Auction Terms & Conditions
Terms and Conditions of Online Auction Bidder Participation
Plenary Retail Consumption Alcoholic Beverage License #1221-33-004-008
issued by the Township if South Brunswick, NJ.
YOU ARE BOUND BY THE PROVISIONS OF THESE TERMS AND CONDITIONS. THE SALE OF THE PROPERTY IS “AS IS” WITHOUT ANY PROMISE, REPRESENTATION OR WARRANTY OF ANY NATURE, EXPRESS OR IMPLIED, ORAL OR WRITTEN, OTHER THAN AS MAY BE EXPRESSLY CONTAINED HEREIN. YOU ASSUME ALL RISKS OF ANY NATURE IN BIDDING ON AND BUYING THE PROPERTY.
The License was issued to New Jersey Restaurant Group, LLC (the “Owner”), 4095 Route 1 South, Monmouth Junction, NJ and, subsequent to such issuance, Owner, as Assignor, executed a Deed of Assignment for the Benefit of Creditors of New Jersey Restaurant Group, LLC to Brian Hofmeister, Esq., as Assignee (“Assignee”). The sale of the License and the effectiveness of any contract of sale is subject to the approval of the Superior Court of New Jersey, Chancery Division, Probate Part (the “Court”) and the transfer of the License is additionally subject to approval of the local South Brunswick issuing authority and must be in compliance with the requirements of State of New Jersey Division of Alcoholic Beverage Control.
All online auction participants (“Bidder(s)”) are required to register by giving their full name, address, and phone number, and to have read the Contract of Sale and these Terms and Conditions prior to bidding. All Bidders also acknowledge that they have either exercised or waived their rights to do any due diligence prior to auction.
A Buyer’s premium (“BP”) of fifteen percent (15%) will be added to the amount of successful Bidder’s high bid at auction. The total purchase price you shall pay for the Property shall therefore be 15% higher than the amount actually bid at auction by the successful Bidder.
In the event you as a Bidder submit a bid that is the high bid at auction, you as Bidder (and after the Contract is executed, the “Buyer”) shall be required to promptly execute a Contract, a form of which has been previously made available to you and will be sent to you immediately after the auction and return these forms to Broker/Auctioneer (defined below) by fax or email for countersigning by Seller. The Contract will become effective only upon approval of the Assignee within ten business days of the close of the auction. In the event the Assignee does not approve the Contract for any reason, within 10 business days of the date of auction, the Contract shall be null and void and any deposit monies held (pursuant to the following paragraph or otherwise) shall be promptly returned to the Buyer.
In order to participate at the auction you are required to agree that if you are the high bidder at auction, you shall unconditionally make an immediate (but no later than the end of the following business day) deposit of Twenty Five Percent (25%) of the high bid Contract price in the form of a wire transfer, to the trust account of “Brian Hofmeister, Esq.” (“Escrow Agent”). Such deposit shall be non-refundable (in the event of Buyer default, including Buyer being unable to satisfy the closing condition Buyer is required to satisfy) and shall be applied to partially cover damages in the event you are in breach of the Contract. The initial Deposit and any money subsequently paid by Bidder as a Deposit will be held by Escrow Agent in a non-interest bearing escrow account. If Bidder fails to make any of the required deposit payments within the above-referenced time frame Seller shall be entitled to sell the License to another bidder and hold the Bidder responsible for the difference plus any other incidental costs and expenses related thereto (including without limitation any attorney costs) or to a Bidders breach of these terms.
AS IS/WHERE IS SALE NO WARRANTY:
Except as expressly provided in these Terms and Conditions, the Property is being sold by Seller in “AS IS, WHERE IS” condition, without warranty of any nature, either express or implied, including, but not limited to, the nature and/or condition of the Property or its fitness or condition for any particular use.
CLOSING; TITLE; TAXES AND CHARGES:
Seller will convey title by delivery of an executed Bill of Sale and the Property shall be delivered free and clear of any monetary liens and/or monetary encumbrances. Any other expenses or charges due on the deed of conveyance or payable in connection with the closing (including without limitation, the payment of any documentary stamps and transfer taxes) shall be paid by the Buyer. Possession of the Property will turn over to Buyer upon receipt of payment.
All information contained on the AuctionAdvisors website or in any advertisements, in any oral communications, in any material provided to buyer by Auctioneer, or in announcements made the day of sale was obtained from sources believed to be accurate. However, no warranty or guarantee, expressed or implied, is intended or made. Neither AUCTIONADVISORS, LLC., nor their respective affiliates, agents or representatives (collectively, “Broker/Auctioneer”), nor the Seller make or have made any representation or warranty with respect to the accuracy, correctness, or completeness of the information provided to any Bidder regarding the Property, the contents or meaning of such information, or the valuation of the Property. Each Bidder must independently investigate and confirm any information or assumptions on which such Bidder’s bid(s) are based. Any decision to purchase or not to purchase the Property is the sole and independent business decision of the Bidder. Neither Broker/Auctioneer, nor Seller shall be liable for any errors or incorrect information, and Bidder hereby agrees that it waives all claims and has no recourse or cause of action of any nature against Broker/Auctioneer, or Seller (or any of their respective agents) arising from any information provided to Buyer OR relating in any way to the “As Is, Where Is” status of this sale.
LIABILITY OF AUCTIONEER:
Bidder agrees that Broker/Auctioneer and the Escrow Agent shall not be responsible or liable in any way and hereby release them from and indemnify them against (to the greatest extent permitted by law) any and all claims of any nature relating to the auction, the Property, the condition of the Property, the Seller’s inability or refusal to comply with the provisions of any information, these Terms and Conditions, or the Contract of Sale and any other claims or damages that may be a result of Broker/Auctioneer’s engagement by seller and the sale and marketing of this Property. In the event of any dispute with Auctioneer/Broker where Broker/Auctioneer is the substantially prevailing party as to such claim, then in that event Broker/Auctioneer shall be entitled to recover from the Bidder the full amount of the attorneys’ fees Broker/Auctioneer incurs in connection with the claim.
The Court shall be the sole jurisdiction to resolve any disputes surrounding the auction, and all terms and conditions of the sale and transfer of the property or any other disputes by any parties related hereto.
These Terms and Conditions, are hereby incorporated into the Contract of Sale. All notices required by the Contract of Sale or these Terms and Conditions, shall be sent to the address specified for each party on the front part of the Contract and delivered by certified U.S. mail or by a national overnight delivery service.
I have read and understand and agree to these Terms and Conditions.
Sebae Data Solutions, Inc.
SERVICE TERMS AND CONDITIONS
ACCEPTANCE OF TERMS
Sebae Data Solutions, (the makers of Auction Flex & HiBid (formerly Bidopia) hereafter referred to as "Sebae"), provides its service to you, subject to the following Terms & Conditions ("TAC"), which we may update from time to time without notice to you. The most current version of the TAC can be found found at any time by visiting the link: http://www.auctionflex.com/showtandc.ap
USE AND REGISTRATION
Our services are available only to, and may only be used by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to children (persons under the age of 18) or to temporarily or indefinitely suspended members. If you are under the age of 18, you can use this service only in conjunction with, and under the supervision of your parents or guardians. If you do not qualify, please do not use our service. If you are registering as a business entity, you represent that you have the authority to bind the entity to the TAC.
In consideration of your use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being the "Bidder Information") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Sebae has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Sebae has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
DESCRIPTIONS OF SERVICE
Sebae provides the following services under the Auction Flex & HiBid trademarks: Integrated Web Service (for auctioneers), internet bidding (absentee, online-only, & webcast). You can learn more about these services in the following sections.
HIBID INTERNET AUCTION PLATFORM & WEB SERVICE DESCRIPTION
Sebae provides the HiBid (formerly Bidopia) Internet Auction Platform & Web Service ("HWS") under the HiBid trademark as a software solution for auctioneers wishing to extend the audience of their live auctions to the internet. The HWS provides various features including internet absentee bidding, internet-only auctions, and webcast auctions.
The HWS is able to changes its appearance to coincide with the website that it is powering. Accordingly, the HWS powers the www.hibid.com website as well as numerous Auction Flex customer websites. This ability to change appearance is a feature of the HWS. Much like internet merchant account providers can host a secure web page for a vendor to easily process payments, the HWS hosts certain portions of the auctioneer's website to easily enable advanced features such as internet bidding.
INTERNET ABSENTEE BIDDING
Internet absentee bidding allows you to place a bid for an item in advance of an auction. This allows you to place bids on lots without actually attending the auction.
Internet only bidding allows you to place a bid for an item prior to the auction lot closing online. In an internet-only auction there is no live auction.
Webcast auctions allow you to bid in real-time against other bidders or place pre-bids prior to a lot going "live".
Lots are sold in accordance with the Auctioneer's terms and conditions which are accessible from each lot's page. It is your responsibility to read and accept the Auctioneer's terms and conditions prior to placing your bid.
When you place a bid you are agreeing to be bound by the Auctioneer's & Sebae's terms and conditions. By placing a bid you are entering into a legally binding and enforceable contract. Please keep in mind that you are bidding against other internet bidders as well as floor bidders, phone bidders, and regular absentee bidders (this list does not constitute a complete list of bidder types but does highlight the common bidder channels).
The auctioneer, at their discretion, can approve or deny bidders. The auctioneer reserves the right to accept or deny bidders for any reason. Prior to approval the auctioneer may contact you to determine your credit worthiness. If the auctioneer approves your bid, the auctioneer will then process your bid in accordance with their terms and conditions.
Should your bid for a lot prove successful, the auctioneer may contact you to arrange for payment & shipping (if applicable). If the auctioneer required registration via a credit card, the auctioneer reserves the right to process your winning bids to the credit card provided during registration.
Sebae, through the Auction Flex & HiBid products & services, facilitates the internet bidding process between the Auctioneer & the bidder. Sebae is in no way a party to the transaction. Because Sebae is not a party to the transaction, you accept that you will have no claim or cause of action against Sebae in respect of the sale (or non-sale) of any Lot. If you have a dispute with an Auctioneer or another user of the Service with regard to the sale (or non-sale) of any Lot you agree that Sebae, its officers, agents, employees will not be liable for losses (including, but not limited to, loss of profits, special loss, indirect loss and consequential los), costs, damages, liabilities, claims, demands and expenses of any kind arising out of or connected with such dispute. You also accept that none of the aforementioned are under any obligation to take any action to resolve any dispute between you and an Auctioneer
Sebae is not responsible for any typographical, pictorial or technical errors in information about Lots on the Site as provided by Auctioneers. Sebae does not evaluate Lots and does not act as a specialist or expert on any related subject matter. Sebae makes no warranties or representation of any kind or nature with respect to Lots (including but not limited to representations or warranties as to the accuracy of description, genuineness, quality, authorship, attribution, provenance, period, culture, source, origin or safety). If you have any questions, e-mail the Auctioneer directly. In particular, make sure that you understand the Auctioneer's payment terms and shipping terms.
The Service requires you to login with your username and password prior to placing a bid on a Lot. Making bids with false information or with stolen credit card information is prohibited and illegal.
Your user name and password are required in order to place internet bids. Making bids in a false name or with an invalid or stolen credit card is prohibited. Each bid carries the computer coding of the Internet provider which allows the individual user to be traced and Sebae may at its discretion release this information to enable legal action to be taken. Sebae may, in its entire discretion, refuse or remove bids where it suspects that bids contravene this prohibition. By placing a bid, you are making a binding and irrevocable offer to purchase the Item at any price up to the maximum bid amount you submit. If you win, you must complete the transaction, subject to any contractual right or other right at law to rescind the contract in certain circumstances. Failure to complete transaction without lawful reason is not only a breach of your contract with the Seller but also a breach of this User Agreement.
The amount bid can be increased but cannot be decreased. The auctioneer may, at their discretion, allow you to withdraw and resubmit a bid in the case of bids containing an obvious typographical error. You may forward a request to withdraw a bid and resubmit a correct bid by immediately sending an email to the auctioneer, however, there is no guarantee that any bid will be withdrawn. Although Sebae will use best efforts to forward all bids, Sebae does not accept any responsibility for lost bids or problems with the recipient auctioneer's ability to process your bid. Moreover, Sebae cannot guarantee that bids received will be processed by the individual auctioneers.
Please note that Sebae's role is limited to the provision of the Site for dissemination and publication of information provided by the Sellers.
THE WINNING BID
The winning bid in an auction will be the highest bid that exceeds any reserve (if a reserve exists). In the case of equal bids, the earliest bid received will be the winning bid. If a higher bid is subsequently withdrawn or removed then the auctioneer shall have the right to accept the next highest bid.
NOTICE OF END OF SALE, PAYMENT & SHIPPING
After the sale has ended, the auctioneer will notify the winning bidder via phone, fax or mail that they have won. If you do not receive notice that you have made the winning bid and think that you are the top bidder, you should check with the auctioneer directly. You will make all payment for Items to the auctioneer in accordance with their terms and conditions.
BUYER'S PREMIUM, TAXES AND DUTIES
If you are a successful bidder, you are responsible for paying any buyer's premium, taxes and duties (including any VAT, sales tax and import duties) that may be imposed on the final price paid for an Item. Accordingly, it is your responsibility to check the applicable taxes and duties that may be imposed on an Item prior to bidding for it.
All material and content as provided by the Service is protected by copyright and similar rights. You can not use or make available any of that material for any commercial purpose.
SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
DISCLAIMER OF WARRANTIES
You expressly understand and agree that:
a. Your use of the service is at your sole risk. The service is provided on an "as is" and "as available" basis. Sebae expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
b. Sebae makes no warranty that (i) the service will meet your requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the software will be corrected.
c. Any material downloaded or otherwise obtained through the use of the service is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
d. no advice or information, whether oral or written, obtained by you from Sebae or through or from the service shall create any warranty not expressly state in the TAC.
LIMITATION OF LIABILITY
You expressly understand and agree that Sebae shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Sebae has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; or (v) any other matter relating to the service.
EXCLUSIONS AND LIMITATIONS
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations of of the previous two sections titled 'Disclaimer of Warranties' and 'Limitation of Liability' may not apply to you.
You agree to indemnify and hold Sebae harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our service and your bidding on, listing, purchase, solicitation of offers to purchase, and sale of items.
The TAC constitute the entire agreement between you and Sebae and govern your use of the Service, superseding any prior agreements between you and Sebae. The TAC and the relationship between you and Sebae shall be governed by the laws of the State of Florida without regard to its conflict of law provisions. You and Sebae agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Marion, Florida. The failure of Sebae to exercise or enforce any right or provision of the TAC shall not constitute a waiver of such right or provision. If any provision of the TAC is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TAC remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TAC must be filed within one (1) year after such claim or cause of action arose or be forever barred.