Foals
general conditions
1. The National Foal Auction Prinsjesdag Foundation (hereafter: ‘the NVP’) will organize a foal auction (hereafter: ‘the the auction’) in the KNHS Federation Center in Ermelo, Tuesday 20 September 2011. The auction will be supervised by a notary public.
2. The legal relationship between the NVP and the vendor is an agreement by order.
3. These auction conditions apply to the legal relationship between the NVP and the vendor and the NVP and the bidder/purchaser. Both the vendor and the bidder/purchaser take part in the auction entirely at their own cost and risk. The NVP is not responsible for any obligations to the vendor and/or bidder/purchaser other than those outlined in these conditions.
4. A sales agreement is exclusively between the vendor and the bidder/purchaser. The bidder/purchaser is still obliged to sign the written sales agreement as meant in item 11. The NVP is not bound by agreements between the vendor and the bidder/purchaser. Under no circumstances can the NVP be regarded as a vendor or bidder/purchaser.
5. All stipulations in these conditions of auction are also made for the benefit of all persons who have been or are employed by or have been or who are employed on behalf of the NVP. These legal entities or natural persons can invoke the stipulations of these auction conditions, as if they were the NVP.
6. Participation in the auction will be seen as acceptance of these conditions of auction, with the exclusion of any conditions applied by the participant him/herself.
the auction
7. The NVP as well as a selection committee appointed by NVP will examine and select the foals that qualify for participation in the auction. Decisions taken by the NVP/selection committee are binding. The NVP/selection committee is entitled to seek advice from third parties, but has the right at any time to refuse a foal or foals, without having to state reasons, on the basis of (physical) deficiency, or any other grounds determined by the NVP/selection committee, even when a foal or foals has/have already been selected for the auction. The NVP/selection committee will never be liable, on whatever basis, to compensate the costs accrued by the vendor.
8. The selected foals will be sold outright, without proceedings or recompense, in the condition they have at the time of sale with the purpose that they will be raised to become adult horses by the bidder/purchaser. The foals entered for the auction will be sold to the highest bidder. If no opening bid is made, the auctioneer will be authorized to drop the opening bid by a maximum of € 1,000. If no opening bid is made for this amount, the foal is not sold. The auctioneer is entitled to change the order of the foals to be sold or, without stating reasons, refuse a person as bidder/purchaser.
9. Bidders/purchasers are expected to have full legal capacity and to be in full possession of their mental faculties. Each bidder/purchaser is considered to have made the bid for him/herself and shall be bound by his/her bid until a higher bid is definitely accepted. Each bidder/purchaser is, along with his/her eventual principal, fully liable for any failure in the compliance with his/her obligations. A vendor who appears to have bought back his/her own foal is also considered a bidder/purchaser and for the vendor as here meant all the provisions (including all (payment) obligations) in these auction conditions concerning bidders/purchasers, shall also apply.
10. The risk concerning the foal is transferred immediately from the vendor to the purchaser at the moment of allotment.
11. Immediately upon allotment, the bidder/purchaser, upon production of identification, shall sign a written sales agreement. If the sales agreement is not immediately offered for signing, the bidder/purchaser must immediately report this to the NVP secretariat.
information
12. The NVP has tried to compose the catalogue with the utmost care. The information about the pedigrees has the aim to give an impression of the quality of the foals, without having the pretence to be complete.
13. It is the responsibility of the vendor to check the accuracy of the information in the catalogue and to notify the NVP in writing before the auction of any mistakes or inadequacies, thereby indicating in as much detail as possible which changes or additions should be made.
14. The vendor is obliged to have a veterinary report available to the NVP before the commencement of the auction which has been drawn up by a veterinary appointed by him/herself. The vendor must issue the aforementioned veterinary report to the NVP prior to the photo/video day. During the aforementioned photo/video day, as well as on the day of the auction and prior to the auction, a veterinarian appointed by the NVP will be present who on the instructions of the vendor and at the vendor’s cost (see however the provisions under 18) and risk will inspect the foal and check whether the aforementioned veterinary report is correct and complete. If this veterinarian discovers that the report is inaccurate or incomplete, he/she will attach his/her findings to the aforementioned veterinary report so that the best possible picture of the veterinarian’s findings regarding the foal exists for the purchaser. On the day of the auction, a duplicate of the aforementioned veterinary report, possibly with the aforementioned attached findings, can be inspected. The NVP will not hold a veterinary inspection and/or test before, during or after the auction.
15. The bidders/purchasers are obliged, at the request of the NVP, to supply information concerning their financial solvency, in which case they must show the NVP documentation proving their solvency. By making a request for participation in the auction, bidders/purchasers authorize the NVP to obtain information concerning their solvency from third parties.
16. With the exception of the purchase price, all rates and prices in these auction conditions are inclusive of Dutch VAT. VAT will be charged on the purchase price only if the vendor is liable to charge VAT. If that is the case, this will be stated in the catalogue next to the foal. In addition, if the Agricultural Flat-Rate Scheme applies, this will be stated in the catalogue next to the foal. It is also the responsibility of the vendor to include this information in the catalogue, to issue it in a timely and correct manner, and then to check it and to notify the NVP in writing of any errors or incompleteness prior to the auction and in the process to specify which amendments or additions should be made.
costs and payment
17. The entry fee consists of an 9% commission, of the purchase price with a purchase price from € 3,000 to € 5,000 with a minimum of € 500; 10% of the purchase price with a purchase price from € 5,001 to € 7,000; 11% of the purchase price with a purchase price from € 7,001 to € 9,000; 12% of the purchase price with a purchase price from € 9,001 and higher, including halter fee. The minimum sum of € 500 becomes payable by the vendor to the NVP from the moment that an entered foal has been recorded on video and/or is included in the catalogue.
18. Aside from the entry fee, an amount of € 50 per foal will be payable by the vendor as a contribution to the so-called expense fund. The NVP will manage the monies in this fund and use them to compensate the veterinary on duty for his/her work during the photo/video day stated under 14, as well as to possibly provide the vendors whose foal was not purchased for whatever reason with compensation. The relevant vendor may not make any claim whatsoever to this compensation. Criteria on the basis of which any compensation is granted as well as the size thereof will be entirely at the discretion of the NVP. The NVP is also not obliged to state the reasons for the payment or the refusal thereof. In no case whatsoever will payment from the expense fund mean an acknowledgement of liability by the NVP.
19. Immediately upon the minimum amount of the entry fee becoming payable by the vendor to the NVP in accordance with the provisions of item 17, the vendor shall ensure that the aforesaid amount is transferred, within 14 days, into bank account number 36.73.27.465 in the name of Stichting Nationale Veulenveiling Prinsjesdag and additionally stating the entry number. The vendor and his/her foal/foals are only admitted to the auction after having provided documentation indicating that the mentioned amount has been paid in full.
20. When a foal is younger than 4.5 months or there is a foal with a known deficiency whereby a veterinary that has been designated by the NVP has provided a written report saying that recovery (a cure) is possible, then the bidder/purchaser must pay the NVP a deposit of 15% of the purchase price augmented by an 9,5% premium of the purchase price. At the death of, or rejection of, a foal by the above-mentioned veterinary (concerning the state of health of the foal and that is binding) before expiry of the time when delivery to the bidder/purchaser from the vendor should have taken place, the sales agreement will be seen as not binding and the advance will be restituted by the NVP. The entry fee and the premium will not be restituted by the NVP to the vendor nor to the bidder/purchaser and/or they will be indebted to the NVP. At allotment of the foal as meant in the first sentence of item 20 by the vendor to the bidder/purchaser, and then by the final date wherein the foal should have been delivered, the bidder/purchaser must pay the purchase price minus the advance of 15% directly and without delay to the vendor. Concerning the time scale wherein the delivery of the above-mentioned foal should take place, refer to item 35.
21. The bidder/purchaser shall pay the purchase price at the auction, as well as the additional advance in the situation as meant by the first sentence in part 20 increased with an 9.5% premium over the purchase price, in cash, in euros, at the NVP secretariat, without reduction or retention.
22. In the event that the purchaser fails to do so, the NVP has the right to immediately re-auction the foal, in which case the bid of the original purchaser will no longer be accepted. The original bidder/purchaser is obliged to pay the difference of his/her bid and a possible lower purchase price, as well as the costs of re-auction, to the NVP. The bidder/buyer will not have any claims in the event of a higher purchase price upon re-auction.
23. Only with prior permission obtained in writing from the NVP, do bidders/purchasers have the right to pay by giro account, or by means of a non-recurring standing order (with sufficient financial means on the bank account concerned) in which case he/she shall make sure that the payment is received on the NVP bank account number referred to in item 19 within 3 days after the auction. The NVP also has, among other things, the right to refuse the above-mentioned permission in the event that, according to the NVP, the bidder/purchaser fails to demonstrate his/her solvency or fails to offer sufficient security by means of bank guarantees or suchlike. The NVP has the right to withdraw the permission already given by it at any time in case of any doubt about the solvency of the securities that have been supplied by the bidder/purchaser.
24. Payment to any other person than the NVP does not release bidders/purchasers from their payment obligations towards the NVP, barring what concerns immediate payment of the purchase price minus the advance of 15% as meant in part 20 by the bidder/purchaser. As long as the NVP has not received payment in full from the bidder/purchaser and/or the vendor has not received the above-mentioned immediate payment from the bidder/purchaser, the vendor remains the owner of the foal.
25. In the event that the NVP has not received payment in full from the bidder/purchaser within 7 days after the sale, the bidder/purchaser will be legally in default. The bidder/purchaser is then, in addition to any other payment obligations, obliged to pay a compensation of an amount of 12% of the purchase price augmented by an interest of 1.5% per month over the total sum owed, to be calculated from the date of the auction until the date of full payment.
26. In the event that the NVP has not received full payment from the bidder/purchaser within 7 days after the auction, the NVP also has the authority, on behalf of the vendor and without his/her permission, to consider the sale as not binding. In such cases, the vendor and the bidder/purchaser remain obliged to comply with all their payment obligations to the NVP as laid down in these auction conditions, in as far as these concern compensation due to the NVP.
27. If the bidder/purchaser or the vendor are in default concerning the compliance with any (payment) obligations towards the NVP, all judicial and extra judicial costs accrued by the NVP as a result of these circumstances shall be for account of the bidder/purchaser and/or the vendor, whatever the case may be, with a minimum sum of € 1.000.
28. Only if and when all (payment) obligations towards the NVP have been complied with by both the vendor and the bidder/purchaser shall the NVP, at the latest 10 days after the vendor has reported the delivery as meant in item 33, complete payment of the sale owing to the vendor. In the case where the bidder/purchaser reports to the NVP a deficiency or stable vice as in accordance with and as specified in items 38 up to and including item 41, and there is disagreement about such, the NVP is nevertheless not bound to paying the vendor, nor bound to the reimbursement to the bidder/purchaser. The NVP is in the first instance bound to the meant payment to the vendor or the meant reimbursement to the bidder/purchaser when and as soon as the aforementioned difference, among other things, corresponds with the regulations in items 38 up to and including item 41, are settled to the benefit of the purchaser and/or respectively the bidder/purchaser.
absence of foals at the auction
29. A foal that has been selected must participate in the auction; in failure thereof, the vendor shall owe, in addition to his/her other obligations of payment to the NVP, a compensation to them of € 10,000, augmented by a 1.5% interest per month over the total owed sum, to be calculated from the date of auction until the date of full settlement.
30. If a foal, in the opinion of the vendor, is unable to participate in the auction because of health reasons, the vendor should notify the NVP thereof in writing, in good time, giving an as detailed as possible description of the impediment to the NVP, after which a veterinarian appointed by the NVP will assess the nature of the impediment. The conclusion of the veterinarian is binding. If the vendor fails to offer any and/or sufficient opportunity to the aforementioned veterinarian, whose judgment will be binding, to have the foal examined (in time), or, if the foal passed examination by the aforementioned veterinarian and nevertheless fails to take part in the auction, the vendor shall owe the NVP the compensation referred to in item 29 above.
31. If a foal, after examination by the aforementioned veterinarian, does not participate in the auction, the vendor shall in any case compensate the NVP for the (veterinary) costs incurred by the NVP in that connection, with a minimum sum of € 200.
allotment, removal and delivery of foals
32. Vendors must deliver their foals and mare to the auction grounds in good condition for the auction at the time as specified by the NVP.
33. Delivery of foals by the vendor to the bidder/purchaser must take place immediately and in any case not later than 3 days after the bidder/purchaser has complied with his/her payment obligations (as in agreement with the regulation in item 21 and/or 23 thus concerning payment to the NVP). The NVP will inform the vendor as soon as possible of the aforementioned payment by the bidder/purchaser and the vendor will inform the NVP as soon as possible in writing of the consequent delivery. Exceptions to this are the foals as meant in items 34 and 35. Delivery of these will take place in the manner as specified in items 34 and 35 as well as the aforementioned informing of payment by the NVP and the informing of delivery by the vendor. Each delivery other than the aforesaid and otherwise specified in these auction conditions is at the full responsibility and risk of the vendor. Vendors must remove the foals, whether they have been sold or not, from the auction grounds at the latest 3 hours after the auction has finished. If the vendor fails to remove the foal in time, he/she will be legally in default. In that case the NVP is authorized to remove the foal and to have it stabled elsewhere, whereby the costs accrued, as considered reasonable by the NVP, must be paid by the vendor.
34. A foal that is younger than 4.5 months is the responsibility, with all the risks entailed thereof, of the vendor until the moment when it has been delivered to the bidder/purchaser. The purchaser must keep foals that are younger than 4.5 months with their dam until they have reached this age without extra costs for the bidder/purchaser unless the vendor and the bidder/purchaser, concerning this matter, and after the sales agreement, decide otherwise. A foal with a known deficiency as meant in part 20 is the responsibility, with all the risks entailed thereof, of the vendor until the moment it has been delivered to the bidder/purchaser, taking into account item 38.
35. Delivery of a foal younger than 4.5 months to the bidder/purchaser must take place within 1 month of the foal reaching this age. Delivery of a foal with a known deficiency as meant in item 20 to the bidder/purchaser must, in the cases of recuperation as is meant in item 20 and item 38, and which is confirmed by the veterinary as meant in item 20 and item 38, must be take place within 1 month after recuperation and anyway within 6 months after the auction has taken place. The vendor and the bidder/purchaser can, after the sales agreement, concerning the delivery time to the bidder/purchaser of a foal younger than 4.5 months or of a foal with a known deficiency as meant in item 20, come to another arrangement concerning time of delivery if considered within the usual practices of the NVP. Delivery of the foals by the vendor to the bidder/purchaser as mentioned here must anyway also take place after the bidder/purchaser has complied with his/her payment obligations (in correspondence with the specific item 20 thus payment to the NVP of the meant advance and payment to the vendor of the sales price minus this advance). The NVP will inform the vendor as soon as possible of the payment of the aforementioned advance by the bidder/purchaser.
36. The vendor will deliver the foal to the bidder/purchaser by issuance of ownership to the address given by the bidder/purchaser within the country borders. The costs of this are the responsibility of the vendor. Delivery will take place within the time limits as set by these conditions of auction.
37. The bidder/purchaser may only have full ownership of the foal after he/she has fulfilled all payment requirements, amongst which also those due to the NVP, whereby he/she will then receive the appropriate documents of ownership.
stable vices and deficiencies
38. Vendors are under obligation to deliver their foals free of deficiencies and stable vices; to allow their foals to be auctioned and to submit and give in an accorded guarantee. The absence of OC and OCD in the foal does not come under this guarantee. In the case where the law and/or jurisprudence demand that the meant guarantee, and/or duration of such, require other conditions, then these other demanded conditions shall apply. In the case where a foal is put up for sale with a deficiency known to both the vendor and as well as to the bidder/purchaser previous to the sale whereby a veterinary designated by the NVP has made a written report that recuperation (cure) is possible, as meant in item 20, then the vendor must undertake the responsibility of taking care of and ensuring that the recuperation (cure) of the foal takes place, without this causing extra costs for the bidder/purchaser. The foal will remain, until the time of delivery, under the full responsibility of the vendor and at his/her cost and risk.
39. In the event that the bidder/purchaser detects that the foal purchased has a stable vice, being either crib-biting, weaving or wind-sucking, and not a known deficiency as meant in part 38, the bidder/purchaser shall notify the NVP in writing within 7 days after delivery to the new owner, with a description, in as much detail as possible, of the nature of the stable vice. In that case the NVP will move the foal to a location of its choice and have the foal examined by a veterinarian of its choice in connection with the alleged stable vice as described by the bidder/purchaser. The aforementioned veterinarian’s conclusion about the cause and seriousness of the alleged stable vice shall be binding. If the veterinarian finds that the foal has the stable vice as described by the bidder/purchaser, the vendor is obliged to pay the costs accrued to the NVP, including costs of stabling, transport and veterinarian’s fee. If the veterinarian finds that the foal does not have the stable vice, the bidder/purchaser must also pay the meant costs to the NVP.
40. The specified part, item 39, applies equally when the bidder/purchaser detects deficiencies in the purchased foal other than those as meant in item 38 and other stable vices than those as described. The vendor must take the foal back immediately and at his/her own cost in return for the remuneration of the sale price if the sale is considered dissolved or annulled.
41. When the bidder/purchaser does not notify in the manner required the aforementioned stable vices or other deficiencies of the purchased foal within 7 days after delivery and/or the above-mentioned veterinary does not detect stable vices or other deficiencies, the right of the bidder/purchaser to make the purchase unbinding is void, as is the right to bring a case of absence of consensus ad idem.
dissolution and annulment
42. In the event that the sale is legally dissolved or annulled by the bidder/purchaser, the vendor and the bidder/purchaser shall nevertheless comply with all their payment obligations, as mentioned in these conditions of auction, towards the NVP, in as far as compensation to be paid to the NVP is concerned. A sale can be dissolved or annulled in due observance of the relevant current legal provisions, in as far as they do not deviate from in these auction conditions in a legally valid way.
liability
43. The NVP is not liable for the accuracy of the information in the catalogue, the information provided at the auction grounds and the information given at the auction.
44. The NVP is not liable for the accuracy of the information contained in the veterinarian’s report (including any attached or supplemental findings), the veterinary information supplied at the auction grounds or any information provided during the auction.
45. The NVP is not liable for any damage incurred or caused by persons, goods or horses, before, during or after the auction.
46. The NVP will not take out insurance for horses or other matters on behalf of vendors and bidder/purchasers. As vendors and bidder/purchasers take part in the auction for their own account and risk, The NVP advises that they take out such insurance themselves.Â
47. In the event of the death of a foal on the day of the auction, while the vendor or bidder/purchaser concerned does not receive a remittance on grounds of an own insurance, the NVP shall reimburse the entry fee to the vendor concerned or the premium to the bidder/purchaser concerned.
48. The NVP is not liable for the failures of third parties, including bidder/purchaser’s failure to pay.
49. The NVP is not liable for anything whatsoever, except in cases of willful intent or willful recklessness on the side of the NVP and/or those who work on behalf of, or have worked on behalf of the NVP .
50. Anyone causing damage to goods and/or buildings (or those used by) the NVP, and/or those who work for or have worked for the NVP, shall be liable for such damage.
other matters
51. In the case where a bidder/purchaser in requesting the transfer of auctioned foals to another member state of the European Union has an invoice with a zero-rated VAT, the bidder/purchaser must comply with all the necessary conditions attached to a lawful intercommunity transaction.
52. If application of the VAT zero-rating tariff, no matter what the circumstances (subsequently), appears to be impossible, the bidder/purchaser is, at that time, still obliged to pay a sum to the amount that would be owed in the case of a domestic delivery of the foal concerned. At the request of the NVP, the bidder/purchaser is obliged to immediately repay the above-mentioned sum to the NVP. In such cases, the reimbursement of such shall only take place when the bidder/purchaser has, to the satisfaction of the NVP, complied with the conditions of part 50 In any case, the bidder/purchaser is liable for, and indemnifies the NVP from, any damage that may result from non-compliance of the conditions of part 50. As well as this, the bidder/purchaser is liable for all judicial and extra judicial costs born by the NVP with a minimum sum of € 1.000.
conversion
53. hen one or more of the provisions of these auction conditions prove to be legally invalid or will become invalid in the future, this will not in any way affect the validity of any of the other provisions. In that case the legally invalid provision will be replaced by a new, legally valid provision which is as similar as possible to the old provision as far as contents, scope and objective thereof are concerned.
disputes
54. In the event of a difference of opinion, during the allotment, about which person has made the last bid, or in the event of other difficulties, confusion or dispute in connection with bids and/or allotment, the auctioneer is authorized to give his binding view. In the case of the aforementioned difference of opinion regarding the last bid, the auctioneer is authorized to continue the sale by way of bidding.
55. In the event that the auctioneer calls in the notary public to make a decision, this decision shall be binding and irrevocable for all parties. During the auction the notary public is also authorized to make decisions about disputes of another nature than those regarding bids and allotment.
56. The legal relationship between the NVP, the bidder/purchaser and the vendor are exclusively ruled by Dutch law, with full exclusion of the Vienna Sales Treaty (CISG). Disputes, other than those subjected to the decision of the auctioneer or the notary public in virtue of items 56 and 57 shall exclusively be settled by the competent judge of Amsterdam.
These conditions are a translation from the Dutch language. In case of dispute only the original Dutch version is binding.