BRAMLYS’ TERMS & CONDITIONS FOR CONSIGNMENT/COMMISSION SALES
The following Terms and Conditions apply to the sale of watches by Bramlys Ltd in its own name (‘Bramlys’) on behalf of the customer (consignment).
Conclusion of the consignment contract
1.1 If a customer wishes to sell his watch via Bramlys, he may contact Bramlys and supply details of his watch via www.bramlys.com, by telephone or via the e-mail address provided on the website.
1.2 Once the customer has supplied the required details of the watch, such as manufacturer, model, age and condition, Bramlys will send them a form containing information on entering into a consignment contract, which specifies the essential details and a preliminary market-value appraisal including a price range indicating a minimum sale price and the amount of sale fee payable.
1.3 The customer may make Bramlys an offer to enter into a consignment contract entitling Bramlys to offer the watch in its own name and on behalf of the customer at a price not less than the specified minimum sale price. To make such an offer, the customer must send the watch and the signed form to the address specified, using the parcel service contracted by Bramlys.
1.4 Bramlys will bear the cost of the shipment of the watch to their premises. This does not apply if the inspection of the watch reveals that the details provided by the customer on the offer form are incorrect, or the authenticity of the watch is questionable; in this case, the customer is liable for the costs of the shipment, the return shipment and the watch check. Bramlys hold freight/marine insurance for shipment and return shipment up to £25000. Bramlys will nominate the customer as the beneficiary in the case of loss or damage of the watch in transit. The payout to the customer in the case of loss or damage in transit is defined in clause 9. Bramlys will send a confirmation of receipt to the customer no later than 3 days after receipt of the watch by Bramlys.
1.5 Bramlys may accept the customer’s offer within 14 days from receipt of the watch. For this purpose, Bramlys will notify the customer by e-mail that his offer has been accepted.
1.6 If, after the inspection of the watch, the estimated sales price of the verified market-value appraisal is lower than the minimum sale price of the preliminary market-value appraisal, Bramlys will contact the customer to bring about an agreement on the minimum sale price.
1.7 If Bramlys declines the customer’s offer, it will also notify the customer within 14 days after the receipt of the watch by Bramlys. In this case, Bramlys will return the watch at its own cost, unless the customer has provided inaccurate details or the authenticity of the watch is questionable. The customer will bear the costs of the shipment, return shipment and the watch check in the latter case.
1.8 Bramlys assumes no liability for damage or loss of additional documents or items provided by the customer together with the watch, except for the value increasing original warranty documents, original packaging and original equipment specific to the watch to be assessed.
2.1 The customer warrants that the information provided by him under Clause 1.1 is accurate, that the watch is genuine, that he holds unlimited ownership of the watch and the sale of the watch will not violate any applicable laws (e.g. the wristband is made of leather from a protected species and has therefore been imported unlawfully).
Inspection of goods on consignment – watch check
3.1 Bramlys will send a confirmation of receipt to the customer no later than 7 days after receipt of the watch by Bramlys.
3.2 The customer grants his consent to Bramlys to photograph, open and potentially polish the watch and to subject it to different tests (e.g. waterproofness, accuracy testing). It is the customer’s responsibility to establish whether a manufacturer’s warranty will be forfeited under the manufacturer’s warranty conditions by the opening of the watch, and to make corresponding enquiries in this respect. Bramlys will not be liable for any damages resulting from the forfeiture of the manufacturer’s warranty due to the testing of the watches.
3.3 The watch remains the property of the customer until the sale has been completed.
Refurbishment of goods on consignment
4.1 The customer grants his consent to Bramlys to refurbish the watch upon the conclusion of the consignment contract, by polishing it and performing any necessary repairs, or by having the watch repaired, for the purpose of increasing the chances of selling it and increasing the realisable proceeds.
4.2 If the estimated refurbishment costs exceed £150 (including VAT), then Bramlys will contact the client by e-mail for the purpose of making an offer for the repair or refurbishment. If Bramlys sends the offer to the customer by e-mail, the customer may accept the offer by declaring his acceptance electronically. If the customer rejects the offer, Bramlys will return the watch to the customer and the customer will bear the costs of the shipment, return shipment and the watch check.
4.3 Bramlys will deduct the costs of any refurbishment or repairs from the final sale proceeds. Bramlys will invoice the customer for the costs of any refurbishment or repair if the watch is not sold. This will not apply in the cases described in Clause 4.4.
4.4 Bramlys may also submit an offer to the customer to repair or refurbish the watch at the customer’s expense only if it is actually sold. If the customer accepts this offer as described in Clause 4.2, the following special provision will apply: if the watch is sold to a consumer and such consumer revokes the purchase contract after the repair or refurbishment of the watch, the sales period agreed by contract will be extended by an additional 150 days. If the watch is also not sold during the extended sales period, Bramlys will bear the costs of the repair or refurbishment in full.
Performance of the consignment contract
5.1 Bramlys will offer the watch for sale on consignment in its own name and on behalf of the customer, during the sales period. Unless otherwise agreed, the sales period is 90 days. The sales period commences on the day the watch is listed by Bramlys, i.e. the time when Bramlys first offers the watch for sale on the market. The watch will be inspected and potentially refurbished pursuant to Clauses 3 and 4 prior to listing. The inspection and potential refurbishment may take up to 30 days from the day on which Bramlys accepts the customer’s offer pursuant to Clause 1.5, or the date on which an agreement on the minimum sale price is reached with the customer pursuant to Clause 1.7.
5.2 Bramlys is entitled to sell the watch without prior consultation with the customer if the sale price at least matches the minimum price of the preliminary market-value appraisal pursuant to Clause 1.2, or the agreed minimum sale price pursuant to Clause 1.6. Bramlys will not sell the watch for a lower price without the customer’s prior consent to a sale. Bramlys is entitled to sell the watch for a lower sale price without first consulting with the customer only if Bramlys foregoes its sales fee amounting to the difference between the final sales price and the minimum sale price and if the final sales price and the sales fee are at least equal to the minimum sale price.
5.3 Bramlys will promptly notify the customer once his watch has been sold irrevocably. If the watch is purchased by a consumer, such consumer may revoke his purchase contract within 14 days. In this case, Bramlys will notify the customer upon lapse of the revocation period, or otherwise upon the conclusion of a purchase contract.
5.4 Bramlys will pay the sale price less the amounts specified in Clauses 4 and 6 to the customer as soon as the watch has been sold irrevocably. In the case of a consumer, this is upon the expiry of the 14-day revocation period. Section 392 (2) HGB does not apply.
5.5 Bramlys will be responsible for the settlement of the account payable of the purchaser with whom Bramlys transacts on behalf of the customer.
5.6 Bramlys assumes liability for warranty claims asserted by the purchaser. If a defect is due to a deviation from the quality guaranteed by the customer pursuant to Clause 2, Bramlys will be entitled to assert against the customer a claim for reimbursement of the costs incurred by Bramlys due to the assertion of warranty claims.
6.1 Bramlys is entitled to a sales fee in the agreed amount upon the watch being sold. The sales fee is inclusive of any VAT. Bramlys is entitled to retain the sales fee from the final sale price. Bramlys will also be entitled to the sales fee if the sales contract is rescinded due to a defect and the defect is due to a deviation from the quality guaranteed by the customer under Clause 2.
Purchase by the consignment agent
7.1 Bramlys are entitled to purchase the watch themselves from the time of the customer’s making an offer pursuant to Clause 1.5. In this case, the purchase price must be at least equal to the minimum sale price of the temporary market-value appraisal pursuant to Clause 1.2, or the agreed minimum sale price pursuant to Clause 1.6. Bramlys must promptly notify the customer if it intends to purchase the watch.
7.2 If Bramlys desires to purchase the watch at a price lower than the minimum sale price of the preliminary market-value appraisal pursuant to Clause 1.2, or the agreed minimum sale price pursuant to Clause 1.6, it may submit a corresponding offer to the customer. A purchase contract will then be concluded upon acceptance by the customer.
7.3 Bramlys is also entitled to a sales fee if it purchases the watch itself; the sales fee plus the amounts set forth in Clause 4 will then be deducted from the sale price.
Termination of the consignment contract
8.1 The consignment contract expires on the last day of the sales period if the watch remains unsold within the sales period.
8.2 Either party may terminate the consignment contract for good cause. Good cause is established if the terminating party cannot reasonably be expected to continue the contractual relationship until the agreed termination date in consideration of all circumstances of the individual case and upon balancing of the interests of both parties.
8.3 The customer may – irrespective of the termination for cause under Clause 8.2 – terminate the consignment contract by means of a written notification to Bramlys, until the sale of the watch or until the receipt of the notification regarding Bramlys’ intention to purchase the watch itself under Clause 7.1. In such event, Bramlys shall be entitled to the sales fee under Clause 6, and the customer shall bear the costs for repairs and refurbishment as well as the costs for returning the watch.
8.4 Unless agreed otherwise between the parties, Bramlys will return the watch to the customer. Bramlys will send the watch to the most recent address notified by the customer, at the customer’s expense. If the customer is obligated to pay a sales fee and/or the costs for repair and refurbishment, Bramlys shall have a right of retention of the watch until the full payment is received.
8.5 The customer is obligated to accept the return delivery of the watch after expiry of the sales period.
Freight insurance and terms of delivery
9.1 Bramlys have freight insurance for shipment and return shipment. Bramlys will nominate the customer as the beneficiary in the case of loss or damage of the watch in transit.
9.2 Bramlys have freight insurance for shipment to Bramlys with a cover amount corresponding to the minimum sale price assessed in the preliminary appraisal of the watch. In case of loss or damage in transit the payout amount to the customer will be corresponding to the minimum sales price less the agreed sales commission.
9.3 Bramlys have freight insurance for the return shipment to the customer with a cover amount corresponding to the potentially adjusted minimum sales price after the conclusion of the inspection of goods on consignment. In case of loss or damage in transit the payout amount to the customer will be corresponding to the potentially adjusted minimum sales price less the agreed sales commission. In the case that the authenticity of the watch is questionable, the return shipment will not be insured.
9.4 Should a shipment or return shipment get lost in transit, Bramlys will initiate an official investigation by the transportation company immediately after being notified of the case. Such investigation usually lasts at least 15 working days. If the watch is not found after the conclusion of the investigation, Bramlys will pay out the amount specified under clause 9.2 or 9.3 to the customer.
9.5 If the parcel service company returns the shipped goods to Bramlys due to unsuccessful delivery to the customer, the customer will bear the costs of the unsuccessful delivery. This does not apply if the customer is not responsible for the circumstances giving rise to the failed shipment, or if he was temporarily prevented from accepting the services offered, unless he was given reasonable advance notice (at least 48 hours ahead of delivery) of the impending service by Bramlys.
10.1 Bramlys’ liability is limited as follows: Bramlys is liable for wilful intent and gross negligence. Bramlys is also liable for a negligent breach of obligations, the fulfilment of which is a prerequisite for the proper fulfilment of the contract, the breach of which jeopardises the contractual purpose and compliance with which is ordinarily relied on by the customer. Bramlys is only liable, however, for the foreseeable and contractually typical damages. Bramlys is not liable for a slightly negligent breach of obligations other than the aforementioned.
10.2 The aforementioned liability exclusions do not apply in the case of injury of life, limb or health. Liability pursuant to the Product Liability Act remains unaffected.
11.1 If one of the contractual provisions is or becomes invalid or infeasible, the validity of the other provisions of this contract will remain unaffected. The invalid or infeasible provision will be deemed automatically replaced by such valid or feasible provision as comes closest to the commercial meaning and intent of the invalid or infeasible provision.
11.2 This contract is governed by the laws of the U.K. Business transactions with consumers located within the European Union may also be governed by the laws at the consumer’s place of residence, to the extent that statutory consumer regulation is concerned.
11.3 For commercial customers, the place of performance and legal venue is Salisbury, Wiltshire, England. In case of doubt the U.K. version shall be binding.