Consignment Terms

1Agreement to These Terms

These consignment terms govern every item a consignor submits to the house for sale, whether the item is ultimately offered by timed auction or at a fixed price. Submitting an item through the house's online intake form, or otherwise delivering an item to the house for consignment, is agreement to these terms. The house may update these terms for future consignments; the version in effect on the date an item is accepted governs that consignment.

2Exclusive Agency

For the duration of the consignment period, the house is the consignor's exclusive agent for the sale of the consigned item. While an item remains consigned, the consignor will not offer it for sale, solicit offers for it, or authorize any other person to do so, through any other auction house, marketplace, dealer, or private sale. To confirmlength of the consignment period

3Consignor Warranties

The consignor warrants that the consignor owns the item outright and holds clear, unencumbered title to it, free of any lien, security interest, or third-party claim. The consignor warrants that the consignor has full right and authority to consign the item and to convey good title to a buyer on sale. The consignor warrants that the item is not stolen and that the consignor is not aware of any fact that would call its authenticity, provenance, or legal status into question. The consignor warrants that, to the consignor's knowledge, the information submitted with the item is accurate. These warranties survive the sale of the item.

4Provenance Disclosure

The consignor must disclose to the house any provenance information known to the consignor, including prior ownership, exhibition history, prior sale history, and any supporting documentation. The house relies on this disclosure in cataloguing and offering the item. Incomplete or inaccurate disclosure may affect the item's marketability, the house's decision to offer it, or the consignor's liability under these terms.

5Intake, Cataloguing, and Sale Method

Consignment begins with submission through the house's online intake form, including a description of the item and photographs. Once the house accepts an item for consignment, the house has sole discretion over how the item is catalogued and described, the photography used, the estimate assigned where an estimate is given, the lot or listing the item is placed in, and the timing of the offer. The house decides, at its discretion, whether an item is offered by timed auction or at a fixed price, and may change the sale method for an item that has not sold. To confirmwhether and how a consignor may review catalogue copy before an item is listed

6Reserves

A reserve, the minimum price at which an item will sell, may apply to a consigned item. Where a reserve applies, it is set by agreement between the consignor and the house before the item is offered. To confirmreserve-setting mechanics, such as a maximum reserve expressed as a percentage of the low estimate, and the process for adjusting a reserve already set. An item subject to a reserve that is not met does not sell and is treated as an unsold lot under these terms.

7Withdrawal

A consignor may ask that an item be withdrawn from sale before it is offered. The house may grant or deny a withdrawal request at its discretion and may charge a withdrawal fee. To confirmwithdrawal fee amount or basis, and any deadline after which withdrawal is no longer available. Cataloguing, photography, and other costs the house has already incurred for a withdrawn item remain chargeable to the consignor.

8Risk of Loss and Insurance

Risk of loss or damage to a consigned item passes to the house once the item is delivered into the house's custody, and remains with the house until the item is delivered to a buyer, returned to the consignor, or otherwise released from the house's custody. The house insures consigned items while in its custody. To confirminsurance basis, such as coverage at the low estimate, at a stated coverage percentage, or subject to a deductible. The house is not responsible for loss or damage arising from an item's inherent characteristics, pre-existing condition, or ordinary wear.

9Unsold Lots

An item that does not sell, because a reserve was not met, no offer was received, or a fixed-price listing expired unsold, is an unsold lot. To confirmunsold-lot handling, such as automatic relisting, return to the consignor, consignor election among options, and any applicable timeline. The consignor is responsible for return shipping costs, or for reimbursing shipping costs the house advances on the consignor's behalf, for an unsold lot returned to the consignor.

10Delivery and Shipping

The consignor is responsible for delivering the consigned item to the house, or for the cost of doing so. Once an item sells, the house arranges shipping to the buyer, and shipping costs are charged to the buyer rather than deducted from the consignor's proceeds, except as follows. To confirmany shipping cost allocated to the consignor, if applicable. Costs of returning an unsold lot to the consignor are addressed above.

11Commission, Fees, and Expenses

The house's compensation for selling a consigned item is a commission. To confirmcommission rate or structure, such as a percentage of the sale price or a sliding scale. The house may also charge additional fees. To confirmitemized fees, such as a photography fee, listing fee, insurance fee, or catalogue fee. The house may deduct expenses reasonably incurred in marketing, cataloguing, or selling the item. Commission, fees, and expenses are deducted from the sale proceeds before the balance, if any, is remitted to the consignor.

12Settlement and Statements

Following the sale of a consigned item, the house issues the consignor a statement itemizing the sale price, the commission, fees, and expenses deducted, and the net amount due. To confirmsettlement period, such as a stated number of business days following buyer payment or following sale. Where the commission, fees, and expenses chargeable against a sale exceed the sale price, the statement for that sale issues at zero net, and the shortfall carries forward to the consignor's next statement, reducing the net proceeds otherwise due on that later statement. A shortfall continues to carry forward, statement to statement, until it is satisfied.

13Set-Off

The house may set off any amount the consignor owes the house under these terms, including a carried-forward shortfall, a withdrawal fee, or expenses the house has advanced on the consignor's behalf, against any amount otherwise due to the consignor, whether arising from the same consignment or a different one.

14Indemnification

The consignor will indemnify and hold the house harmless from any claim, loss, liability, or expense, including reasonable attorneys' fees, arising from a breach of the consignor's warranties under these terms or from inaccurate or incomplete disclosure regarding an item's title, authenticity, or provenance.

15Limitation of Liability

The house's liability to the consignor arising from a consignment, however framed, is limited as follows. To confirmliability cap, such as the item's sale price or its low estimate. The house is not liable for indirect, incidental, or consequential loss, including lost profit or lost opportunity. Nothing in this section limits any liability that cannot be limited as a matter of California law.

16Term and Termination

These terms govern each consignment for the consignment period referenced above, and continue to govern any obligation arising during that period, including settlement and indemnification obligations, after the period ends. The house may decline to accept, or may terminate, a consignment at its discretion, including where an item's title, authenticity, or description cannot be verified to the house's satisfaction. To confirmnotice period or process for a consignor-initiated termination, if any

17Governing Law and Venue

These terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles. Any dispute arising from these terms or from a consignment will be brought exclusively in the state or federal courts located in To confirmcounty for venue, California.

18Auctioneer Licensing

To confirmCalifornia auctioneer licensing and bond statement — counsel to supply; seat must not draft this

19Entire Agreement

These terms, together with any consignment-specific document signed by the consignor and the house, constitute the entire agreement between the parties regarding the consigned item, and supersede any prior or contemporaneous understanding, written or oral, on the same subject. No modification of these terms is effective unless made in writing and signed by the house.

(Draft -- counsel to finalize.)