Conditions of Business

CONDITIONS OF BUSINESS FOR BUYERS AT AUCTION

1. Introduction

In these Conditions of Business for Buyers, “we”, “us” and “our” refers to PARAQON GROUP LIMITED and “you” and “your” refer to Bidders and Buyers. If you are an agent acting on behalf of a principal, “you” and “your” refer to both principal and agent. Capitalized terms will have the meaning set out in Condition 2.

These Conditions of Business for Buyers are the terms and conditions applicable to Bidders and Buyers in our Hong Kong auctions (both live and timed auctions). The Conditions of Business for Buyers include the Authenticity Guarantee and any other additional conditions that are expressly stated as applicable to a sale, and they may be amended by any oral or written announcement or notice prior to or during the sale. Our and the Seller’s relationship with Buyers and any Bidders in relation to the Lots offered in a sale is governed by these Conditions of Business for Buyers and the express representations and warranties and indemnity given by the Seller. We act as agent for the Seller, unless the Catalogue indicates otherwise, and a sale contract is made directly between the Seller and the Buyer. Unless we own a Lot in whole or in part, we act solely as agent for the Seller. A sale contract is made directly between the Seller and the Buyer. On occasion, PARAQON may own a Lot directly, in which case we will act in a principal capacity as the Seller, or a PARAQON GROUP LIMITED may own a lot, in which case we will act as agent for that Company, or PARAQON GROUP LIMITED may have a legal, beneficial or financial interest in a Lot as a secured creditor or otherwise.

By registering for an auction, including through our Online Platforms, you agree to be bound by these Conditions of Business for Buyers.

We may change these Conditions of Business for Buyers from time to time in our sole discretion, without notice to you or to the Seller, by posting such changes on the PARAQON website at WWW.PARAQON.COM. It is your and the Seller’s responsibility to periodically check the Conditions of Business for Buyers for changes by clicking the link “Conditions of Business.” You will know if these Conditions of Business for Buyers have been revised since your last review by referring to the “Last Modified” date at the bottom of this page. If you do not agree to the current Conditions of Business for Buyers, you should refrain from registering to bid in an auction.

2. Defined Terms

Authenticity Guarantee: the guarantee we provide as principal to the Buyer in relation to a purchased Lot, as set out in Condition 14.

Bidder: any person or entity registered to bid in a sale.

Buyer: the buyer of record of a Lot.

Buyer’s Expenses: any costs or expenses, plus any applicable VAT and/or sales or use tax, due to us from the Buyer in respect of the purchase of a Lot including but not limited to shipping costs.

Buyer’s Premium: the commission the Buyer must pay to us as part of the Purchase Price for auction Lots. Buyer’s Premium is subject to any applicable VAT and/or sales or use tax.

Catalogue: the list of Lots offered in a sale and associated information, available on our website, any PARAQON Group application and, in some cases, in printed form.

Hammer Price: for each auction Lot sold, the last price accepted for the Lot by the auctioneer or acknowledged by our online platform, or in the case of a post-auction sale, the agreed sale price. Hammer Price is subject to any applicable VAT and/or sales or use tax.

Lot: an item (or more than one item of property grouped as one) of property offered for sale.

Online Platforms: our websites, any PARAQON Group application, and any other online means through which we enable Bidders to bid on Lots in our sales.

Purchase Price: for auction Lots, the Hammer Price plus the Buyer’s Premium and any applicable VAT and/or sales or use tax.

Reserve: the confidential minimum Hammer Price at which an auction Lot can be sold.

Seller: the person(s) or entity(ies) on whose behalf we are offering a Lot for sale. Where a PARAQON GROUP LIMITED owns a Lot, PARAQON acts in a principal capacity as Seller.

PARAQON GROUP LIMITED: the limited company incorporated in Hong Kong.

VAT: any applicable Value Added Tax or goods and services tax, or an amount in lieu of Value Added Tax or goods and services tax, as the case may be, at the prevailing rate.

3. The Lots

(a) All Lots are offered for sale in the condition they are in at the time of the sale. You acknowledge that many Lots are of an age and type such that they are not in perfect condition. Catalogue descriptions and condition reports may refer to imperfections of a Lot or Referenced Content, but Lots or Referenced Content may have other faults not expressly referred to in the Catalogue or condition report. Illustrations are for identification purposes only and may not convey full information as to the actual condition of a Lot or Referenced Content.

(b) You accept responsibility for carrying out your own inspections and investigations of Lots in which you may be interested. You should inspect a Lot before bidding to determine and to satisfy yourself as to its condition, size, description and whether it has been repaired or restored, as applicable, and we accept bids on Lots solely on this basis. Condition reports may be available to assist when inspecting Lots. Lots may be available for viewing in person at our premises or another location and viewing information will be available on our website.

(c) You acknowledge that our knowledge of each Lot is partially dependent on information provided by the Seller, and we are not able to and do not carry out exhaustive due diligence on each Lot. Information provided to you regarding any Lot, including any estimates, information in the Catalogue, condition reports, or information in respect of the age of hand-coloring in maps, atlases or books, is a matter of opinion only and not a representation of fact. This information is dependent upon, among other things, the condition of the Lot, the degree of research, examination or testing that is possible or practical in the circumstances, and the status of generally accepted expert opinion, research and scientific or technical analysis at the time of cataloguing. Any estimates should not be relied upon as a prediction of the selling price or value of a Lot and may be revised from time to time in our absolute discretion.

(d) We reserve the right to withdraw any Lot from an auction or to cancel an auction, whether prior to or during the auction, and we will not be liable to you for any claims, causes of action, liabilities, damages, losses, or expenses in connection with such withdrawal or cancellation.

(e) Unless otherwise specified, all auction Lots are offered subject to a Reserve. The Reserve for a Lot cannot exceed the Lot’s low estimate. In an auction, prior to the sale of such Lot, you acknowledge that we may reduce the Reserve for any Lot at any time during the auction, provided it has been agreed with the Seller prior to any such reduction.

(f) Each Lot offered will be referenced by its Lot number assigned in the Catalogue. Unless we specify otherwise, bids must be on a per-Lot basis.

(g) The Buyer is solely responsible for identifying and obtaining any necessary export, import, firearm, endangered species or other permit for a purchased Lot. Any symbols or notices in the Catalogue reflect our reasonable opinion at the time of cataloguing and are included for informational purposes only. Without prejudice to Condition 3(h), neither we nor the Seller make any representations or warranties as to whether any Lot is subject to export or import restrictions or any embargoes. The denial of any permit or license will not justify cancellation or rescission of the sale or excuse any delay in payment. We will not deliver a firearm to a Buyer unless the Buyer has first supplied evidence to our satisfaction of compliance with this Condition.

(h) DISCLAIMER OF WARRANTIES:

(i) All Lots are offered for sale “AS IS,” without any guarantee, representations or warranties by us or the Seller, except for the express representations and warranties given by the Seller and the Authenticity Guarantee, which we, as principal, provide to the Buyer. We and the Seller disclaim all implied warranties, including but not limited to merchantability and fitness for a particular purpose, except in so far as such obligations cannot be excluded by law. Neither we nor the Seller give you any guarantee, representation or warranty as to the correctness of the Catalogue or other images or descriptions of the condition, completeness, size, quality, rarity, value, importance, medium, frame, provenance, exhibition history, or literary or historical relevance of any Lot, and no statement anywhere, whether oral or written, will be deemed such a warranty, representation or assumption of liability. Except as expressly set forth elsewhere in these Conditions of Business for Buyers, neither we nor the Seller make any representations or warranties as to whether any Lot is subject to copyright or whether the Buyer acquires any copyrights, including but not limited to, any reproduction rights in any Lot.
 

4. Representations and Warranties

(a) You represent and warrant to us and the Seller that at all relevant times:

(i) your bids on any Lot are genuine and are not the product of any collusive or other anti-competitive agreement and are otherwise consistent with any applicable antitrust laws, and you have not solicited, requested or induced any other party to refrain from bidding, or participated in any joint bid for the purpose of restraining competition;

(ii) your performance under these Conditions of Business for Buyers has not and will not violate any applicable law, regulation or code in any jurisdiction;

(iii) your purchase of a Lot and, if you are acting as an agent on behalf of a principal, the arrangement between you and your principal, will not facilitate tax crimes;

(iv) you have no knowledge or reason to suspect that (1) the funds used to purchase a Lot are connected with the proceeds of criminal activity, or (2) you or your principal, if applicable (or, if you are an entity, any person(s) or entity(ies) with a beneficial or ownership interest in you), are under investigation, charged with, or convicted of any substantive or predicate money laundering or economic sanctions crime, terrorist activity, tax evasion or act in violation of any anti-bribery or anti-corruption laws or regulations;

(v) you (and your principal, if applicable) are not, nor are you (or your principal, if applicable) owned (in whole or in part), controlled, or acting on behalf of, an entity or individual that is: (1) the subject of economic sanctions, embargoes or other trade restrictions in any jurisdiction, including those administered and enforced by the United States, European Union or any of its member states, United Kingdom, United Nations Security Council, or other applicable sanctions authority (collectively, “Sanctions”), or (2) located, organized, or resident in a country or territory that is the subject of Sanctions (including Crimea, Cuba, Iran, North Korea, Syria, the Russian Federation and Belarus) (collectively, “Sanctioned Jurisdictions”);

(vi) you (and your principal, if applicable) are currently in compliance, and for the past five years have complied, with applicable Sanctions, anti-money laundering, anti-terrorism, and anti-bribery or anti-corruption laws;

(vii) the Purchase Price will not be funded directly or indirectly by or from anyone that is the subject of Sanctions or located, organized, or resident in a Sanctioned Jurisdiction;

(viii) no party directly or indirectly involved in the transaction is the subject of Sanctions or is owned (in whole or in part) or controlled by any individual or entity that is the subject of Sanctions or otherwise located, organized, or resident in a Sanctioned Jurisdiction, except as expressly authorized in writing by the government authority having jurisdiction over the purchase and with our prior express written consent;

(ix) if you are acting as agent on behalf of a principal or otherwise are bidding on behalf of any other party, you have taken all steps reasonably designed to ensure compliance with Sanctions, anti-money laundering, anti-terrorism, antitrust and anti-bribery or anti-corruption laws, including but not limited to, conducting appropriate due diligence on all relevant parties, including the identities of all parties with a financial interest in a bid and the source of funds for any bid. You will retain and make available upon request the documentation evidencing such due diligence for at least five years after the purchase. All commissions or other monetary compensation payable to you for this purchase have been authorized by your principal (or any other party on whose behalf you are bidding) and comply with Sanctions, anti-money laundering, anti-terrorism, antitrust, and anti-bribery or anti-corruption laws, and your purchase will not cause (or otherwise result in) us, Sellers, or anyone else to violate any Sanctions, anti-money laundering, anti-terrorism, or anti-bribery or anti-corruption laws; and

(x) you have full legal authority without any further action or other party’s consent to enter into and perform under these Conditions of Business for Buyers and to give these representations and warranties; if you are an entity, the individual bidding on your behalf is authorized to do so and the entity is duly incorporated or formed, validly existing and in good standing in the jurisdiction where it is incorporated or formed.

(b) We may, in our sole discretion, rescind the sale of a Lot if we reasonably determine that (i) any of the Seller’s representations or warranties is inaccurate, incomplete or breached, or (ii) the sale has subjected or might subject us or the Seller to liability.

5. Indemnity

You shall indemnify and hold us, each PARAQON GROUP LIMITED, our and their respective officers and employees, and the Seller harmless against any and all claims, causes of action, liabilities, damages, losses, and expenses (including but not limited to reasonable attorneys’ fees), arising out of or in connection with any inaccuracy, incompleteness or breach of any of your representations or warranties or breach of your obligations under these Conditions of Business for Buyers to the fullest extent permitted by law.

6. Bidding

(a) You must create an account and provide the requested information in order to bid, which may include providing credit card, debit card or, where applicable, bank account details which our third-party payment service provider(s) will store as a payment method for your purchases, including for charges and debits as set forth in Condition 8(a)(iv). We may require financial references, guarantees, deposits or other security, as we determine necessary or appropriate.

(b) To bid on any auction Lot designated as a “Premium Lot,” you must complete the required Premium Lot pre-registration application. We must receive your application at least 2 business days prior to the commencement of the auction, and our decision whether to accept your application will be final. 

(c) We advise Bidders to place their bids directly, either in person at the auction (where available) or through our Online Platforms. If you elect to bid or to participate in an auction held through an Online Platform, you are responsible for making yourself aware of all salesroom notices and announcements, which will be available on the Online Platforms.

(d) We also accept written bids and telephone bids, by arrangement with the Bids Department (where available). A written bid, also known as an absentee bid, is where a Bidder submits a maximum bid ahead of a live auction, which will be executed on the Bidder’s behalf by the auctioneer at the lowest bid increment possible, as may be determined at the auctioneer’s discretion, and never for more than the maximum amount the Bidder indicates. Written bids and telephone bids are offered as a courtesy for no additional charge, at the Bidder's risk and subject to our other commitments at the time of the auction. We will seek to carry out absentee written bids, endeavoring to ensure that the first received of identical written bids has priority. We will not accept liability for failure to place written or telephone bids.

(e) For certain sales, Bidders are permitted to submit via the Online Platform a maximum bid before the start of a live auction (an “Advance Bid”). Advance Bids will be executed on your behalf automatically up to your predefined maximum value in response to other bids placed on the Lot, including bids placed by us on behalf of the Seller, up to the amount of the Reserve (if applicable). The current leading bid will be visible to all Bidders; the value and status of your Advance Bid will be visible only to you, unless it is the leading bid. Once the live auction begins, the auctioneer will open bidding at the current leading bid. The system will continue to bid on

(f) your behalf up to your predetermined maximum bid, or you may continue to bid via the Online Platforms during the live auction at the next increment.

(g) All bidding will be in the currency of the sale location. As a courtesy to Bidders, a currency board is operated in many salerooms for live auctions for informational purposes only. Online Bidders will not be able to see any such currency conversion board that may be displayed in the auction room.

(h) We reserve the right to refuse or revoke permission to bid before or during a sale for any reason. For live auctions with bidding in person, we may refuse admission to the auction. For timed auctions, we also reserve the right to deactivate your account at any time prior to, during, or after an auction.

(i) For timed auctions and live auctions with Advance Bidding, you may cancel a bid after you place it only if (i) the description of or the condition report for the Lot has been materially revised after the bid was placed; or (ii) a notice regarding the Lot has been posted on our website after the bid was placed. Other than in the foregoing limited circumstances, you agree that any bid you place, regardless of the means by which you have done so, is final and you will not be permitted to amend or retract it. For all auctions and sales, should your bid be successful, you irrevocably agree to pay the full Purchase Price and any applicable Buyer’s Expenses. We are not responsible for any errors that you make or that are made through your PARAQON account in placing a bid on a Lot. If you are an Interested Party (as defined below), you may not bid on the Lot, permit any other person to do so on your behalf, or have any agreement or arrangement with a bidder in connection with the Lot, unless you receive written approval from us prior to bidding (which may be granted in PARAQON sole discretion). An “Interested Party” means any party (i) with a direct or indirect financial interest in the Lot, such as the beneficiary of an estate selling the Lot or the joint owner of a Lot, or (ii) who has worked in connection with the sale of the Lot. If you are an Interested Party who wishes to bid on a Lot, you must notify us of your intention to bid at least two business days prior to the commencement of the auction. You may not bid unless and until you receive written approval from us to do so. If we provide written approval for you to bid, we reserve the right to require that you bid by means other than bidding in the sale room. If you do bid in violation of this Condition or do not follow the procedures prescribed, we reserve the right to cancel your bids on and/or the sale of a Lot to you.
 

7. Conduct of an Auction

(a) An auction is by its nature fast-moving and bidding may progress very quickly. In a live auction, the auctioneer will commence and advance the bidding at levels and in increments the auctioneer considers appropriate (including by reference to any advance bids made). The auctioneer has discretion to vary bid increments in the auction room and on the telephone but Bidders using Online Platforms may not be able to place a bid that is less than a whole bidding increment above the previous bid.

(b) In a timed auction, bidding opens at an amount that is at or below the low estimate for the Lot and escalates in bid increments that we determine. We may vary the amount of the bid increments during a timed auction. Lots will be closed sequentially, either by the online system or, in some cases, by a live auctioneer. If closed by the online system, Lots will close sequentially in two-minute intervals (as indicated on the sale page) unless a bid is placed within two minute of a Lot’s scheduled closing time, in which case we will extend the sale of that Lot by two minutes from the time of the last bid and such extensions may be repeated for a maximum period of two hours. The extension of any Lot’s closing time does not affect any other Lot’s closing time; therefore, it is possible that Lots will close out of numerical Lot order.

(c) The auctioneer (or, in a timed auction, the online system) may open bidding on any Lot by placing a bid on behalf of the Seller below the Reserve. The auctioneer and PARAQON representatives may further bid by placing successive or consecutive bids for a Lot up to the amount of the Reserve, or if there is an irrevocable bid on the Lot, up to the amount of the irrevocable bid. In a timed auction, such bids will be counted toward the total bid count displayed on the Online Platform.

(d) The auctioneer (or, in a timed auction, the online system) may refuse or reject any bid, including bids that have previously been accepted, withdraw any Lot, or reopen or continue the bidding (including after the fall of the hammer or, in a timed auction, the close of a Lot). If the Reserve for a Lot is not met, the auctioneer may withdraw the Lot from sale, and the auctioneer or online system will announce that the withdrawn Lot has been “passed”, “withdrawn”, “returned to owner,” “unsold,” “bought-in” or the equivalent.

(e) In the case of error or dispute with respect to bidding, either during or after the auction, we in our sole discretion may refuse any bid, withdraw a Lot, determine who the Buyer is, continue or re-open the bidding, cancel the sale of a Lot, or re-offer and re-sell a Lot (including after the fall of the hammer or, in a timed auction, the close of a Lot), and take such other action as we reasonably deem appropriate. In the case of any dispute, our sale record will be absolute and final. In the event of any discrepancy between any online records or messages provided to you and our sale record, our sale record will prevail. Where we decide to cancel the sale of a Lot or to re-offer and sell a Lot following an error or dispute with respect to bidding, we will notify the Buyer of such decision as soon as reasonably practicable.

(f) Subject to Conditions 7(d) and (e), the Buyer will be: in a live auction, the highest Bidder accepted for a Lot at the fall of the hammer; in a timed auction, the highest Bidder accepted for a Lot on the close of the Lot; in the case of a Bidder bidding as agent, such Bidder’s principal will be the Buyer. This means that, subject to Condition 7(d) and (e), the sale contract between the Buyer and the Seller is concluded on the striking of the auctioneer’s hammer in a live auction, or on the close of a Lot in a timed auction, whereupon the Buyer becomes liable to pay the full Purchase Price and any applicable Buyer’s Expenses. The sale contract between the Seller and the Buyer of a Lot will be final at the end of the auction session.

(g) Any post-auction sale of Lots will be made pursuant to these Conditions of Business for Buyers.
 

8. Payment

(a) Generally

(i) Buyers will be invoiced after the sale. For online Bidders, the purchase information shown in the “My Bids” section of the PARAQON website and in the section of “My Account” on our website is provided for your convenience only. In the event of any discrepancy between the online purchase information and the invoice we send you following the sale, the invoice will prevail. Where we process payments through third-party payment service provider(s), such provider(s) may post operating rules related to payment on their respective websites and change such rules from time to time.

(ii) For auction Lots, the Buyer’s Premium and Overhead Premium (as applicable) will be added to the Hammer Price on a per-Lot basis and are payable by the Buyer as part of the Purchase Price.

(iii) The Buyer also must pay as part of the Purchase Price any applicable sales tax, compensating use tax, VAT, consumption tax, goods or services tax or other indirect taxes, luxury tax, excise tax, and duties or tariffs (collectively, “Taxes”), on the purchase of a Lot where and as required by applicable law. We will collect any applicable Taxes on the purchase of a Lot where and as required by applicable law. The Buyer shall pay the Purchase Price in full without any deduction for taxes of any kind, unless such deduction is required by law. In any such case, the amount due to us from the Buyer will be increased to an amount that after deduction for any such taxes leaves an amount equal to the Purchase Price.

(iv) For certain sales, as notified on the Lot page and/or during the bidder registration process, if the aggregate sum of the Purchase Price and the Buyer’s Expenses that you owe us for any Lot(s) is HK$200,000 or less, you authorize us and our third-party payment service providers to immediately (and, in any event, (x) within 5 business days after the sale for the Purchase Price and (y) within 5 business days after your receipt of the invoice for the applicable Buyer’s Expenses) charge or debit your account for the Purchase Price and the Buyer’s Expenses up to a maximum aggregate amount of HK$200,000 using the payment details provided by you as part of the bidder registration process. We may do this in more than one charge or debit, but we will not charge or debit more than HK$200,000 in the aggregate from your account for the Purchase Price and the Buyer’s Expenses. This amount is in addition to the HK$20,000 maximum aggregate amount that we are authorized to charge or debit for interest as set forth in Condition 9(c) and the HK$20,000 maximum aggregate amount that we are authorized to charge or debit for late collection charges as set out in Condition 10(a)(iv). To the extent we do not exercise our ability to charge or debit your account for the full amount of the Purchase Price and/or all of the Buyer’s Expenses due to us for any Lot(s), we will send you an invoice setting out any balance that you owe for such Lot(s) which shall be payable by any permitted payment method immediately and in any event within 5 business days after your receipt of the invoice. We may agree, in our discretion, to accept payment in full for your purchased Lot(s) by any permitted payment method immediately upon the conclusion of the sale instead of exercising our right to charge or debit your account as set out in this Condition 8(a)(iv).

(v) Payment of the Purchase Price for a Lot and any Buyer's Expenses is due from the Buyer in the currency of the relevant sale immediately upon conclusion of the auction, notwithstanding any requirements for export, import or other permits. The Buyer’s obligation to pay the full Purchase Price and any applicable Buyer’s Expenses is absolute and unconditional and is not subject to any defenses, setoffs or counterclaims of any kind whatsoever.

(vi) We will not accept payment from a source other than the Buyer. If you are registered to bid as a company, your company will need to pay for any purchases in the name of the company via an accepted payment method. Partial payment for a Lot is not permitted.

(vii) Title in a purchased Lot will not pass to the Buyer until we have received the full Purchase Price in cleared funds. We will release a Lot to the Buyer or the Buyer’s agent after we have received from the Buyer the full Purchase Price and any applicable Buyer’s Expenses in cleared funds and appropriate identification of the Buyer and the Buyer’s agent (if any), unless we are prevented from doing so by an event beyond our control. Any earlier release does not affect the passing of title or the Buyer’s unconditional obligation to pay the full Purchase Price and any applicable Buyer’s Expenses.
 

9. Consequences of Late or Non-payment

(a) Subject to Condition 8(a)(iv), the Buyer is required to pay the full Purchase Price for a Lot and any applicable Buyer’s Expenses in cleared funds immediately, and in any event, (x) within five business days after the sale for the Purchase Price and (y) within five business days after the Buyer’s receipt of the invoice for the applicable Buyer’s Expenses. If the Buyer fails to do so without our prior agreement, the Buyer will be in default. In such case, without prejudice to any rights or remedies the Seller may have, we may in our sole discretion exercise one or more of the following rights or remedies in respect of each Lot for which the Buyer has failed to pay in full, to the fullest extent permitted by law, in addition to any and all other rights or remedies available to us or the Seller by law or in equity:

(i) store the Lot at our premises or, elsewhere at the Buyer’s sole risk and expense;

(ii) cancel the sale of the Lot;

(iii) set off any amounts owed to the Buyer by a PARAQON GROUP LIMITED against any amounts outstanding from the Buyer in respect of the Lot or any damages suffered by us as a result of breach of contract by the Buyer;

(iv) apply any deposits and/or payments made to us by the Buyer as part of the Purchase Price and Buyer’s Expenses towards such Lot or any other Lot purchased by the Buyer, or to any shortfall on the resale of any Lot pursuant to paragraph (viii) below, or to any damages suffered by us, or any amounts owed to us, as a result of breach of contract by the Buyer;

(v) reject future bids from the Buyer or render such bids subject to payment of a deposit;

(vi) charge interest at the annual percentage rate of 10%, but in no event greater than the maximum rate permitted by law, to be calculated daily from the date on which the applicable payment is due until to the date full payment is received in cleared funds (both before and after judgement);

(vii) retain or exercise a lien over any of the Buyer’s property that is in the possession of a PARAQON GROUP LIMITED, in which case we will inform the Buyer, and we may thereafter arrange the sale of such property and apply the proceeds to the amount outstanding;

(viii) resell the Lot at the Buyer’s expense either at auction or by private sale, with estimates and reserves set at our discretion, and in the event such resale is for less than the sum of the Purchase Price and applicable Buyer's Expenses for that Lot, the Buyer will remain liable for the shortfall together with all costs incurred in such resale;

(ix) commence legal proceedings to recover the Purchase Price and Buyer's Expenses for that Lot, or to claim damages for the Buyer’s breach of contract, together with interest and the costs of such proceedings on a full indemnity basis; and

(x) release the name and address of the Buyer to the Seller to enable the Seller to commence legal proceedings to recover the amounts due and legal costs, and in such case, we will take reasonable steps to notify the Buyer prior to releasing such details to the Seller.

(b) In the event the Buyer fails to pay any or all of the Purchase Price for a Lot and we elect to pay the Seller any portion or all of the sale proceeds, the Buyer acknowledges that we will have all of the rights that the Seller would otherwise have against the Buyer for any such amount, whether at law, in equity, or under these Conditions of Business for Buyers.

(c) Where we charge interest on any outstanding amount of the Purchase Price and/or Buyer’s Expenses pursuant to Condition 9(a)(vi), we will invoice you twice a month for such interest. We may, and you authorize us and our third-party payment service providers to, charge or debit your account for each such invoice amount twice a month up to a maximum aggregate amount of HK$20,000 using the payment details provided by you as part of the bidder registration process. This amount is in addition to the HK$200,000 maximum aggregate amount that we are authorized to charge or debit for the Purchase Price and the Buyer’s Expenses as set forth in Condition 8(a)(iv) and the HK$20,000 maximum aggregate amount that we are authorized to charge or debit for late collection charges as set out in Condition 10(a)(iv). To the extent any interest remains outstanding after we have charged or debited your account up to the maximum aggregate amount of HK$20,000, we will send you an invoice setting out the balance that you owe for such interest, which shall be payable by any permitted payment method immediately and in any event within five business days after your receipt of such invoice.
 

10. Collection and Delivery of Purchases

(a) The provisions of this Condition 10(a) apply to all Lots:

(i) The Buyer is obliged to arrange collection of purchased Lots no later than 30 calendar days after the date of sale, or if applicable, within the time stipulated in the relevant sale information available on our website.

(ii) All packing and handling are at the Buyer's risk. We will not be liable for any acts or omissions of third- party packers or shippers.

(iii) If you request PARAQON to assist with shipping purchased Lots to you, we will include a shipping quote outlining the Buyer’s shipping costs (the “Buyer’s Shipping Quote”). For international Buyers, the Buyer’s Shipping Quote will be exclusive of any taxes or duties, and it is your responsibility to ascertain and pay all international duties, custom charges, taxes, charges and tariffs owed to the appropriate government entity or that otherwise need to be paid prior to shipment and/or delivery including any third-party charges necessary to facilitate shipment. Once you have accepted the Buyer’s Shipping Quote and we have received in full the Purchase Price, applicable Buyer’s Expenses and you have paid in full the amount stated in the Buyer’s Shipping Quote by the payment deadline, we will arrange shipment of the Lot to you to the address you provided on your account following conclusion of the sale. Purchased Lots cannot be delivered to P.O. boxes, and we are unable to arrange delivery to those locations specified as excluded zones in the shipping costs calculator that is available on the Online Platform. If you request delivery of a Lot to any such destination, we reserve the right to require you to collect the Lot from us or to arrange delivery of the Lot by a third-party carrier.

(iv) If the Buyer pays the Purchase Price and Buyer's Expenses but fails to collect a Lot within 30 calendar days of the conclusion of the auction, we will store the Lot at the Buyer's expense and risk at our premises or with a third party. 

(v) If a purchased Lot is not collected within two years of the auction, the Buyer authorizes us, having given 30 days’ written notice to the Buyer at their address or email address last notified to PARAQON, to arrange a resale of the Lot by auction or private sale (at PARAQON GROUP LIMITED or elsewhere), with estimates and reserves at our discretion (including without reserve). Any such sale conducted by a PARAQON GROUP LIMITED will be conducted under the standard Conditions of Business for Sellers and the Conditions of Business for Buyers, if any, applicable to the relevant sale. If the Lot sells, we will be entitled to deduct and retain from the sale proceeds our standard Buyer’s Premium, Overhead Premium (as applicable), and our seller’s commission (as applicable), and any other costs we incur in selling the Lot, and any balance of the sale proceeds will be payable to the Buyer. If the Buyer fails to collect the balance of the sale proceeds within five years of the sale, then such proceeds will be forfeited by the Buyer and we shall have the right to retain such balance for our own account.
 

11. Risk and Responsibility for Lots

(a) Risk and responsibility for a purchased Lot will transfer to the Buyer as follows:

(i) For Lots in live auctions: on the earlier of: (1) collection of the Lot, or (2) the 31^st calendar day after the sale, or if applicable, the expiry of the time specified in the special sale information available on our website. For any Lots stored at a third-party location and not available for collection from our premises, your provision to us of instructions authorizing the release to you or your agent shall constitute collection by the Buyer.

(ii) For Lots in timed auctions: (1) if we dispatch the Lot to the Buyer (using the method of shipping the Buyer specified for the Lot), when the Lot comes into the physical possession of the Buyer or the Buyer’s designated agent or (2) if collection by the Buyer is available, when the Buyer or the Buyer’s designated agent collects the Lot

(b) Once risk passes to the Buyer, the Buyer irrevocably releases us and each other PARAQON GROUP LIMITED, our and their respective officers and employees, agents, warehouses and the Seller, from any and all claims, causes of action, liabilities, damages, losses, and expenses (including but not limited to reasonable attorneys’ fees) for loss of or damage to the Lot.

(c) Before risk and responsibility for a purchased Lot transfers to the Buyer in accordance with this Condition 11, we assume liability for loss or damage to a Lot, subject to the exclusions set out in paragraph (d) below. In the event of loss or damage for which we have assumed liability, we will determine the extent of depreciation to the Lot, if any, caused by the loss or damage and compensate the Buyer in respect of that loss up to the amount of the Purchase Price paid by the Buyer for the Lot.

(d) We will not be liable for any loss or damage (1) occurring during any process undertaken by independent contractors engaged with your consent, including but not limited to for restoration, conservation, (un)framing, (un)mounting or cleaning; (2) caused to frames or to glass covering prints, paintings or other flat works; (3) caused by changes in humidity or temperature (as long as we take reasonable care in handling the Lot), normal wear and tear, gradual deterioration or inherent vice or defect (including woodworm), war, any act or acts of terrorism (as defined by our insurers), nuclear fission, radioactive contamination, or chemical, bio-chemical or electromagnetic weapons.

(e) Upon your receipt of payment from us for any loss or damage to a Lot in accordance with this Condition 11, you, on your own behalf and on behalf of your insurer(s), irrevocably release us and each other PARAQON GROUP LIMITED, our and their respective officers and employees, agents, warehouses and the Seller from all liability for loss of or damage to such Lot and irrevocably waive all rights and claims that you might have against us or any other PARAQON GROUP LIMITED, our or their respective officers or employees, agents, warehouses or the Seller in connection with the same.
 

12. Exclusions and Limitations of Liability

(a) Generally

(i) Neither we nor the Seller will be liable for errors or omissions in the glossary of terms, if any, or the Catalogue or other descriptions of the Lot, though if we discover a material error or omission in such materials prior to the auction, we will endeavour to provide a correction, time permitting.

(ii) We reserve the right to withdraw any Lot before the conclusion of the sale and will have no liability to you for such withdrawal.

(iii) We offer the Online Platforms as a convenience to clients. The application that enables participation via the Online Platforms is optimized for broadband connectivity (DSL or cable modem). Broadband or other internet capacity constraints, corporate firewalls and other technical problems beyond our reasonable control may create difficulties for some users including, for example, in relation to accessing an auction via the Online Platforms and in maintaining continuity of such access. Neither we nor the Seller will be liable to you for any failure to execute bids through our Online Platforms, or errors or omissions in connection therewith, including, without limitation, errors or failures caused by (1) any loss of connection between you and our Online Platforms;

(2) a breakdown on or problem with our Online Platforms or other technical services; or (3) a breakdown or problem with your internet connection, computer, mobile device or system.

(iv) We are not liable to you for any acts or omissions in connection with the conduct of the auction or for any matter relating to the sale of any Lot, other than as set out in the Authenticity Guarantee, or as may be required by applicable law.

(v) The Seller of any Lot is not liable to you for any acts or omissions in connection with any matter relating to the sale of such Lot, other than a breach of the express representations and warranties given by the Seller.

(vi) Unless we own a Lot offered for sale, we are not responsible for any breach of these Conditions of Business for Buyers by the Seller.

(vii) Neither you nor we nor the Seller will be liable for any special, consequential, indirect, incidental or punitive damages.

(viii) Without prejudice to Conditions 12(a)(i)-(vii), our and the Seller’s aggregate liability to you under these Conditions of Business for Buyers for any claim relating to a Lot will not exceed the amount of the Purchase Price of the Lot actually paid, except in the case of our willful misconduct or fraud, or in the case of death or personal injury caused by our negligent acts or omissions.

13. Data Protection

(a) We will hold and process your personal information for use as described in, and in line with, our Privacy Policy published on our website WWW.PARAQON.COM or available on request by email to INFO@PARAQON.COM.

(b) We may film auctions or other activities on any PARAQON GROUP LIMITED’s premises and such recordings may be transmitted over the internet via our website or other Online Platforms or social media. Online and telephone bids may be recorded, and you agree to such recording.

14. Authenticity Guarantee

(a) We, as principal, provide an Authenticity Guarantee to the Buyer, subject to the following terms and conditions, that the Lot is not “counterfeit”. For these purposes, a “counterfeit” means a Lot that in PARAQON reasonable opinion is an imitation created to deceive as to authorship, origin, date, age, period, culture or source, where the correct description of such matters is not reflected by the description in the catalogue (taking into account any glossary of terms). No Lot shall be considered a counterfeit by reason only of any damage and/or restoration and/or modification work of any kind (including repainting or over-painting) and/or treatment of gemstones.

(b) With respect to Lots containing any gemstone, jade or pearls, the Authenticity Guarantee is that the gemstone is genuine and of natural origin, and/or that the jade or pearls are of natural origin. The Guarantee Period for any claim that the gemstone is not genuine or of natural origin, and/or that the jade or pearls are not of natural origin is 21 days from the date of the auction.

(c) The Authenticity Guarantee is provided solely for the benefit of the Buyer and cannot be transferred to any third party.

(d) To claim under the Authenticity Guarantee, the Buyer must:

(i) notify us in writing on a period of 21 days after receiving any information that causes the Buyer to question the authenticity or attribution of the Lot, in each case specifying the Lot number and the date of the sale in which it was purchased, and providing all the information in the Buyer’s possession in support of the Buyer’s claim; and

(ii) return the Lot to us or, at our direction, to the Seller or another third party, in the same condition as at the date of sale to the Buyer and be able to transfer good title in the Lot, free from any third-party interest or claim(s) arising after the date of the sale.

In addition, we may also require the Buyer to obtain at the Buyer’s cost the reports of two independent and recognized experts in the field, or for jewellery, two internationally recognised gemmological laboratories, mutually acceptable to us and the Buyer. We will not be bound by any such reports and we reserve the right to seek additional expert advice at our expense.

(e) We reserve, in our absolute discretion as principal, the right to reject a claim under the Authenticity Guarantee if:

(i) the catalogue description was in accordance with the opinions of scholars and experts, which are generally accepted and known or privately expressed to us, as at the date of the sale, or the Lot description indicated that there was a conflict of such opinions;

(ii) the only method of establishing that the Lot was a counterfeit at the date of the sale would have been by means or processes not then generally available or accepted, unreasonably expensive or impractical to use, or likely to have caused damage or loss of value to the Lot;

(iii) the manner in which the Lot is said to be a counterfeit is due only to damage, restoration, modification work of any kind (including repainting or over-painting) or treatment of gemstones present at the time of the sale, or the inability of the manufacturer, maker or relevant archives to confirm the authenticity and attribution of the Lot; or

(iv) the manner in which the description of the Lot, is incorrect does not result in a material loss in value of the Lot.

(f) Subject to the above, if we reasonably determine that the Lot is a counterfeit, we will ensure that the sale is rescinded, and that the Buyer is refunded the Purchase Price in the currency of the sale.

(g) The rescission of the sale and the refund of the Purchase Price is the Buyer’s sole remedy available under the Authenticity Guarantee and is in lieu of any other remedy that might otherwise be available to the Buyer as a matter of law or in equity.

15. Miscellaneous

(a) You shall provide to us, upon our request, verification of identity and any additional information required to comply with our Know Your Client requirements, applicable law or to evidence your authority to enter into these Conditions of Business for Buyers. If you are an agent acting on behalf of a principal, you shall also disclose to us the identity of the principal and provide to us, upon our request, verification of identity and any additional information required to comply with our Know Your Client requirements, applicable law with respect to you and the principal or to evidence your authority to bid on behalf of and to bind the principal. We reserve the right to seek identification of the source of funds received. If we have not completed our enquiries in respect of Know Your Client, Sanctions, anti-money laundering, anti-terrorist financing or other checks as we consider appropriate concerning you (or your principal, if applicable) to our satisfaction or if we are not satisfied in our sole discretion with the results of such enquiries, we may, in our sole discretion, prohibit you or the principal from bidding, or not complete, cancel or rescind the sale of any Lot, including refusing or returning any payment, as appropriate, and take any further action required or permitted under applicable law without any liability to you.

(b) You are personally liable for your bid. If you are an agent acting on behalf of a principal, you and your principal are bound by the terms of these Conditions of Business for Buyers and jointly and severally assume your obligations and liabilities under them.

(c) We own the exclusive copyright to all images and written material we produce relating to each Lot. You cannot use them without our prior written permission. We may use them as we deem appropriate, to the extent permitted by law, before, during or after the sale of a Lot.

(d) The Conditions of Business for Buyers, including the Authenticity Guarantee, and the express representations and warranties and indemnity given by the Seller together are the entire agreement between us, the Seller and you with respect to the subject matter hereof and supersedes all prior or contemporaneous written, oral or implied understandings, representations or agreements relating to the subject matter of this agreement. You confirm that you have not relied upon, and waive all your rights and remedies available in relation to, any express or implied representation, warranty and/or promise outside of this agreement. If any part of this agreement is deemed invalid or unenforceable, such invalidity or unenforceability will not affect the remaining provisions, which will remain in full force and effect. No act, omission or delay by us shall be deemed a waiver or release of any of our rights.

(e) These Conditions of Business for Buyers are binding upon you, your estate, heirs, executors, devisees, representatives, administrators, successors and permitted assigns.

(f) You may not assign or delegate your rights or obligations under these Conditions of Business without our prior written consent.

(g) Notices to us should be in writing and addressed to the department in charge of the sale, quoting the reference number specified for the auction which can be found on PARAQON website or at the beginning of the sale catalogue.

16. Law and Jurisdiction

This agreement will be governed by and construed in accordance with the laws of Hong Kong. In the event of a dispute arising from or relating to this agreement, you and we agree to submit to the exclusive jurisdiction of the courts of Hong Kong. Pursuant to the Contracts (Rights of Third Parties) Ordinance (the “Ordinance”), the Seller and any PARAQON GROUP LIMITED may in their own right enforce the provisions of this Agreement applicable to them. No other party shall have any right under the Ordinance to enforce any term of this Agreement. The rights of the parties to rescind or vary this Agreement are not subject to the consent of any other person.

Last Modified 28 February 2025