20TH CENTURY ART AUCTION

Terms and Conditions of Sale

Agreement:  By registering to bid on a property (lot) in person, through our website, by phone, by absentee bid, as a principal representative, through third party agent, or via alternate 3rd party bidding platform in our auction, you (Bidder) agree to be bound by and comply with the following terms and conditions and any additional published notifications or announcements prior to or at the time of sale which constitute the conclusive terms in which property represented either by catalogue or private sale shall be offered for sale by or sold by Woodard Lipe Fine Art and Auction (Woodard Lipe) or any consignor for whom Woodard Lipe provides agency. Any such bid by any means constitutes an offer to purchase a lot for the bid amount and is subject to all terms. Any bid accepted by Woodard Lipe that is deemed the winning bid is contractually obligated and is the responsibility of the Bidder, their heirs, and estate without transferable rights to purchase or to resolve that lot in accordance with this agreement.  Any alteration to these terms and conditions must have prior written approval from Woodard Lipe.

All Sales Are Final:   It is the sole responsibility of the Bidder to examine, inquire, request additional information, and otherwise satisfy all questions concerning the state, composition, attribution, nature and overall condition, satisfying all inquiry or any other investigation prior to establishing a bid with Woodard Lipe. Woodard Lipe advises Bidders to personally examine each lot prior to auction and before the sale. By bidding on a lot, the Bidder warrants and hereby represents that they have fully examined the condition of the lot and provides covenant to their satisfaction and warrant that they maintain no objection to such condition. All sales are final.

Registration and Verification:  A completed bidder registration form must be completed as well as additional requested information, valid major credit card and references, if applicable, provided prior to participation in any online or in person auction, or direct sale purchase.  Any new Bidders or individuals who have not bid within the past calendar year from date of sale must complete a new registration within 24 hours prior to sale.  Government issued proof of identity is required as well as confirmation of physical address.  We reserve the right to request additional information regarding the origin of funds.  Woodard Lipe may decline in our sole discretion any Bidder or reject any bid or cancel any sale if Bidder identification and registration procedures are not satisfied. At registration, a small authorization hold may be placed on the credit card that will fall off after the sale.

Our Auction:  Subject to these terms and conditions, Bidders may (i) place in person bids under a unique paddle number (ii) place a bid through a representative of Woodard Lipe via telephone.  Previous registration for this service is required within 24 hours prior to sale. The Woodard Lipe representative will call the designated telephone number within 2 lots prior to the lot of interest. In case connection cannot be made in a timely manner prior to the sale of the interested lot, phone bidders are asked to make a representative bid of 75% of the auction estimate of the lot of interest to be placed on their behalf (iii) place an absentee bid in writing within 24 hours prior to sale.  The auctioneer will bid for the absentee Bidder up to and including the high bid limit. The auctioneer starts the first bid based upon the initial low estimate and subsequent absentee bid interest(s) in the lot.  Bidding increases in incremental amounts at the sole discretion of the auctioneer.  All bids are accepted and executed at the discretion of Woodard Lipe and the risk of the bidder.  Absentee bids less than half of the low estimate will not be accepted. Off increment absentee bids will be rounded down to the nearest increment. Woodard Lipe does not accept responsibility for any failure to execute bids via phone, absentee, or online because of human or technical error. Any change to either a registered phone or absentee bid must be made no later than 12 hours prior to day of sale.  All changes and requests must be submitted in writing to info@WoodardLipe.com and subsequently acknowledged. Preference of matching bids will be given in order received. 

Third Party Internet Bidding:  Third party online bidding is available for every auction through third party auction bidding platforms Invaluable, Bidsquare, and other live bidding platform providers.  These platforms require a separate registration, proof of personal information, and validation of credit card. Live bids and absentee bids from these third party bidding platforms are received in real time and executed by the auctioneer and are subject to the same terms and conditions.  Woodard Lipe is not responsible for any errors, omissions, or reliability of bidders use of a third party online bidding platform and therefore cannot control the reliability of the connection of the device, software used, or transmission speed.

Bid Increments:  Woodard Lipe uses the following bidding increments.

$20-200....................................by $10s

$200-500..................................by$20/50s

$50-1,000.................................by$50s

$1,000-2,000............................by$100s

$2,000-5,000............................by$250s

$5,000-10,000..........................by$500s

$10,000-20,000........................by$1,000s

$20,000-50,000........................by$2,000/5,000s

$50,000-100,000......................by$5,000s

$100,000-200,00......................by$10,000s

above $200,000.......................at auctioneer's discretion

Descriptions: Detailed descriptions are provided for each lot either in the catalogue or online.  Additionally an abbreviated title will also be provided for the sole purpose of search engine optimisation (SEO).  The Bidder should reference the full detailed description before making a bid.  The detailed description may contain information including but not limited to the artist's name, date of work, sizes and dimensions, composition and material, historical influence or antecedence, nature and provenance and all descriptions of lots whether written or oral, inclusive of condition, creator, material, or period are a matter of opinion and no statement shall be deemed as a guarantee of value or implied warranty. No exclusive claim of rarity, significance or importance is made by Woodard Lipe about any item represented at auction. All lots are sold “as is” with no attempt by Woodard Lipe to ameliorate, augment, assuage, or alter any material or aspect of any lot in any way. Woodard Lipe makes no warranty of merchantability or fitness for a particular purpose or desired use. Woodard Lipe assumes no liability for the failure to identify accurately materials from endangered or protected species or for incorrectly identifying such materials.

 Condition Report: Reference to an item's condition, whether written or oral shall not be regarded as a full account of condition and may not include all defects, alterations, or restorations. Absence of a condition report does not imply a lot is flawless or lacking imperfections or damage. Additionally, be aware that variations in color or appearance may exist between the actual lot and the images depicted online or in print. We advise that you physically inspect the items in addition to consulting the catalogue description and condition reports prior to bidding. One week prior to the auction date, a public preview period during posted weekday and weekend hours will be offered as an opportunity to examine all lots; all dates and times will be included in all auction announcements and also online on the Woodard Lipe homepage.  Individuals may also schedule an appointment for a viewing.

Estimates: Estimated ranges of values are placed on each lot with a low and high  valuation provided as a guide only for potential buyers and should not be relied on as a guarantee for selling price. These estimates account for the attributes of the material, nature, scarcity, and unique provenance, and rely upon past auction sales records and additional available comparable public sales information. At any time, based upon additional scholarly or market research, the estimated price range is subject to change and may be altered at the sole discretion of Woodard Lipe prior to sale. 

Reserves: Unless otherwise noted, all lots offered for sale are subject to a reserve, which is a confidential minimum price below which a lot will not be sold. Reserves are agreed upon with the consignor or may be at the discretion of Woodard Lipe. Bids that do not meet the reserve may be rejected or rescinded. Woodard Lipe will execute the reserve by bidding for the consignor and traditionally start below the low estimated value range.  Reserves are the consignor's proprietary information and therefore, not revealed nor public information.

Auctioneer Discretion: The auctioneer may at his/her discretion: (i) accept or refuse any bid; (ii) withdraw any lot from the auction; (iii) admit a new bidder or remove a bidder from the auction; (iv) reopen or continue the bidding even after the hammer has fallen; (v) divide or combine lots; (vi) alter bidding increments or split any bidding increments and advance bidding in any manner (vii) resolve any disputing bids. The auctioneer has sole and final discretion to determine the successful bidder, close and reopen bidding, or to cancel a sale and reoffer a lot.  Woodard Lipe reserves the right to remove or withdraw any lots before or during the sale and will accept no liability for this action. Woodard Lipe reserves the right to remove and withdraw any property and to divide and combine lots at any time prior to auction. Unless announced by the auctioneer at time of auction, all bids are per lot as numbered in the catalog and no lots shall be divided or combined for sale. In the event of a dispute, Woodard Lipe requires notification within (2) business days that the successful bid may have been taken in error and auctioneer will consider the request. In all instances of dispute after the sale, sales records shall be conclusive in all respects.

On-Line Platforms: Woodard Lipe partners with third party online bidding platforms which will collect its own fees and have its own rules and regulations for registration and bidding. Woodard Lipe has no control over, and assumes no responsibility for, the content, privacy policies, or practices of these bidding platforms. Woodard Lipe is not liable for any special, incidental, or consequential damages or loss that results from the use of, or inability to use, these bidding platforms. Bidders are encouraged to resolve their dealings with third party bidding platforms directly with such bidding platforms.

Statement of Bidder Indemnity:  Participants in either live, phone, or online auctions, representatives for third party bidders, or individuals leaving absentee bids, agree to indemnify and hold harmless Woodard Lipe and its owners, members, managers, employees, officers, agents, attorneys, and representatives from and against any and all demands, claims, causes of action, damages, costs, fees, or other liability (including reasonable attorney's fees) arising out of or resulting from (i) any breach of these terms or Woodard Lipe terms  (ii) taxes, customs, duties, or additional fees payable with respect to the listed product or portion thereof (iii) any deficiency in compliance with any local, state, federal, or international laws, statues related to the use Woodard Lipe online and in person (iv) any deficiency in compliance with any local, state, federal, and international laws, statutes, ordinances, rules, reporting requirements/laws, import/export laws, customs requirements/laws, and checkoff fee requirements/laws applicable to the buying, handling, holding, transport, shipping, delivery, and import/export of Product(s); and (v) any injuries to persons or property of any type, occurring during your or your agent's inspection of Product(s), or resulting from the purchase of any listed Product(s). If you breach any agreed terms, you are liable for WoodardLipe costs, expenses, and attorney's fees to defend or address such breach.

Payments: At the fall of the auctioneer's hammer, the highest bidder acknowledged by the auctioneer at the close of any offered lot assumes ownership and full risk and responsibility for the property sold in accordance and subject to compliance with all the conditions set forth herein and shall pay the full purchase price inclusive of buyer’s premium and any taxes or associated fees. Payment must be made immediately following the auction and no lot may leave the premises until full payment has been rendered. No lot may be transferred. Methods of payments must be made in US currency. Woodard Lipe accepts payment in the form of cash, credit, or bank transfer; and reserves the right in its own discretion to reject any form of payment in preference to another. (i) US currency will be accepted but the amount freom a given Bidder is restricted to US $5,000.00 per sale as a total of all payments made.(ii) Cashier's check, money order, or personal check with approved credit drawn on a U.S. bank.  A processing fee will be assessed on any returned checks. (iii) Visa, MasterCard, American Express. Only one card may be used per account with an added fee 3%.

Woodard Lipe's preferred method of payment is wire transfer. Any invoice balance greater than or equal to $10,000 USD must be paid for in full by wire or ACH transfer. Please contact our office for bank transfer details. If the buyer fails to make payment within ten (10) business days of the sale, without prior arrangements, Woodard LIpe reserves the right to charge the credit card on file.

A buyer’s premium will be added to the hammer price and is payable by the buyer as part of the total purchase price. Buyer’s Premium is 20% of the hammer price up to and including $1 million, 15% Buyer’s Premium in excess of $1.0 million. Any bidder bidding online, including Woodard Lipe's own website, agrees to pay a higher buyer’s premium. Invaluable and Bidsquare bidders agree to pay a surcharge in addition to the buyer's premium. which is equal to the fee levied by the third party platform.

Unless exempt by law, the buyer will be required to pay all applicable Missouri sales or use tax. A tax exemption form must be provided to Woodard LIpe in advance of payment for sales tax to be removed from an invoice. We collect sales tax in states where legally required, determined by state, county, and city to which the lot will be shipped.

No Chargeback Policy:  Purchasers agree that disputes of any nature may not be resolved by a credit card chargeback and further agree to refrain from filing any charge back claim against Woodard Lipe and/or its credit card merchant.  By purchasing at Woodard Lipe, the purchaser waives the right to initiate a chargeback and furthermore agrees to pay a minimum of $500.00 plus administrative fees, costs, attorney fees, and other charges associated with responding to said chargeback due to the administrative burden of responding to said dispute.

 Title:   Title of each lot passes to the bidder when the auctioneer hammer falls and the auctioneer says "SOLD." It is the sole responsibility of the purchaser to safeguard all purchased lots from loss by theft, accidental breakage, fire or flood event.  Transportation and packaging is expected done at the owner's expense and risk.  Woodard Lipe assumes no liability for loss or damage to property to any property left on premise or responsible for damage incurred by third party shipping and removal.

Pick-Up: The buyer is responsible for arranging pick-up and shipment of all purchased lots. If sold items have not been removed from Woodard Lipe within thirty (30) days, Woodard Lipe may charge a storage fee of $10.00 per day. 

Limited Rights of Rescision: If within one year from the date of sale, the original buyer (i) gives written notice to Woodard Lipe alleging that the identification of authorship of such lot as set forth in the UPPER CASE TYPE heading of the catalog description of such lot (as amended by notice or announcements during the sale) is not substantially correct based on a fair reading of the catalog (including terms of the catalog glossary); and (ii) within ten (10) days after such notice returns the lot to Woodard Lipe in the same condition as at the time of sale, and (iii) establishes the allegation in the notice to our satisfaction (including providing more than one written opinions by recognized experts in the field, as we may reasonably require) then the sale of such lot will be rescinded and, unless we have already paid to the consignor monies owed in connection wit the sale, the original purchase price will be refunded. If prior to receiving such notice from the original buyer alleging such defect, we have paid the consignor monies owed him in connection wit the sale,k we shall pay the original buyer the amount of our commissions any other sale proceeds to which we are entitled and applicable taxes received from the buyer on the sale and make demand on the consignor to pay the balance of the original purchase price to the original buyer. Should the consignor fail to pay such amount promptly, we may disclose the identity of the consignor and assign to the original buyer out rights against the consignor with respect to the lot the sale of which is sought to be rescinded. Upon such disclosure and assignment, any liability of Woodard Lipe as consignor's agent with respect to said lot shall automatically terminate. The limited right of rescission is available to the original buyer only and may not be assigned to relied upon by any subsequent transferee of the property sold.  The buyers sole and exclusive remedy against Woodard Lipe for any reason whatsoever is the limited right of rescission described in this section.

Limitations of Liability:  Except as expressly provided above, all property is sold "as is." Neither Woodard Lipe nor the consignor makes any representation or warranty, express or implied, as to the merchantability, fitness, or condition of the property or as to the correctness of description, genuineness, attribution, provenance or period of the property or as to whether the buyer acquires any copyrights or other intellectual property rights in lots sold or as to whether a work of art is subject to the artist's moral rights or other residual rights of the artist. The buyer expressly acknowledges and agrees that in no event shall Woodard Lipe be liable for any damages including, without limitation, any compensatory, incidental or consequential damages. Woodard Lipe is not responsible for any reason for loss of profits or business, loss of opportunity or value, expected savings or interest, costs, damages, or expenses. In no event shall the aggregate liability of Woodard Lipe and its consignor to a purchaser exceed the purchase price actually paid for a disputed item of property.

Mediation and Arbitration: This agreement and any non contractual obligations arising out to or in connection with this agreement, or any other rights relating to the purchase of a lot will e governed by the laws of Missouri. Prior to court proceedings, all parties agree to attempt to settle the dispute by mediation submitted to JAMS for mediation in Missouri. The language of arbitration will be English.  If the dispute is not settled within (60) sixty days then then the issue shall be submitted to JAMS for final and binding arbitration.  Unless otherwise agreed by both parties, the Discovery for the arbitration shall be as follows (i) all arbitration proceedings shall be confidential (ii) parties shall submit written briefs to the arbitrator 15 days prior to commencement (iii) requests for no more than 10 categories of documents provided within 14 days of written request thereof (iv) no more than 2 depositions per party (v) each party shall have no more than 8 hours to present their position (vi) the entire hearing before arbitrator shall not take more than 3 consecutive days. The award will be entered in writing within 30 days from end of proceedings.  Each party shall bear its own attorney's fees and costs in connection with the proceedings and shall share equally the fees and expense of the arbitration. 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.