3), E(2)(i), F(4), and J(1).
4 • BIDDING
The auctioneer and/or ROTD accepts bids from:
(a) bidders in the room;
(b) telephone bidders;
(c)internet bidders through ROTD auction system (as shown above in paragraph B6); and
• written bids (also known as absentee bids or commission bids) left with us by a bidder before the auction.
5 • BIDDING ON BEHALF OFTHE SELLER
The auctioneer and/or ROTD MAY and is allowed to, at his or her sole option, bid on behalf of the seller up to but not including the amount of the reserve either by making consecutive bids or by making bids in response to other bidders. The auctioneer and/or ROTD will not identify these as bids made on behalf of the seller and will not make any bid on behalf of the seller at or above the reserve. If lots are offered without reserve, the auctioneer and/or ROTD will generally decide to open the bidding at 50% of the reserve or over reserve for the lot. If no bid is made at that level, the auctioneer and/or ROTD may decide to go backwards at his or her sole option until a bid is made, and then continue up from that amount. In the event that there are no bids on a lot, the auctioneer and/or ROTD may deem such lot unsold.
6 • BID INCREMENTS
Bidding generally starts below the reserve and increases in steps (bid increments). The auctioneer and/or ROTD will decide at his or her sole option where the bidding should start and the bid increments.
7 • CURRENCY CONVERTER
The room and online screens may show bids in some other major currencies as well as US dollars. Any conversion is for guidance only and we cannot be bound by any rate of exchange used including but not limited to crypto currencies. ROTD is not responsible for any error (human or otherwise), omission or breakdown in providing these services.
8 • SUCCESSFUL BIDS
Unless the auctioneer and/or ROTD decides to use his or her discretion as set out in paragraph C3 above, when the auctioneer’s hammer strikes or calls a lot “Sold”, we have accepted the last bid, even if you have received a notice stating that your bid was not accepted or that you have been outbid, your bid may be accepted by our decision. This means a contract for sale has been formed between the ROTD, seller and the successful bidder. We will issue an invoice only to the registered bidder.
• is the owner of the lot or a joint owner of the lot acting with the permission of the other co-owners or, if the seller is not the owner or a joint owner of the lot, has the permission of the owner to sell the lot, or the right to do so in law; and
• has the right to transfer ownership of the lot to the buyer without any restrictions or claims by anyone else.
• If either of the above warranties are incorrect, the seller shall not have to pay more than the purchase price (as defined in paragraph F1(a) below) paid by you to us. ROTD will have the right to collect its commissions for any lot submitted by a seller where a lot submitted could not be transferred. Bidders do not have a right to that commission. The seller will not be responsible to you for any reason for loss of profits or business, expected savings, loss of opportunity or interest, costs, damages, other damages or expenses. The seller gives no warranty in relation to any lot other than as set out above and, as far as the seller is allowed by law, all warranties from the seller to you, and all other obligations upon the seller which may be added to this agreement by law, are excluded.
2 • NO IMPLIEDWARRANTIES
EXCEPT AS SET FORTH IN PARAGRAPHS E1 AND E2 ABOVE, NEITHER THE SELLER NOR ROTD MAKE ANY OTHER WARRANTY, EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE LOT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EACH OF WHICH IS SPECIFICALLY DISCLAIMED.
4• YOUR WARRANTIES
• You warrant that the funds used for settlement are not connected with any criminal activity, including tax evasion, and you are neither under investigation, nor have you been charged with or convicted of money laundering, terrorist activities or other crimes.
• Where you are bidding on behalf of another person, you warrant that:
o you have conducted appropriate customer due diligence on lots you are bidding on, including misspellings, TLDs and extensions, trademark filing and usage as well as the ultimate buyer(s)/Seller(s) of the lot(s) in accordance with all applicable anti-money laundering and sanctions laws, consent to us relying on this due diligence, and you will retain for a period of not less than 5 years the documentation evidencing the due diligence. You will make such documentation promptly available for immediate inspection by an independent third-party auditor upon our written request to do so;
o the arrangements between you and the ultimate buyer(s)/Seller(s) in relation to the lot or otherwise do not, in whole or in part, facilitate tax crimes;
o you do not know, and have no reason to suspect, that the funds used for settlement are connected with, the proceeds of any criminal activity, including tax evasion, or that the ultimate buyer(s) are under investigation, or have been charged with or convicted of money laundering, terrorist activities or other crimes.
F • PAYMENT
1 • HOW TO PAY
• Immediately following the auction, you must pay the purchase price being:
o the hammer price; and
o the buyer’s premium; and
o any applicable duties, goods, sales, use, compensating or service tax, or VAT if applicable. Payment is due no later than by the end of the 7th calendar day following the date of the auction (the “due date”).
• We will only accept payment from the registered bidder. Once issued, we may or may not change the buyer’s name on an invoice or re-issue the invoice in a different name. You must pay immediately even if you want to export the lot and you need an export license.
• You must pay for lots bought at ROTD in the United States or in other countries in the currency or currencies stated on the invoice in one of the following ways:
o Wire transfer (Need Wire info here) ~~~
o Credit Card – Please see Payments below F(2)b
o Cash We accept cash payments (including money orders and traveller’s checks) subject to a maximum global aggregate of US$7,500 per buyer.
o Bank Checks You must make these payable to RightOfTheDot, LLC, and there may be conditions. Once we have deposited your check, property cannot be released until five business days have passed.
o Checks You must make checks payable to RightOfTheDot, LLC and they must be drawn from US dollar accounts from a US bank.
o Crypt Currencies via our crypto banking option found below at F(3)b.
• You must quote the sale number/item name, your invoice number and client number when making a payment. All payments sent by post must be sent to the address indicated on the invoice.
• For more information please contact us at +1 954-288-6810 or email Monte@RightOfTheDot.com.
2 • TRANSFERRING OWNERSHIP TO YOU
You will not own the lot and ownership of the lot will not pass to you until we have received full and clear payment of the purchase price, even in circumstances where we have released the lot to you.
3 • TRANSFERRING RISK TO YOU
The risk in and responsibility for the lot will transfer to you from whichever is the earlier of the following:
• When you collect the lot; or
At the end of the 30th day following the date of the auction or, if earlier, the date the loti s taken into care by a third party unless we have agreed otherwise with you.
4 • DEFAULT - WHAT HAPPENS IF YOU DO NOT PAY
• If you fail to pay us the purchase price in full by the due date, we will be entitled to do one or more of the following (as well as enforce our rights under paragraph F5 and any other rights or remedies we have by law):
o we can charge interest from the due date at a rate of up to 1.34% per month on the unpaid amount due;
o we can cancel the sale of the lot. If we do this, we may sell the lot again, publicly or privately on such terms we shall think necessary or appropriate, in which case you must pay us any shortfall between the purchase price and the proceeds from the resale. You must also pay all costs, expenses, losses, damages and legal fees we have to pay or may suffer and any shortfall in the seller’s commission on the resale;
o we may pay the seller an amount up to the net proceeds payable in respect of the amount bid by your default in which case you acknowledge and understand that ROTD will have all of the rights of the seller to pursue you for such amounts;
o we can hold you legally responsible for the purchase price and may begin legal proceedings to recover it together with other losses, interest, legal fees and costs as far as we are allowed by law;
o we can take what you owe us from any amounts which we or may owe you (including any of your sales, deposit or other part-payment which you have paid to us);
o we can, at our option, reveal your identity and contact details to the seller;
o we can reject at any future auction any bids made by or on behalf of the buyer or to obtain a deposit from the buyer before accepting any bids;
o we can exercise all the rights and remedies of a person holding security over any property in our possession owned by you, whether by way of pledge, security interest or in any other way as permitted by the law of the place where such property is located. You will be deemed to have granted such security to us and we may retain such property as collateral security for your obligations to us; and
o we can take any other action we see necessary or appropriate.
• If you owe money to us or to another ROTD Partner, we can use any amount you do pay, including any deposit or other part-payment you have made to us or our partners, or which we owe you, to pay off any amount you owe to us or another ROTD Partner for any transaction.
• If we obtain a judgment against you for any amount of money you agree that you will transfer to us any assets you own that we deep to be sufficient when sold to cover the cost of the amount owed. We will then sell the assets and pay back to you any overage, if any. This shall include domain names and any other fungible goods. If you do not at the time voluntarily transfer the assets to us for sale then you hereby provide to us a power of attorney for the purpose of signing your name and transferring the assets.
5 • KEEPING YOUR PROPERTY
If you owe money to us or to another ROTD Partner, as well as the rights set out in F4 above, we can use or deal with any of your property we hold or which is held by another ROTD Partner in any way we are allowed to by law. We will only release your property to you after you pay us or the relevant ROTD Partner in full for what you owe. However, if we choose, we can also sell your property in any way we think appropriate. We will use the proceeds of the sale against any amounts you owe us and we will pay any amount left from that sale to you, minus our fees, costs, commissions, etc. If there is a shortfall, you must pay us any difference between the amount we have received from the sale and the amount you owe us.
G • OTHER TERMS
1 • OUR ABILITY TO CANCEL
In addition to the other rights of cancellation contained in this agreement, we can cancel a sale of a lot if :
• any of your warranties in paragraph E3 are not correct;
• (ii) we reasonably believe that completing the transaction is, or may be, unlawful; or
• we reasonably believe that the sale places us or the seller under any liability to anyone else or may damage our reputation.
2 • RECORDINGS
We may videotape and record proceedings at any auction whether online or in person no matter what state you are in at the time. We will keep any personal information confidential, except to the extent disclosure is required by law. However, we may, through this process, use or share these recordings with another ROTD Partners and marketing partners to analyze our customers and to help us to tailor our services for buyers. If you do not want to be videotaped, you must notify us thirty (30) days prior to the auction and make arrangements to make a telephone or written bid or bid with ROTD instead. Unless we agree otherwise in writing, you may not videotape or record proceedings at any auction.
3 • COPYRIGHT
We own the copyright in all images, illustrations and written material produced by or for us relating to a lot (including the contents of our catalogues unless otherwise noted in the catalogue). You cannot use them without our prior written permission. We do not offer any guarantee that you will gain any copyright or other reproduction rights to the lot.
4 • ENFORCING THIS AGREEMENT
If a court finds that any part of this agreement is not valid or is illegal or impossible to enforce, that part of the agreement will be treated as being deleted and the rest of this agreement will not be affected.
5 • TRANSFERRING YOUR RIGHTS AND RESPONSIBILITIES
You may not grant a security over or transfer your rights or responsibilities under these terms on the contract of sale with the buyer unless we have given our written permission. This agreement will be binding on your successors or estate and anyone who takes over your rights and responsibilities.
6 • TRANSLATIONS
If we have provided a translation of this agreement, we will use this original version in deciding any issues or disputes which arise under this agreement.
7 • PERSONAL INFORMATION
We will hold and process your personal information and may pass it to another ROTD Partner for use as described in, and in line with, our privacy notice at https://rotd.com/ if you are a resident of California, The California Consumer Privacy Act will apply.
8 • WAIVER
No failure or delay to exercise any right or remedy provided under these Conditions of Sale shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
9 • LAW AND DISPUTES
This agreement, and any non-contractual obligations arising out of or in connection with this agreement, or any other rights you may have relating to the purchase of a lot will be governed by the laws of Florida. Before we or you start any proceedings (except in the limited circumstances where the dispute, controversy or claim is related to proceedings brought by someone else and this dispute could be joined to those proceedings), we agree we will each try to settle the dispute by mediation submitted for mediation in Florida. If the Dispute is not settled by mediation within 60 days from the date when mediation is initiated, then the Dispute shall be submitted exclusively to JAMS or its successor, for final and binding arbitration in accordance with its Comprehensive Arbitration Rules and Procedures or, if the Dispute involves a non-U.S. party, the JAMS International Arbitration Rules. The seat of the arbitration shall be exclusively Florida and the arbitration shall be conducted by one arbitrator, who shall be appointed within 30 days after the initiation of the arbitration. The language used in the arbitral proceedings shall be English. The arbitrator shall order the production of documents only upon a showing that such documents are relevant and material to the outcome of the Dispute. The arbitration shall be confidential, except to the extent necessary to enforce a judgment or where disclosure is required by law. The arbitration award shall be final and binding on all parties involved. Judgment upon the award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets. This arbitration and any proceedings conducted hereunder shall be governed by Title 9 (Arbitration) of the United States Code and by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards of June 10, 1958.
10 • REPORTING ON and through https://rotd.com/ or our partner sites or media of all lots sold by us, including catalogue descriptions and prices, may be reported on https://rotd.com/ or our partner sites and also published in public media. Sales totals are hammer price and may include buyer’s premium and do not reflect costs, financing fees, or application of buyer’s or seller’s credits. We regret that we cannot agree to requests to remove these details from https://rotd.com/ or our partners or public media
auctioneer: the individual auctioneer and/or ROTD.
authentic: a genuine example, rather than a copy or forgery of: (i) the work of a particular artist, author or manufacturer, if the lot is described in the Heading as the work of that artist, author or manufacturer; (ii) a work created within a particular period or culture, if the lot is described in the Heading as a work created during that period or culture; (iii) a work for a particular origin source if the lot is described in the Heading as being of that origin or source; or (iv) in the case of gems, a work which is made of a particular material, if the lot is described in the Heading as being made of that material.
authenticity warranty: the guarantee we give in this agreement that a lot is authentic as set out in paragraph E2 of this agreement.
buyer’s premium: the charge the buyer pays us along with the hammer price.
catalogue description: the description of a lot in the catalogue for the auction, as amended by any saleroom notice.
RightOfTheDot, ROTD or ROTD Partners: ROTD and its subsidiaries and other companies within its corporate group and partners we work with.
condition: the physical condition of a lot.
due date: has the meaning given to it paragraph F1 (a).
estimate: the price range included in the catalogue or any room notice within which we believe a lot may sell.
Low estimate means the lower figure in the range and high estimate means the higher figure.
The mid estimate is the midpoint between the two.
hammer price: the amount of the highest bid the auctioneer and/or ROTD accepts for the sale of a lot.
Heading: has the meaning given to it in paragraph E2.
lot:an item to be offered at auction (or two or more items to be offered at auction as a group).other
damages: any special, consequential, incidental or indirect damages of any kind or any damages which fall within the meaning of ‘special’, ‘incidental’ or ‘consequential’ under local law.
purchase price: has the meaning given to it in paragraph F1(a).
provenance: the ownership history of a lot.
qualified: has the meaning given to it in paragraph E2 and Qualified Headings means the paragraph headed Qualified Headings on the page of the catalogue headed ‘Important Notices and Explanation of Cataloguing Practice’.
reserve: the confidential amount below which we will not sell a lot.
room notice: a written notice posted next to the lot in the saleroom and on https://rotd.com/ , which is also read to prospective telephone bidders and notified to clients who have left commission bids, or an announcement made by the auctioneer and/or ROTD either at the beginning of the sale, or before a particular lot is auctioned.
subheading: has the meaning given to it in paragraph E2.
UPPER CASE type: means having all capital letters.
warranty: a statement or representation in which the person making it guarantees that the facts set out in it are correct.
EXPLANATION OF CATALOGUING PRACTICE
Terms used in a catalogue or lot description have the meanings ascribed to them below. Please note that all statements in a catalogue or lot description as to authorship are made subject to the provisions of the Conditions of Sale, including the authenticity warranty. Our use of these expressions does not take account of the condition of the lot or of the extent of any restoration. Written condition reports are usually available on request. A term and its definition listed under ‘Qualified Headings’ is a qualified statement as to authorship. While the use of this term is based upon careful study and represents the opinion of specialists, ROTD and the consignor assume no risk, liability and responsibility for the authenticity of authorship of any lotin this catalogue described by this term, and the authenticity warranty shall not be available with respect to lots described using this term.
ADDITIONAL CONDITIONS OF SALE –NON-FUNGIBLE TOKENS
1.For the purposes of an NFT auction, the seller is the party who owns the lot at the time the sale is completed. In most circumstances, the seller’s identity will not be disclosed by ROTD. ROTD will be selling that lot as the agent of the seller. This means that ROTD is providing services to the seller to help them sell their lot and that ROTD is concluding the contract for the sale of the lot on behalf of the seller.
2.When ROTD is the agent of the seller, the contract of sale which is created by any successful bid for a lot will be directly between you and the seller, and not between you and ROTD. Even though the sale is by ROTD on behalf of the seller, ROTD gives certain undertakings to you directly. These are further described below in these Conditions of Sale.
1.Description of lots
• Certain words used in the Sale Particulars to describe a lot have special meanings. You can find details of these in the “Important Notices and Explanation of Cataloguing Practice” which forms part of these Conditions of Sale in paragraph K. You can find a key to symbols used in the Sale Particulars under the headings “VAT Symbols, Explanation and Refunds” in paragraph I and “Symbols” in paragraph J.
• Our description of a lot may specify certain information, including: the smart contract address; the NFT Token ID: the blockchain on which the NFT is stored; the server or network on which the digital asset is stored; and the NFT metadata. You should review and confirm this information. We do not carry out any in-depth technical analysis of this information nor do we warrant its accuracy or completeness.
• Our description of any lot and any other statement made by us (whether orally or in writing) about any lot, including about its nature or condition, provenance, technical details, NFT metadata, security or integrity are our opinion and not to be relied on as a statement of fact. We do not carry out any in-depth technical analysis of any lot nor do we warrant its accuracy or completeness.
• Our description of any digital asset, and any other statement made by us (whether orally or in writing) about any digital asset including about its nature or condition, artist, provenance, technical details, security or integrity are our opinion and not to be relied on as a statement of fact. We do not carry out any in-depth technical analysis of any digital asset nor do we warrant its accuracy or completeness.
2. Our responsibility for our description of lots.
Lots are sold “as is” and we do not provide any guarantee in relation to the nature of a lot, and the fact that a lot may be stored on a blockchain should also not be interpreted as, or deemed to be, any guarantee.
Estimates are based on the scarcity, quality and provenance of the lot, on whether the NFT includes any ongoing NFT payments to any party including the seller, and on prices recently paid at auction for similar property. Estimates can change. Neither you, nor anyone else, may
rely on any estimate as a prediction or guarantee of the actual selling price of a lot or its value for any other purposes. Estimates do not include any buyer's premium or any applicable taxes or charges.
C. REGISTERING TOBID
1.Digital Wallet Requirements
Certain auctions may require that if you bid in a crypto currency approved by ROTD, you have a digital wallet with a provider that we specify. If you do not have such a digital wallet, we may refuse to register you to bid or permit your participation in the sale and if you make a successful bid, we will have the right, in our sole discretion, to cancel the contract for sale between you and the seller.
D. CHARGES TO YOU -TAXES, ONGOING NFT PAYMENTS
1.TaxesFor the sale of each lot,
YOU ARE RESPONSIBLE FOR ANY AND ALL TAXES. ROTD will NOT determine whether any applicable tax may be required to be collected from the successful bidder in accordance with applicable law, including without limitation any sales or compensating use tax or their equivalent. Depending upon applicable law, an NFT will generally be deemed to be delivered to the successful bidder at the location of their tax domicile or, to the extent it can be determined, the location of the digital asset, unless otherwise agreed by ROTD, with the resulting tax (if any) determined by the applicable tax rates and rules in that jurisdiction. If you are the successful bidder, you are responsible for all applicable tax including any VAT, sales or compensating use tax or equivalent tax wherever such taxes may arise on the hammer price and the buyer’s premium. VAT charges and refunds depend on your particular circumstances. It is your responsibility to report and ascertain and pay all taxes due. VAT may be payable on the buyer’s premium and, for some lots, VAT may be payable on the hammer price. Further information can be found in the ‘VAT Symbols, Explanation and Refunds’ section at paragraph I. The successful bidder is responsible for any applicable taxes including any sales or use tax or equivalent tax wherever such taxes may arise on the hammer price, the buyer’s premium, and/or any other charges related to the lot. In addition, in the event that your payment is made in cryptocurrency, you may be responsible for any income or other tax arising from your disposition of such cryptocurrency. If ROTD delivers the lot to an agent in Florida that you have hired, Florida law considers the lot delivered to the successful bidder in Florida and Florida sales tax may be imposed regardless of your tax domicile. In this circumstance, Florida sales tax will apply to the lot even if ROTD subsequently delivers the lot to a successful bidder with a tax domicile outside of Florida. Successful bidders claiming an exemption from sales tax must provide appropriate documentation to ROTD upon request prior to the release of the lot or within 90 days after the sale, whichever is earlier. For deliveries to buyers in those US states for which ROTD is not required to collect sales tax, a successful bidder may have a use or similar tax obligation. ROTD recommends you consult your own independent tax advisor with any questions.
2.Ongoing NFT Payments
You alone are responsible for determining whether there are any ongoing NFT payments, including any automated fees, commissions or royalties, in the NFT smart contract, which may be due by you to the seller or other third party upon a subsequent transfer of the lot by you to a third party, and by purchasers of the NFT going forward. ROTD is not responsible to you for any reason in connection with any ongoing NFT payments, including for making any disclosures
to you in connection therewith. Ongoing NFT payments that are triggered by the sale itself are deducted from the proceeds of sale.
E.WARRANTIES AND LIMITATIONS OF LIABILITY
• For each lot, the seller gives a warranty that the seller:
o is the owner of the lot or a joint owner of the lot acting with the permission of the other co-owners or, if the seller is not the owner or joint-owner of the lot, has the permission of the owner to sell the lot, or the right to do so in law;
o has the right to transfer ownership of the lot to you without any restrictions or claims by anyone else, subject to any ongoing NFT payment that may be included in the NFT;
• If any of the above warranties are incorrect, the seller shall not have to pay more than the purchase price (as described in paragraph F1(b) below) paid by you to us. The seller will not be responsible to you for any reason for loss of profits or business, expected savings, loss of opportunity or interest, costs, other damages or expenses. The seller gives no warranty in relation to any lot other than as set out above and, as far as the seller is allowed by law, all warranties from the seller to you, and all other obligations upon the seller which may be added to these Conditions of Sale by law, are excluded.
2. Your Warranties
• You warrant that the funds used for settlement are not connected with any criminal activity, including tax evasion, and you are neither under investigation, nor have you been charged with or convicted of money laundering, terrorist activities or other crimes.
• Where you are bidding on behalf of another person, you warrant that:
o You have conducted appropriate customer due diligence on the ultimate buyer(s) of the lot(s) in accordance with all applicable anti-money laundering and sanctions laws, consent to us relying on this due diligence, and you will retain for a period of not less than 5 years the documentation evidencing the due diligence. You will make such documentation promptly available for immediate inspection by an independent third-party audit or upon our written request to do so;
o the arrangements between you and the ultimate buyer(s) in relation to the lot or otherwise do not, in whole or in part, facilitate tax crimes;
o you do not know, and have no reason to suspect, that the funds used for settlement are connected with, the proceeds of any criminal activity, including tax evasion, or that the ultimate buyer(s) are under investigation, or have been charged with or convicted of money laundering, terrorist activities or other crimes.
3.Disclaimer of Warranties and Limitation of Liability
• EXCEPT AS SET FORTH IN PARAGRAPH E1, THE SELLER MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE LOT OR THE DIGITAL ASSET, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EACH OF WHICH IS SPECIFICALLY DISCLAIMED. THE ROTD GROUP MAKES NO WARRANTY, EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE LOT, THE DIGITAL ASSET, INCLUDING ANY WARRANTIES WITH RESPECT TO TITLE, NON-INFRINGEMENT, TECHNICAL OPERATION OR PERFORMANCE, DESCRIPTION, SIZE, QUALITY (INCLUDING A DIGITAL ASSET’S DIGITAL DISPLAY), CONDITION, ATTRIBUTION, AUTHENTICITY, SCARCITY, IMPORTANCE, MEDIUM, PROVENANCE, EXHIBITION HISTORY, OR ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EACH OF WHICH IS SPECIFICALLY DISCLAIMED. EXCEPT AS SET FORTH IN PARAGRAPH E1, EACH LOT AND DIGITAL ASSET IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND. EXCEPT AS SET FORTH IN PARAGRAPH E1 AND AS IS REQUIRED BY LOCAL LAW, ANY WARRANTY OF ANY KIND IS EXCLUDED BY THISPARAGRAPH.
• We are not responsible to you for any reason (whether for breaching these Conditions of Sale or any other matter relating to your purchase of, or bid for, any lot) other than in the event of fraud or fraudulent misrepresentation by us or other than as expressly set out in these Conditions of Sale.
o We are not responsible to you for any reason to give any representation, warranty, or guarantee, or assume any liability of any kind in respect of any lot or digital asset. We cannot and do not represent, warrant, or guarantee that:
o any lot or digital asset is error-free, meets your requirements, or that errors or defects in the lot or digital asset can or will be corrected; or
• the lot or the delivery mechanism for the lot is free of viruses or other harmful components. We cannot and do not represent, warrant, or guarantee the persistence, security, stability, integrity or continued existence of any digital asset.
• We have no responsibility to any person other than a buyer in connection with the purchase of any lot.
• If we are found to be liable to you for any reason, we shall not have to pay more than the buyer’s premium on the lot paid by you to us. We will not be responsible to you for any reason for any other damages or expenses.
• TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: IN NO EVENT WILL ROTD OR ANY ROTD GROUP COMPANY BE LIABLE FOR
o ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, WHERE RELATEDTO LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, OR DAMAGES FOR BUSINESS INTERRUPTION);
o ANY DAMAGES ARISING FROM FAILURE TO TRANSFER THE LOT DUE TO SELLER OR BUYER ERROR SUCH AS FORGOTTEN PASSWORDS, MISTYPED ADDRESSES OR INCORRECTLY CONSTRUCTED TRANSACTIONS, INCORRECTLY PROGRAMMED NFTS, MINING ATTACKS, CYBERSECURITY ATTACKS, WEAKNESSES IN ROTD SECURITY, BLOCKCHAIN MALFUNCTIONS OR OTHER TECHNICAL ERRORS, TELECOMMUNICATIONS FAILURE, UNFAVOURABLE REGULATORY DETERMINATIONS OR ACTIONS IN ONE OR MORE JURISDICTIONS (INCLUDING WITH RESPECT TO NFTS OR CRYPTOCURRENCIES), TAXATION OF NFTS OR CRYPTOCURRENCIES, PERSONAL INFORMATION DISCLOSURE, UNINSURED LOSSES, UNANTICIPATED RISKS, VOLATILITY RISKS, SERVER FAILURE OR DATA LOSS, CORRUPTED OR OTHERWISE INACCESSIBLE DIGITAL WALLETS, UNAUTHORISED ACCESS TO APPLICATIONS, INABILITY TO ACCESS OR TRANSFER THE NFT, INABILITY TO ACCESS OR DISPLAY THE DIGITAL ASSET, RISKS ARISING FROM THIRD-PARTY PROVIDERS, INCLUDING THIRD-PARTY PROVIDERS THAT MAY MINT THE NFTAND/OR STORE THE NFT OR THE DIGITAL ASSET; AND
o ANY DAMAGES ARISING FROM ANY UNAUTHORISED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE INTRODUCTION OF VIRUSES OR OTHER MALICIOUS CODE, THE USE OF PHISHING, SYBIL ATTACKS, 51% ATTACKS, BRUTEFORCING, CHANGES TO THE PROTOCOL RULES OF THE BLOCKCHAIN (I.E. “FORKS”) OR OTHER MEANS OF ATTACK THAT AFFECT, IN ANY WAY, THE NFT OR DIGITAL ASSET; IN EACH CASE OF (I) –(III) ARISING OUT OF OR IN ANY WAY RELATED TO THE SALE OR USE OF LOTS, NFTS OR DIGITALASSETS OR OTHERWISE RELATED TO THESE CONDITIONS OF SALE, REGARDLESS OF THE FORM OF ACTION,
WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE (WHETHER SIMLE OR GROSS), WHETHER ACTIVE, PASSIVE OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVENIF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).
(g) IN NO EVENT WILL THE AGGREGATE LIABILITY OF ROTD AND ROTD AFFILIATES (JOINTLY), WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), OR OTHER THEORY, ARISING OUT OF OR RELATING TO THESE TERMS OR THE OWNERSHIP OF THE LOTS, EXCEED THE BUYER’S PREMIUM AMOUNT YOU PAY TO ROTD FOR THE LOTS.(h)THE LIMITATIONS SET FORTH IN THIS SECTION WILL NOT LIMIT OR EXCLUDE LIABILITY FOR FRAUD OR INTENTIONAL, WILLFUL MISCONDUCT OF ROTD.
(i) Some jurisdictions do not allow the exclusion of certain warranties, disclaimer of implied terms, or limitations or exclusions of liability for incidental or consequential damages in contracts with consumers. As a result, some or all of the exclusions of warranties, disclaimers, and limitations or exclusions of liability in this section may not apply to certain purchasers.
4.Buyer’s Acknowledgements and Representations for NFTs
(a) You acknowledge that your purchase of the lot means you have full ownership rights in the NFT itself, including the right to store, sell and transfer your NFT. Your purchase of the lot does not provide any rights, express or implied, in (including, without limitation, any copyrights or other intellectual property rights in and to) the digital asset underlying the NFT other than the right to use, copy, and display the digital asset for your own personal, non-commercial use or in connection with a proposed sale or transfer of the NFT and any other right expressly contained in these Conditions of Sale. For the avoidance of doubt, you do not have the right to distribute, or otherwise commercialize the digital asset without the prior authorization of the seller or the party(ies) that holds such rights. Your rights and interest in the digital asset or NFT provided by these Conditions of Sale will immediately terminate upon any subsequent sale, transfer, dispossession, burning or other relinquishment of the NFT.
(b) You understand and accept that NFTs are minted by third parties unaffiliated with ROTD, and not by ROTD itself or on ROTD behalf.
(c) You acknowledge and agree that there are risks associated with purchasing, holding, and using NFTs. By purchasing, holding and using an NFT, you expressly acknowledge and assume all risks including, but not limited to: seller or buyer user error such as forgotten passwords, mistyped addresses, incorrectly constructed transactions, incorrectly programmed NFTs, mining attacks, cybersecurity attacks, weaknesses in ROTD security; blockchain malfunctions or other technical errors, telecommunications failure, malicious software, unfavorable regulatory determinations or actions in one or more jurisdictions (including with respect to NFTs or cryptocurrencies), taxation of NFTs or cryptocurrencies, personal information disclosure, uninsured losses, unanticipated risks, volatility risks, server failure or data loss, corrupted or otherwise inaccessible digital wallets, unauthorized access to applications , inability to access or transfer the NFT, inability to access or display the digital asset, risks arising from third-party providers, including third-party providers that may mint the NFT and/or store the digital asset, and any unauthorized third party activities, including without limitation the introduction use of viruses or other malicious code, the use of phishing, sybil attacks, 51% attacks, brute forcing, changes to the protocol rules of the blockchain(i.e. “forks”), or other means of attack that affect, in any way, the NFT or digital asset. If you have any questions regarding these risks, please contact us at firstname.lastname@example.org.
(d) You acknowledge that you have a sufficient understanding of the functionality, usage, storage, transmission mechanisms and other material characteristics of, blockchain technology, NFTs, digital assets, digital wallets, and cryptocurrencies to understand these Conditions of Sale and to appreciate the risks and implications of purchasing NFTs. You acknowledge that you have obtained sufficient information to make an informed decision to purchase an NFT, including reviewing the code of the smart contract, the NFT metadata, and the NFT, as well as the storage system used for the digital asset and fully understand and accept the functions of the same. By making a payment with Ether or another cryptocurrency, you
o warrant that you are the lawful holder of the Ether or other cryptocurrency; and
o acknowledge that ROTD has no liability for your payment not reaching us, including, but not limited to, instances where payment through the blockchain is unsuccessful. It is solely your responsibility to confirm with ROTD and if applicable, your third-party wallet provider, that the payment has been accepted.
(e) You acknowledge that we do not guarantee that you will be able to receive, access or view the lot and/or digital asset. We do not provide any application, or other service to enable you to view, receive, access or view the lot and/or digital asset, and that it is your responsibility to procure a digital wallet or other means to allow us or the seller to transfer the lotto you and for you to access or view the digital asset upon such transfer.
(f) You acknowledge and represent that there is substantial uncertainty as to the characterization of NFTs and other digital assets under applicable law. You acknowledge that your purchase of an NFT complies with applicable laws and regulation in your jurisdiction.
(g) You acknowledge and represent that you are bidding as principal and not on behalf of anyone else.
1.Purchase Price and How toPay
• Within 24 – 48 hours of the close of the auction, we will issue an invoice to you. You must pay the purchase price no later than 24 - 48 hours after the invoice is sent by us to you, or if later, the time specified in the Sale Particulars (the “due date”).
(b) The purchase price is the total of the following amounts:
the hammer price and the buyer’s premium; and
any applicable duties, goods, sales use, compensating or service tax or VAT.
(c) We will only accept payment from the registered bidder. Once issued, we cannot change the buyer’s name on an invoice or re-issue the invoice in a different name.
(d) Subject to paragraph F1(f), you may either pay for a lot in the currency of the sale or by a cryptocurrency permitted by us. The invoice will set forth the purchase price in the currency of the sale and where permitted by us, a specified cryptocurrency. Partial payment in cryptocurrency is not permitted. Where the purchase price is payable in a specified cryptocurrency, the invoice will include both the amount due in the currency of the sale as well as a cryptocurrency amount. The cryptocurrency amount will be calculated by us based on the most recent published CME CF Ether-Dollar Reference Rate (BRR and ETHUSD_RR) index rate as determined by us at the time the invoice is issued, and will be disclosed in the invoice. The amount of cryptocurrency specified in the invoice is the amount of cryptocurrency that must be paid to us if that is the payment option you select regardless of whether the conversion rate at the time of auction or when you pay the invoice or at any other time is different.
• You must pay for any lot bought at ROTD by a permitted credit or debit card in your name, by bank transfer, or where permitted by us through the transfer of cryptocurrency.
(f) Any payment made in cryptocurrency must be made within 24 hours of the issuance of the invoice set forth in paragraph F1(d). After the expiry of the 24 hour window, you may only make the payment in the currency of the sale.
2.Payment Method -Credit and Debit Card Charges
(a) Please note that if you pay for your purchase using a credit card issued outside the region of the sale, depending on the type of card and account you hold, the payment may incur a cross-border transaction fee. If you think this may apply to you, please check with your card supplier before proceeding to check-out.
(b) We will only accept debit or credit cards with a MasterCard, Visa, American Express. If you registered and bid as a company, your company will need to pay for any purchases via a debit or credit card issued to the company account. Partial payment of a lot, or payment across multiple debit or credit cards for a single lot, will not be allowed. If you purchase multiple lots, you may purchase one lot with one credit card and another lot with a different credit card, but you will need to go through two separate check-outs.
(c) Payment information for payments via credit or debit card is collected and processed directly by a third party service provider (“Payment Service Provider”) and not by ROTD. Please see paragraph H8(b) for further details. ROTD does not have access to, or retain any credit card information.
(d) By making a payment via credit or debit card, you:
o warrant that you are the cardholder; and
o acknowledge that ROTD has no liability for your payment not reaching us where, for example payment is refused or declined by your card supplier. It is your responsibility to check with ROTD and/or your card supplier that the payment has been accepted.
3. Payment Method –Cryptocurrency
(a) If specified in the sale, you may make the full payment in a cryptocurrency permitted by us in which case you must pay for the purchase price via a digital wallet transfer of cryptocurrency to ROTD. Any payment made in cryptocurrency must be made with 24 hours of the invoice set forth in paragraph F(1)(d)
(b) You must send payment from a digital wallet maintained with one of the following digital wallet providers: Coinbase Custody Trust; Coinbase, Inc.; Fidelity Digital Assets Services, LLC; Gemini Trust Company, LLC; or Paxos Trust Company, LLC. Only cryptocurrency payments sent from digital wallets hosted by one of these providers will be credited towards a lot purchase, and for clarity, we will not recognize payments from digital wallets hosted by other providers, or from self-hosted digital wallets.
o You must be the owner of the digital wallet, or, if you registered a bid as a company, then the company must be the owner. You agree, upon our request, to provide documentation confirming that the cryptocurrency payment was made from a digital wallet owned by you and maintained by one of the providers listed above. Partial payments of a lot from multiple digital wallets will not be allowed. If you purchase multiple lots, you may purchase one lot with payment from one digital wallet and another lot with payment from a different digital wallet but this must be accomplished through two separate transactions. “Ownership” of a digital wallet means either you hold or have held on your behalf, or the company on whose behalf you are bidding holds, or has held on its behalf, the private keys associated with that digital wallet or that the provider of the digital wallet recognizes you or the company on whose behalf you are bidding as owning the cryptocurrency associated with that digital wallet.
o If you make payment in cryptocurrency from a digital wallet, you represent that the source of wealth for the digital wallet is not attributable, either directly or indirectly, to
? a citizen or resident of, or located in, a geographic area that is the target of sanctions or embargoes imposed by the European Union, the United Kingdom, the United Nations or the United States or
? an individual, or an individual employed by or associated with an entity, identified on the US Department of Commerce’s Denied Persons or Entity List, the US Department of Treasury’s Specially Designated Nationals or Blocked Persons Lists, or the US Department of State’s Debarred Parties List, or similar lists promulgated by the government of the European Union, the United Kingdom, or the United Nations.
o Please contact ROTD Client Services for any questions relating to payments at email@example.com
4.Transferring Ownership to You
• You will not own the lot and ownership of the lot will not pass to you until:
o we have confirmed that you have met all bidder identification and registration procedures;
o we have received full, clear and undisputed payment of all amounts due, even in circumstances where we have already transferred the lot to you; and
o you have received the lot in the digital wallet that you have specified.
• If you have purchased a lot, then the seller will transfer the NFT to you after you have met the conditions in paragraph F4(a). The seller will transfer the NFT only to a digital wallet owned by you and that supports the NFT and you understand and accept that failure to ensure this may result in an inability to receive, transfer or access your NFT. If you bid on behalf of a company, then the digital wallet used to accept the NFT must be owned by the company. You agree that we may provide your digital wallet information to the seller in order to execute the transfer.
• If you have purchased a lot, you represent that the digital wallet to which ROTD will transfer the NFT, is not owned by or associated with
o a citizen or resident of, or located in, a geographic area that is the target of sanctions or embargoes imposed by the European Union, the United Kingdom, the United Nations or the United States or
o an individual, or an individual employed by or associated with an entity, identified on the US Department of Commerce’s Denied Persons or Entity List, the US Department of Treasury’s Specially Designated Nationals or Blocked Persons Lists, or the US Department of State’s Debarred Parties List, or similar lists promulgated by the government of the European Union, the United Kingdom, or the United Nations.
5.Transferring risk to you
• The risk in and responsibility for the lot will transfer to you once the lot is received in the digital wallet that you have specified, which time may be determined at ROTD discretion, including through observation of the transfer on the blockchain on which the NFT is stored.
• You are responsible for implementing reasonable measures for securing the digital wallet or other storage mechanism you use to receive and hold the NFT, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s), and further you specifically acknowledge that the risk of acquiring the NFT from the seller, transferring the NFT to others, and holding or using the NFT or your digital wallet rests entirely with you. If your private key(s) or other access credentials are lost, you may lose access to your NFT. We are not responsible for any such losses, including, but not limited to, losses arising from third-party service providers.
• We are not responsible if the digital asset becomes inaccessible to you for any reason, or for any modifications or changes to the digital asset, including the digital asset being deleted. You acknowledge that the artist or any third party could make additional copies
of, and distribute, the digital asset, and could sell or otherwise assign the copyright or other intellectual property rights or economic rights in the digital asset.
We are not responsible for any uses you make of the NFT or for any future transfers you make of the NFT.
G. SUBMITTING ITEMS FOR SALE
• You must register as a seller prior to being allowed to submit items for auction.
• We may, in our sole discretion, decide on who and what is the final winning bid regardless of what any automated online system says. We have the sole right to reverse, void or declare a sale at our sole discretion at any time (before, during or after a sale).
• We may extend an auction period at our sole discretion.
• You, the Sellers cannot decide to cancel a sale no matter how long it takes to complete a sale between buyer and seller.
• If a buyer or seller defaults, the defaulting entity will be responsible for all fees, commissions, plus any penalties and interest and legal fees if any.
• If a seller submits the wrong asset (domain, NFT or other asset (i.e.. Misspells, wrong extensions, a domain name they didn’t own, a domain name they sold and forgot or a domain name that expired) and it goes to auction or brokerage, then the defaulting entity shall be responsible for all fees, commissions and penalties, and legal fees.
• If you submit an item for auction you are agreeing that ROTD has the exclusive right to sell the item from the date of submission for 60 days after the extended auction ends. (“exclusive period”) If the item sells during the exclusive period then you owe us 25% of the gross sales amount resulting from the sale of the item.
• You cannot raise the reserve price after submission. You may decrease the reserve prices before or even during an auction.
• You warrant that you have all rights, title and interest in any item you submit to be auctioned; That you have the ability and legal right to transfer the item free and clear of any obligations, liabilities, liens, litigation or encumbrances; and That the item does not infringe any third parties intellectual property rights.
• You agree and understand that you will not bid on any item you have submitted to be auctioned and understand that if you do that you will be liable for three times the amount the item sells for.
• You understand that payments to you may be delayed by Us as we believe is necessary to complete a fair and reasonable auction and any associated accounting and that such a time period to pay you is in our sole discretion.
artist: the individual or entity that created the digital asset.
auctioneer: the individual auctioneer and/or ROTD.
authentic: with respect to a digital asset, that the digital asset was directly created by the purported artist of the digital asset, and is not a copy of another file or digital asset by another third party.
Authorised User: an individual authorized to execute transactions on behalf of an entity which has a registered transactional account.
blockchain: a distributed digital ledger of transactions maintained by a distributed peer-to-peer computer network that cryptographically validates transactions and records such transactions on the ledger.
buyer’s premium: the charge the buyer pays us along with the hammer price.
ROTD: means RightOfTheDot LLC., which is offering to sell a lot either as agent for the seller or as the owner of the lot.
ROTD Partners: ROTD, its Partners, subsidiaries and other companies within its corporate group.
Conditions of Sale: the Conditions of Sale set out above; Important Information, our Explanation of Cataloguing Practice; the explanation of symbols used in the Sale Particulars; and the explanation of the application of VAT or other similar applicable sales taxes.
digital asset: the digital work which the NFT identifies, and with which the NFT is associated.
digital wallet: a custodial or hosted software-based device, program, service, or hardware, that allows the owner to receive, store and transfer digital assets, including but not limited to, cryptocurrencies and NFTs, on a blockchain.
digital wallet address: a unique alphanumeric string of characters that is associated with and represents the on-chain address for a digital wallet.
due date: has the meaning given to it paragraph F1(a).
estimate: the price range included in the Sale Particulars within which we believe a lot may sell; low estimate means the lower figure in the range and high estimate means the higher figure; the mid-estimate is the midpoint between the two.
hammer price: the amount of the highest bid for the sale of a lot via auction.
lot: an NFT to be offered for sale at an auction (or two or more NFTs to be offered for sale as a group).
lot description: the description of a lot in the Sale Particulars for the sale, as amended by any notice given to you during the auction.
mint: to generate an NFT for a digital asset on a blockchain.
NFT (or non-fungible token): a unique digital certificate that identifies (including through a pointer to, or hash of, the digital asset(s)) and is associated with one or more digital assets, which is held and transferred on a blockchain and provides the owner with certain rights to the digital asset(s).
NFT metadata: information included within the NFT that includes at least: the name of the digital asset; a description of the digital asset; and the location of where the digital asset is stored or a hash of the digital asset itself (such as a content identifier).
ongoing NFT payments: any payments made in connection with the sale and any future payments, in each case that may be configured or programmed into the NFT smart contract, including any payments that are triggered when the NFT is transferred from one digital wallet address to another digital wallet address.
other damages: any special, consequential, incidental or indirect damages of any kind or any damages which fall within the meaning of ‘special’, ‘incidental’ or ‘consequential’ under local law
owner: with respect to an NFT, the individual or entity that has the private key to the digital wallet that controls the ability to store or transfer the NFT.
proceeds of sale: in relation to a lot, the hammer price less all seller's commission (i.e., a percentage of the property’s hammer price), sale expenses (i.e., expenses incurred by us in connection with the auction, if applicable) and any other amounts owed to us under this agreement (if any).
provenance: the ownership history of a lot or digital asset, as applicable.
purchase price: has the meaning given to it in paragraph F1(b).reserve: the confidential amount below which we will not sell a lot.
Sale Particulars: the lot information (the description of the lot or lots offered for sale together with other information on the sale website relating to a lot and the conduct of the sale);
lot notes; payment information; any on-screen notices displayed as part of a sale; the FAQs and any Special Conditions of Sale which apply to any lot or group of lots offered for sale at the same time.
seller: the owner of a lot for whom ROTD acts as agent.
smart contract: the computer code that governs the execution of the NFT
Special Conditions of Sale: any additional conditions which apply to a sale and which are set out in the Sale Particulars.
warranty: a statement or representation in which the person making it guarantees that the facts set out in it are correct.
Seller User Terms
Bidder User Terms