1-5/8" (42mm) MIYANO BNJ-42SY 4-AXIS TWIN TURRET SPINDLE CNC TURNING CENTER, S/N BN90262Y, S/N 2009

Auction Terms and Conditions

This auction (the “Auction”), and the sale of the assets included in this Auction (the “Assets”), is conducted by Premier Asset Recovery Group, LLC (“Premier”) pursuant to the following terms and conditions (the “Terms”). Your agreement to these Terms is an express condition of your participation in the Auction. By signing up for the Auction, you acknowledge that you have read, understood, and agreed to be bound by these Terms. These Terms supplement any details or other information about the Auction posted on the Auction webpage(s) at Bidspotter.com.

Registration/Deposit: All participants must register prior to becoming an approved bidder. Registration requires providing the following information: full legal name, permanent street address, phone number(s), email address, valid credit card, and business name (if applicable). By registering, you represent and warrant that you have the full legal right, power, and authority to agree to these Terms, to bid or otherwise participate in the Auction, to complete any purchases you make, and to fulfill your obligations under these Terms; and that all information provided by you to Premier is accurate, complete, and up to date. Premier reserves the right, at any time and at its sole discretion, with or without notice, to deny or terminate your registration and ability to participate in the Auction and/or require a deposit (the “Deposit”) in an amount determined by Premier. If no purchase is made, Premier will refund the full amount of the Deposit within three (3) business days after the final auction date (the “Auction Date”). If you make a purchase, you authorize Premier to apply the Deposit toward the total purchase price (including sales tax and buyer’s premium), as well as any other amount you may owe under these Terms. Your registration or bidding paddle is non-transferable. You are solely responsible for all bids made under your registration.

Condition of Assets: All items are sold “AS IS, WHERE IS,” “IN PLACE,” and “WITH ALL FAULTS.” No warranties, guarantees, or representations, written or oral, are made by Premier or the Seller with respect to any lot. Premier and the Seller shall not be held liable for any advertising discrepancies, errors, or inaccuracies of any kind. Premier and the Seller make no warranties or representations, express or implied, including, but not limited to: merchantability, fitness for a particular purpose, title, condition, quality, value, functionality or performance, or suitability for any intended use. You acknowledge that you have had the opportunity to inspect the Assets and are relying solely on your own judgment in bidding and purchasing.

Inspection: It is the Buyer’s responsibility to inspect all items prior to bidding. Premier assumes no liability for any errors or omissions related to the Auction or sale of Assets. The Buyer assumes full responsibility for the fitness and use of the Assets and agrees to indemnify and hold harmless both the Auctioneer and the Seller from and against all future claims related to the condition, suitability, or use of the purchased Assets. For more information about inspection opportunities, please contact Premier or refer to the Auction listing details.

Conduct of Auction; Purchased Assets: Premier shall control and regulate all aspects of the Auction, and its decisions shall be final and binding on all participants. Premier reserves the right, in its sole discretion, to group, regroup, divide, or delete lots; add or remove items from the Auction; accept or reject any bid(s); and offer items individually or in bulk. Premier also determines the bidding increments and owes no duty or fiduciary obligation to you or any other Auction participant. Premier acts solely as an agent of the Seller for the purposes of conducting the Auction and maximizing sale proceeds. In some cases, there may be multiple Sellers, and Premier or its affiliates may also act as Seller for certain Assets. Some items may be sold subject to a reserve price (minimum acceptable bid) and/or the Seller’s (or its creditor’s) right of confirmation, whether such conditions are publicly disclosed. Reserve prices are not required to be published. For items subject to reserve, Premier may bid on behalf of the Seller up to the reserve amount. You will be deemed the “Purchaser” of a lot (and all items included in that lot) – collectively referred to as the “Purchased Assets” – upon the auctioneer’s knockdown and declaration that you are the successful bidder. At that moment, all risk of loss and liability with respect to those Purchased Assets passes to you. Therefore, you are strongly encouraged to secure insurance coverage in advance for any Assets you intend to bid on. Title to each Purchased Asset passes to you only upon Premier’s receipt of full payment for all such Assets. ALL SALES ARE FINAL. NO REFUNDS, RETURNS, CREDITS, OR EXCHANGES WILL BE PERMITTED.

Invoicing and Payment: Premier typically issues invoices after the Auction has closed, generally within twenty-four (24) hours of the Auction’s conclusion. All invoices are due and payable no later than forty-eight (48) hours after receipt and must be paid in full prior to the removal of any Purchased Assets, unless otherwise approved in writing by Premier. All payments must be made by wire transfer or ACH of immediately available funds in U.S. Dollars. If paying by certified or cashier’s check, please allow at least three (3) business days for funds to clear before removal of assets. Premier does not accept credit cards as a form of payment. No merchandise or Purchased Asset will be released until payment has been received and cleared.

Buyer Premium: Premier will charge a “Buyer’s Premium” on all Assets sold in the Auction. The Buyer’s Premium will be equal to 18% of the hammer price.

Taxes: All prices are exclusive of sales tax, use tax, excise tax, and other similar taxes, duties, or charges of any kind imposed by any governmental authority on amounts payable for your Purchased Assets (excluding any income taxes imposed on Premier or the Seller). You are solely responsible for all such taxes, charges, and costs; providing satisfactory documentation to Premier if you intend to claim a sales tax exemption; and any penalties, registration fees, or smog certification costs related to the purchase of motor vehicles. Important note on Vehicle Titles: certain vehicles, as announced during the Auction and/or noted on your invoice, will be conveyed with a bill of sale only, without a certificate of title (also known as a “pink slip”). Out-of-State Tax Exemptions: many states require a Bill of Lading (BOL), provided by the Buyer, to qualify for a sales tax exemption. Premier will charge sales tax until a valid BOL is received. Once the BOL is provided and verified, a refund of the sales tax will be issued.

Cancellation/Non-Delivery: You have no right to cancel or rescind any purchases you make at the Auction. Premier reserves the right, at any time prior to the removal of a Purchased Asset, to cancel your purchase (for example, if a creditor refuses to release a lien, or if a third party removes a Purchased Asset or makes a claim against the Purchased Asset). In such cases, Premier’s sole responsibility shall be to refund any payments you have made for that purchase. Neither Premier nor the Seller shall have any liability for non-delivery of any Purchased Assets, except for the return of any payment you have made for purchased assets that have not been delivered.

Abandoned Assets: If you fail to pay for a Purchased Asset by the applicable due date, or if you fail to remove the asset within the designated removal period (regardless of whether payment has been made), Premier reserves the right, with or without notice to you, to declare the asset abandoned. In such cases, you agree to be liable for any deficiency between your payment and any resale proceeds, all costs associated with the removal, resale, or disposal of the asset, all other related costs and expenses, including reasonable attorneys’ fees, and a storage and administrative fee of $500.00 per day. Premier and/or the Seller shall be entitled to retain all proceeds from the resale or disposition of any abandoned asset and shall have no obligation to remit any portion to you. Premier may also, at its sole discretion and with or without notice, abandon any such asset in place. In such instances, you agree to assume full responsibility for the asset and shall indemnify, defend, and hold Premier harmless from any and all losses, expenses, claims, demands, or liabilities arising from or related to such abandonment, including but not limited to those brought by the Seller, landlord, or any third party.

Removal of Purchased Assets: Premier shall have no responsibility or obligation for the removal, packing, loading, shipping, storage, rigging, crating, or disconnection of utilities (including electric, gas, water, or waste lines) related to any of your Purchased Assets. All removal activities are solely your responsibility and shall be performed entirely at your own risk and expense. You are responsible for repairing any damage caused to real or personal property during the removal process by you or any of your employees, contractors, or agents. You must also ensure that removal is conducted in a safe and lawful manner, in compliance with all applicable laws, regulations, and safety standards. The Seller may impose additional requirements regarding your access to, entry upon, and use of the premises where your Purchased Assets are located. You agree to comply fully with all such additional requirements. Premier may, at its discretion, assist with the loading of your Purchased Assets and may impose a loading charge for such assistance. In the event Premier provides such assistance, Premier shall not be liable for any damage to your Assets, the premises, or any other real or personal property, unless you can demonstrate that such damage was directly caused by Premier’s gross negligence.

Removal without a Rigger: You may either manage the removal of your Purchased Assets yourself or engage a third party to do so on your behalf. If you choose to engage a third party, they must provide Premier with proof of payment and an “Agent Release Authorization” in a form acceptable to Premier. This authorization must permit Premier to release your Purchased Assets to the designated third party for removal.

Removal by Rigger: The removal of any Assets weighing more than 100 pounds (or such other limit as Premier may determine) must be performed by a qualified and insured rigger. Premier will provide a list of recommended riggers with your invoice. Premier may require that you use a pre-approved rigger. Any rigger engaged must provide a certificate of insurance showing comprehensive liability coverage issued by an insurance carrier, in an amount not less than $1,000,000. Premier reserves the right to impose additional insurance requirements if requested by the Seller.

Compliance with Laws: You represent and warrant that you are, and will remain, in compliance with all applicable laws, regulations, and ordinances; and that you have, and will maintain in effect, all licenses, permissions, authorizations, consents, and permits necessary to fulfill your obligations under these Terms and Conditions. You acknowledge and agree that certain Assets may contain fluids, oils, chemicals, hazardous substances or materials, or other regulated products (“Regulated Products”). You are solely responsible for the proper handling, removal, transportation, and disposal of all Regulated Products, in full compliance with all applicable laws, regulations, and ordinances. Additionally, you agree to comply with all applicable U.S. Export Control Laws and related regulations. You acknowledge and agree that Premier is not the exporter of any Assets.

Indemnification: You shall indemnify, defend, and hold harmless Premier, the Seller, their respective affiliates, and each of their respective directors, officers, employees, agents, successors, and assigns (collectively, the “Indemnified Parties”) from and against any and all losses, expenses, claims, liabilities, damages, and demands arising out of or related to any breach or non-fulfillment by you of any representation, warranty, or covenant set forth herein, or any negligent or more culpable act or omission by you or any of your employees, contractors, or agents, or any violation of applicable laws, rules, or regulations, in connection with these Terms and Conditions.

Statute of Limitations: Any claims you may have arising out of or related to the Auction, any Purchased Assets, and/or these Terms must be brought within six (6) months of the Auction Date. Any claims brought after this period shall be deemed waived.

Limitation of Liability: In no event shall Premier or the Seller be liable for any consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, including but not limited to lost profits, lost revenues, or diminution in value, arising out of or related to the Auction, any Purchased Assets, and/or these Terms, regardless of whether such damages were foreseeable, whether Premier or the Seller was advised of the possibility of such damages, the legal or equitable theory upon which the claim is based, or the failure of any agreed or other remedy of its essential purpose. In no event shall the aggregate liability of Premier and the Seller arising out of or related to the Auction, any Purchased Assets, and/or these Terms exceed the total amounts paid by you for your Purchased Assets.

Governing Law; Arbitration; No Class Action; Attorney’s Fees: These Terms, and the parties’ respective rights and obligations arising hereunder, shall be governed by and construed and enforced in accordance with the laws of the State of Illinois, without regard to its conflict of laws principles. You irrevocably and unconditionally consent to and submit to the personal jurisdiction of the state and federal courts located in Cook County, Illinois, for any action, suit, or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, the Auction, the Purchased Assets, and/or these Terms, whether in contract, tort, or otherwise. In addition, you agree to submit to binding arbitration under the rules of the American Arbitration Association (“AAA”) with respect to any claim seeking to enforce any provision of, or based on any matter arising out of or in connection with, the Auction, any Purchased Assets, and/or these Terms, whether in contract, tort, or otherwise. You agree that all claims, whether in arbitration or otherwise, must be brought in your individual capacity and not as a class member or class representative in any class action proceeding. The prevailing party in any litigation or arbitration arising out of or related to the Auction, any Purchased Assets, and/or these Terms (as determined by the court or other body having jurisdiction) shall be entitled to recover from the non-prevailing party all actual costs and expenses of litigation or arbitration, including, without limitation, attorneys’ fees, court costs, and costs of investigation.

Entire Agreement; Amendments and Waivers: These Terms contain all of the terms agreed upon between the parties with respect to the subject matter hereof. No amendment or waiver of the Terms shall be of any force unless such amendment or waiver is in writing and, in the case of an amendment, signed by both parties, and in the case of a waiver, signed by the waiving party.

Communications: Premier may send all notices, requests, demands, and other communications required or permitted under these Terms to the email address provided at registration. Premier communicates directly with bidders and potential bidders (“Bidders”) via email for contractual or legal purposes. Registered Bidders will also receive auction updates via email. Bidders who opt in may receive updates via SMS. Bidders may unsubscribe from email updates at any time. Premier does not share SMS opt-in data or consent information, except where required by law.