Osian's Auction Catalogue The Masterpieces Series | March 2010

189 The Masterpieces SerieS The Seller: 1. shall through the interface provided by Osian’s on auction, provide the lot description, high resolution images, disclaimer, delivery time lines, price and such other details for the lot to be displayed and offered for sale/auction, 2. shall ensure not to provide any description/image/text/graphic that is unlawful, illegal, objectionable, obscene, and vulgar, opposed to public policy, prohibited or is in violation of intellectual property rights including but not limited to Trademark and copyright of any third party. Seller shall ensure to provide the lot description and image only for the lot which is offered for sale through auction and for which the said auction is being made, 3. shall provide full, correct, accurate and true description of the lot so as to enable the Purchaser to make an informed decision, 4. shall be solely responsible for the quality, quantity, merchantability, guarantee, warranties in respect of the lot offered for sale through the auction, 5. on successful bidding of the lot by the Purchaser and confirmation of receipt of money by Osian’s, shall arrange dispatch the lot within a period not exceeding 7 days or within the time as specified in the lot description, 6. shall submit proof of dispatch to the satisfaction of Osian’s within 48 hours of the request made by Osian’s, 7. shall, in the event that the lot in full or in parts is not accepted by the Purchaser due to any wrong / damaged lot dispatched, replace the same at no extra cost to the aggrieved purchaser. Since Osian’s is a Facilitator, the seller hereby authorizes Osian’s to entertain all such claims of return of the lot in the mutual interest of the Seller as well as the Purchaser, 8. shall not send any of its promotional or any other information with the lot bid by the Purchaser and also shall ensure that no material or literature is sent which may be detrimental to the business/ commercial interests of Osian’s, 9. shall dispatch the lot of same description, quality and quantity and price as are described and displayed in the auction catalogue and for which the Purchaser has confirmed the bid, 10. shall raise invoice in the name of Osian’s. Seller further undertakes and agrees to raise the invoice of an amount equivalent to the amount as finally confirmed in the bid, 11. shall not offer any lot for Sale in the auction, which are fake, prohibited for sale, dangerous, against the public policy, banned, unlawful, and illegal or prohibited under the Indian laws, 12. shall ensure that they own all the legal title, rights in the lot that are offered for sale in auction, 13. shall pass on the legal title, rights and ownership in the lot sold to the Purchaser, 14. shall be solely responsible for any dispute that may be raised by the Purchaser relating to the lot, merchandise and services provided by the Seller, 15. shall at all time during the pendency of this agreement, endeavour to protect and promote the interests of Osian’s and ensure that third parties rights including intellectual property rights are not infringed, 16. shall at all times be responsible for compliance of all applicable laws and regulations including but not limited to Intellectual Property Rights, exports, Customs etc. Warranties, Representations and Undertakings of the Sellers and Purchasers The Sellers warrant and represent that: 1. They have the right and full authority to accept the terms and conditions of auction of Osian’s; 2. All their obligations under this auction transaction are legal, valid and binding obligations enforceable in law; 3. There are no proceedings pending, which may have a material adverse effect on their ability to perform and meet their obligations under this auction; 4. That they hold all the requisite permissions, authorities, approvals and sanctions to conduct their business and to enter into an arrangement with Osian’s. They shall at all times ensure compliance with all the requirements applicable to their business and for the purposes of this arrangement including but not limited to Intellectual Property Rights, export, Customs, Taxes etc. They confirm that they have paid and shall continue to discharge all their obligations towards statutory authorities; 5. That they have adequate rights under relevant laws including but not limited to various Intellectual Property Legislation(s) to enter into this Agreement with Osian’s and perform the obligations contained herein and that it has not violated/ infringed any intellectual property rights of any third party; 6. That they shall provide Osian’s with copies of any document required by Osian’s for the purposes of this performance of its obligations under this arrangement within 24 hours of getting a written notice from Osian’s; 7. That the complete responsibility and liability with regard to the lot shall solely vest with them and that they shall be solely responsible to the Purchaser for the sale of the lot by them including but not limited to its delivery to the Purchaser and that they shall not raise any claim on Osian’s in this regard; 8. That they agree and undertake not to provide in description of the lot any text, images, graphics (for description and display of product on the online store) that is vulgar, obnoxious, inaccurate, false, incorrect, misleading, intimidating, against the public policy; 9. That they shall draw the invoice / bill directly in the name of Osian’s. The Purchasers warrant and represent that: 1. they have the right and full authority to accept the terms and conditions of auction of Osian’s; 2. all their obligations under this auction transaction are legal, valid and binding obligations enforceable in law; 3. they undertake to comply with all the obligations of import and the denial of any license or any delay in obtaining licenses shall neither justify the rescission of any purchases nor any delay in making full payment for the lot; 4. they shall bear the cost of packing, forwarding, insurance and freight from the point of dispatch to destination; 5. they undertake the responsibility to ascertain and pay all taxes due and ensure appropriate documentation in the event claiming exemption from sales tax/VAT or any other applicable taxes; 6. they shall make remittances as per details given by Osian’s, in favour of “Osian’s - Connoisseurs of Art Private Limited”. Disclaimer As Sales Tax/VAT laws vary from state to state, country to country, Osian’s recommends that clients with questions regarding the application of sales or any other applicable taxes to lots purchased at auction seek tax advice from their local tax advisors.