All the conditions stated in this document regarding the auction conditions and the purchase and sale of works of art and a separate registration form for attending the auction, as well as the explanations set forth in the catalogs, form an integrated part as the general conditions of Tehran Auction (hereinafter referred as the Auction General Conditions). Tehran Auction will present and sell works of art to applicants based on such conditions. Your registration to participate in the Auction means acceptance of the Auction General Conditions which are effective upon registration. Please read the following carefully before registering.
Auctioneer (Tehran Art Auction Institute) hereby informs the Auction participants of the details as follows:
- The works of art will be selected by the applicants based on the quality value and according to the interest of the applicants, and will be presented at the Auction based on the base price agreed with the owner. The selected works will be open to the public for 3 days at the Parsian Azadi International Hotel and will be auctioned on the evening of the fourth day during a ceremony as described in the Auction General Conditions.
- The price of the works will be determined in a free auction according to the final price as indicated by fall of the hammer in the Auction.
- The works are sold in the order of their numbers in the exhibition catalog.
- Announcing the price in the Auction by the bidder by showing the bidder’s number is considered as an offer of the sale contract and the fall of the hammer by Auctioneer after the last bid (showing the number by the last bidder) is considered as acceptance of the offer according to the provisions of Article 10. Therefore, after the fall of the hammer, the buyer is obliged to pay the declared amount according to Article 11.
- The buyer has waived all legal options, including the option of gross loss/fraud, even to the highest degree, and the contract of sale is effective. The Auctioneer (on behalf of the owner of the work) can revoke the first contract by immediately lowering the hammer at the highest bid price during the auction ceremony if a higher bid is received after the fall of the hammer (which means acceptance and conclusion of the sale contract) regarding the sold work (lowering the next hammer means announcing the revocation of the previous contract and acceptance of the next offer and conclusion of a new contract.).
- Only applicants who have already registered in accordance with the Auction General Conditions and received bid number are allowed to participate in the Auction. There is no limit to the number of works to be purchased, but the seller and the owner of the work are not allowed to participate in the auction of that work.
- Auctioneer is not the owner of the work and only sells it on behalf of the owner of the work or the legal, contractual or judicial representative of the owner of the work, and no transfer of ownership of the work to Auctioneer is possible. Auctioneer commission is only for organizing and holding the Auction and providing facilities for the execution of the transaction. The Auctioneer does not hold any proprietary rights, in whole or in part, over the works submitted for sale at the Auction. The owner of the work has previously granted all the necessary powers to implement and fulfill the provisions of the Auction General Conditions to the Auctioneer, and the buyer is knowledgeable in this regard and has no right to object and will not have such right.
- The Auctioneer is allowed to participate in the Auction as an applicant on behalf of a third party as described in paragraph c of Article 10 of the Auction General Conditions and purchase the work in accordance with the General Conditions and pay the price on behalf of the buyer, and deliver the work to the buyer.
- Originality of the Work:
All the works presented in the Tehran Auction will be examined by reputable experts and their authenticity and their attribution to the creator of the work will be examined. Regarding the classic works, if necessary, they will be examined by the experts of the Ministry of Cultural Heritage, Handicrafts and Tourism. Nevertheless, considering that the works presented in the Auction will be exposed to the public for 3 days to be seen by the applicants, the applicants have the opportunity to ask for standard expert examination by their selected experts during that period.
9.1 If at any stage of the Auction prior to the sale of the work, the Auctioneer has doubts regarding the originality of the work, its ownership, and other information announced by the owner of the work or any other reason, he can remove the work from the Auction without any restrictions.
- How to Participate in the Auction:
10.1 Participation in the Auction is possible in the following three ways:
- A) The buyer can participate in the Auction by registering and completing the in-person purchase form.
- B) The buyer can participate in the Auction by registering and completing the absentee purchase form by telephone during the Auction.
- C) The buyer can give a power of attorney to Auctioneer by registering and completing the power of attorney purchase form so that he can participate in the Auction up to the desired amount.
10.2 For each work, two estimates of minimum and maximum have been determined. Auctions usually start at a figure lower than the minimum estimate and increase in the following order:
- A) Up to the amount of 50 million Tomans, increasing by five million Tomans each time.
- B) From 50 to 200 million Tomans, increasing by ten million Tomans each time.
- C) From 200 to 500 million Tomans, increasing by twenty million Tomans each time.
- D) From the amount of 500 million to 1 billion Tomans, increasing by fifty million Tomans each time.
- E) From the amount of 1 to 4 billion Tomans, increasing by one hundred million Tomans each time.
- F) From the amount of 4 billion Tomans upwards, increasing by two hundred million Tomans each time.
- 11. Payment Method and Non-payment Guarantee:
11.1 The buyer is obliged to pay the total amount of the purchased work to Auctioneer, who is the representative of the owner of the work, within fifteen days after the Auction and purchase of the work, according to the Auction General Conditions. This payment must be made in person by the buyer and from his personal account in the account of the Tehran Art Auction Institute (Account No. 315810013054891, Pasargad Bank, Farhang Sq. branch). If the buyer does not pay the transaction price to the Auctioneer during the mentioned period, he is obliged to pay the equivalent of one percent of the amount that was delayed in payment to Auctioneer’s account as the late payment compensation, in addition to the total amount of the contract.
11.2 Purchased works will be delivered in Tehran Auction office in Iran within one week after receiving the full transaction price and late payment compensation.
11.3 In case of damage to the Auctioneer or the owner of the work due to non-payment of the price in due time, the buyer is responsible for compensating the losses and damages in addition to the amount of the late payment compensation provided in Article 11.1. Such compensation will be calculated based on the final price of the work announced at the fall of the hammer, not the minimum price.
11.4 If the buyer does not pay the full price of the transaction within the deadline mentioned in Article 11, the Auctioneer (as the representative of the owner of the work) can unilaterally terminate the contract by sending a written notice to the email address announced by the buyer in the registration form within one year from the end of the payment deadline provided in Article 11. Obviously, after the expiration of the period mentioned in Article 11 and the written notice to the buyer, the Auctioneer has no obligation regarding the delivery of the work to the buyer. In case of exercising the right of termination mentioned in this paragraph, as an agreement independent of the contract, the buyer is obliged to pay an amount equal to twenty percent of the transaction price to the owner of the work as damages. Failure to exercise the right of termination by the Auctioneer does not relieve the buyer of the responsibility to pay late payment compensation provided in Article 11.1 (Failure to exercise the right of termination by the Auctioneer, does not prevent the receipt of late payment compensation provided in Article 11.1).
- The Auctioneer Commission:
The owner of the work is obliged to pay the Auctioneer commission for the cost of introducing and selling the work and also holding the Auction ceremony, as follows: this amount will be deducted from the sale revenue and the rest will be paid to the owner:
12.1 For sales up to 500 million Tomans, equivalent to 20% of the final price at the fall of the hammer.
12.2 For sales more than 500 million to 2 billion Tomans, equivalent to 18% of the final price at the fall of the hammer.
12.3 For sales more than 2 billion to 5 billion Tomans, equivalent to 15% of the final price at the fall of the hammer.
12.4 For sales more than 5 billion Tomans, equivalent to 12% of the final price at the fall of the hammer.
12.5 In case of payment of late payment compensation by the buyer, the amount of late payment compensation received will be added to the sale amount and the Auctioneer commission will be paid based on the higher percentages (final price at the fall of the hammer plus the amount of late payment compensation).
12.6 In case of payment of late payment compensation mentioned in paragraph 11.4 by the buyer (meaning 20% damage), by calculating the amount of compensation instead of the amount of sale, the amount of compensation will be paid to the Auctioneer based on high percentages.
All personal and banking information of the persons participating in the Auction, if requested in writing by them at the time of registration, will be kept confidential by the Auctioneer and will not be made public or available to third parties in any way unless:
- A) by order of a judicial authority in which case the Auctioneer shall be obliged to provide the said information to the relevant authorities within the scope of the order, or
- B) According to Article 9, each of the buyers or sellers need such information to legally sue and claim their rights according to the Auction General Conditions.
13.1 Auctioneer reserves the right to inform about the final price of the works sold and also the name of the buyer or seller of the work for advertising or any other purposes, unless the buyer or seller of the work prohibits the Auctioneer from doing so in writing. It should be noted that if the information contained in this Article is published in any other way than by the Auctioneer (for example, through other participants in the Auction), the Auctioneer will not be responsible.
13.2 The Auctioneer can record video and audio of all stages of the Auction to maintain the safety and accuracy of the Auction and through CCTV cameras. If the applicant does not want his / her video and audio to be recorded, he / she can participate in the Auction through absenteeism mentioned in Article 10. The videos and audios have probative value in all judicial and arbitral proceedings, etc.
- Other Conditions:
As the Auctioneer does not own the works presented at the Auction in whole or in part, as emphasized in Article 7, he has no liability or obligation to pay taxes, duties and any other legal deductions related to the transfer of ownership of the works. The obligation to pay any legal duties, taxes and other legal deductions in accordance with the relevant laws and regulations resulting from the purchase or sale of the work, is the responsibility of the buyer or seller. The Auctioneer has no responsibility in this regard.
14.1 In order to cover the costs of maintenance, transportation and insurance coverage of the works against the risks of transportation, the owner of the work is obliged to pay the equivalent of two percent of the final sale price of the work for the said insurance premiums and costs.
14.2 Auctioneer can change or select the frame of the work at its own discretion. If the work is not sold, the owner of the work will be obliged to pay the costs subject to Article 14 as well as other possible costs such as restoration or frame.
- Dispute resolution:
All disputes arising out of Auction General Conditions and any sale or purchase of works of art in this way and claims related thereto, such as existence, conclusion, validity, termination, violation, interpretation or execution will be referred as follows to an arbitral tribunal consisting of three members for final settlement and the final arbitral award is binding and effective for the Parties.
15.1 In the event of any dispute, either party may notify the other party of the request for referral to arbitration with a written notice. The other party is obliged to introduce its arbitrator, who has Iranian citizenship, within ten days, through a written notice along with a letter of acceptance of the arbitrator. The two arbitrators shall appoint the third arbitrator within a period of 10 days. If no agreement is reached on the appointment of a third arbitrator, the third arbitrator shall be appointed by the competent court.
15.2 If the arbitrator is not introduced along with the letter of acceptance within the period specified in Article 15.1, the arbitrator announced by the other party will be considered as the mutually agreed arbitrator who shall issue an award individually.
15.3 The arbitral tribunal shall, within one month (thirty days) from the date of receipt of the acceptance of the third arbitrator, be obliged to review the matter of dispute and shall be obliged to issue an award within the said period. If, in accordance with Article 2.15, the mutually agreed arbitrator is obliged to review the dispute, the commencement of the arbitration shall be from the expiration date of the ten-day period specified in Article 15.1.
15.4 The issued award is final and binding on the parties to the dispute. The competent court to exercise jurisdiction over the dispute shall enforce the arbitral award in accordance with the law.
15.5 The arbitral tribunal or arbitrator is obliged to notify the Parties of the issued award within a maximum period of 5 days from the date of expiration of the one-month period as stated in Article 15.3 by means of a written notice.
15.6 The substantive law governing the Auction General Conditions and the arbitration clause is the laws of the Islamic Republic of Iran and the seat of arbitration is Tehran.
15.7 The arbitration clause contained in this article is an independent clause of the Contract and the annulment, termination, cancellation and expiration of the Contract have no effect on it.
- Governing Law:
The substantive law governing the Contract is the law and regulations of the Islamic Republic of Iran. Even if the Contract is concluded outside the territory of Iran, any dispute or claim related to this Contract must be interpreted and considered in accordance with the laws of the Islamic Republic of Iran.
- Force Major:
In case of unexpected and force majeure events such as, but not limited to, natural disasters such as floods, earthquakes, fires, strikes, riots, wars, epidemics, pandemics and quarantine, unexpected economic or political changes, revolutions, coups, terrorist actions and similar cases, the implementation of the Auction General Conditions will be suspended until the limitations due to force majeure are resolved and the conditions return to normal.