Welcome and thank you for your interest in Gooding & Company, Inc. (“Gooding”), and its website located at www.goodingco.com (the “Site”).
Collectively, the Terms create and constitute a binding legal contract between you and Gooding. By accessing, using or availing yourself of the Site in any manner (including by registering to attend or participate in any Gooding auction event (any such auction that you register for, an “Auction”), or submitting any absentee bid), you (“you” or “User”) agree that you have read, understood, and agree to be bound by and comply with the Terms with respect to your use of the Site. If at any time you do not agree to these Terms, you should immediately terminate any and all use of the Site. Without limiting the generality of the foregoing, (i) if you submit a Registration Form through the Site, you are deemed to have executed such form as if you had signed an original copy, and you are deemed to have read and agreed to the Important Notices Gooding & Company and Conditions of Sale Gooding & Company, and (ii) if you submit an Absentee & Telephone Bidder Registration form through the site, you are additionally deemed to have executed such registration form as if you had signed an original copy, and you are deemed to have read and agreed to the Absentee Bidding Terms Gooding & Company.
Subject to your full and ongoing compliance with these Terms, Gooding grants you permission to access and use the Site as provided herein and consistent with its intended features, provided that: (i) you may not reproduce, modify, publicly display, publicly perform, or distribute any part of the Site or its contents; and (ii) you may not engage in any of the prohibited uses described below.
In order to access some features of the Site, you will have to create an account. You hereby represent and warrant that the information you provide to Gooding through the Site upon and at all other times (including through any initial registration or absentee bidding form or any subsequent modification thereto), will be true, accurate, current, and complete. You also hereby represent and warrant that you will ensure that this information is kept accurate and up-to-date at all times.
Registered Users will have login information, including a username and password. Your account is personal to you, and you may not share your account information with, or allow access to your account by, any third party. As you will be responsible for all activity that occurs under your access credentials, including without limitation the submission or modification of absentee bids, you should preserve the confidentiality of your username and password. If you have any reason to believe that your account information has been compromised or that your account has been accessed by a third party, you agree to immediately notify Gooding by e-mail to email@example.com. You are solely responsible for your own losses or losses incurred by Gooding and others (including other users) due to any unauthorized use of your account that occur prior to notifying Gooding that your account was compromised.
Gooding may, now or in the future, allow you to link your account(s) on the Site to your accounts on third party services, such as third party social media providers (“Linked Accounts”). If you link your account on the Site to a Linked Account, you are authorizing Gooding to store and use your access credentials to access your Linked Account on your behalf as your agent to integrate your experience with the Site features enabled through such Linked Account. This may include integration with login functionality, communication and notification services and pushing and/or retrieving information to and from your Linked Accounts. Linking, accessing or using a third party service through the Site in this manner may be subject to additional terms established by the applicable third party, and it is your sole responsibility to comply with such third party terms.
OWNERSHIP; PROPRIETARY RIGHTS
The Site is owned and operated by Gooding. The visual interfaces, graphics, audio and audiovisual content (including event streams), design, compilation, information, computer code, products, software (including any downloadable software), services, and all other elements of the Site provided by Gooding (“Site Content”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Site Content are the copyrighted property of Gooding or its subsidiaries or affiliated companies and/or third parties. All trademarks, service marks, and trade names are proprietary to Gooding or its affiliates and/or third parties. You understand that nothing herein shall be deemed or interpreted to grant you any right or license under any intellectual property rights of Gooding or any third party, or give rise to any ownership or proprietary rights in or to any Site Content. Unauthorized reproduction or distribution of Site Content is strictly prohibited.
PAYMENT; NO REFUNDS
By submitting a transaction on the Site, you are authorizing Gooding to charge your payment instrument for the amount shown in the applicable transaction processing page, plus any applicable sales taxes. Generally, charges are processed within a reasonable time following the completion of the applicable transaction, and Gooding may aggregate and process separate charges you incur during that period as a single transaction. You will bear all costs associated with a disputed charge which results in any chargeback or other action from Gooding’s merchant account provider. All sales made and charges processed through the Site are final. No refunds, credits, or exchanges of any kind will be made or issued under any circumstances.
You agree not to use the Site or any aspect or feature thereof for any unlawful purpose or in any way that might harm, damage, or disparage any other party. Without limiting the proceeding sentence, you agree that you will not, do or attempt to:
MODIFICATION OF THE TERMS
THE SITE (INCLUDING, WITHOUT LIMITATION, SITE CONTENT, OR ANY OTHER PRODUCT OR INFORMATION PROVIDED BY GOODING), AND ANY OTHER SOFTWARE, SERVICES OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE, ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE”, “WITH ALL FAULTS” BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, GOODING HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM A COURSE OF DEALING, WITH RESPECT TO THE PRODUCTS OR SITES PROVIDED BY GOODING THROUGH THE SITE.
LIMITATION OF LIABILITY
IN NO EVENT WILL GOODING, ITS OFFICERS OR DIRECTORS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH (I) YOUR USE OF THE SITE OR SITE CONTENT; (II) THE USE OR ACCESS OF OR INABILITY TO USE OR ACCESS THE SITE OR ANY SITE CONTENT; OR (III) CHOICES MADE BASED ON INFORMATION ACQUIRED THROUGH THE SITE (IV) AND ANY ACCIDENTS OR UNEXPECTED EVENTS OTHERWISE, WHETHER BASED IN TORT, CONTRACT OR OTHER LEGAL THEORY, EVEN IF GOODING IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL GOODING, ITS OFFICERS OR DIRECTORS BE LIABLE IN THE AGGREGATE FOR ANY DAMAGES INCURRED GREATER THAN THE PAYMENTS YOU MADE TO GOODING FOR PURCHASES THROUGH THE SITE (EXCLUDING ANY PURCHASES OF ITEMS AT AUCTIONS OR IN CONNECTION WITH ABSENTEE BIDS SUBMITTED THROUGH THE SITE).
LIMITATIONS; BASIS OF THE BARGAIN
APPLICABLE LAW MAY NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT BECAUSE SUCH WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND GOODING, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND GOODING, GOODING’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU UNDERSTAND AND AGREE THAT GOODING WOULD NOT BE ABLE TO OFFER THE SITE TO YOU ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS.
The Site, these Terms and the relationship and rights and obligations of the parties with respect to your use of the Site shall be governed solely and exclusively by the laws of the state of California, without regard to such state’s choice of law rules and regardless of where you are located or received the Site or Site Content. You agree that any dispute (including any claim, counterclaim or other action) arising with regard or relating to any of these Terms or the Site shall be brought and adjudicated only in the Los Angeles Superior Court or the United States District Court for the Central District of California, to the exclusion of all other venues and jurisdictions, and you hereby agree to and do submit and consent to exclusive jurisdiction in such courts and hereby agrees to and does submit and consent to personal jurisdiction of any and all such courts in California. This is the entire agreement between you and Gooding relating to the subject matter herein, and supersedes all previous communications, representations, understandings and agreements, either oral or written, between you and Gooding with respect to said subject matter. These Terms shall not be modified or waived except in a writing signed by both parties, or by a change to these Terms as provided in “Modifications of the Terms” above. In the event any of the provisions of these Terms are held unenforceable or invalid by a court of competent jurisdiction, such provisions shall be deemed severed, and the remaining provisions thereof shall remain in full force and effect. The failure of Gooding to enforce, in any one or more instances, any of the provisions herein shall not be construed as a waiver of the prior or future performance of any such terms or conditions. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Gooding as a result of these Terms or use of the Site. You further acknowledge that by submitting User Content, no confidential, fiduciary, contractually implied, or other relationship is created between you and Gooding other than pursuant to these Terms. The Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Gooding without restriction, including by operation of law, merger, or sale of all or substantially all of the assets to which this agreement pertains. Any assignment attempted to be made in violation of these Terms shall be void. The headings and captions in this Agreement are used for convenience only and are not to be considered in interpreting this Agreement.
Please read the Conditions of Sale Gooding & Company at the end of this document for the full terms and conditions of sale. Prior to registering to bid, each prospective bidder must read the General Conditions as described in this catalogue, which set forth the terms and conditions under which Gooding & Company, Inc. (“Gooding”) will offer and sell the vehicles (the “Vehicles”) in the Gooding auction event(s) you have registered for (each an “Auction”) and governs the rights and obligations of the parties. By registering to bid or placing a bid at this Auction – whether in person, through an agent or representative, by absentee bid or by telephone bid, or by otherwise attending or participating in the Auction, each bidder, Buyer and person so attending or participating represents, warrants and covenants they have reviewed, understand and accept and agree to be and shall be bound by all of the General Conditions.
REGISTERING TO BID
There are three ways to submit a request to register for a Gooding auction event. Prospective bidders may submit a written registration form by mail, on site at a Gooding auction event, or, to the extent Gooding makes online registration systems available, through Gooding’s web site located at www.gooding.com. In each instance, prospective bidders will be required to complete and execute the applicable registration form and provide an original Bank Letter of Guarantee or other form of proof of ability to pay for purchases, in either case, in an amount and in a form acceptable to Gooding in its sole discretion (the “Guarantee”). The Bidder Registration Forms and a Sample Bank Letter of Guarantee are provided at the back of Gooding Auction catalogues and at www.gooding.com.
Gooding reserves the right, in its sole discretion, to refuse to register and/or issue a paddle to any person with or without cause.
Gooding is an equal opportunity company that does not discriminate on the basis of race, color, national origin, gender, religion, age or disability in the provision of services.
Each prospective bidder must submit the Bidder Registration Form or Absentee and Telephone Bidder Registration Form and Guarantee, within the time frame specified on the form, to:
Whether or not the bidder is acting as an agent, unless Gooding is notified in writing by the principal in advance of the Auction on a form and in a manner acceptable to Gooding in its sole discretion that the bidder is acting as an agent for the principal, and Gooding in its sole discretion acknowledges in writing such agency and issues a paddle to such agent as an agent for the designated principal, the bidder shall be deemed to be bidding as a principal for its own account and shall be personally responsible for payment in full of the Purchase Price (as defined in the Conditions of Sale) as Buyer and for fulfillment of all Buyer’s obligations and covenants under the General Conditions.
BIDDING IN THE ROOM
Prospective bidders may register to bid in the room prior to the Auction and during the viewing hours, but we recommend that the necessary formalities are completed prior to arriving at the Auction site.
For prospective bidders whose registrations have been completed and accepted by Gooding, which acceptance and issuance of a paddle shall be in Gooding’s sole discretion, bidder paddles will be available for collection at the Registration Desk at the front of the Auction venue during the viewing hours and the Auctions.
Each bidder is personally responsible for any use of the paddle, provided to such respective bidder for purposes of identification, and each bidder agrees that it is personally liable under the General Conditions for the full Purchase Price if the paddle is used in bidding on any Vehicle(s) whether by the respective bidder or by any other person.
ABSENTEE AND TELEPHONE BIDS
In addition to bidding in the room, Gooding, as an accommodation and convenience, offers absentee and telephone bidding to bidders who cannot attend the Auction, all as more fully set forth in and subject to the General Conditions and Absentee Bidding Terms. Please ensure that your completed and executed Absentee and/or Telephone Bidder Registration Form and Guarantee are received by Gooding no later than 24 hours prior to the session of the Auction in which you wish to bid.
Payment of the full Purchase Price must be received by Gooding by 5:00 pm local time on the Wednesday following the completion of the Auction. Payment shall be made by wire transfer, certified bank check, cashier’s check or, with prior written approval of Gooding’s finance department, by personal or company check. All unpaid balances are subject to collection.
TAXES AND LICENSE FEES
The amount of all applicable state and local sales and/or use tax and license fees to be collected by Gooding from the Buyer will be determined by Gooding, in its sole discretion and are additional to the final bid price and buyer’s premium. Exemptions will only be allowed upon receipt of documentation acceptable to Gooding in its sole discretion.
COLLECTION, REMOVAL AND STORAGE
All vehicles must be removed from the Auction site, at Buyer’s risk and expense, by 5:00 pm local time on the Wednesday following the completion of the Auction. Any vehicles not removed by this time will be removed at Buyer’s sole risk and expense and stored at Buyer’s expense at a third-party warehouse, and Buyer hereby grants Gooding an irrevocable power of attorney to remove and store such vehicles at Buyer’s expense. Except in Gooding’s sole discretion, no vehicle will be released until Gooding has received payment in full, in good, cleared funds of the Purchase Price.
INSPECTION OF VEHICLES
ALL SALES ARE “AS IS, WHERE IS” AND WITH ALL FAULTS AS MORE FULLY SET FORTH IN THE GENERAL CONDITIONS. NOTWITHSTANDING ANY CATALOGUE DESCRIPTION, AUCTION ANNOUNCEMENT, ADVERTISEMENT, STATEMENT, ASSURANCE OR PROMISE BY OR ON BEHALF OF GOODING OR ANY OF ITS EMPLOYEES, AGENTS OR REPRESENTATIVES, AND NOTWITHSTANDING ANY VERBAL OR WRITTEN CONDITION REPORT PROVIDED BY GOODING, GOODING HAS NO OBLIGATION OR RESPONSIBILITY, AND DOES NOT ASSUME ANY OBLIGATION OR RESPONSIBILITY, TO UNDERTAKE AN INSPECTION OF ANY VEHICLE PRIOR TO THE AUCTION. BIDDERS HAVE THE OPPORTUNITY AND THE RESPONSIBILITY, AND ARE STRONGLY ENCOURAGED, TO RESEARCH THE VEHICLES PRIOR TO THE AUCTION. DURING THE VIEWING HOURS PRIOR TO THE AUCTION BIDDERS MAY ADDITIONALLY AND ARE STRONGLY ENCOURAGED TO CONDUCT THEIR OWN INDEPENDENT INSPECTION AND EXAMINATION OF ANY VEHICLE, ACCOMPANYING SPARE PARTS, DOCUMENTATION, RESTORATION RECEIPTS, AND OWNERSHIP DOCUMENTS RELATING TO A VEHICLE AS PROVIDED BY THE SELLER TO GOODING. BIDDERS ARE SOLELY RESPONSIBLE TO SATISFY THEMSELVES, PRIOR TO BIDDING, AS TO THE CONDITION OF ANY VEHICLE AND ALL MATTERS RELATING TO THE VEHICLE, INCLUDING, BUT NOT LIMITED TO, ANY DESIRED OR NECESSARY REPAIRS, RESTORATION OR MISSING PARTS. NEITHER GOODING NOR THE SELLER SHALL BE RESPONSIBLE OR LIABLE FOR ANY REPAIRS, RESTORATION, REPLACEMENT OF PARTS OR ANY OTHER MATTER, COST OR EXPENSE RELATING TO ANY VEHICLE, WHETHER BEFORE OR AFTER THE AUCTION, AND BY PARTICIPATING IN THE AUCTION EACH BIDDER AND BUYER EXPRESSLY WAIVES, AND AGREES THAT IT WILL NOT SEEK ANY RECOVERY FROM OR PURSUE ANY CLAIM AGAINST GOODING OR THE SELLER, RELATING TO ANY OF THE FOREGOING, INCLUDING, WITHOUT LIMITATION, FOR REPAIRS, RESTORATION, OR REPLACEMENT OF PARTS. THIS NOTICE IS A PART OF THE GENERAL CONDITIONS AND IS NOT INTENDED TO LIMIT ANY OF THE OTHER TERMS OF SUCH GENERAL CONDITIONS.
Please read the following Conditions of Sale carefully. The Conditions of Sale, together with the Important Notices, Bidder Registration Form and Absentee and Telephone Bidder Registration Form (collectively hereinafter referred to as “General Conditions”), as the General Conditions may be expressly amended by written Saleroom Addenda or announced by David Gooding or the Auctioneer during the Auction (as defined in the Important Notices), constitute the sole and entire terms and agreement between Gooding & Company, Inc. (“Gooding”), seller and Buyer (as defined below) under which Gooding will offer and sell the vehicles (the “Vehicles”) in the Auction(s) for which you have registered, and concerning the respective parties’ rights and obligations with regard to the matters addressed herein. By registering to bid or placing a bid at this Auction – whether in person, through an agent or representative, by absentee bid or by telephone bid, or by otherwise attending or participating in the Auction, each bidder, Buyer and person so attending or participating represents, warrants and covenants to and with Gooding that such bidder, Buyer or person attending or participating, as the case may be, has reviewed, understands, and accepts and agrees to be, and is, bound by all the General Conditions, particularly the paragraphs labeled “Limitation on Damages” and “As Is – No Warranty,” which set forth Gooding’s obligation and maximum liability in the event of loss or damage to any bidder, Buyer or attendee. Each bidder, Buyer and attendee, by participating in this Auction, recognizes that he or she does so by choice and thus voluntarily agrees to these General Conditions.
Except as provided above, no employee, officer, agent, representative or contractor of Gooding is authorized by Gooding to modify, waive or contradict any of the General Conditions. No act, omission, statement, promise, assurance or commitment of Gooding or any of its employees, officers, agents, representatives, or contractors shall be or be deemed to be, or operate as, a waiver or amendment of any of the General Conditions or of any of Gooding’s rights and remedies thereunder or constitute a representation or warranty of any kind and shall not have or be of any force or effect. Any statements, terms, conditions, representations or warranties relating to any vehicle or the Auction not expressly set forth in the General Conditions shall not be, or be deemed to be, of any force or effect, regardless of how or when made.
Each bidder is personally responsible for any use of the “paddle” provided to such respective bidder for purposes of identification, and each bidder agrees that it is personally liable under the General Conditions for the full Purchase Price (as defined below) if the paddle is used in bidding on any Vehicle(s), whether by the respective bidder or by any other person. By participating in the Auction and/or bidding, each bidder and Buyer is expressly representing and warranting to Gooding that they are complying with all applicable laws and the General Conditions.
GOODING & COMPANY’S INTEREST IN PROPERTY
All Vehicles in this Auction are offered by Gooding as agent for the seller and not on behalf of Gooding. Gooding shall not have any liability or responsibility for any act, omission, default or failure by seller.
DESCRIPTIONS OF PROPERTY
All written and oral descriptions of the Vehicles or related information, including, but not limited to, descriptions in any catalogue or other Auction-related materials, postings, announcements, press releases, advertisements, any bill of sale or invoice, and any statements or affirmations made by or on behalf of Gooding prior to or at the Auction, including, without limitation, any reference to a Vehicle as being a particular model, make, or type or the rarity or uniqueness or provenance thereof, are only statements of opinion and not statements of fact and do not, and shall not under any circumstances be deemed to, create or constitute representations or warranties of any kind by Gooding or the seller. Each bidder and Buyer hereby acknowledges and agrees that they are not entitled to rely, and they each agree not to rely, upon any of such descriptions, statements, affirmations, information or materials for any purpose, and that none of the foregoing are a part of the basis of the bargain of the purchase and sale of any Vehicle nor do or shall any of the foregoing supercede or modify any of the General Conditions.
INSPECTION OF VEHICLES
Bidders are responsible to inspect the Vehicles prior to bidding, and satisfy themselves, as to the condition of the Vehicles and all other matters relating to the Vehicles, including, without limitation, condition, title, importance, value, quality, authenticity, description (including, without limitation, the catalogue description), provenance and whether or not any Vehicle complies with any applicable federal, state or other laws or regulations of any kind, and to identify any repairs, restoration or replacement parts and to ascertain completeness. As the condition and other potentially relevant matters related to a Vehicle are not necessarily easily determined, and Gooding does not claim or possess any peculiar knowledge or experience in determining such matters nor access to relevant information, Gooding does not, and does not assume any obligation or responsibility to, undertake a level of inspection necessary to obtain or verify such information, including, without limitation, any catalogue or other description or announcement or affirmation, and Gooding relies upon information provided by the seller. An employee, officer, agent or representative of Gooding may provide a limited verbal or written condition report upon request. However, Gooding does not assume any responsibility to determine the condition of any Vehicle and any condition report (and/or any other description or information provided relating to the Vehicle, including in the Auction catalogue) is not intended to and does not negate or modify the “As Is – No Warranty” or any other provisions of these Conditions of Sale, and contains only statements of opinion and not statements of fact and shall not be deemed to create representations or warranties of any kind, and in no event shall Gooding or any of its directors, employees, officers, agents or representatives have any liability or responsibility for any matters relating to or arising out of such report and/or the condition of any Vehicle, regardless of the content or omissions of, or any errors in, the report. The absence with regard to a Vehicle of any mention of repairs, damage, replacement parts or restoration in any condition report, catalogue description or statements by Gooding shall not be deemed to mean the Vehicle is free of the foregoing nor shall reference to any of the foregoing be deemed to exclude any others. Bidders are provided an opportunity to inspect the Vehicles prior to bidding and are invited and strongly encouraged to conduct and must solely rely upon their own independent inspection and examination of any Vehicle and all matters relating thereto before placing any bid.
CERTIFICATE OF TITLE
GOODING MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY EXISTING CERTIFICATE OF TITLE OR REGISTRATION WITH REGARD TO ANY VEHICLE. IT IS THE BIDDER’S AND BUYER’S RESPONSIBILITY TO MAKE ITS OWN INDEPENDENT INVESTIGATION WITH REGARD TO THE TITLE, INCLUDING EXAMINING ANY AND ALL DOCUMENTATION PERTAINING TO THE TITLE PROVIDED BY THE SELLER AND MADE AVAILABLE BY GOODING PRIOR TO THE AUCTION, AND DETERMINING WHETHER A VEHICLE CAN BE REGISTERED. GOODING DOES NOT GUARANTEE OR MAKE ANY REPRESENTATION OR WARRANTY THAT ANY OR ALL TITLE DOCUMENTATION OR REGISTRATION WILL SATISFY THE REQUIREMENTS OF ANY STATE IN THE UNITED STATES OR OF ANY FOREIGN GOVERNMENT, AND GOODING SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES WITH REGARD TO WHETHER OR NOT SUCH DOCUMENTATION IS ACCEPTABLE, COMPLETE OR ADEQUATE, OR OTHERWISE IN CONNECTION THEREWITH, AND ALL SUCH TITLE DOCUMENTATION IS PROVIDED BY THE SELLER AND GOODING DOES NOT ASSUME ANY RESPONSIBILITY OR LIABILITY WITH REGARD TO SUCH TITLE DOCUMENTATION OR THE QUALITY OR MARKETABILITY OF TITLE TO ANY VEHICLE. THE BUYER OF A VEHICLE IS SOLELY RESPONSIBLE FOR COMPLYING WITH ALL REGISTRATION REQUIREMENTS AS TO SUCH VEHICLE.
ABSENTEE AND TELEPHONE BIDDING
Subject to availability during the Auction and prior approval in its discretion, Gooding, only as an accommodation and convenience, offers absentee and telephone bidding to bidders who cannot attend the Auction. Neither Gooding nor any of its employees, directors, officers, agents or representatives shall have any liability or responsibility of any kind if Gooding elects or is unable to provide absentee or telephone bidding or for any failure to execute such bids for any reason whatsoever, including, without limitation, electronic or telecommunication failure, or for any errors or omissions in connection therewith, and the bidder accepts and assumes all responsibility and liability for any errors or omissions relating thereto or failure to execute (including timely execution thereof) any bid regardless of reason, neglect or fault. Telephone bids and the bidder’s telephone conversation with Gooding’s employee, officer, agent or representative may be recorded, and by participating or bidding at the Auction by phone the bidder expressly consents to all such recording.
Gooding may provide a currency converter during the Auction as an accommodation to bidders who wish to follow the bidding in foreign currencies, and any rates quoted or displayed are only indications of the conversion amount and shall not be relied upon by any bidder or Buyer for any purpose, including, but not limited to, bidding. Gooding shall not be liable or responsible for any errors or omissions in connection with such currency conversions or rates, and the bidder accepts and assumes all responsibility and liability for any errors or omissions relating thereto and for calculating any conversion rates. Currency conversion rates may change from the time of bidding to the time of payment. All bids are made in and must be paid in US Dollars.
Estimates (which do not include the Buyer’s premium or any taxes) for the Vehicles printed in this catalogue are only opinions, are prepared well in advance of the Auction, are subject to change and may be amended either orally or in writing prior to or at the Auction. Estimates should not be relied upon, and each bidder and Buyer hereby agrees not to rely upon any estimate, as fact or a guarantee or prediction of the actual selling price or value of a Vehicle, and Gooding shall not have any liability with regard to any estimates under any circumstances.
Unless otherwise specified in the catalogue or announced at the Auction, the Vehicles will be offered subject to a reserve, which is the minimum amount that the seller is willing to accept with regard to the respective Vehicle. Reserves are confidential and will not exceed the low presale estimate. Gooding may act to protect the reserve by bidding through the Auctioneer, who may open bidding below the reserve by placing a bid on behalf of the seller, place bids on behalf of the seller up to the reserve amount, place bids in response to other bidders or if the opening bid is below the reserve can elect to withdraw the Vehicle from bidding. The Auctioneer shall not be obligated to specifically identify bids placed on behalf of the seller to protect the reserve nor will he place a bid on behalf of the seller at or above the reserve. Sellers may not bid on Vehicles they have consigned to Gooding without prior announcement at the Auction.
AUCTIONEER’S DISCRETION/BIDDING DISPUTES
The Auctioneer, in his sole discretion, has the right to refuse any bid and to split or advance bidding in increments as he may choose, regardless of any increment parameters set forth in this catalogue or otherwise. The Auctioneer has the final say in the event of concern or doubt by the Auctioneer about the validity of any bid, any error relating to bidding or any bid (including, but not limited to, error by the Auctioneer or Gooding), or any dispute between bidders. The Auctioneer may choose, in his sole discretion, including, but not limited to, in the event of concern, error, dispute or doubt with regard to any bid or bidding, to continue bidding, refuse a bid, cancel a bid, determine the successful bidder, withdraw a Vehicle, reoffer a Vehicle, reopen bidding or restart the bidding, as the case may be. In any dispute, Gooding’s records, whether audio, visual or written, are conclusive. Once made, a bidder may not retract or rescind any bid.
The buyer (“Buyer”) is the highest bidder acknowledged by the Auctioneer and accepted by Gooding, subject to the reserve, if any, and the terms of these Conditions of Sale. The fall of the Auctioneer’s hammer marks the acceptance of the Buyer’s bid and a contract of purchase and sale is made between the Buyer and seller. Gooding is not a party to the contract of purchase and sale and Gooding shall not be liable or responsible for any breach or default of such contract by either Buyer or seller. Subject to the General Conditions, including, without limitation, the Buyer’s fulfillment of Buyer’s obligations and covenants under these Conditions of Sale, title to the specified Vehicle shall pass to the Buyer when the full Purchase Price (as defined below) is paid in accordance with these Conditions of Sale. Upon the fall of the hammer, the Buyer is thereupon responsible for and assumes all risk of loss or damage to such Vehicle. Gooding, its employees, officers, directors, agents and representatives shall not be liable for any loss or damage to or any loss or damage caused by any Vehicle at any time. Immediately following the fall of the hammer, the Buyer shall be required to execute a Confirmation of Purchase, which confirms Buyer’s purchase of the Vehicle as announced by the Auctioneer. Whether or not the bidder is acting as an agent, unless Gooding is notified in writing by the principal in advance of the Auction that the bidder is acting as an agent for the principal and Gooding accepts in writing in its discretion such notice, the bidder shall be deemed to be bidding as a principal for its own account and shall be personally responsible for payment in full of the Purchase Price as Buyer and for fulfillment of Buyer’s obligations and covenants under the General Conditions. All sales are final. No person shall be entitled to bid or shall bid at the Auction unless they have complied with the requirements of the General Conditions, including, without limitation, registering in advance with Gooding by completing all such registration and other forms and providing financial and other information as Gooding in its discretion may request or require.
The purchase price to be paid by the Buyer is, and the Buyer acknowledges it is, responsible for and agrees to timely pay, the sum of the final bid price (the highest bid acknowledged and accepted by the Auctioneer), plus the Buyer’s premium of 10% of the final bid price, plus all applicable state and local sales and/or a use tax and license fees, plus any and all costs and expenses incurred on behalf of the Buyer and/or as a result of the Buyer’s failure to timely and fully comply with the General Conditions, including, but not limited to, removal, transport and storage costs for the Vehicle and taxes thereon, plus all other amounts due and owing pursuant to the General Conditions (collectively, the “Purchase Price”). Payment of the full Purchase Price is due to Gooding on or before 5:00 pm local time of the Auction location on the Wednesday following completion of the Auction. Gooding reserves the right to impose a late charge of up to a maximum of 18% per annum (or the maximum rate permitted by law if less than 18%) on any portion of the Purchase Price if the Buyer does not make timely payment of the Purchase Price when due under these Conditions of Sale. All payments must be made by wire transfer, certified bank check, cashier’s check or, with prior approval of Gooding’s credit department, personal or company check. Unless otherwise agreed to by Gooding in writing, Gooding will not accept payment of any portion of the Purchase Price from any party other than the Buyer. Title to a Vehicle does not pass to the Buyer, and the Vehicle will not be released to a Buyer, until good and cleared funds in the amount of the full Purchase Price are received by Gooding in accordance with the General Conditions.
COLLECTION, REMOVAL AND STORAGE
Buyer must comply with all of the General Conditions, including, but not limited to, Gooding shall have received payment in full, in good cleared funds, of the Purchase Price, and all Vehicles must be removed from the Auction site at Buyer’s risk and expense, by 5:00 pm local time of the Auction location on the Wednesday following the completion of the Auction. If not removed timely by Buyer, in addition to any and all other remedies and rights Gooding may have, Gooding shall have the right (but not the obligation) to remove any Vehicle at Buyer’s sole risk and expense and store it, at Buyer’s account, including, without limitation, removal, storage, transportation and handling expenses and costs and applicable taxes, at a third-party warehouse, and Buyer hereby grants Gooding an irrevocable power of attorney to remove and store such vehicles at Buyer’s expense. Except in Gooding’s sole discretion, no Vehicle shall be released to Buyer until Gooding has received payment in full, in good cleared funds, of the Purchase Price for the Vehicle, and Buyer has fully complied with the General Conditions.
Notwithstanding any verbal or written statement or description of any kind regarding any Vehicle, whether by or on behalf of Gooding or seller, including, without limitation, in the catalogue for the Auction, all Vehicles are sold “as is” and only as collector’s items and Vehicles may not be suitable for use on the road. The Buyer of any Vehicle who intends to use the Vehicle on the road is responsible for determining roadworthiness and for complying with all applicable regulations regarding title, registration, insurance, emission control, safety equipment and the Buyer assumes all risk of whether any such Vehicle will or does comply, and neither Gooding nor seller shall have any liability or responsibility of any kind for failure to comply or lack of roadworthiness by any Vehicle.
The Buyer is responsible for determining whether or not an export permit is required to export a Vehicle and for obtaining and paying the costs of any permits or licenses necessary to export any Vehicle from the United States and/or import it into any other country, and for the payment of any import duty that may be levied by the country of import. Gooding makes no representation or warranty of any kind with regard to whether or not any Vehicle can be exported or imported or the issuance of an export or import permit for any Vehicle.
Gooding shall own the copyright in all photographs, videos, illustrations and written descriptions of the Vehicles created by or for Gooding, including, without limitation, Gooding shall have the right to use, publish, display and reproduce any and all of the foregoing for any purpose and in any media at its discretion at any time in any manner whether before and/or after the Auction, and no bidder or Buyer shall have any right, title or interest to any of the foregoing. Each bidder and Buyer agrees they will not use, reproduce or publish for any purpose any such photographs, videos, illustrations or written descriptions created by or for Gooding.
By attending the Auction, each attendee grants all necessary rights to Gooding and agrees that Gooding has permission and license to use his or her likeness for television, video, still photography and/or any other visual/audio recording, display, transmission, broadcast and/or publication for any and all purposes (including, without limitation, advertising and marketing) at any time or times, including, without limitation, concurrent with and/or subsequent to the Auction, waives all rights or claims (including, without limitation, residual rights and rights of privacy and publicity) that might arise from use of the bidder’s image, voice, picture or likeness for any purpose, including, without limitation, at any future date, under all applicable laws, including, without limitation, common law or by statute, and agrees that admission onto the Auction site constitutes full and express acceptance of the above terms and conditions.
GOODING & COMPANY’S RIGHTS
Gooding reserves the right, in its sole discretion, to (a) withdraw any Vehicle at any time prior to or at the Auction, (b) postpone or cancel the Auction of any or all of the Vehicles for any reason and/or (c) reject or refuse any bid from any party before or during the Auction. Each bidder and/or Buyer agrees that Gooding shall not have any liability whatsoever to any bidder for exercise of any of the foregoing rights, or for any errors in execution or failure to execute any bid(s), regardless of circumstances or events of any kind.
NONCOMPLIANCE OF BUYER/REMEDIES
If the Buyer or a bidder fails to comply with any of the General Conditions, including, without limitation, a Buyer or bidder fails to timely pay the full Purchase Price and/or remove a Vehicle when and as required by these Conditions of Sale, the Buyer or bidder, as the case may be, shall be in breach and default of the General Conditions, and shall be liable to Gooding, and each bidder and Buyer agree that Gooding shall be entitled to recover from such Buyer or bidder, as the case may be, any and all damages, costs, expenses, fees (including attorneys’ fees) and other amounts suffered and/or incurred by Gooding as a result of such failure to comply (including, without limitation, any such damages, costs, expenses, fees and other amounts suffered or incurred as a result of suit(s) by the seller or other third parties). Further, in such event of a failure to comply, Gooding may, in its sole discretion, at any time and from time to time, in addition to all other available remedies under the General Conditions, at law and otherwise, and without any notice to such Buyer or bidder, take any one or more of the following actions to the fullest extent allowed by law (a) hold the defaulting Buyer or bidder, as the case may be, liable for the Purchase Price and all damages, costs and expenses suffered or incurred by Gooding as a result of such default and failure to comply, including, but not limited to, initiating legal action against the Buyer or bidder, including, without limitation, an action for specific performance; (b) cancel or rescind the sale; (c) resell the Vehicle(s) with or without reserve privately or at public Auction and the Buyer or bidder shall be liable for any deficiency between the Purchase Price (plus all damages, costs, expenses, fees [including attorneys’ fees] incurred by Gooding as a result of noncompliance and all commissions, premiums and fees applicable to such resales) and the price received upon the resale; (d) remove or arrange for the removal and storage of the Vehicle at the sole risk and cost of such defaulting Buyer or bidder; (e) offset any sums due from Gooding to the Buyer or bidder against the Purchase Price and all other amounts due and owing by the Buyer or bidder under the General Conditions; (f) repossess the Vehicle(s) for which the Purchase Price or any portion thereof is unpaid, and resell such Vehicle(s) and apply the sale proceeds against amounts owed by such Buyer or bidder under the General Conditions; and/or (g) take any other action that Gooding in its sole discretion deems necessary or desirable, including any combination of the foregoing remedies. If Buyer or bidder has purchased more than one Vehicle and Gooding receives less in payment than the total due for all Vehicles purchased, Gooding shall, in its sole discretion, apply the funds received toward payment of whichever Vehicle(s) it determines, regardless of what the Buyer or bidder may or may not direct. Each Buyer and bidder by registering to bid or by placing a bid at the Auction hereby agrees to grant Gooding and Gooding shall be deemed to have a first priority security interest in, and Gooding may retain as collateral security for such Buyer’s or bidder’s obligations to Gooding, any Vehicle and any other property in Gooding’s possession owned by such Buyer or bidder and any and all proceeds (including proceeds as defined under the Uniform Commercial Code in effect in California), including insurance proceeds, of any of the foregoing. Gooding shall have all the rights and remedies provided to a secured party under the UCC and shall been entitled to file one or more financing statements as Gooding may desire, with regard to any and all such Vehicles and other personal property, and shall be entitled to sell any such property in Gooding’s possession and apply against the Purchase Price and other amounts due and owing by the Buyer or bidder the proceeds from such sale. If Buyer or bidder defaults and Gooding elects, which it may do in its discretion, to pay the seller a portion of the net proceeds due seller with regard to the sale of the Vehicle, Gooding shall have all the rights and remedies of seller against the Buyer or bidder, including, without limitation, the right to pursue the Buyer or bidder for all such amounts and any and all other amounts, damages, costs, fees and expenses as may be available under the General Conditions, at law, in equity or otherwise.
The Auction, the General Conditions and the relationship and rights and obligations of the parties shall be governed solely and exclusively by the laws of the state of California, without regard to such state’s choice of law rules and regardless of where the bidder or Buyer is located or received any Auction materials. Each bidder and Buyer agree that any dispute (including any claim, counterclaim or other action) arising with regard or relating to any of the General Conditions, the Auction or any Vehicle shall be brought and adjudicated only in the Los Angeles Superior Court or the United States District Court for the Central District of California, to the exclusion of all other venues and jurisdictions, and each bidder and Buyer, by registering to bid at or participating in the Auction (whether in person, through an agent or representative, by absentee bid or telephone bid), and any person attending the Auction, hereby agrees to and does submit and consent to exclusive jurisdiction in such courts and hereby agrees to and does submit and consent to personal jurisdiction of any and all such courts in California.
BINDING ON SUCCESSORS
The General Conditions shall be binding on each attendee or participant, as the case may be, in the Auction, and each bidder and Buyer and Gooding, and their respective agents, heirs, executors, legal representatives, successors and assigns.
If Gooding engages counsel to assist it to enforce any part of the General Conditions, with regard to any bidder, attendee, Buyer or other party, such bidder, attendee, Buyer or other party, as the case may be, shall be responsible for all reasonable fees (including, without limitation, attorneys’ fees), costs and all expenses incurred by Gooding (including, without limitation, costs and all expenses related to evaluating, analyzing, assessing, enforcing, preparing for and conducting litigation of any kind or nature), whether or not legal proceedings are commenced. If proceedings are initiated with regard or relating in any way to or arising out of the General Conditions, any Vehicle, and/or the Auction, the prevailing party shall recover its reasonable attorneys’ fees, costs and expenses; provided, however, and notwithstanding the foregoing, if a bidder, attendee, Buyer or other party fails to first present any claim directly to Gooding and allow for a reasonable opportunity and period to mediate (and participate in such mediation of) such claim before initiating legal action against Gooding or any of its officers, directors, employees, agents or representatives, then such bidder, attendee, Buyer, or other party as the case may be, shall not be entitled to recover on any such claim any attorneys’ fees whether or not such bidder, attendee, Buyer or other party prevails on such claim.
LIMITATION ON DAMAGES
EACH ATTENDEE AT THE AUCTION AND EACH BIDDER AND BUYER BY ATTENDING OR PARTICIPATING IN THE AUCTION WHETHER IN PERSON, THROUGH AN AGENT OR REPRESENTATIVE, BY TELEPHONE BID OR ABSENTEE BID AGREES THAT (A) ANY CLAIMS RELATING TO THE AUCTION, SALE OF A VEHICLE OR THE GENERAL CONDITIONS MUST BE FIRST PRESENTED DIRECTLY TO GOODING BEFORE FILING A LEGAL ACTION, AND (B) GOODING SHALL NOT HAVE ANY LIABILITY TO ANY ATTENDEE, BIDDER, BUYER OR OTHER PARTY FOR INJURY OR DAMAGE OF ANY KIND RESULTING FROM OR RELATING TO THE NEGLIGENCE OF GOODING OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES, ACTIVE OR OTHERWISE, OR RELATING IN ANY WAY TO ANY VEHICLE(S) OR THE AUCTION OR ANY ACT OR OMISSION OF ANY OF THE FOREGOING, UNLESS GOODING OR ITS EMPLOYEES, OFFICERS, DIRECTORS, AGENTS OR REPRESENTATIVES ARE GROSSLY NEGLIGENT AND GOODING’S SOLE LIABILITY AND DAMAGES, AND EACH ATTENDEE’S, BIDDER’S, BUYER’S AND OTHER PARTY’S SOLE AND EXCLUSIVE REMEDY, IF ANY, AT LAW, UNDER THE GENERAL CONDITIONS AND OTHERWISE AND ARISING OUT OF OR DIRECTLY OR INDIRECTLY RELATING IN ANY WAY TO THE AUCTION, ANY VEHICLE(S) (INCLUDING, BUT NOT LIMITED TO, ANY INABILITY TO DELIVER POSSESSION OF A VEHICLE TO THE BUYER), THE GENERAL CONDITIONS OR OTHERWISE, ARE IN ALL EVENTS AND CIRCUMSTANCES LIMITED EXCLUSIVELY TO AND SHALL NOT EXCEED AN AMOUNT EQUAL TO THE BUYER’S PREMIUM PAID BY SUCH BUYER TO GOODING WITH REGARD TO SUCH RESPECTIVE VEHICLE, IF ANY, OR ADMITTANCE OR REGISTRATION FEES, IF ANY, PAID TO GOODING BY THE RESPECTIVE BUYER, ATTENDEE OR BIDDER TO ATTEND AND/OR BID AT THE AUCTION, AS THE CASE MAY BE. THE AMOUNTS PAYABLE BY ANY ATTENDEE, BIDDER OR BUYER ARE NOT SUFFICIENT TO WARRANT GOODING ASSUMING ANY RISK OF DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, CONSEQUENTIAL DAMAGES TO THE BIDDER, ATTENDEE OR BUYER AS A RESULT OF OR RELATING TO ANY NEGLIGENCE, BREACH OR FAILURE TO PERFORM BY GOODING OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES. IN NO EVENT SHALL GOODING OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES BE LIABLE FOR, AND EACH ATTENDEE, BIDDER AND BUYER HEREBY EXPRESSLY, KNOWINGLY AND INTENTIONALLY WAIVES AND AGREES THEY SHALL NOT SEEK ANY SPECIAL, INDIRECT, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL DAMAGES OF ANY KIND ARISING OUT OF OR DIRECTLY OR INDIRECTLY RELATING IN ANY WAY TO THE AUCTION OR ANY VEHICLE(S), INCLUDING, WITHOUT LIMITATION, ANY LOST PROFIT, APPRECIATION, LOSS OF OPPORTUNITY OR LOSS OF INVESTMENT, REGARDLESS OF THE ACTS OR OMISSIONS OR FAULT OF GOODING OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES.
“AS IS” – NO WARRANTY
ALL SALES ARE “AS IS –- WHERE IS” AND WITH ALL FAULTS. BIDDERS AND BUYERS ARE INVITED AND STRONGLY ENCOURAGED TO CONDUCT THEIR OWN INDEPENDENT INSPECTION AND EXAMINATION OF THE VEHICLES AND ARE SOLELY RESPONSIBLE TO INSPECT THE VEHICLES PRIOR TO BIDDING, AND SATISFY THEMSELVES, AS TO THE CONDITION OF THE VEHICLES AND ALL OTHER MATTERS RELATING TO THE VEHICLES PRIOR TO BIDDING. NOTWITHSTANDING ANY CATALOGUE DESCRIPTION, AUCTION ANNOUNCEMENT, AFFIRMATION, ADVERTISEMENT, PRESS RELEASE, STATEMENT (VERBAL OR WRITTEN) BY OR ON BEHALF OF GOODING AND/OR SELLER, WHENEVER AND HOWEVER MADE, INCLUDING, WITHOUT LIMITATION, IN THE CATALOGUE, BILL OF SALE, TITLE DOCUMENTS, INVOICE OR OTHER WRITING, ALL SALES ARE MADE WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, AND NO CATALOGUE DESCRIPTION, AUCTION ANNOUNCEMENT, WRITTEN OR VERBAL INFORMATION, DESCRIPTION, POSTING, REFERENCE, ADVERTISEMENT, PRESS RELEASE, STATEMENT (VERBAL OR WRITTEN) BY OR ON BEHALF OF GOODING AND/OR SELLER, WHENEVER AND HOWEVER MADE, IS INTENDED TO BE, OR SHALL BE DEEMED TO BE OR DEEMED TO CREATE, A REPRESENTATION OR WARRANTY OR ASSUMPTION OF ANY LIABILITY BY GOODING OR SELLER. NEITHER GOODING NOR THE SELLER MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO TITLE WITH REGARD TO ANY VEHICLE. FURTHER, REGARDLESS OF ANY ANNOUNCEMENT, STATEMENT, AFFIRMATION OR DESCRIPTION (WHETHER ORAL OR WRITTEN), NEITHER GOODING NOR THE SELLER MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, CORRECTNESS, ACCURACY OR ADEQUACY OF ANY DESCRIPTION (INCLUDING, WITHOUT LIMITATION, THE CATALOGUE DESCRIPTION), PERFORMANCE, ROADWORTHINESS, CONDITION, AUTHENTICITY, QUALITY, PROVENANCE, TITLE, RARITY OR HISTORICAL RELEVANCE WITH REGARD TO ANY VEHICLE OR WHETHER OR NOT ANY VEHICLE COMPLIES WITH ANY FEDERAL OR STATE LAWS, REGULATIONS OR ORDINANCES OF ANY KIND, NOR DO GOODING OR THE SELLER ACCEPT OR ASSUME ANY LIABILITY OR RESPONSIBILITY FOR ANY OF THE FOREGOING. GOODING AND THE SELLER HEREBY EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, INCLUDING ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATIONS OR WARRANTIES RELATING TO TITLE, WARRANTY FOR A PARTICULAR PURPOSE, MERCHANTABILITY, QUALITY, VALUE, ESTIMATES, ACCURACY OF INFORMATION OR DESCRIPTION AND ANY WARRANTY OF CONDITION OF THE VEHICLE (INCLUDING AS TO ANY CONDITION REPORT). NEITHER GOODING NOR THE SELLER SHALL HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ERRORS, OMISSIONS AND/OR INACCURACIES IN ANY DESCRIPTION, ANNOUNCEMENT, POSTINGS, STATEMENTS, DOCUMENTS OR MATERIALS, INCLUDING, WITHOUT LIMITATION, IN THE CATALOGUE, REGARDLESS WHEN MADE. EACH BIDDER AND BUYER ACKNOWLEDGES AND AGREES THAT THEY ARE NOT ENTITLED TO RELY AND THEY EACH AGREE NOT TO RELY, UPON ANY OF SUCH ORAL OR WRITTEN DESCRIPTIONS, STATEMENTS, ANNOUNCEMENTS, INFORMATION OR MATERIALS OF ANY KIND FOR ANY PURPOSE. EACH BIDDER AND BUYER EXPRESSLY ACKNOWLEDGES AND AGREES, THAT IN NO EVENT SHALL GOODING OR ANY DIRECTOR, OFFICER, EMPLOYEE, AGENT OR REPRESENTATIVE OF GOODING BE LIABLE FOR ANY SPECIAL, INDIRECT, COMPENSATORY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND ARISING IN CONNECTION WITH OR RELATING IN ANY WAY TO THE AUCTION, ANY VEHICLE(S), THE GENERAL CONDITIONS OR ANY ACT OR OMISSION OR FAULT OF GOODING OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFIT, LOST APPRECIATION, OR LOSS OF INVESTMENT OR LOST OPPORTUNITY, EACH AND ALL OF WHICH ARE HEREBY EXPRESSLY WAIVED.
Headings are for ease of reference only and may not be used to interpret the substance of the section to which they apply. If any term, provision, condition or covenant of the General Conditions or its application to any party or circumstance shall be held, to any extent, invalid or unenforceable, the remainder of the General Conditions, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law. In the event of a conflict between these Conditions of Sale and any other document constituting a part of the General Conditions, the Conditions of Sale shall prevail unless the other conflicting provision is more strict against the Buyer or bidder. Time is of the essence under the General Conditions.
Absentee and telephone bid requests must be received at least 24 hours prior to the session of the Auction in which you wish to bid and must be accompanied by a Guarantee in an amount and in a form acceptable to Gooding & Company, in its sole discretion, in order to be processed. Bidding will be opened at a level determined by the auctioneer in his discretion and will generally advance in increments of approximately 10%. Absentee bids that do not conform to these increments may be lowered to the next bidding increment as determined by the auctioneer. Gooding & Company will attempt to execute absentee bids and any emergency covering bids for telephone bidding at the lowest price, taking into account reserves and bids from all other parties. If identical absentee bids are received for the same lot, the bid received first by Gooding & Company will take precedence.
Gooding & Company shall not have any liability of any kind for any failure to execute a bid for any reason or for any errors or omissions in connection therewith. Telephone calls may be recorded and by participating or bidding at the Auction by phone the bidder expressly consents to all such recording.
By executing these Absentee Bidding Terms, I hereby authorize Gooding & Company to bid on my behalf on the lots specified up to the amount shown. I authorize release of my financial information to Gooding & Company for the purpose of verifying available credit for purchases at the Auction, and I acknowledge that I have read, understand, and agree to be bound by the General Conditions as published in the Auction catalogue or made available on the Site (as may be amended and supplemented as provided in the Conditions of Sale), which set forth the terms and conditions under which Gooding & Company will offer and sell any Vehicles in this Auction and governs the rights and obligations of the parties with respect to the purchase and sale of Vehicles at Gooding Auctions.