Conditions

GENERAL TERMS AND CONDITIONS – BALTIC HORSE AUCTION

These General Terms and Conditions as stipulated in Part A, and the General Provisions of Parts B, C, D and E of the General Auction Conditions (hereinafter jointly also referred to as: “General Provisions”), apply to all legal relationships with Baltic Horse Sales LLC, registered and based in Riga, Latvia, company ID 40103356700 (hereafter referred to as BHS) which facilitates the auction and the auction services, including (but not limited to) all Provisions and Agreements, as further specified in these General Terms and Conditions. By participating in the auction organized by BHS, the participants declare in their transactions with one another, and the bidder declares in its transactions with BHS, that they are bound to comply with these General terms and conditions of the auction and are bound by the resulting legal consequences for a participant. Each participant shall be deemed to have taken cognizance of and accepted these General terms and conditions without reservation. Each bidder shall be deemed to have taken knowledge of and accepted these General terms and conditions of the Auction. Consequently, the following Generalterms and conditions of the Auction are automatically applicable from the moment a bid is made.

  • PART A – General Terms and Conditions for Online Auction
  • PART B – Additional Provisions for Sellers
  • PART C – Additional Provisions for Bidders/Buyers
  • PART D – Additional Provisions Horses and Foals
  • PART E – Additional Provisions Embryo and Semen
  1. DEFINITIONS  ​​

BHS

Baltic Horse Sales Limited Liability Company, registered in Riga, Latvia under company registration ID 40103356700, in case that this Company facilitates the Auction and the Auction Service;

Auction

the Online Auction for the sale of one or more Horses organized and facilitated by BHS via its dedicated website (online auctioning platform), in which BHS offers its Auction Service to the Participants;

Auction Website

the auction website on which Baltic Horse Sales LLC offers its Auction service; 

General Auction Conditions 

these General terms and conditions for online auctions organized and facilitated by BHS; 

Auction Service

the service offered by BHS in which BHS is brokering a purchase agreement between seller and buyer by facilitating an online auction;

Auction Costs 

Auction fee applicable to all lots sold via BHS online auction, being the percentage by which the Auction Amount is increased, as listed by the BHS on its list of rates for the relevant Auction, payable by the Buyer; 

Service Commission 

the commission payable by the Seller, being a percentage of the Auction Amount, as listed by BHS in its list of rates for the relevant Auction; 

Registration

the definitive registration of the Participant in the Online Auction, in the capacity of a Bidder or Seller;

Registration Fee

the registration fee payable by the Seller to BHS following a definitive Horse or Lot acceptance to the Online Auction as listed by BHS in its list of rates for the relevant Auction; 

Participant

a participant in the Auction, in the capacity of Bidder, Buyer or Seller; 

Seller

the natural person or legal entity that commissioned BHS to sell one or more horses via an auction, on behalf of and at the expense of the seller. 

Bidder

the natural person or legal entity that registers or has registered on the auction website of BHS in order to participate in the auction organised by BHS.

Buyer 

the bidder who has been awarded the purchase

Bid

the amount offered by the bidder in the auction for a lot, plus the taxes and costs (including but not limited to the auction costs). 

Auction Award

the express declaration to the bidder by BHS in the name of the seller that the lot for which the bidder placed a bid is awarded to the bidder, who becomes buyer of the lot. 

Purchase Price 

the amount owed by the Buyer for the Horse offered at Auction, consisting of the Auction Amount and Auction Costs, payable to BHS, to be increased with the applicable VAT; 

Purchase Agreement Statement 

the purchase agreement statement sent or issued by BHS (on behalf of the Seller) to the Bidder/Buyer, to be completed and signed by the Bidder/Buyer; 

Purchase Agreement 

the purchase agreement between seller and buyer that is formed as a result of the awarding of the lot to the highest bidder;

Auction Category

general classification of the Horse/-s offered via the Online Auction depending on the breeding direction and purpose of usage (showjumping, dressage, recreational, breeding etc)

Buyback 

the sale of a Horse and/or Embryo in which the Buyer is also the Seller of the Horse and/or Embryo offered at Auction; 

Service Agreement

the agreement for services between BHS and the Seller in regard to the Auction Service; 

Delivery Contract

the Contract completed and signed by the Buyer and the Seller, which shows that the Buyer has taken possession of the Horse;

Lot

a horse, a foal, an embryo, or a semen straw being auctioned on the BHS auction website;

Horse

In the following general and special terms and conditions of auction, by horse or horses is understood each adult horse, foal or embryo. The horse offered at the auction site, described as well as possible on the basis of information and images. This information is used solely to give an impression about the qualities of the horse, without pretending to be complete/correct and without giving any guarantees;

Foal

the foal offered at the auction site, described as well as possible on the basis of information and images. This information is used solely to give an impression about the qualities of the foal, without pretending to be complete/correct and without giving any guarantees.

Semen

the frozen semen (number of straws offered at the auction site, described as well as possible on the basis of information and images. This information is used solely to give an impression about the qualities of the frozen semen, without pretending to be complete/correct and without giving any guarantees.

Embryo

a (frozen) embryo or an embryo implanted in a surrogate mare; 

Surrogate mare

the surrogate mare in whose uterus the young embryo was transplanted via embryo transplant that was removed from the uterus of the donor mare. The embryo further develops in this surrogate mare and after birth is raised by this surrogate mare.

Personal Data 

the (personal) data which have to be provided to BHS in order to register as a Participant in an Online Auction and which can be traced back to a specific person; 

  1. GENERAL PROVISIONS

2.1. The Online BALTIC HORSE Auction is organised by Baltic Horse Sales LLC (hereafter referred to as BHS), registered and based in Riga, Latvia (company ID 40103356700).

2.2. BHS acts solely and expressly as an intermediary between Sellers and Buyers, and offers Horses and Embryos via its website www.baltichorse.auction on behalf of and for the account of third parties.

2.3. These Terms and Conditions are announced prior to the start of the auction by including them in the auction catalogue or placing them on the Auction website. All Participants of the auction will, by participating in the Auction, agree upon these Terms and Conditions being applicable during the auction and any agreement resulting from the Auction.

2.4. By registering and participating in this online Auction, Participants – in their capacity of Bidders, Buyers and Sellers – confirm their knowledge and acceptance of the current Terms and Conditions.

2.5. These General Auction Conditions apply to all Contracts as well as all legal relationships between the BHS and Participant, including but not limited to the Auction and the Auction Service. Certain (specific) parts of these General Auction Conditions further apply to the Purchase Agreement and, therefore, to the arrangements between Buyer and Seller to the extent that the provisions apply to the rights and obligations between Bidder/Buyer and Seller. The foregoing expressly does not make the BHS a party to the Purchase Agreement. 

2.6. Upon concluding the Contract and/or using the Auction service, the Participant is deemed to have accepted the applicability of these General Auction Conditions. By participating in the Auction and/or by using the Auction Service, the Participant agrees to the applicability of the present General Auction Conditions in relation to both the BHS (as the facilitating party) as well as in relation to the Seller. 

 

3.     REGISTRATION FOR PARTICIPATION 

3.1. To participate in the auction organized by BHS, the Bidder must register before the start of the Auction in the manner prescribed by BHS on the auction website. All Bidders must register via the website www.baltichorse.auction/register before being able to participate in the Online Auction. Such registration shall be considered as unconditional acceptance of the current Auction Conditions. 

3.2. By participating in the Auction, the Bidder declares to be authorized to execute legal transactions, and the Bidder declares himself/herself to be competent to conclude a Purchase Agreement with respect to the relevant lot. 

3.3. BHS reserves the right to refuse or unilaterally terminate registration and participation in the Auction at any time. 

3.4. On first demand of BHS, the Bidder must furnish proper proof of identity, in the absence of which the Bidder is not allowed to participate in the Auction. The Bidder is obliged to ensure that all of the information to be provided by the Bidder to BHS upon registration has been filled in completely, correctly and truthfully, and the Bidder guarantees the correctness and completeness of the information he or she furnished. Should this information change at any time, the Bidder is obliged to notify BHS immediately of this/these change(s). 

3.5. The user name and password used by the Participant for the Auction are strictly personal and may not be transferred by the Participant to third parties. If the Participant suspects that someone else knows his/her password, the Participant must immediately notify BHS of this. The Participant is liable for and bound to all transactions that take place at the Auction and which result from the use of his/her password and/or user name, also in the case of abuse if the buyer has been careless with his/her user name and password. BHS is not liable for the damages caused to the Participant by third parties due to the Participant’s negligence to protect his/herpersonal account information (user name, password).

3.6. The Bidder/Buyer is aware and explicitly agrees that the Auction Services available via the Auction Website are limited to making it technically possible to follow the Auction via the internet and to participate in the auction as a Bidder. BHS does not accept any responsibility for the organisation and the course of the Auction via its Website (for example and without limitation: the breakdown of the website during the auction or the delay in the functioning of the website during the auction). BHS makes every effort to secure its systems against loss of data and/or any form of unlawful use and takes appropriate technical and organisational measures to this end. In its dealings with BHS the Participant is obliged to adequately secure the computer and/or any other device which it uses to gain access to the Auction Website, and as usual to protect it against viruses or other unlawful programmes or files which may be spread via the internet. The auction website may contain links to other websites of third parties. BHS has no influence on (the information on) such websites.

 

4.     AUCTION EXECUTION

4.1. Via the auction organized by BHS, the Seller places a Horse, Foal, Frozen Semen or Embryo for sale. BHS acts as Auction Service. BHS organizes and facilitates the Auction merely as an intermediary and without being or becoming party to the Purchase Agreements (to be) concluded. 

4.2. The organization, preparation and implementation of the auction is determined solely by BHS. This means among other things that BHS determines the course of events prior to and during the Auction, and has the authority not to auction or to change (the composition of) one or more lots, to not recognize a bid and declare it invalid, and suspend, resume, extend or cancel the auction and/or take other measures it deems necessary.

4.3. BHS determines the dates and times when the Auction occurs.

4.4. The duration of an auction is indicated on the Auction Website. This does not prejudice the right of BHS to cancel, terminate (early), suspend or extend an Auction at any time. Thus among others, BHS can exercise its right to extend the auction in the situation that the auction is not accessible to all bidders due to technical problem(s). However, BHS is not obliged to do so.

4.5. A bidder is required to follow the instructions and directions given by or in the name of BHS in the context of an auction. A bidder accepts the extraordinary circumstances that can arise during an Internet auction and the (technical) imperfections that may exist. BHS cannot be held liable in any way for such occurrences. If a bid is made in the last 5 minutes before the closure of the auction, the auction will be extended by 5 minutes.

4.6. During the Auction, the Horses shown on the Auction Website will be presented via photo/video. BHS is not the owner of any of the Lots and has no direct or indirect interest in the selected Lots. BHS will only offer a platform for potential Buyers to buy Horses/Embryos directly from the owners of the concerned lots.

4.7. The Lots will be sold during the auction by bidding in EURO, unless otherwise stated. 

4.8. The Lots offered at Auction will be auctioned off/sold by the Seller (without further inspection), without claim or compensation, in the state in which they are at the time of the Award, without liability on the part of BHS regarding the value, condition or state/quality of the auctioned Lots.

4.9. If a Participant places a Bid, he/she expressly agrees to pay for the Lot, should the Participant become the highest Bidder. It is not possible to withdraw the Bid. The online bids are directly binding.

4.10.       All Bidders will be held to their Bids until a higher bid has been received. If the BHS awards a Bid to a Buyer, the relevant Buyer is obliged to pay the amount due as defined in Article 5. In case of doubt concerning the validity of the bid, the previous bid can be accepted again, after which bidding can resume. In the event of any disputes arising with or during the bidding process, the decision of the BHS Auction Committee shall be binding. 

4.11.       By placing a Bid online, the Bidder agrees to the resulting Purchase Agreement between Buyer and Sellershould the Bidder be awarded with the Auction Award, and agrees that all transactions shall be governed by thecurrent Terms and conditions.

 

5.     DESCRIPTION OF LOTS

5.1. In the description of a Lot on its Auction Website, BHS depends on the information about the lot provided by a Seller or third parties. BHS is not liable for possible printing errors and/or material mistakes in the online auction catalogue. No assurance can be given with any mention of the sex of an embryo. Special auction terms can be supplemented with a specific lot, they are considered known and accepted, when a bid is made for this particular lot.

5.2. The Horses offered in the Auction are identified by origin, sex, color and year of birth, as stated on the website www.baltichorse.auction  

5.3.  Of the adult sport horses that will be sold through the auction, a radiographic test conducted at least 12 months prior to the auction will be asked. A standard clinical (sport horses) examination will be asked in a period of 45 days prior to the auction.

5.4. The available veterinary findings can, if available (in time), be provided upon the request of potential Buyers or viewed in the online catalogue prior to the Auction, and a more detailed explanation can be provided by the Auction veterinarians or BHS Auction Committee.

5.5. BHS do not accept any liability for any damage or loss caused to the Buyer due to the health condition of the horse. BHS has carried out reasonable procedures to obtain the health data of the Horse and has made this information available to the potential Buyers. All available information regarding horse health condition is published on the Website prior to the auction. Buyer has satisfactory level of expertise to analyse the data available and Buyer takes full responsibility for the purchase decisions made.

5.6. BHS has thus tried to offer healthy sport horses at the auction, that are suitable for sport in terms of health. Despite the precautions, BHS cannot ensure that all horses to be auctioned are clinically and radiographically healthy at the time of delivery. 

5.7. The name “sport horses” is applied to Auction Category mainly in connection with suitability for sport, and it does not apply to the categories of breeding mares, pregnant mares, recreation horses and Lots sold  without inspection or with remarks on radiographic or clinical inspection or with stable vices.

5.8. BHS cannot be held liable by buyers for claims based on non-conformity of the horse to be auctioned (or any other claim based on this factual background), when it comes to the health of the horse, the performances of the horse and/or the purpose of use of the horses. If examinations or information are not available for publication, no guarantees can be derived from them. Please view the reports and any possible comments before the auction starts.

5.9. BHS has tried to compile the available information about the lots as accurately as possible. The information is aimed at giving the best possible impression of the horses, but without pretending to be complete. BHS is not responsible for the accuracy of the information on the Auction Website and in the online Auction catalog.

5.10.       By clicking the bid confirmation the Bidder confirms that he/she is aware of the information about the Lot and the availability or possible lack of information/inspections/reports at the time of the Auction. The Buyer thus buys a horse in the condition in which it is at the moment of clicking on the confirmation of the bid.

5.11.       Baltic Horse Sales LLC or Baltic Horse Auction online platform cannot be held liable for damages to persons or goods, which arise before, during or after the Auction, except for damages that result from intent or gross negligence of Baltic Horse Sales LLC and the persons in charge of the BHS.

 

6.     THE BID

6.1. A bid must be placed in the manner described by BHS on the Auction Website. The Auction takes place 'by bidding'. 

6.2. A Bid by the Bidder is deemed to be an offer to the Seller. The Bidder is bound to a bid; it is considered irrevocable and unconditional. Each Bidder who places a Bid shall be deemed to be Bidding for himself or herself, and is personally bound to BHS and (after awarding) to the seller for his/her obligations to BHS and the Seller. This applies even if the person placing the Bid declares to be acting on behalf of a third party.

6.3. If multiple persons declare that they are placing or have placed a Bid jointly, they are jointly and severally liable for the resulting obligations to BHS and (after awarding) to a Seller. 

6.4. BHS and the Seller are entitled to participate in the Auction and to bid in the name of third parties on the Lot(s) offered by Seller via Auction.

 

7.     PAYMENT OBLIGATIONS OF THE BIDDER/BUYER

7.1. The sale is made in accordance with the law of Republic of Latvia by means of acceptance of the Bid by the Seller, and after payment of the Purchase Price.

7.2. A Purchase Agreement will be concluded between Buyer and Seller as a result of the Award, without BHS being party to that Purchase Agreement. 

7.3. The Purchase Price due by the Buyer shall be calculated as follows:

Final highest bid for the lot + VAT
[The VAT% is indicated per lot]

+ Plus Auction costs fee of 10% on the final bid + VAT
[21% VAT to Baltic Horse Sales LLC]

    = Amount to be paid
[The final VAT charged depends on the VAT system of the Buyer, Seller/lot and country of export]

7.4. Once the Seller has accepted the Bid, the Buyer will immediately receive an e-mail stating the final Purchase Price including Auction Costs, and a following invoice for the final Purchase Price shall be sent to the Buyer, payable to BHS. The Buyer must thus settle the invoice and pay the Purchase Price no later than the due date indicated in the invoice.

7.5. The invoice is payable in Euros via bank transfer to BHS who, by virtue of the assignment that is part of the Auction Service, is authorized to take receipt of the Purchase Price on behalf of the Seller. Payment of the Purchase price by the Buyer should occur without discount or setoff. The Purchase price includes VAT. 

7.6. Buyer may only discharge Seller by payment to the BHS as described in Article 7.4. Buyer is not authorized to pay to anyone other than the BHS. If the Buyer pays the Purchase Price to someone other than BHS, Buyer has failed to meet its payment obligation. In that case, the transfer of ownership of the Horse and/or Embryo will not be made to Buyer.

7.7. If a Buyer fails to comply with obligation to settle the Purchase Price within due dates, BHS shall be entitled to notrecognize the Auction Award, and to declare the bidding invalidate, after which the Lot can be allocated to the second highest Bidder and/or alternatively the Lot can be made available for auction again, with the appropriate mentioning of the frivolous bid. The Buyer shall in this event be considered to be in legal default and shall be liable to compensate BHS for any damage incurred, without prejudice to any other rights that BHS may have. These damages consist out of the commission fee (10% + VAT) on the highest bid + the difference between the amount of the original bid and the ultimately realized amount +  the amount of an all-in registration fee (+ VAT). The amount of damages is directly claimable.

7.8. After receiving all full payments on BHS account, BHS will exchange the contact details of the Buyer and Seller and vice versa to arrange the transfer of the Horses, passports and invoices or private sales agreements.

7.9. No horses/passports may be transferred to the Buyer or transporter or other third parties until BHS has confirmed in writing that the full payment has been verified on BHS account (not based on screen shots or payment statements).

7.10.       The amount due by the Seller and the Seller Conditions shall be agreed upon in a Service Agreement.

7.11.       BHS is entitled to gather information on the financial situation of a specific Bidder/Buyer and Participant to the auction, and may decide to make a separate agreement with the relevant Bidder/Buyer, based on the information obtained, and/or to ask for a collateral such as a bank guarantee, a letter of credit or any other collateral.

 

8.     RELEASE AND TRANSFER OF OWNERSHIP

8.1. Any risks related to the purchased Lot shall be transferred to the Buyer immediately after the Auction Award has been confirmed, and any responsibility and liability, as well as all risk factors are transferred to the respective Buyer. The Buyer shall indemnify BHS and Seller from any claims brought by third parties.

8.2. The Buyer is obliged to take possession of the purchased Lot at the place and time as specified by BHS/Seller, within 10 days after the auction, on presentation of a valid proof of identity. Surrogate mare and embryos must be no later than 30 days after awarding picked up by Buyer.

8.3. Delivery of the purchased Lot takes place by means of its release. Release consists of collection/reception of the purchased Lot by the Buyer or a transport company appointed by the Buyer. All associated risks transfer to the Buyer from the moment of pick-up of the Lot by the Buyer or a transport company appointed by him/her. The pick-up takes place subject to the suspensive condition that the full purchase price, the Auction Costs and the possible other amounts owed by the Buyer have been paid. 

8.4. If the Buyer refuses the pick-up or fails to provide the information or instructions needed for the pick-up, the horses will be maintained by BHS at the risk and expense of the Buyer. In this case, the Buyer is required to pay to BHS all additional costs, including in any case stable and transport costs, in which case the horses shall only be made available for pick-up if and when the Buyer has also fully paid these costs.

8.5. Ownership of the purchased Lot passes to the Buyer at the time of release as defined in Article 8.3. of these Terms and Conditions, but not before the Buyer has settled all full purchase amounts and debts and any other amounts due to BHS resulting from non-compliance.

8.6. The costs for transport and possible associated costs such as health certificates, Traces, blood tests or quarantine are at the expense of the Buyer.  

 

9.     SHORTCOMINGS

9.1. If a Buyer finds that the Horse purchased does not conform to the contract description after actual delivery, the Buyer shall not be entitled to any recourse if the Seller has not been informed thereof by registered letter within three weeks after the Delivery as described in Article 9.3. of these Terms and Conditions (with a copy to Baltic Horse Sales LLC). 

9.2. The Seller warrants, unless notified of such prior to the sale, that the Horse purchased by the Buyer does not suffer from any stable vices such as sucking air, systematic weaving or cribbing for a period of 2 x 24 hours after actual delivery to the Buyer.

9.3. If a veterinarian, registered as an inspection veterinarian for horses or a horse veterinarian should state in writing that one of the stable vices listed in Article 10.2. was established in his/ her expert opinion prior to the date of actual delivery, the Buyer shall be entitled to terminate the Purchase Agreement with all resulting consequences. The Buyer will, in that case, return the Horse as quickly as possible to the Seller. Until the actual delivery of the horse, the Buyer will behave as a good guardian over the horse. Seller will accept the horse and shall within 7 days after the delivery of the horse, pay back the Auction Price, excluding the Auction Costs to the Buyer. Seller is not liable for compensation of any further damages of the Seller. 

9.4. BHS  is not liable for any damages refraining from the termination of the Purchase Agreement. The termination of the purchase agreement does not affect the mediation agreement between BHS  and the Buyer, and BHS is still entitled to receive the Auction commission fee in full amount according to Article 8.3 of these Terms and Conditions.

9.5. Lots without guarantee include the sale without guarantee of Horses without inspection or with remarks on radiographic or clinical inspection or with stable vices, which has been clearly stated in the Lot description in the online Auction catalogue, and thus no shortcomings’ claims may be derived after purchasing such Lots.

10.  LIMITATIONS OF LIABILITY AND DISPUTES

10.1. Any liability on the part of BHS is excluded. 

10.2. To the extent that this would be judged differently in law, the liability of BHS is limited to a maximum of the net invoice amount of the Auction Costs’ fees that BHS receives within the framework of the services it performed.

10.3. If it is established in law or otherwise that BHS is liable towards the Participant for damage suffered in connection with the Agreement and/or the Auction (service), or arising from a wrongful act, or on any other basis, this liability, including any payment obligation shall be limited to a total as regulated in these provisions: 

10.3.1. BHS shall not be liable towards the Participant for damage as a result of the provision of incorrect or incomplete information, regardless of the nature and/or the scope of the damage and the information involved and regardless of the origin of said information. 

10.3.2. BHS shall not be liable for damage arising prior to, during and/or after the Auction caused by or to persons and/or by or to items of property and/or by or to Horses, Foals, Embryos and Semen. 

10.3.3. BHS shall not be liable for direct or indirect damage of whatever nature and scope resulting from a failure in the performance of an obligation by a third party (or parties), including but not limited to, failure in the proper fulfillment of obligations of Buyer and/or Seller or a third party involved by Buyer and/or Seller, and/or resulting from any acts and/or omission by the Participant. 

10.3.4. BHS shall not be liable towards Participant for any damage caused by Participant itself. 

10.3.5. BHS shall never be liable for any damage suffered as a result of the transfer of a Horse, Foal, Embryo and Semen not being free and unencumbered. 

10.3.6. BHS shall never be liable for any defect in the Horse, Foal, Embryo and Semen.

10.3.7. BHS shall never be liable for any lost profit, lost income, lost turnover, lost savings, or any other loss suffered by the Participant, nor for any damage excluded elsewhere in these General Terms and Conditions.

10.4. The brokering and intervention of BHS and the sale take place in accordance with Latvian law. 

10.5. All disputes have to be declared in writing within 5 working days to the Auction Committee of BHS.

10.6. Participant is aware and agrees by participating in the Auction that BHS does not take out insurance on behalf of the Seller and/or Buyer of the Horse, Foal and/or Embryo in question. Given that the Buyer and the Seller participate in the Auction entirely at their own expense and risk, BHS advises them to take out this insurance themselves.

10.7. The Auction Committee shall - in case a dispute arises between the Seller and the Buyer in connection with the Auction - make every effort to resolve this dispute between them through mediation. Should one of the parties be of the opinion that no solution has been reached, then the court of Republic of Latvia is exclusively competent. All relationship between the Seller and the Buyer shall be governed by the law of Republic of Latvia.

10.8. Seller indemnifies the BHS against any claims by a third party (or parties) arising from any incorrect and/or incomplete information issued by or on behalf of Seller for the purpose of the Auction. 

10.9. Participant indemnifies BHS against any claims by a third party (or parties), including but not limited to, other Participants, for any damage, irrespective of its nature and scope. 

10.10. All disputes arising out of this auction and their consequences are governed exclusively by the law of the Republic of Latvia. 

10.11. In the event of a dispute, only the text written in the Latvian language will apply.

 

11.  FORCE MAJEURE

11.1.       In these General Terms and Conditions, force majeure includes, in addition to the contents of the law and jurisprudence: all external causes and their consequences, whether anticipated or not, that are beyond BHScontrol, yet render BHS or a third party engaged by BHS unable to fulfill its (or their) obligations or making the fulfillment of the Contract so impossibly onerous and/or disproportionately costly that fulfillment of the Contract cannot reasonably be expected of BHS. These include, but are not limited to: 

11.1.1.   strikes in the company of BHS or the company of third parties that are involved in the performance of the Contract; 

11.1.2.   instructions or requests by a government agency and/or a local authority and/or any natural person authorized to act on behalf of such an authority; 

11.1.3.   changes in the law and/or regulations as a result of which BHS is not (any longer) able to meet its obligations, or that make that fulfillment of the Contract cannot reasonably be expected of BHS as this would be impossibly onerous and/or disproportionately costly; 

11.1.4.   the outbreak of infectious diseases; 

11.1.5.   pandemics and/or epidemics, as well as any (government), measures taken in response;

11.1.6.   extreme weather conditions; 

11.1.7.   the circumstance that BHS does not, not timely or not correctly receive a deliverable from a third party that it requires for its own delivery as a result of force majeure on the part of this third party. 

11.1.8.  BHS may suspend its obligations arising from the Contract during the period that the force majeure continues. Should the force majeure situation surpass a period of 1 month, both BHS and Participant shall be entitled to terminate the Contract in writing. 

 

12.  OTHER PROVISIONS

12.1. BHS retains the right to modify these Terms and Conditions of the Auction. In the case of modifications, the new Terms and Conditions of the Auction take effect at the next auction.

GENERAL TERMS AND CONDITIONS – BALTIC HORSE AUCTION

PART B – Additional Provisions for Sellers

In case the Participant in the Auction is a Seller, they will be subject to the General Provisions for the Seller as well as the General Provisions, as included in this Part D and Part E of the General Terms and Conditions.

1.     GENERAL – REGISTRATION OF LOTS AND SELECTION FOR THE AUCTION

1.1.   The organization, preparation and implementation of the auction is determined solely by BHS. This means among other things that BHS determines the course of events prior to and during the Auction, and has the authority not to auction or to change (the composition of) one or more lots, to not recognize a bid and declare it invalid, and suspend, resume, extend or cancel the auction and/or take other measures it deems necessary.

1.2.   BHS determines the dates and times when the Auction occurs.

1.3.   Registration of the Lots is open from five (5) to three (3) weeks before the auction start date, and is announced on the Auction Website. Registration of all horses to participate in the upcoming Auction closes ten (10) calendar days before Auction start date. Auction start date is the date when all Auction lots become open for the bidding of Buyers.

1.4.   Through the Registration, the Seller commissions the BHS to auction a specific Lot – a Horse/Foal, Embryo or Semen – at Auction and to sell it at the highest bid after Award by BHS on behalf of the Seller in the context of the Auction Service, provided that this specific Lot has been accepted by BHS and admitted to the Auction,and that the Seller has also fulfilled all other obligations incumbent upon him. 

1.5.   The selection is open to Horses according to the type of auction. The enrolment of the Horse/Foal, Embryo or Semen is effected by the completion, signing, and return of the BHS Registration Form by the Seller. Seller can also register the Horse/Foal for selection on BHS Auction Website via the link "Register your horse" .

1.6.   By registering a Lot with BHS, the Seller agrees unconditionally to the General Terms and Conditions and to the current Seller Terms and Conditions of the Auction, including but not limited to the Registration Fee, and all legal relationships with BHS and the Buyer that would result from this Registration.

1.7.   As of the moment of Registration, Seller shall remain responsible for care and supervision of the Horse/Foaland, in case of an Embryo implanted in a surrogate mare, the Surrogate Mare. 

1.8.   The Seller undertakes to check the accuracy of the information in the digital catalog after the registered Lot has entered the Auction Website, as stipulated in these General Conditions, with regard to the Horse and/or Embryo registered by the Seller, and to notify BHS in writing of any inaccuracies no later than five (5) calendar days prior to the Auction, specifying in as much detail as possible which changes or additions should be made. 

1.9.   Only the Lots accepted by BHS may participate in the Auction. BHS determines the criteria which Horses/Foals, Embryos and Semen are selected for the Auction must meet, and that includes but not limited to – fit for sport or other purpose for which the horse is being offered, free of stable and behavioral vices, has undergone professional veterinarian inspection. Horses that fail to comply with BHS’ selection criteria may be rejected to enter the Auction, or in certain circumstances may enter the Auction under “no guarantee” remark.

1.10.                BHS determines the criteria that Horses to be selected for the Auction must adhere to, and these criteria may be changed by BHS at its discretion from time to time. The additional provisions of these General Auction Conditions  - Part D and Part E – elaborate on these criteria and specify how the selection at a particular Auction is made.

1.11.                BHS has the right at all times to refuse a Horse/Foal to be admitted to the Auction, without stating reasons, even if the Horse had previously been selected for the Auction. BHS is never required to compensate the Seller for any costs incurred, on any grounds whatsoever, in connection with Registration and / or selection.

1.12.                BHS shall never be obliged, on any basis whatsoever, to reimburse costs incurred by Seller in connection with the Registration and/or selection.

1.13.                The terms imposed on a Horse, Registration and Seller by BHS in the context of the Auction are solely made in the interest of properly conducting the Auction. 

 

2. FEES AND PAYMENT OBLIGATIONS FOR THE SELLER 

2.1.   Non-refundable all-in Registration fee is applicable to each Lot that is registered and is accepted for the Auction. The fee is payable directly to BHS based on the invoice that will be issued to the Seller immediately after acceptance confirmation. The fees are as follows:

·       Horses of 4 years old and above: EUR 100 excl 21% VAT per one entry

·       Broodmares, Yearlings or Ponies 75 EUR excl. VAT per one entry.

·       Foals/embryos/semen: 50 EUR excl. VAT per one entry.

2.2.   The Registration Fee is payable before the Lot is being published in the Online Auction catalogue, and Seller is bound by the General Conditions and the Seller Conditions. If the Seller fails to pay the Registration fee within its due date, BHS has the right to withdraw the acceptance of the Lot, the Lot will not be published in the Online Auction catalogue and will not enter the Auction.

3. GUARANTEES AND INDEMNIFICATION 

3.1. Seller guarantees to the Buyer as well as to BHS: 

  • that they can transfer free and unencumbered ownership of the Horse, Embryo or Semen to the Buyer. 
  • That the Horse and/or – in case of an implanted Embryo – the surrogate mare, will be free of prohibited substances as included on the most recent Equine Prohibited Substances List’ (EPSL) of the Federation Equestre International (FEI) and posted on the website of the FEI (www.FEI.org) during the selection procedure, the Auction and on the moment of delivery. During the selection process and prior to the Auction, BHS will be entitled to take blood or urine samples in order to test for prohibited substances. 
  • the comprehensiveness of the (results of) tests. Seller shall indemnify BHS against any claims, irrespective of their scope and nature and irrespective of by whom, for any non-conformity with respect to a sold Horse discovered during or after the Auction. 

3.2. The Buyer shall indemnify BHS against claims made by the Buyer and/or a third party (or parties) arising from Seller’s failure to comply with the guarantees referred to in this article or any other claim by third parties. 

3.3. If it becomes evident that prohibited substances were administered to a Horse, the Seller shall be obligated to take back the Horse immediately. All costs connected to this shall be borne by Seller. Seller shall remain obligated to BHS to fulfill all its payment obligations arising from the Agreement and these General Auction Conditions, to the extent that these relate to compensation for BHS. 

 

4. BUYBACK 

4.1.   A horse put up for an Auction will always be sold, unless there’s no bid for it. If no bid is placed, the Seller must buy back the Horse for the opening bid. In that case, the opening bid will be considered the Auction Price. 

4.2. A Seller that buys back a Horse that they themselves offered at Auction will also be considered a Buyer. 

4.3. If the lot is bought back by the Seller there are no additional selling costs/commissions for the Seller.

4.4.   If the lot is bought back by the Seller at a higher price than the Opening bid, a repurchase fee of 5% of the final Auction price is payable to BHS. BHS will invoice Seller the final fee amount immediately after the Auction is closed.

5. NON-PARTICIPATION TO AUCTION BY REGISTERED HORSE 

5.1. If a registered Lot – a Horse/Foal, Embryo or Semen – does not participate in the Auction and the Seller does not report this or has not withdrawn the registered Lot at least seven (7) calendar days prior Auction start, the Seller shall owe to BHS, in addition to the Registration Fee, a penalty of EUR 1,000.00 per Horse/Foal, and EUR 500 per Embryo and/or Semen straw, which cannot be offset, immediately and without notice of default being required. 

5.2. The penalty referred to in paragraph 5.1. of this article does not apply in the event that a Lot is unable to participate in the Auction. Only if the Seller can demonstrate, by submitting a veterinary report from a licensed veterinarian, that the Horse/Foal, Embryo and Semen is unable to participate in the Auction, the penalty referred to in paragraph 5.1. of this article will not apply. 

5.3. BHS may at all times refuse the non-participation of a Lot in the event of a failure to comply with the aforementioned requirements or on other grounds, to be determined by BHS. BHS is never obligated to pay compensation of any damage and/or costs to the Seller arising from or as a result of a decision within the meaning of this paragraph. 

5.4.   Seller has a right to withdraw its horse from the Auction 10 days before the auction live date, by notifying BHS in writing (via email or a letter). In case of a withdrawal, the Auction registration fee as stated in Article 2.1. of these Terms and Conditions will not be refunded.

6. PAYMENT CONDITIONS AND TRANSFER OF THE PURCHASE AFTER THE AUCTION

6.1. As an intermediary, BHS has the Buyer with the highest bid to fill out and sign a Purchase Contract and then requests the Buyer for full payment, on behalf of the Seller.

6.2. No horses may be transferred to the Buyer or transporter or other third parties before BHS has confirmed in writing that the full payment has been verified on the BHS’ account.

6.3. BHS will attempt to collect the amount due from the Buyer within 30 days after the auction. However, BHS is not responsible for the collection or cannot be held liable if this collection appears to be impossible for whatever reason. The Seller explicitly acknowledges and accepts that BHS is not liable for the inability to trace the identity of the Buyer, or for non-payment by the Buyer.

6.4. After receiving the full payment from the Buyer on BHS bank account, BHS then sends the Seller and the Buyer the contact details of both parties in regards to making an appointment for the transfer/delivery/collection of the Horse/Foal.

6.5. In case if the Buyer is a legal entity, the Seller will have to provide a final sales invoice on Buyer’s name. In case of a private sale, the Seller will draw up a Sales Agreement between Seller and Buyer.

6.6. The delivery/collection of the horse and the transfer take place at the expense, risk and responsibility of the buyer and seller according to their mutual agreement. The Seller provides the assistance that may reasonably be expected and takes care of the lot up to and including collection, as befits a good custodian.

6.7. BHS transfers the final Lot sales amount to the Seller within 30 days after a written proof of transfer of the horse, its passport and invoice to the Buyer has been received.

6.8. After the auction is closed, BHS does not publish any public lists with prices and/or individual names of Buyers or Sellers.

In case the Participant in the Auction is a Bidder/Buyer, they will be subject to the General Provisions for the Bidder/Buyer as included in this Part C of the General Terms and Conditions, as well as the General Provisions, as included in this Part D and Part E of the General Terms and Conditions.

1.     BIDDING AND ENROLLEMENT

1.1.   Bidder is obligated to abide by the instructions and directions given by or on behalf of BHS.

1.2.   BHS reserves the right to refuse or unilaterally terminate the enrollment for an Auction and (further) participation of a Bidder at its discretion. 

1.3.   Enrolment in the manner prescribed by BHS is required to participate as a Bidder in the Online Auction. Before participating in the Online Auction, a Bidder must register on the auction platform of the Auction Website. Bidder will be provided with a strictly personal username and password allowing access to the bidding system. Bidder is responsible for all actions that occur at an Online Auction arising from the use of Bidder’s username and password. Bids will be placed digitally. The highest bid for each Lot – a Horse, Foal, Embryo or Semen – will be listed on the Auction Website. 

1.4.   The bid increments for Online auctions are at least EUR 250 per bid, unless otherwise indicated. 

1.5.   The bid steps increase up to a bid price of EUR 5,000 each by EUR 250, from a bid price of more than EUR 5,000 each by EUR 500 and from a bid price of EUR 10,000 by EUR 1,000.

1.6.   A bid placed by the Bidder shall constitute a purchase offer to the Seller. A Bidder is bound by a bid that is deemed irrevocable and unconditional. Any Bidder who places a bid shall be considered to be bidding or buying for himself and shall be personally bound to BHS and (after the Award) towards the Seller for any obligations arising from its bid to BHS and the Seller. This also applies if the Bidder who places a bid declares to do so on behalf of a third party. 

1.7.   Incoming bids are prioritized strictly in order of the time in which they are entered.

1.8.   Bidder cannot rely on bidding errors, typos, or mistakes when placing a bid in the Online Auction. The Bidder will accept any special circumstances that can be part of an Online Auction, including technical errors which prevent timely bidding. Without prejudice to the provisions in Article 10 of the General Terms and Conditions, BHS shall never be liable towards Bidder for damage resulting from the provisions in this paragraph. 

2.     BUYER INTEGRITY VERIFICATION

2.1. BHS is entitled to verify the integrity of the Bidder and Buyer, respectively, both prior to and after the conclusion of the Purchase Agreement. This verification will assess the integrity of the Buyer under applicable laws (including but not limited to sanctions laws). Bidder/Buyer is obligated to provide its reasonable cooperation with this verification. 

2.2. The Purchase Agreement shall be completed and signed at the conclusion of the Auction of a Horse, Foal, Embryo or Semen to be sold at Auction by the Buyer or the party bidding remotely on behalf of the Buyer, stating all relevant details. These details serve as a basis for the aforementioned integrity verification done by BHS both prior to and after the Auction. 

3. RESOLUTIVE CONDITIONS FOR THE BENEFIT OF BHS

3.1. The Purchase Agreement shall be effected under the resolutive condition that, if the verification as described in Article 2 shows that the sale to Buyer - on the basis of, among other things, sanctions legislation - does not qualify as a sale to an honorable Buyer, BHS may dissolve the Purchase Agreement (on behalf of the Seller). This resolutive condition must be invoked within 10 working days after the Auction, or - whichever is later - within 5 working days after the date of payment of the Purchase Price by the Buyer, by means of a written notification from the BHS to the Buyer with a copy to the Seller. Seller has granted BHS an irrevocable authorization to that effect. 

4. TERMINATION OF PURCHASE AGREEMENT

4.1. If the Seller or Buyer dissolves, annuls or otherwise alters the Purchase Agreement (other than by virtue of the Right of Revocation), the Buyer shall remain liable to BHS for the Auction Costs fee, and the Seller shall remain liable to BHS for the Registration Fee, without prejudice to any other rights of BHS in such a case. 

GENERAL TERMS AND CONDITIONS – BALTIC HORSE AUCTION

PART D – Additional Provisions Horses and Foals

In the event of a Horse and Foal enrolment to the Auction, in addition to the General Terms and Conditions, the specific, additional provisions, as contained in this Part D of the General Auction Conditions, shall apply. 

  1. REGISTRATION AND SELECTION 

1.1. The Horses registered for the Auction must be:

1.1.1. free of observable faults, including but not limited to stable vices, unless notified prior to the sale, such as air sucking, systematic weaving, box walking or crib biting and was not denerved, intubated or otherwise operated on or treated for defects in the airways,

1.1.2. have been deemed acceptable by a recognized inspection veterinarian during a sport inspection, from which the Seller shall submit a veterinary report to the BHS when registering the Horse of Foal for the Auction.

1.2.   All adult Horses in the Auction must be:

1.2.1.examined clinically (within 45 days before the auction);

1.2.2.in relation to sports horses – examined radiographically (within 12 months prior to the auction) and they must be approved for the sport recently.

1.2.3.in order with the basic vaccinations and free of contagious diseases such as glanders, fungus, for which a respective veterinarian remark should be made in horse’s passport.

1.3.   All Foals should be:

1.3.1.free of observable defects, including (but not limited to) stable vices; 

1.3.2.have been clinically examined for abnormalities of the eyes, heart, lungs, teeth, and, if a stallion is involved, the genital organs;

1.3.3.a veterinary report of the veterinary clinical examination should be submitted to BHS when registering the foal for the Auction.

1.4.   If there is no inspection yet for the Horse in question, this must be done by order and at the expense of the Seller, by a freely selected veterinarian. The inspections and reports should be forwarded to BHS for publication (preferably in English) in the online Auction catalogue.

1.5.   Medical examinations (clinical report, radiographic examination report and images’ set) must also be submitted in time and in full by e-mail or WeTransfer (https://wetransfer.com) in a standard digitally readable format (jpeg, png, pdf, dicom). If inspections/xrays have not yet been made, please inform us at info@baltichorse.auction for an alternative solution.

1.6.   It is a sole responsibility of the Seller to check the accuracy of Horse/Foal data submission and to confirm that all information is true and correct. The Seller is liable to verify the online Auction catalogue entry after the Horse/Foal has been published, and to inform BHS in a timely manner should there be any errors. BHS cannot be held accountable in any way for possible errors, omissions, or lack of information about the condition of a Horse/Foal that might hypothetically influence the course of Auctioning for a particular Lot. 

1.7.   The Seller is liable to provide correct business details, such as but not limited to, juridical status, company or personal details, state registration number within local jurisdiction, VAT status, and any other details or references that BHS may request during the process of registering the submitted Horse/Foal for the Auction.

1.8.   Seller remains responsible for care and supervision of the Horse after Registration for the Auction.

1.9. Try-outs for ridden sports horses may need to be arranged, before the Auction starts, in which case the BHS will contact the Seller and agree on date, time and location for the trial, and the Seller will facilitate the trial as requested by the BHS to the best of his ability. 

1.10. The Seller is responsible for providing adequate supporting sales material about its Horse/Foal, such as but not limited to presentation photos, videos, pedigree, competition results and other relevant information, to compile a complete and truthful representation of the Horse/Foal.  

2. DELIVERY

2.1. The Buyer is obliged to take possession of the purchased Lot at the place and time as specified by BHS/Seller, within 10 days after the auction, on presentation of a valid proof of identity but not before the Buyer has settled all full purchase amounts as stipulated in Article 7.4. of the General Terms and Conditions Part A. 

2.2.   The costs for transport and possible associated costs such as health certificates, Traces, blood tests or quarantine are at the expense of the Buyer.  

2.3. The delivery of the purchased Horse will take place by acceptance of the Horse at Seller’s premises or the (stable) address indicated by Seller, unless otherwise agreed between Seller and Buyer.

2.4. The delivery of a purchased Foal will occur by delivery by the Seller to the Buyer at a time to be agreed on by Buyer and Seller. The delivery of a foal will take place upon the foal reaching the age of 5 months but no later than after a foal is 5.5 months old. Buyer shall not owe any compensation to the Seller for the period until delivery. 

3. RISK TRANSFER

3.1.   Any risks related to the purchased Lot shall be transferred to the Buyer immediately after the Auction Award has been confirmed, and any responsibility and liability, as well as all risk factors are transferred to the respective Buyer. The Buyer shall indemnify BHS and Seller from any claims brought by third parties.

3.2. In the event of an Online Foal Auction, the risk of the Foal transfers as follows: 

3.2.1. if there is a Purchase Agreement regarding a Foal that is 5 months or older at that time, the risk of the foal shall transfer to Buyer at the time of actual delivery, on the understanding that the foal shall be delivered to Buyer no later than two weeks after the Online Auction (at which time the risk shall pass to Buyer at the latest). Therefore, as of the moment of delivery, the risks of the foal, including all (financial) responsibilities and liabilities, transfer to the Buyer.

3.2.2. if there is a Purchase Agreement in respect of a Foal that is younger than 5 months at the time of the sale, then the Foal shall not be delivered until the Foal has reached the minimum age of 5 months and the risk of loss and/or of damage to and/or caused by the auctioned/purchased foal shall remain with Seller up to an age of 5 months and with Buyer after an age of 5 months. Without prejudice to the foregoing, Seller shall be obliged to leave a sold foal with its mother until the age of 5 months without any compensation being due to Buyer and Seller shall be obliged to have the foal delivered to Buyer before the foal is 5.5 months old. 

3.3. Without prejudice to the other provisions in these General Terms and Conditions, Buyer and Seller shall indemnify the BHS against all claims by third parties relating to the non- compliance with the provisions of Article 3.

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