2007 Mazda MX-5

Auction terms and conditions of sale

The Seller’s and the Buyer's attention is particularly drawn to the provisions of clause 13 (Limitation of liability).

These terms and conditions, together with any information, notices or other terms set out in a Catalogue, apply to all sales by WB & Sons Ltd to the exclusion of any other terms that the Seller or the Buyer seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing. No amendments to these terms will be binding upon WB & Sons Ltd unless accepted in writing by them.

1. Interpretation

The following definitions and rules of interpretation apply in these Terms.

1.1 Definitions: 

Auction: an auction sale carried out by the Auction House in respect of which Lots are consigned for sale.

Auctioneer: the person who conducts an auction on behalf of the Auction House by accepting bids and declaring Lots sold.

Auction House: W B & Sons Ltd incorporated and registered in England and Wales with company number 12380917 whose registered office is at Unit 4 Samson Close, Newcastle upon Tyne, NE12 6DX. 

Bidder: any person who submits a Bidder Registration Form to allow it to submit bids at an Auction.

Bidder Registration Form: the form to be completed by each Bidder in accordance with clause 11.1.

Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.

Buyer: the person whose bid is accepted by the Auction House to conclude the Contract. 

Buyer Amount Due: the total amount due by the Buyer being the Hammer Price in respect of the relevant Lot minus the Buyer’s Commission, any additional charges and expenses due by a Buyer in accordance with these Terms plus any VAT chargeable on any of such sums.

Buyer’s Commission: the percentage of the Hammer Price payable by the Buyer to the Auction House pursuant to clause 12.1.

Catalogue: includes any advertisement, price list, estimate, late entry list or other publication issued by or on behalf of the Auction House on the Website in relation to an Auction.

Contract: the contract for the purchase of a Lot formed pursuant to these Terms between any of the Auction House, the Seller and the Buyer. 

Encumbrance: any interest or equity of any person (including any right to acquire, option or right of preemption) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or any other security agreement or arrangement.

Entry Fees: an entry fee of £50 plus VAT payable by a Seller to the Auction House in accordance with 

clause 2.1.

Entry Form: the form to be completed by a Seller in relation to each Lot. 

Estimated Value: the estimated value of a Lot given by the Seller in the Entry Form.

Excluded Loss: means any of the following: (a) loss of profit; (b) loss of anticipated profit; (c) loss of 

production; (d) loss of, product use; (e) loss of turnover; (f) loss of business opportunity; (g) loss of goodwill; in each case whether the same shall arise directly or indirectly, or any indirect, special or consequential loss or damage, costs, expense or claims for compensation whatsoever.

Hammer Price: the price in pounds sterling at which a Lot is knocked down by the Auctioneer to a Buyer at the fall of a hammer.

Lot: any item or items consigned to the Auction House by a Seller with a view to its or their sale at auction. 

Premises: the premises at which the Auction House is conducting an auction.

Reserve: the minimum Hammer Price, if any, at which a Lot can be sold agreed between the Auction House and the Seller in writing.

Sale: the sale of a Lot by the Seller to the Buyer by the fall of the Auctioneer’s hammer in favour of the highest Bidder.

Sale Proceeds: the net amount payable by the Auction House to the Seller being the Hammer Price, less the aggregate sum of the commission, expenses (if any) payable by the Seller to the Auction House, the 

Entry Fee (if not paid in advance) and any VAT chargeable. 

Seller: the person who offers the Lot to the Auction House for sale.

Seller’s Commission: the percentage of the Hammer Price payable by the Buyer to the Auction House pursuant to clause 8.1.

Storage Charges: the rate of £20 per day or part thereof.

Terms: these terms and conditions as amended from time to time in accordance with clause 14.6. 

VAT: value added tax chargeable in the UK.

Website: the Auction House’s website at www.wbandsons.com

1.2 Interpretation:

(a) A person includes a natural person, corporate or unincorporated body (whether or not having 

separate legal personality). 

(b) A reference to a party includes its successors and permitted assigns.

(c) A reference to legislation or a legislative provision is a reference to it as amended or re-enacted. 

A reference to legislation or a legislative provision includes all subordinate legislation made under 

that legislation or legislative provision.

(d) Any words following the terms including, include, in particular, for example or any similar 

expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

(e) A reference to writing or written includes email. 

Buyer’s Conditions

2. Registration and Auction

2.1 A Bidder must complete and submit a Bidder Registration Form to the Auction House on or prior to the Auction Date. 

2.2 The Buyer shall be the highest Bidder at the Hammer Price when the Lot is knocked down by the Auctioneer and the Contract between the Buyer to buy and the Seller to sell the Lot shall be formed when the Auctioneer declares the Hammer Price. 

2.3 The Buyer acknowledges that:

(a) the Lot is a used vehicle and its condition may be difficult to verify;

(b) any information relating to the Lot, including but not limited to its age, condition, history and 

authenticity has been provided by the Seller and the Auction House has no responsibility for the 

veracity of any such information;

(c) it is the Buyer’s responsibility to undertake an inspection of a Lot and satisfy itself that it conforms 

to the description in the Catalogue; 

(d) no warranties are given by the Seller or the Auction House as to the quality, condition, 

roadworthiness or fitness for purpose of a Lot. 

2.4 Each Bidder shall be deemed to act as a principal unless the Auction House has acknowledged, either through acceptance of the Bidder Registration Form which discloses the true principal, or otherwise in writing, prior to the Auction Date that the Bidder is acting as agent on behalf of a disclosed principal.

2.5 The Auction House is entitled at its absolute discretion to:

(a) refuse to accept any Bidder Registration Form or any bid;

(b) advance the bidding as it may decide; 

(c) withdraw any Lot;

(d) combine any two or more Lots; and

(e) in the event of any dispute, to put any Lot up for auction again.

2.6 If the highest bid in an Auction is less than the Reserve, the Auction House may notify the Seller of such bid and the Seller may accept or reject the bid at its discretion. 

2.7 Where a Lot is illustrated in the Catalogue by a photograph, if the vehicle has a visible registration plate, theregistration number will only be transferred with the Lot to the Buyer where the registration number appears in the written part of the description. If the Seller has opted to retain the registration number but the Lot is sold to the Buyer before the formalities of the allocation of a different registration number to that Lot have been completed and a new number has been issued by the DVLA, the Buyer agrees that he will take all steps required to co-operate with the Seller and/or the Auction House, as applicable, to complete the retention of the registration number by the Seller. The Buyer undertakes not to take any steps to register the Lot in his name until the Lot has been issued with a new registration number.

2.8 The Auction House may, at its discretion, execute bids on behalf of a Bidder who is unable to be present in person provided always that any absent Bidder shall have no claim against the Auction House, its employees and agents for any act or omission of the Auction House, its employees or agents in acting as the Bidder’s agent.

3. Payment and removal of Lot

3.1 The Buyer’s Commission shall be due by the Buyer to the Auction House at the following rates based on the Hammer Price of the Lot:

Hammer Price Commission 

Less than £1,000 - £75 plus VAT

£1,001 - £50,000 - 7.5% plus VAT

£50,001 and above - 6% plus VAT

or such other amount as is agreed by the Auction House from time to time in writing. 

3.2 As soon as practicable following a Sale and in any event within 2 Business Days the Buyer shall pay to the Auction House the Buyer Amount Due by bank transfer to the Auction House’s bank account at [Barclays Bank PLC]or such other account as is notified by the Auction House to the Buyer from time to time in writing.

3.3 If the Buyer fails to pay the Buyer Amount Due in accordance with clause 12.2, the Auction House shall be entitled to: 

(a) charge interest on any sums outstanding by the Buyer at the rate of 5% above the base rate of 

The Bank Of England; and/or 

(b) to rescind the Sale; and/or

(c) to resell the Lot or cause it to be resold by public or private sale; and/or 

(d) to retain any other Lot purchased by the Buyer, if any, until all outstanding sums due by the Buyer to the Auction House have been paid; and/or

(e) to retain part of or all of any deposit paid by the buyer; and/or

(f) hold a lien over any property of the Buyer in the Auction House’s possession or located on the 

Premises.

(g) Charge the buyers fee, hammer price or combined total of hammer price and buyers fee plus any costs from the credit or debit card provided by the buyer when registering to bid either in person or online. 

3.4 Risk and title in the Lot shall pass to the Buyer when the Sale Proceeds are received by the Seller. 

3.5 The Buyer shall remove or procure the removal of the Lot within three Business Days of the Auction Date. In the event that the Lot has not been removed within this period, the Auction House shall be liable to pay Storage Charges to the Auction House. 

General Conditions

4. Limitation of Auction House’s Liability

4.1 Nothing in these Terms or the Contract limits any liability which cannot legally be limited, including liability for:

(a) death or personal injury caused by negligence; and

(b) fraud or fraudulent misrepresentation.

4.2 Subject to clause 13.1:

(a) the Auction House shall not be liable to the Seller or the Buyer in any circumstances whether in 

contract, tort (including negligence), breach of statutory duty or otherwise on the part of the 

Auction House for any Excluded Loss arising under or in connection with any Auction or Contract; 

and 

(b) the entire liability of the Auction House arising under or in connection with an Auction or a 

Contract whether in contact, tort (including negligence) breach of statutory duty or otherwise to 

the Seller shall not exceed the Hammer Price; and 

(c) the entire liability of the Auction House arising under or in connection with an Auction or a 

Contract whether in contact, tort (including negligence) breach of statutory duty or otherwise to 

the Buyer shall not exceed the Hammer Price and the Buyer’s Commission.

5. Miscellaneous

5.1 The Auction House is entitled, at its sole discretion, to refuse any proposed entry to an Auction or any Bidder. 

5.2 Agency. Unless it is expressly stated that the Auction House is selling as a principal, the Auction House is acting as an agent for the Seller has no responsibility for any act or omission of the Seller or the Buyer. 

5.3 Risk. All Lots are left at the Premises at the Seller’s or the Buyer’s risk and the Auction House shall not be liable for any damage caused to a Lot whilst in its possession on the Premises. 

5.4 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Contract. If any provision or part provision of the Contract is deemed deleted under this clause 14.4 the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the commercial result of the original provision.

5.5 Waiver. No failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

5.6 Variation. Except as set out in these Terms, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).

5.7 Governing law. The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.

5.8 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation