Consignment agreement

• "Approved Deductions" means cleaning, repair, restoration, or return shipping costs properly chargeable to you under this Agreement.
• "Authentication Completion" means the date MIKUN notifies you that the Item has passed authentication and has been accepted for listing.
• "Business Day" means a day other than a Saturday, Sunday, or public holiday in Auckland, New Zealand.
• "Commission" means the fee payable to MIKUN on the sale of the Item, calculated under the Commission & pricing section or at the rate recorded in the schedule.
• "Consignment Period" means the period recorded in the schedule during which MIKUN may market and sell the Item.
• "Final Sale Price" means the gross price paid by the buyer for the Item, excluding GST, shipping and delivery charges, duties, and buyer-side payment surcharges.
• "Item" means each piece described in the schedule and consigned to MIKUN under this Agreement.
• "Net Proceeds" means the Final Sale Price less the Commission and any Approved Deductions.
• "Return Window" means the period during which a buyer may return the Item under MIKUN’s published returns policy.

• You represent and warrant that you are the sole lawful owner of the Item, that it is free from any security interest, lien, charge, or third-party claim, and that you have full right and authority to consign and sell it.
• You will provide accurate and complete information about the Item's origin, purchase history, condition, and any prior repair or restoration, and will provide proof of purchase or provenance documentation on request.
• MIKUN accepts Items on a consignment basis only. Title remains with you until the Item is sold, at which point title passes directly from you to the buyer.
• You appoint MIKUN as your agent for the limited purpose of marketing and selling the Item, including entering into a contract of sale with a buyer on your behalf.
• You confirm you are at least 18 years old. MIKUN may decline or return any Item, or withhold payment, where reasonably necessary to meet its legal obligations, including identity verification, anti-money laundering, and sanctions screening.

• The Item undergoes MIKUN's multi-step authentication process, including expert physical inspection and AI-assisted verification. MIKUN may decline to accept any Item at its discretion.
• You warrant that the Item is genuine, is not counterfeit or a replica, has not been stolen or unlawfully obtained, and is free from any legal claim.
• If MIKUN determines the Item is counterfeit, it will notify you in writing with reasons. You may, within ten (10) Business Days, request independent verification by a mutually agreed third-party authenticator. You bear that cost if the Item is confirmed counterfeit; MIKUN bears it if the Item is confirmed genuine.
• Where return of a counterfeit Item is lawful it will be returned at your cost. MIKUN may retain, withhold, or report a suspected counterfeit or stolen Item to brand owners, law enforcement, or other authorities where required or permitted by law.
• MIKUN's authentication opinion is given in good faith and does not limit or replace your warranties. You remain responsible for the authenticity and lawful ownership of the Item.

• The condition stated in the schedule and the photographs attached to this Agreement are the agreed record of the Item's condition as received by MIKUN.
• Minor wear arising from ordinary photography, handling, display, and fitting in the normal course of marketing is not damage for the purposes of this Agreement.
• You grant MIKUN a non-exclusive, royalty-free licence to use photographs, images, and descriptions of the Item for the purposes of marketing and promoting MIKUN, including after the Item has sold or been returned.

• MIKUN pays Net Proceeds within thirty (30) days after the later of (a) sale of the Item, and (b) expiry of the buyer's Return Window, by bank transfer to the account you nominate in writing.
• Payments are net of Commission and any Approved Deductions. MIKUN will not incur cleaning, repair, or restoration costs chargeable to you without your prior written consent.
• If a buyer returns the Item within the Return Window, or a sale is cancelled, reversed, or charged back, the sale is treated as not having occurred. The Item will be relisted for the remainder of the Consignment Period unless you request its return, and any amount already paid is repayable on demand or may be set off against future payouts.
• You are responsible for the accuracy of the payment details you supply. MIKUN is not liable for payments correctly made to an account you nominated.

• MIKUN insures the Item against loss and damage from physical receipt at its premises until dispatch to a buyer or return to you. Cover applies from receipt and is not conditional on completion of authentication.
• You are responsible for secure packaging and for arranging fully insured, tracked shipping to MIKUN. Risk of loss or damage before physical receipt by MIKUN remains with you.
• The insured value is the fair market value determined by MIKUN at Authentication Completion or, before that date, the listing price recorded in the schedule.
• If the Item is lost or damaged while at MIKUN's risk, MIKUN will pay you the insured value less the Commission that would have been payable had it sold. This is your sole remedy for loss of or damage to the Item.
• Items returned to you are shipped tracked and insured; risk passes back to you on delivery to your nominated address.

• The Consignment Period is 90 days from Authentication Completion.
• If the Item has not sold within the Consignment Period, MIKUN may propose a price adjustment or return the Item. Relisting at a revised price requires your written agreement.
• You may request the return of the Item at any time. Where a sale is already in progress or the Item is subject to a hold, that sale or hold will be completed or released first, and MIKUN will dispatch the Item within ten (10) Business Days.
• Either party may terminate on ten (10) Business Days' written notice. MIKUN may terminate immediately if you breach a warranty, if the Item is found to be counterfeit or unlawfully obtained, or where required by law.
• Return shipping and insurance are charged to you at MIKUN's published rates and may be deducted from any amount owing. MIKUN bears these costs where it terminates without cause, or where it wrongly rejected an Item subsequently confirmed genuine.
• If you cannot be contacted or do not provide return instructions within ninety (90) days after notice that the Item is available for return, MIKUN may charge reasonable storage fees; if the Item remains unclaimed for a further ninety (90) days MIKUN may sell it and hold the Net Proceeds for you, in each case to the extent permitted by law.
• Termination does not affect accrued rights or obligations, including payment of Net Proceeds for Items already sold.

• Nothing in this Agreement limits or excludes any liability that cannot be limited or excluded by law, including under the Consumer Guarantees Act 1993 and the Fair Trading Act 1986 where those Acts apply.
• Where you consign Items for the purposes of a business, the parties agree that the Consumer Guarantees Act 1993 and sections 9, 12A, and 13 of the Fair Trading Act 1986 do not apply, and that it is fair and reasonable to be bound by this provision.
• Subject to the above, MIKUN's total aggregate liability in connection with the Item is limited to the insured value of that Item determined under the Insurance & risk section.
• Neither party is liable to the other for any indirect or consequential loss, or for loss of profit, revenue, goodwill, or opportunity.
• You indemnify MIKUN against all claims, losses, costs, and expenses (including reasonable legal costs) arising from any breach of your warranties, from the Item being counterfeit, stolen, or subject to a third-party title or intellectual property claim, or from inaccurate information supplied by you.

Commission is charged on the Final Sale Price at the tier rate below, unless a different rate is recorded in the schedule above.

Tier threshold protection: commission is capped at NZ$750.00 in Tier 1 and NZ$2,000.00 in Tier 2, so our commission never rises as a share of your sale price when it crosses a tier.

• Commission is earned once the buyer's Return Window has expired without return, and is deducted from the Final Sale Price before payment of Net Proceeds.
• MIKUN establishes the listing price using market data, brand history, condition, and demand, and notifies you of that price before listing. The listing price will sit within a band of twenty percent (20%) below to ten percent (10%) above the listing price recorded in the schedule.
• MIKUN may apply discounts of up to ten percent (10%) below the notified listing price without further consent, provided the price does not fall below any reserve recorded in the schedule. Any greater reduction requires your prior written consent.
• All amounts are in New Zealand dollars and are stated exclusive of GST. Each party is responsible for its own tax position.

• Each party will keep confidential the non-public information of the other disclosed under this Agreement, and will use it only for the purposes of this Agreement, except where disclosure is required by law.
• MIKUN collects, uses, stores, and discloses personal information in accordance with the Privacy Act 2020 and MIKUN's published Privacy Policy. You authorise MIKUN to disclose personal information to authenticators, insurers, payment providers, shipping partners, and regulatory or law enforcement authorities where reasonably necessary.
• MIKUN will not disclose your identity to buyers without your consent.

• If a dispute arises, the parties will first attempt in good faith to resolve it by discussion between representatives with authority to settle, within fifteen (15) Business Days of written notice of the dispute.
• If the dispute is not resolved, the parties will refer it to mediation administered by Resolution Institute in Auckland, New Zealand, with the mediator's fees shared equally, before commencing court proceedings.
• Nothing in this section prevents either party from seeking urgent interim relief from a court.
• This Agreement is governed by New Zealand law, and the parties submit to the non-exclusive jurisdiction of the New Zealand courts.

• Force majeure: neither party is liable for failure or delay in performing its obligations (other than an obligation to pay money) caused by an event beyond its reasonable control, provided it notifies the other promptly and takes reasonable steps to mitigate.
• Notices must be in writing and sent to the email address recorded in the schedule above, or to MIKUN at info@mikun.com, and are treated as received on the next Business Day after sending.
• Variation: this Agreement may only be varied in writing signed or electronically accepted by both parties.
• Entire agreement: this Agreement, together with the schedule and attached photographs, records the entire agreement between the parties and supersedes all prior discussions, representations, and arrangements about its subject matter.
• Severability: if any provision is held invalid or unenforceable, it is severed and the remaining provisions continue in full force. A failure or delay in exercising a right is not a waiver of that right.
• Assignment: you may not assign or transfer your rights or obligations without MIKUN's prior written consent. MIKUN may assign this Agreement to a related entity or in connection with a sale of its business.
• Counterparts and electronic signature: this Agreement may be executed electronically, and electronic signatures and acceptance by button have the same effect as handwritten signatures.
• Survival: the Definitions, Authentication & warranty, Liability & indemnity, Confidentiality & privacy, Dispute resolution, and General sections survive termination or expiry.