Foal Auction Prinsjesdag 2022
- Foal Auction Prinsjesdag BV (hereinafter: 'VP') will organize several auctions in 2022 (hereinafter: 'the Auction'). The auctions will take place under the supervision of a notary.
- The relationship between VP and the seller is a contract of services.
- These auction conditions apply to the relationship between VP and the seller and to the relationship between VP and the bidder/buyer. Both the seller and the bidder/buyer participate in the Auction entirely at their own expense and risk. VP is under no circumstances obliged to more or other obligations towards the seller and the bidder/buyer than those described in these auction conditions.
- A purchase agreement is concluded exclusively between the seller and the bidder/buyer. The bidder/purchaser is, however, obliged to sign the written purchase agreement as referred to under 11. VP is not bound by any agreements between the seller and the bidder/buyer. Under no circumstances can VP be regarded as a seller or bidder/buyer.
- All stipulations in these auction conditions are also made for the benefit of all those who work or were working for or on behalf of VP. The provisions in these auction conditions apply directly to these (legal) persons, as if they were VP themselves.
- Participation in the auction is regarded as acceptance of these auction conditions. Any conditions used by a seller or bidder/buyer are hereby expressly rejected.
- VP or a selection committee composed by VP examines and selects the embryos / foals that qualify for participation in the Auction. The VP/the selection committee is hereby authorized, but not obliged, to obtain advice from third parties. VP/the selection committee has the right at any time to refuse the participation of a foal or foals in the Auction on the basis of (physical) defects, as well as on other grounds to be determined by VP/the selection committee, even if a foal or foals have already been the Auction is or have been selected. A decision to participate by VP/the selection committee is binding. VP/the selection committee is/are never obliged, on whatever ground, to reimburse the costs incurred by the seller.
- The selected foals will be sold on the spot without action or refaction, in the condition in which they are when they were awarded, in order to be reared into an adult horse by the bidder/buyer. The foals are auctioned. If no opening bid is made, the auctioneer is authorized to start with a reduced opening bid. The auctioneer has the right to change the order of the foals to be sold or to refuse persons as bidder/buyer without stating reasons.
- Bidders/buyers are deemed to be fully legally competent and in the right mind. Each bidder/buyer is deemed to have bid for himself and is bound by his bid until a higher bid has been definitively accepted. A bidder/buyer is fully liable in addition to his possible principal for failure to fulfill his obligations. A seller who buys back his foal is regarded as a bidder/buyer and all provisions in these auction conditions that concern bidders/buyers also apply to the seller referred to here.
- Only upon delivery of the foal by the seller to the bidder/buyer, does the risk in respect of the foal pass from the seller to the bidder/buyer immediately.
- The bidder/buyer will sign a written purchase agreement immediately after the award, showing identification. If the purchase agreement is not immediately presented to the bidder/buyer for signature, he must report to the VP secretariat immediately after the auction.
- VP has attempted to compile the catalog of selected foals for the Auction (hereinafter: the 'Catalogue') as accurately as possible. The information contained herein, including but not limited to the pedigrees, is intended to give an impression of the quality of the foals, without pretending to be exhaustive.
- It is the responsibility of the seller to check the correctness of the information in the Catalog and to inform VP before the Auction in writing about any errors/inaccuracies and necessary changes/additions. assessment of VP.
- Prior to the photo-video days, the seller is obliged to provide VP with a veterinary report, at his expense, from a recognized veterinary designated by him. The seller must provide the aforementioned report to VP prior to the photo/video days. During the aforementioned photo/video days, as well as on the day prior to the Auction, a veterinary surgeon appointed by VP will be present who will inspect the registered foal on behalf and for the account (see, however, the provisions of sub 19) and at the risk of the seller and submit the aforementioned veterinary report. checks. There will be a clinical assessment. If this veterinary finds inaccuracies or incompleteness, he will attach his findings to the veterinary report drawn up earlier. On the day of the Auction, the seller and bidder/buyer can view a copy of the veterinary report including any attached findings.
- At the request of VP, the bidders/buyers are obliged to provide information about their financial well-being, substantiated on the basis of documents demonstrating this well-being.
Cost and payment
- All rates and prices in these auction conditions are exclusive of VAT. VAT is charged on the purchase price and the commission amount.
- The commission to be paid by the seller is determined on the basis of the scale agreed on the 'order to sell': The minimum registration fee of €750 excl. VAT per foal and the minimum registration fee of €500 excl. embryo is owed by the seller to VP from the moment a registered foal has participated in the photo/video day and the seller of an embryo has signed the contract.
- foals† If the highest bid comes from the seller of a foal, he owes the commission in accordance with the provisions of sub 17 and following of these terms and conditions. If this bid is higher than €7,000, the seller also owes the premium, in accordance with the provisions of sub 20 and following of these terms and conditions. Embryos† If the highest bid comes from the seller of an embryo, he owes an additional €500. If this bid is higher than €10,000, the seller also owes the premium (buyer's commission), in accordance with the provisions of sub 20 and following of these terms.
- The seller must pay the minimum registration fee within 14 days after the seller owes it in accordance with the provisions of sub 17 into the bank account of Foal Auction Prinsjesdag BV, stating the invoice number. The seller and his foal(s) will only be admitted to the Auction after receipt of the aforementioned amount or proof of payment.
- The bidder/buyer must pay the purchase price at the Auction, increased by 10% premium excl. VAT on the purchase price, via a bank transaction or via debit card after receipt of the invoice. In euros without any discount or deduction. At a physical auction, a new buyer must report to the secretariat of VP for payment.
- If the buyer fails to fulfill his obligations under sub 20, VP has the right to re-auction the foal/embryo immediately, whereby the original buyer's offer will not be accepted. The original buyer is obliged to pay the difference between his bid and the lower purchase price at the second auction, as well as the associated costs to VP. The buyer has no claims against VP if a higher yield is realized at the second auction.
- A buyer is only entitled to pay by bank transfer with prior permission from VP, whereby the amount owed must be credited to VP's account number within 8 days after the auction. VP has, among other things, the right to withhold the aforementioned permission if, in VP's opinion, the buyer fails to demonstrate its financial solvency or provides insufficient security by means of a bank guarantee or otherwise. VP has the right to revoke the consent it has given at any time if in its opinion there are doubts about the financial soundness of the buyer or about the security provided by VP.
- Only the commission agents recognized by VP who have notified the secretariat of VP in writing before the start of the auction that they are acting for one or more of the bidders/buyers can claim commission from a sales amount of € 22,000 excl. VAT per foal or embryo. This commission amounts to 5% excl. VAT on the entire purchase price. After signing the purchase contract, the commission agent will be equivalent to being a buyer and will be held to the obligations stated in these general terms and conditions and will be responsible for a correct (financial) settlement. After the bidder/buyer has fully complied with his (payment) obligations and the foal has been delivered to the buyer, VP will owe the commission not earlier than two weeks after delivery.
- Payment to anyone other than VP does not release the seller or the buyer from its payment obligations towards VP. As long as VP has not received full payment from the buyer, the seller remains the owner of the foal.
- If VP has not received full payment from the seller and/or buyer within 30 days of the auction, the seller and/or buyer will be in default by operation of law and will owe VP compensation in the amount of 12% over the purchase price, plus interest. of 1.5% per month on the total amount due, to be calculated from the auction until the time of full payment. All this without prejudice to VP's right to compliance and/or compensation.
- If VP has not received full payment from the buyer within 30 days of the auction, VP is furthermore entitled to consider the sale as dissolved without notice of default on behalf of the seller and without his consent. In that case, the seller and the buyer remain obliged towards VP to fulfill all their payment obligations referred to in these auction conditions, insofar as these relate to compensation for the benefit of VP.
- If the buyer or seller fails to fulfill its (payment) obligations towards VP, all (extra)judicial costs incurred by VP as a result will be borne by the buyer or seller, with a minimum amount of € 1,000.
- If there is a foal with a known defect, of which a veterinary designated by VP has stated in writing that recovery (cure) is possible, then the buyer is obliged to fulfill his obligations in accordance with the conditions in sub 20 to 27. In the event of death or rejection of a foal by the aforementioned veterinary, who makes a binding decision on the health of the foal, before the expiry of the term within which delivery by the seller to the buyer should have taken place, the purchase agreement is considered to be dissolved and the purchase price with any VAT owed on this will be refunded by VP. The registration fee and the premium will not be refunded by VP to the seller or the buyer or will remain owed to VP. With regard to the term(s) within which delivery of the aforementioned foal must take place, reference is made to the provisions of sub 36.
- If and only after all (payment) obligations towards VP have been met by both the seller and the buyer, VP will pay the purchase price to the seller no later than 10 days after delivery notification by the seller as referred to in sub 34. If, in accordance with the provisions of sub 38 to 41 inclusive, the buyer reports a defect or stable defect to VP, and a dispute arises about this, VP is not obliged to pay the seller, nor to reimburse the buyer. VP is first obliged to pay the said payment to the seller or the said repayment to the buyer, if and as soon as the aforementioned dispute (among other things) has been settled in accordance with the provisions of sub 38 to 41 inclusive in favor of the seller or the buyer respectively.
Absence of foals at the Auction
- A selected foal or embryo must take part in the Auction, failing which the seller must pay VP the costs it has incurred, with a minimum of €750 excl. VAT, as well as a fee of € 10,000, plus an interest of 1.5% per month on the total amount owed, to be calculated from the date of the auction until the time of full payment. All this without prejudice to VP's right to compliance and/or compensation.
- If, in the opinion of the seller, a foal will not be able to participate in the auction due to health reasons, VP must be notified of this in good time, in writing and with a description of the condition, after which VP has the right to inform a veterinary surgeon designated by it of the nature of the condition. to diagnose the disease. The determination of that veterinary in the matter is binding. If the seller does not, and in the binding opinion of that veterinary, provide no or insufficient opportunity to examine the foal (in a timely manner), or if the foal has been approved by that veterinary and nevertheless does not participate in the auction, the seller is compensation owed to VP.
Delivery, removal and delivery of foals
- Sellers are obliged to deliver their foal and mare to the auction site in good auction condition at a time to be specified by VP.
- The seller delivers the foal / surrogate mare with embryo to the buyer by transferring possession to the address to be indicated by the buyer in the Netherlands, with due observance of the provisions of sub 33 to 37. The costs of delivery are for the account of the seller . If the buyer and/or seller resides outside the Netherlands, delivery will take place in consultation between both parties. Costs for transport abroad are for the buyer. Delivery takes place within the terms stated in these auction conditions.
- After the buyer has fulfilled his payment obligations (in accordance with the provisions of sub 20 or 22, thus payment to VP), VP reports the payment by the buyer to the seller as soon as possible. The seller must deliver the foal to the buyer after the payment has been reported by VP to the seller, within 7 days or in agreement with the buyer. The seller will notify VP in writing of the subsequent delivery as soon as possible by completing, signing and returning the proof of delivery form. An exception to this are the foals referred to in sub 35 and 36. Delivery thereof takes place in the manner stipulated under 35 and 36, whereby the aforementioned notification of delivery by the seller applies in full. Any delivery other than the aforementioned and otherwise stipulated in these auction conditions is entirely at the risk of the seller. Sellers must remove the foals, whether sold or not, from the auction site no later than three hours after the end of the auction. If the seller is in default, VP has the right to remove the foal from the auction site and store it elsewhere, whereby all costs reasonably incurred by and in VP's opinion will be for the account of the seller.
- If a foal is not delivered to the buyer within 3 months after the Auction, due to facts/circumstances within the buyer's sphere of risk, the foal will be at the buyer's expense and risk from the next day. The delivery period stated in this subsection can only be deviated from in exceptional cases and after the intervention of VP. A foal with a known defect as referred to in sub 28 remains for the account and risk of the seller until the moment of delivery to the buyer, with due observance of the provisions of sub 38.
- Delivery to the buyer of a foal younger than 4.5 months on the risk transfer date stated in sub 34 must take place within 1 month after the time when the foal reaches that age. Delivery of a foal with a known defect as referred to in sub 28 to the buyer must, in the event of the recovery referred to in sub 28 and 38, be determined by the veterinary referred to in sub 28 and 38, within 1 month of recovery, but at the latest within 6 months after the auction.
- In any case, the buyer can only dispose of the foal / embryo after he has fully complied with his (payment) obligations, including those towards VP, whereby he will receive the necessary documents.
Stable Virtues and Flaws
- Sellers are obliged to deliver, auction and deliver their foals free of defects and stable vices and provide a corresponding guarantee. This guarantee does not cover the lack of OC and OCD in the foal and the presence of the wffs gene. If the law and/or jurisprudence about the relevant guarantee and/or its duration stipulate otherwise, the said mandatory other provision shall apply. If a foal is offered for sale with a defect known to both the seller and the buyer prior to the purchase, of which a veterinary designated by VP declares in writing that repair (cure) is possible, as referred to in sub 28, the seller assumes the obligation to keep the foal in his possession and to take care of recovery (healing), without this entailing extra costs for the buyer. Until the moment of delivery to the buyer, the foal remains at the expense and risk of the seller.
- If the buyer finds stable vices in the purchased foal, i.e. crib biting, weaving or air sucking, not being a known defect as referred to under 38, the buyer must notify the new owner of this in writing within 7 days after delivery, with a description of the nature of the foal. to notify stable vices. In that case, VP will house the foal at a location to be determined by it, in order to have the foal examined by a veterinary surgeon to determine the stable vices described by the buyer. The veterinary surgeon in question shall determine the nature and seriousness of the stable vices in a binding manner. If, in the opinion of the veterinary surgeon, there are stable vices described by the buyer, the seller must pay VP the costs incurred in this regard, including with regard to storage, transport and veterinary care. The buyer must pay the costs referred to to VP if, in the opinion of the veterinary surgeon, the stable vices described by the buyer do not exist.
- The provisions of sub 39 also apply if the buyer discovers defects in the purchased foal, other than a known defect referred to in sub 38 and other than the stable vices referred to. The seller must take back the foal immediately and at its own expense, against repayment of the purchase price, if the purchase is legally dissolved or destroyed.
- If the buyer does not report the aforementioned stable vices or (other) defects in the aforementioned manner within the aforementioned period of 7 days after delivery and/or if the aforementioned veterinary surgeon does not establish the stable vices or (other) defects, the buyer's right to cancel the purchase will lapse. rescind or invoke a lack of will, unless the law and/or jurisprudence stipulate otherwise.
Dissolution and destruction
- If the purchase is legally dissolved or annulled by the seller or buyer, the seller and the buyer remain obliged to fulfill all their payment obligations towards VP referred to in these auction conditions, insofar as these relate to compensation for VP. The sale can be dissolved or annulled with due observance of the applicable legal provisions, insofar as this has not been legally deviated from in these auction conditions.
- VP is not liable for the accuracy of the information in the catalog, the information given on the auction site and the information during the auction.
- VP is not liable for the accuracy of the information contained in the veterinary report (including any attached (additional) findings), the veterinary information given at the auction site and the veterinary information during the auction.
- VP is not liable for damage suffered by or to persons, goods or horses before, during or after the auction.
- VP does not take out insurance for the horses for the benefit of the sellers and/or bidders/buyers. Since sellers participate in the auction entirely at their own expense and risk, VP advises sellers to take out the said insurance themselves.
- In the event of the death of the foal on the day of the auction, while the relevant seller or buyer does not receive any payment under any insurance taken out by himself, VP will refund the registration fee to the relevant seller or the premium to the relevant buyer.
- VP is not liable for shortcomings of third parties. This also includes the buyer's default.
- VP excludes any liability, except in the event of intent or willful recklessness on the part of VP and/or those who work or were employed for or on behalf of VP.
- Anyone who causes damage to goods and/or buildings of (or used by) VP and/or those who work or were employed by VP is liable for this damage.
- If the transfer of auctioned foals to another Member State of the European Union at the buyer's request is initially invoiced at the Dutch VAT rate, the buyer undertakes to fulfill all necessary conditions in order to realize a legally valid intra-Community transaction. Subsequently, the VAT zero rate will be applied and the VAT will be settled with the buyer.
- If application of the zero VAT rate is not possible (in retrospect) due to whatever circumstance, the buyer will still owe an amount equal to the amount that would be due if the foal concerned was delivered domestically. At the request of VP, however, the buyer is obliged to immediately pay the aforementioned amount to VP. In that case, repayment thereof will only take place if the buyer has met the conditions of sub 51. The buyer indemnifies VP in any case against all damage resulting from failure to comply with the conditions of sub 51. In addition, the buyer is liable for all judicial and extrajudicial costs incurred by VP, with a minimum amount of € 1,000.
- All costs, rates, commissions and fees are based on the tax legislation, applicable on January 1, 2021. Should the legislation change at any time, VP is entitled to adjust all costs, rates, commissions and fees.
- If one or more of the provisions referred to in these auction conditions are or become invalid, the other provisions will remain in full force and effect. In that case, the aforementioned invalid provision will be replaced by a new provision, which corresponds as much as possible with the said old invalid provision as far as possible in terms of content, scope and purpose.
- If a difference of opinion arises during an award as to who made the last bid, or if other difficulties, ambiguities and disputes arise during the bidding and/or the award, the auctioneer is authorized to make a binding decision. In the event of the aforementioned difference of opinion regarding the last bid, the auctioneer is authorized to continue the auction.
- If the auctioneer requests the notary to make a decision, the notary will make a binding and irrevocable decision for all parties. During the auction, the civil-law notary is also authorized to adjudicate on disputes of a nature other than those relating to bids and awards.
- The legal relationships between VP, the buyer and the seller are exclusively subject to Dutch law, with the total exclusion of the Vienna Sales Convention (CISG). Disputes, other than those that are subject to the judgment of the auctioneer or the civil-law notary pursuant to the provisions of sub 55 and 56, will be settled exclusively by the competent court in Amsterdam.
These auction conditions are also available in English