Consignment Agreement

Once you have read the Consignment Agreement below, download the Consignor Information and Equipment Listing Form here:

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND HODGINS AUCTIONEERS INC. (“Hodgins”) STATING THE TERMS THAT GOVERN YOUR USE, AS A SELLER OF EQUIPMENT AND OTHER GOODS, OF THE HODGINS ON-LINE AUCTION SERVICE. THIS AGREEMENT – TOGETHER WITH ALL UPDATES, ADDITIONAL TERMS, SOFTWARE LICENSES, AND ALL OF HODGINS’ RULES AND POLICIES REFERRED TO IN THIS AGREEMENT – COLLECTIVELY CONSTITUTE THE “AGREEMENT” BETWEEN YOU AND HODGINS. TO AGREE TO THESE TERMS, CLICK “AGREE”. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT CLICK “AGREE” AND DO NOT USE THE SERVICE. YOU MUST ACCEPT AND ABIDE BY THESE TERMS AS PRESENTED TO YOU. CHANGES, ADDITIONS OR DELETIONS ARE NOT ACCEPTABLE AND HODGINS MAY REFUSE ACCESS TO THE HODGINS ON-LINE AUCTION SERVICE FOR NON-COMPLIANCE WITH ANY PART OF THIS AGREEMENT.

This Hodgins Online Consignment Agreement (the "Consignment Agreement") is by and between you ("You", "Seller" or "Consignor") and Hodgins Auctioneers Inc. ("Hodgins On-Line Auctions ", “Auctioneers” or “Hodgins”).

In consideration of the mutual agreements and promises set out below, You and Hodgins agree as follows:

You hereby authorize and instruct Auctioneers to sell specific equipment or other items (collectively "Equipment") set forth below through the Auctioneers website currently located at http://www.hodginsauctioneers.com (the "Hodgins Online Auctions Site" or "Website" or "Auction Site").

Consignment: The Consignor hereby consigns the Equipment (as more particularly described in the Equipment Listing which is attached hereto and forms a part hereof) to Hodgins for the purposes of marketing and selling the Equipment on behalf of the Consignor on the Hodgins Onlne Auctions Web Site.

Governing Law: The laws of the Province of Saskatchewan and the laws of Canada applicable therein shall apply to and govern the interpretation and enforcement of this Consignment Agreement, without regard to conflict of laws principles. The parties hereby attorn to the exclusive jurisdiction of the courts of the province of Saskatchewan, Canada, judicial centre of Saskatoon.

Assignment: No part of this Consignment Agreement may be assigned by the Consignor without the prior written consent of Hodgins.

Ownership: Ownership, possession and title to the Equipment (as defined in the Equipment Listing) shall remain vested with the Consignor until such time as ownership and title shall pass to a successful bidder ("Purchaser") in accordance with the Hodgins On-Line Auctions Terms and Conditions, which Terms and Conditions are hereby incorporated by reference into this Consignment Agreement.

Sale of Equipment: Provided that the price paid by a Purchaser is no less than the minimum purchase price set forth in [the Equipment Listing, which is attached hereto and forms a part hereof] of this Agreement, Hodgins may sell the Equipment to a Purchaser in accordance with the Terms and Conditions on behalf of and as agent for the Consignor, and where such sale is made the Consignor covenants and agrees that the Purchaser shall acquire good and clear title in the Equipment.

Risk of Theft, Damage, and Loss: Risk of theft, damage, and loss in connection with the Equipment remains vested in the Consignor until the Equipment has been delivered to and accepted by the Purchaser or until the Purchaser is in Deemed Receipt of the Equipment. At no time shall Hodgins ever be responsible for the risk of theft, damage, or loss in connection with the Equipment.

Indemnification: The Consignor shall, at its sole expense, defend Hodgins against all claims that the warranties, terms or conditions of the Sale Agreement have not been fulfilled to the extent such claims result from the Equipment not meeting the specifications set forth in the Equipment Listing or the description provided in the Equipment Listing or the failure of the Consignor to deliver the Equipment to a Purchaser in accordance with the Terms and Conditions. The Consignor shall pay all resulting costs, damages and legal fees finally awarded or included in any settlement. Hodgins will notify the Consignor promptly after receiving notice of any such claim. Hodgins has the right to retain counsel and to participate in the defence at expense of Hodgins and to assist in any settlement negotiations.

EXCLUSIVE RIGHTS OF SALE

By agreeing to consign any Equipment, Seller agrees to grant, and hereby grants, to Hodgins Online Auctions the exclusive right to market and sell the Equipment from the time of the Seller's submission of the Equipment Listing to Hodgins until the earlier of:

(a) the time the Equipment is sold; or
(b) the time the Equipment is withdrawn from the Hodgins On-Line Auction Site;or
(c) the expiry of the listing period specified on the Equipment Listing; or
(d) if no listing period is specified on the Equipment Listing, the first anniversary of the date that the Equipment Listing was submitted to Hodgins; (the “Consignment Period”).

If you desire to use this site, you must provide specific information about the Equipment on the Equipment Listing and such information must be kept up to date throughout the Consignment Period.

Hodgins Online Auctions may withdraw the equipment from an Auction and terminate this Consignment Agreement if, in its sole judgment, the Equipment is inappropriate for sale, morally objectionable, not worth enough to sell or for any other reason that Auctioneers may consider appropriate. The Seller may not attempt to sell, destroy or alter the property during the Consignment Period. The Seller agrees that it shall remove all listings of Equipment from all other auctions and all other public sources during the Consignment Period.

METHOD OF SALE

Timing of the auction: Subject to the Seller's specific instructions as set out in the Equipment Listing, Auctioneers shall have full control over the timing, method, and type of auction to use in selling the Equipment, including the use of a Reserve Price or Opening Bid amount. Auctioneers shall have complete discretion as to the date(s) of sale of the Equipment, photos to display and descriptions of the Equipment.

Use of Seller’s Name: The Seller’s name as noted in this Consignment Agreement (on the Consignor Information Form which is attached hereto and forms a part hereof), may be disclosed by Auctioneers to the successful buyer of the equipment. Seller’s name may be used to publicize a sale or a sale’s results.

Reserve Prices: Reserve Prices (for items consigned to Signature Auctions and Immediate Purchase Listings) may be established by the Seller if Auctioneers believe there is a reasonable chance the Reserve Price will be met. If the Equipment fails to reach its Reserve Price this Consignment Agreement is terminated. If Seller and Auctioneers agree, then Auctioneers may re-offer the property at a future auction, within the Consignment Period, with no Reserve Price, provided that all listing fees (as set out on the Auction Site) shall be paid to Hodgins by the Seller.

Shill Bidding: Neither the Seller or any other representative or agent of the Seller shall bid on the Seller's Equipment. Such bidding is strictly prohibited by Auctioneers. Seller shall defend, indemnify and hold Auctioneers harmless from any claims, actions, damages, losses or any liability, including fees and costs arising from a breach of this provision, and any such breach shall entitle Auctioneers to immediately terminate this Consignment Agreement and shall entitle Auctioneers, pursuant to the Terms and Conditions, to suspend or terminate the Seller's use of the Site and the Service.

Completion of Sale: No sale shall be considered complete until the buyer has made full payment (which must include the final bid amount, all applicable taxes and transaction fees) to Auctioneers and the Equipment has been shipped to the buyer and the buyer has confirmed receipt of the Equipment in the condition described and photographed in the auction listing or the buyer is in Deemed Receipt of the Equipment.

Authorization to Sell: At any time that you list Equipment for sale, you are representing and warranting that you have the legal right in your jurisdiction to sell such Equipment. You also guarantee that the sale of such Equipment is not subject to any Canadian, USA or United Nations embargo or banned by any United Nations resolutions and that you have disclosed all restrictions, laws or regulations regarding the sale of such Equipment.

Equipment Inspections: Auctioneers provides the option to have your Equipment inspected prior to being listed for auction on the Site. All inspection services provided by Auctioneers will be subject to the Inspection Terms and Conditions which are set out on the Auction Site and which are incorporated into this Consignment Agreement. Auctioneers agree to produce an inspection report ("Inspection Report") for each piece of Equipment, which will include photographs and a detailed list of the Equipment which will become part of the “listing report” on the site. By having your Equipment inspected by Auctioneers, you agree to allow the inspection of the Equipment at a time and location to be determined by Auctioneers and you. You may be required to provide an equipment operator and proper safety equipment and procedures for Auctioneers to inspect the Equipment. Auctioneers reserve the right to refuse to inspect any piece of Equipment being registered for listing on the Site.

If you choose not to have your Equipment inspected, you will be responsible for the provision and content of all descriptions and photos of your equipment. In addition, you will be required to field questions by email from interested potential buyers. Auctioneers will not list for auction un-inspected equipment located outside Canada or the United States. In addition, Auctioneers reserve the right to refuse to list for auction any piece of un-inspected Equipment.

Inspection Report: The Inspection Report is the property of Hodgins Online Auctions. The Inspection Report may not be displayed, published, sold, reproduced, disseminated or otherwise used by you except as provided in this Consignment Agreement without the prior written approval from Auctioneers. Auctioneers reserve the right to re-inspect any Equipment after the auction period ends at no additional cost to you.

Equipment Listing Process: In order to provide the most accurate and detailed information for the Equipment Listing, a combination of the Inspection report and the information you provide (if you choose to have your Equipment inspected), will constitute the Listing Details for the Equipment. The Listing Details may only include text descriptions, maintenance records and pictures supplied to Auctioneers by you or from the Inspection Report. The Listing Details belongs to and is exclusively owned by Hodgins On-Line Auctions and may not be used for any purpose other than for the posting of the Equipment on the Auction Site.

If, at any time prior to the auction close, the Equipment is altered or modified in anyway which might affect the accuracy of the Listing Details (including without limitation the Inspection Report), in order to proceed with an auction you will incur penalties, which are set forth on the Auctions Site. If the Equipment is inspected, you must have the Equipment re-inspected and pay Auctioneers a re-inspection fee ("Re-inspection Fee "). If the Equipment is not inspected, you must re-supply the Listing Details to Auctioneers and pay Auctioneers a second Listing Fee.

Restrictions on Use: From the time of Equipment Listing and until the buyer removes the Equipment from your location (or you withdraw the Equipment from the Auction Site), you may not operate, lease, rent, modify, use or allow the Equipment to be altered in any way which might affect the accuracy of the Listing Details (including without limitation the Inspection Report).

If Auctioneers discover that the Equipment has been altered in any way whatsoever prior to the equipment being sold, you agree to pay to Auctioneers the appropriate removal penalty as stated in the Terms and Conditions.

If Auctioneers discover that you have violated this Restrictions on Use section after the equipment has been sold in any Hodgins Online Auction, you agree to pay to Auctioneers an unauthorized equipment use penalty ("Unauthorized Equipment Use Penalty"), registration and/or ownership and/or risk of loss will not transfer to the buyer and you shall not receive any of the proceeds associated with the sale.

You may not manipulate the price of listed Equipment, including but not limited to using secondary accounts, third parties, or bidding on your own Equipment. You may not use an alias to place bids on any Equipment you are selling, either directly or indirectly for any reason. If you fail to comply with this restriction, Auctioneers will withdraw the Equipment from auction and you will be barred from future use of the Auction Site.

Options after Buyer Default: If payments are not made by the winning bidder in respect to the payment schedule set forth in the Terms and Conditions, the winning bidder is considered in default. As the seller of any piece of Equipment subject to buyer default, you may elect any one of the following options after Auctioneers notifies you of such buyer default.

• Re-Offer Equipment: If there was more than one bidder for the defaulted equipment on the Auction, you may elect to offer the Equipment to the second highest bidder in the auction at the maximum bid amount entered by the second highest bidder. The second highest bidder will have one (1) business day to decide whether to accept the winner's position for the auction. If the second highest bidder accepts the winner's position, your Equipment will be sold and you will receive proceeds based on that second bidder's highest bid, less any applicable commissions and fees.

• Re-list the Equipment: You may decide to list the Equipment in a subsequent Hodgins Online Auction within the next thirty (30) days without incurring an additional Listing Fee. All other terms and conditions of this Agreement continue to be in force for any such re-listing in a subsequent auction.

• Withdraw the Equipment: You may decide, without penalty, to withdraw the Equipment from auction and you will not be responsible for payment to Auctioneers of any unpaid Listing Fee.

WARRANTIES

The seller agrees to and warrants the following conditions/statements:

• The Equipment is free of hazardous materials and has never been contaminated by any material whatsoever.

• All information including that which is required for Listing Details will be truthful, accurate and complete and represents the conditions of the Equipment until removed from your location. That you agree to indemnify and save Auctioneers against all claims arising from misrepresentation of seller’s equipment. That you will be liable for any errors or omissions in the Listing Details for your equipment.

• In addition, if a buyer takes legal action against you arising from, but not limited to, the seller warranties, Auctioneers will support such action by providing the buyer with any relevant documentation.

• All equipment that you list on the Auction Site shall not be fraudulent, stolen or counterfeit.

DELIVERY OF REGISTRATION

Prior to the auction period or Immediate Purchase listing period, you shall deliver to Auctioneers documents proving your registration to the Equipment, including the original Department of Motor Vehicle registration, manufacturers certificate of origin and any and all other documents required to transfer registration of the Equipment to any buyer, where ownership of the Equipment or any part thereof is capable of being or required to be registered. Prior to delivery to Auctioneers, you shall properly endorse these registrations and documents either by your signature or a Power of Attorney as are necessary to permit any buyer to register ownership of the Equipment. In addition, any item for which ownership of the Equipment or any part thereof is capable of being or required to be registered, will be subject to a registration fee ("On-Road Registration Transfer Processing Fee") which is set forth on the Auction Site.

Ownership Certification: As the Seller of Equipment, you represent and warrant to Auctioneers and the buyer that you are the lawful owner of such Equipment and that such Equipment is free and clear of all liens and encumbrances. You also represent and warrant to Auctioneers and to the buyer that you have good right to sell the same and that good and marketable title and, where applicable, registration to such Equipment will, at such time the Equipment is listed, be conveyed to such buyer free and clear of all liens including without limitation any tax liens, encumbrances and adverse claims. You covenant that you will, at all times at your own cost and expense, warrant and defend such registration to such Equipment on behalf of such buyer, its successors and assigns, against the claims and demands of all persons whomsoever. You will cause to be promptly and duly taken, executed, acknowledged or delivered all such further acts, conveyances, documents and assurances as the buyer may reasonably request in order to evidence and confirm such registration and its conveyance.

Auctioneers in their sole discretion may carry out registration and lien searches to investigate the existence of filed PPSA or UCC financing statements on the Equipment at your expense, but in no case shall Auctioneers have a duty to conduct, nor be responsible for the results of any such registration or lien search. If Auctioneers carry out such a search, you agree to pay to Auctioneers a lien search fee ("Ownership Verification and Lien Search Fee") which is set forth on the Auction Site.

SHOWCASE AUCTIONS

In addition to all of the foregoing, in the event that you specified a Showcase Auction for your Equipment on your Equipment Listing or, if you failed to indicate an auction type and Auctioneers selected a Showcase Auction for you, You agree to the following terms and conditions:

You acknowledge and agree that you are extending an irrevocable offer to sell your Equipment to the highest bidder who meets or exceeds the Opening Bid. You acknowledge that you may not set a Reserve Price for your Equipment in this type of auction.

You agree that Hodgins Online Auctions may set the Opening Bid for the Equipment and may schedule the auction opening and closing time for the Equipment, all in its sole discretion.

You agree to pay a listing fee associated with the listing of each piece of equipment in a Hodgins Online Auction (Showcase Auction). The listing fee will be charged to you at the time that the Equipment sells or, if your Equipment does not sell in the Consignment Period, the listing fee will be charged and billed to you at the end of the Consignment Period. In the event that your Equipment sells, the fee will automatically be deducted from the total sales proceeds due.

You agree to pay a commission fee (“Commissions & Fees”) to Hodgins Online Auctions should the Equipment be sold at an auction during the Consignment Period. The commission fee will be automatically deducted from the sales proceeds otherwise due to you.

If the Equipment is not sold, you may re-list the Equipment in any Hodgins Online Auction, or withdraw your Equipment with no penalty at the end the Consignment Period.

You agree to pay Hodgins Online Auctions a removal penalty should you choose to cancel an auction and withdraw the Equipment prior to the auction closing time. ("Removal Penalty Prior to Showcase Auction Close") which is set forth on Auction Site.

If, for any reason, after Auctioneers have notified you of receipt of full payment from the Buyer and at least one (1) business day after the auction has closed, you do not have the Equipment in a "ready" condition for transport or you delay the release of the Equipment to the Buyer, you agree to pay Auctioneers a delay penalty ("Post-Auction Delay Penalty") which is set forth on the Hodgins On-Line Auctions Site.

If, for any reason you fail to release the Equipment to the Buyer after an Auction has closed with at least one bid at or above the Opening Bid, you agree to pay Auctioneers a Default Penalty ("Seller Default Penalty") which is set forth on the Auctions Site. In the event that you fail to release the Equipment to the Buyer after an Auction has closed with at least one bid at or above the Opening Bid, this Consignment Agreement will be automatically terminated and you will be barred from further use of the Hodgins Online Auction Site.

If your Equipment is sold during auction and the transaction closes satisfactorily, any monies due to the seller will be disbursed within 15 banking days after the date of sale.

SIGNATURE AUCTIONS

In addition to all of the foregoing (other than the indented paragraphs above which relate specifically to Showcase Auctions), in the event that you specified a Signature Auction for your Equipment on your Equipment Listing or, if you failed to indicate an auction type and Auctioneers selected a Signature Auction for you, You agree to the following terms and conditions:

For each piece of Equipment listed in a Signature Auction, you agree to pay to Auctioneers the appropriate listing fee which is set forth on the Auction Site (in addition to all applicable taxes). You must pay this non-refundable listing fee prior to the first Signature Auction for your Equipment.

You have the option of scheduling the auction opening and closing time for your Equipment. All auctions will be scheduled to run for seven consecutive days.

You acknowledge and agree that you are extending an irrevocable offer to sell your Equipment to the highest bidder who meets or exceeds your Reserve Price. You acknowledge and agree that Auctioneers will establish and set the Opening Bid for the Equipment.

You agree that if you set a Reserve Price, you must pay Auctioneers a non-refundable reserve fee ("Reserve Price Fee") prior to each and every Signature Auction for your Equipment.

If you do not set a Reserve Price, you acknowledge and agree that you are extending an irrevocable offer to sell the Equipment to the highest bidder who meets or exceeds the Opening Bid, which will be set to $100.

If you set a Reserve Price for your Equipment, you will have the option of lowering your Reserve Price once during an auction.

You may NOT add a Reserve Price after the time of Equipment Listing.

If the Equipment receives bids which do not meet or exceed your Reserve Price, for a period of seven days following the auction close, you will have the option of extending an offer to sell your Equipment to the highest bidder at a price equal to their maximum bid amount. If you extend such an offer (a "Sharper Pencil Offer"), the highest bidder will have two (2) business days in which to accept your offer.

If the Equipment is sold during the auction period or the Sharper Pencil Offer process, you agree to pay Auctioneers a commission fee which is set forth on the Auction Site and which will be automatically deducted from the sale proceeds otherwise due to be remitted to you.

If the Equipment is not sold in a Signature Auction, you may re-list your Equipment in any Hodgins Online Auction, or withdraw your Equipment with no penalty and end the Consignment Period.

If you choose to cancel the auction and withdraw the Equipment prior to the auction closing time, you agree to pay Auctioneers a removal penalty ("Removal Penalty Prior to Signature Auction Close") which is set forth on the Auction Site.

Once your Reserve Price, if any, is met you may not withdraw the Equipment prior to the auction close and are obligated to sell the Equipment to the highest bidder.

If, for any reason, after Auctioneers have notified you of receipt of full payment from the Buyer and at least one (1) business day after the auction has closed, you do not have the equipment in a "ready" condition for transport or you delay the release of the equipment to the Buyer, you agree to pay Auctioneers a delay penalty ("Post-Auction Delay Penalty") which is set forth on the Auction Site.

If, for any reason you fail to release the Equipment to the Buyer after an auction has closed with at least one bid at or above your Reserve Price, or if you extend a Sharper Pencil Offer that is accepted by the highest bidder, you agree to pay Auctioneers a Default Penalty ("Seller Default Penalty") which is set forth on the Auction Site. In addition, this Consignment Agreement will automatically terminate and you will be barred from further use of the Hodgins Online Auction Site.

IMMEDIATE PURCHASE LISTINGS

In addition to all of the foregoing (other than the indented paragraphs above which relate specifically to Showcase Auctions and to Signature Auctions), in the event that you specified an Immediate Purchase Listing for your Equipment on your Equipment Listing or, if you failed to indicate an auction type and Auctioneers selected an Immediate Purchase Listing for you, You agree to the following terms and conditions:

For each piece of Equipment listed in an Immediate Purchase Listing, you agree to pay to Auctioneers the appropriate listing fee which is set forth on the Auction Site (in addition to any applicable taxes). You must pay this non-refundable listing fee prior to the first Immediate Purchase Listing period for your Equipment.

You have the option of scheduling the listing opening and closing time for your Equipment. All listings will be scheduled to run for thirty (30) consecutive days.

You acknowledge and agree that you are extending an irrevocable offer to sell the Equipment to the bidder who meets your Reserve Price. In addition, by setting a Reserve Price, you agree that you must pay Auctioneers a non-refundable reserve fee ("Reserve Price Fee") prior to each and every Immediate Purchase Listing period for your Equipment.

If the Equipment receives bids which do not meet your Reserve Price, for a period of seven days following the listing close you will have the option of extending an irrevocable offer to sell your Equipment to the highest bidder at a price equal to his or her maximum bid amount. If you extend such an offer ("Sharper Pencil Offer"), the highest bidder will have two business days in which to accept your offer.

If the Equipment is sold during the listing period or the Sharper Pencil Offer process, you agree to pay Auctioneers a commission fee ("Commission Fee") which is set forth on the Auction Site and which will be automatically deducted from the sales proceeds otherwise due to be remitted to you.

If the Equipment is not sold in an Immediate Purchase Listing, you may re-list your Equipment in any Hodgins On-Line Auction, or withdraw your Equipment with no penalty and end the Consignment Period.

If you choose to cancel the listing and withdraw the Equipment prior to the listing closing time, you agree to pay Auctioneers a removal penalty ("Removal Penalty Prior to Immediate Purchase Listing Close") which is set forth on the Auction Site.

Once your Reserve Price, if any, is met you may not withdraw the Equipment prior to the listing close and are obligated to sell the Equipment to the highest bidder.

If, for any reason, after Auctioneers have notified you of receipt of full payment from the Buyer and at least one (1) business day after the listing has closed, you do not have the equipment in a "ready" condition for transport or you delay the release of the Equipment to the Buyer, you agree to pay Auctioneers a delay penalty ("Post-Auction Delay Penalty") which is set forth on the Auction Site.

If, for any reason you fail to release the Equipment to the Buyer after an Auction listing has closed with at least one bid at or above your Reserve Price, or if you extend a Sharper Pencil Offer that is accepted by the highest bidder, you agree to pay Auctioneers a Default Penalty ("Seller Default Penalty") which is set forth on the Auction Site. In addition, this Consignment Agreement will automatically terminate and you will be barred from further use of the Hodgins On-Line Auctions Site.

Download the Consignor Information and Equipment Listing Form here: