- All assets sold as is, where is, subject to prior sale.
- 18% buyer’s premium will apply to all sales.
- All offers are due no later than June 16, 2023.
- All assets must be removed no later than July 21, 2023.
- All buyers must pre-register to participate in the offer process. Please contact John Sharpe at (416) 451-9910 or email@example.com to register.
- Additional terms and conditions will be supplied and must be agreed upon at submission of offer.
All accepted offers are contracts and are considered final and irrevocable.
A buyer's premium of 18% will be applied to all purchases.
Standard Terms & Conditions of Sale
You hereby expressly accept and agree to be bound by and liable for breaches of these terms and conditions (“Terms”). These Terms apply to all sales (the “Sales”) of personal property owned by United Furniture Industries, Inc. and its affiliated debtors (collectively, the “Debtors”), including but not limited to goods, inventory, machinery and equipment, and trade fixtures (collectively the “Assets”). The Sales are being conducted by SB360 Capital Partners, LLC, Hilco Wholesale Solutions, LLC, Hilco Commercial Industrial, LLC, and Hilco Receivables, LLC (collectively, the “Agent”), as the exclusive agent for Derek Henderson, not individually but in his capacity as Chapter 11 trustee (the “Trustee”) for the Debtors in connection with their chapter 11 bankruptcy cases pending in the United States Bankruptcy Court for the Northern District of Mississippi, Aberdeen Division, Case No. 22-13422-SDM, pursuant to that certain FINAL ORDER AUTHORIZING AND APPROVING SALE OF ASSETS PURSUANT TO THE CONSULTING AND MARKETING AGREEMENT FREE AND CLEAR OF ALL LIENS, CLAIMS, AND ENCUMBRANCES AND GRANTING RELATED RELIEF (Docket No. 498).
- ALL SALES ARE SUBJECT TO A BUYER'S PREMIUM
- ALL PURCHASES MUST BE PAID IN FULL UPON RECEIPT OF INVOICE.
- EACH BUYER EXPRESSLY ACKNOWLEDGES AND AGREES THAT ALL SALES ARE (I) FINAL. (II) ON AN "AS IS, WHERE IS", "IN PLACE", "WITH ALL FAULTS" BASIS WITH NO CONDITIONS OR WARRANTIES, WHETHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OR CONDITIONS AS TO (A) TITLE, (B) DESCRIPTION, (C) FITNESS FOR PARTICULAR PURPOSE(S), (D) QUANTITY, (E) QUALITY, (F) MERCHANTABILITY, (G) STATE, (H) CONDITION, (I) LOCATION, (J) CONFORMITY TO ANY STANDARD IN RESPECT OF SAFETY, POLLUTION OR HAZARDOUS MATERIAL OR TO ANY STANDARD OR REQUIREMENT OF ANY APPLICABLE AUTHORITY, LAW, RULE, ORDINANCE, OR REGULATION, (K) FINANCABILITY, (L) AGE, YEAR OF MANUFACTURE, MODEL, OR MAKE, (XIII) OR OTHERWISE. THE TRUSTEE, DEBTORS, AND AGENT EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OR CONDITIONS AS TO (I) TITLE, (II) DESCRIPTION, (III) FITNESS FOR PARTICULAR PURPOSE(S), (IV) QUANTITY, (V) QUALITY, (VI) MERCHANTABILITY, (VII) STATE, (VIII) CONDITION, (IV) LOCATION, (X) CONFORMITY TO ANY STANDARD IN RESPECT OF SAFETY, POLLUTION OR HAZARDOUS MATERIAL OR TO ANY STANDARD OR REQUIREMENT OF ANY APPLICABLE AUTHORITY, LAW, RULE, ORDINANCE, OR REGULATION, (XI) FINANCABILITY, (XII) AGE, YEAR OF MANUFACTURE, MODEL, OR MAKE, (XIII) OR OTHERWISE. BIDDERS ARE STRONGLY ENCOURAGED TO INSPECT ALL ASSETS BEFORE BIDDING.
All payments must be made by Cashier's Check, Wire Transfer or Company Check with Bank Letter of Guarantee In some cases, credit cards will also be accepted up to a specified amount. The Trustee reserves the right to direct the Agent to resell any purchased Assets if the proper deposit is not received at or before the time of sale. Unless specifically stated otherwise in these, absolutely no purchased Assets will be removed before (i) the conclusion of the Sale and (ii) payment is made in full. All purchased Assets must be paid for in advance of the purchased Assets being released to the Purchaser or the Purchaser’s authorized representatives. No Purchased Assets will be released without confirmation that all Assets purchased by a single Purchaser have been paid in full.
Each Purchaser expressly acknowledges and agrees that taxes arising on a sale of Assets, including (without limitation) applicable sales taxes, shall be paid to the Agent at the time of sale of the Assets. Any Purchaser who claims one or more exemptions from sales or other taxes expressly agrees to provide proof satisfactory to the Trustee, in his sole discretion, of such Purchaser’s entitlement to each such exemption. In the absence of proof satisfactory to the Trustee, his its sole discretion, taxes shall be paid by the Purchaser.
Safety and Repair of Purchased Assets
Each Purchaser expressly agrees that, following the Sale and removal of purchased Assets, but prior to operating or otherwise using the purchased Assets, such Purchaser shall retain a qualified person to inspect all purchased Assets for safety and operational purposes. Each Purchaser further expressly agrees to repair or restore, at Purchaser’s sole cost and expense, all purchased Assets to a safe operating condition that, among other things, meets any standard or requirement of any applicable governmental authority, law or regulation, including (without limitation) those concerning any use to which the lot may be put.
Removal of Purchased Assets
All purchased Assets shall be removed within the time frame specified by the Agent; provided, however, that no Purchaser shall be authorized or permitted to remove any purchased Assets prior to receipt by the Agent of payment for such purchased Assets. Each Purchaser expressly acknowledges and agrees that each such Purchaser shall be responsible for all costs and expenses associated with removal of the purchased Assets and shall be liable to the Agent, Trustee, Debtors, owner and/or landlord of the premises at which the purchased Assets are located, and all other third parties for any personal injury or death any person or damage to property, including (without limitation) any personal injury, death, or damage caused by hazardous substances or hazardous materials, caused, in whole or in part, by Purchaser or Purchaser’s employees, independent contractors, subcontractors, representatives, invitees, agents, affiliates, or other representatives (collectively, the “Purchaser Representatives”) Purchaser’s acts or omissions arising from related to, during, or associated with the removal of the purchased Assets.
Buyer Compliance with Applicable Law
Each Purchaser expressly acknowledges and agrees that each such Purchaser and all Purchaser Representatives shall comply with all health and safety, OSHA, environmental, and other applicable laws, rules, and regulations and all requirements established by the Joint Venture for the removal of Purchased Assets, including (without limitation) requirements as to bonding of third parties and insurance requirements. Each Purchaser expressly acknowledges and agrees that each such Purchaser and all third parties utilized by each Purchaser shall provide the Trustee, Debtors, the Agent, the owner and/or landlord of the premises at which the purchased Assets are located with certificates of liability and worker's compensation insurance in amounts acceptable to the above parties, each in their sole discretion, and name all such parties as additional insureds under the foregoing policies of insurance. The Agent may, in its sole discretion, refuse to permit any Purchaser Representative from accessing the premises at which the purchased Assets are located.
Third Party Service Providers
As a courtesy only, the Agent may provide contact information for riggers, machinery movers or other service providers. The Trustee, Debtors, and Agent are not affiliated with, nor shall the Trustee, Debtors, or Agent be responsible or liable for the action of, any rigger, machinery mover or other service provider utilized by a Purchaser or Purchaser Representatives. Trustee or the Agent may require the use of one or more specific riggers, machinery movers or other service providers at the premises at which the purchased Assets are located. Such a requirement does not constitute a guarantee or endorsement by Trustee, Debtors, or the Agent.
Where available, documents of transfer, including motor vehicle ownership documents, in the possession of the Trustee and/or Debtors, will be provided to the Purchaser within seven days following payment or as soon thereafter as such documents are available.
Time is of the Essence
Each Purchaser hereby expressly acknowledges and agrees that time is of the essence in performing Purchaser’s obligations associated with the purchase and removal of the purchased Assets. If a Purchaser fails to make payment or remove any purchased Asset within the time periods provided, the Trustee may (but is not obligated to) direct the Agent to resell each such purchased Asset , and the Purchaser shall be liable for the difference between the price at which the Purchased Assets were resold and price that should have been paid by Purchaser, plus all costs and expenses incurred by the Trustee and plus interest (at a minimum rate of 1.5% per month or 18% per annum), legal fees, moving and storage (at a minimum rate of $2.00/sq. ft. per month) and commissions related to such resale.
Presence of Potential HAZMAT
Each Purchaser hereby expressly acknowledges and agrees that (i) the premises at which the Assets are located is a potentially dangerous place with hazardous, noxious, corrosive and pressurized materials and substances being present, heavy equipment being operated and electric circuits being live and (ii) every person at such premises, either before, during and after the Sale, shall be deemed to be there at their own risk with notice of the condition of such premises, the activities on such premises and the conduct of third parties. Each Purchaser further agrees to advise Purchaser Representatives of the foregoing prior to entering the premises.
Each Purchaser hereby agrees to indemnify, defend, and hold harmless the Trustee, Debtors, Agent, and their employees, independent contractors, subcontractors, representatives, invitees, agents, affiliates, or other representatives from and against and with respect to any and all loss, liability, assessment, claim, cause of action, demand, damage or expense, (including, without limitation, reasonable attorneys' fees), court costs, penalties, charges and amounts paid in settlement of the foregoing arising from or related to (i) the purchase and sale of the Assets, (ii) PUrchaser’s acknowledgements, agreements, covenants, representations, or warranties in these Terms, or (iii) any personal injury or death or any damage to property caused, in whole or in part, by such Purchaser or such Purchaser’s Representatives.
EACH PURCHASER HEREBY EXPRESSLY REPRESENTS, WARRANTS, COVENANTS, AND AGREES THAT EACH SUCH PURCHASER HAS RECEIVED, READ, UNDERSTANDS, AND SHALL BE BOUND BY AND COMPLY IN ALL RESPECTS WITH AND SHALL BE LIABLE FOR BREACHES OF THE FOREGOING TERMS.