Astronaut Experience Auction Official Terms & Conditions
The Blue Origin Astronaut Experience Auction (the “Auction”) is operated and administered by R&R Auction Company of Massachusetts, LLC (“RR Auction”) (1 State Highway 101A Suite #3, Amherst, NH, 03031; email address: [email protected]; Massachusetts Auctioneers Association #3214), for the benefit of Blue Origin Texas, LLC (“Blue Origin”) (35961 State Highway 54, PO Box 1552, Van Horn, Texas 79855; email address: [email protected]), a limited liability company organized in Texas. RR Auction is solely responsible for the operation and administration of the auction; Blue Origin is solely responsible for the Astronaut Experience (as fully described below).
By participating in the Auction, including using any medium to participate in any phase of the Auction, each participant agrees to be bound by the Blue Origin Astronaut Experience Auction Official Terms and Conditions (the “Auction Official Terms and Conditions”). Failure to comply with Blue Origin’s and/or RR Auction’s instructions or abide by the Auction Official Terms and Conditions may result in disqualification from the Auction and/or from participating in the Astronaut Experience.
The Auction Official Terms and Conditions govern and control a Bidder’s (as defined in the RR Auction Conditions of Sale) participation in the Auction and all requirements, obligations, and payment responsibilities related to the Astronaut Experience. The Auction Official Terms and Conditions is comprised of two components:
Astronaut Experience Terms, which describe the Astronaut Experience, set forth eligibility requirements for participation in the Astronaut Experience and the Auction, and set forth terms and conditions that apply to the Winning Bidder; and
RR Auction Conditions of Sale, which explain the Auction process and apply solely to the conduct and administration of the Auction by RR Auction.
I. Astronaut Experience Terms
OVERVIEW. Blue Origin plans to launch into space the RSS First Step Crew Capsule on its New Shepard suborbital vehicle’s first astronaut-carrying mission to space (the “Flight”). This Auction is for the opportunity to participate in Blue Origin’s “Astronaut Experience,” which includes: (a) a series of requirements that are a precursor to occupying one (1) seat aboard the Flight; and (b) a seat aboard the Flight. For purposes of the Auction Official Terms and Conditions, the individual designated to participate in the Astronaut Experience will be referred to herein as the “Astronaut.” If an individual or entity wants to purchase a seat aboard New Shepard outside of the Auction, please contact Blue Origin’s Astronaut Sales Team at [email protected] Capitalized terms used herein but not defined shall have the meanings ascribed to them in the RR Auction Conditions of Sale.
DESCRIPTION OF FLIGHT. The New Shepard reusable launch vehicle includes a Propulsion Module (“PM”) and a Crew Capsule (“CC”). The PM is the powered booster that carries the CC to space. The CC carries up to six (6) astronauts and there will be other astronauts, selected by Blue Origin, participating in the Flight.
Figure A shows a typical New Shepard mission. The PM and CC launch and ascend in a mated configuration. The CC separates from the PM at about 220,000 feet and continues to ascend to over 328,000 ft., during which time the astronauts in the CC will experience weightlessness. The PM returns to Earth and lands on a landing pad, while the CC returns to Earth under parachutes. On a typical mission, the CC and the PM land within a few miles of the launch pad, all within the confines of Blue Origin’s Launch Site One in West Texas (“Launch Site”).
View the New Shepard Flight Profile.
ELIGIBILITY. To participate in the Auction and the Astronaut Experience, individuals must be at least either (a) eighteen (18) years of age or (b) the age of majority in their country of residence, whichever is older. Eligible individuals may participate in the Auction to purchase the Astronaut Experience for another qualifying person, subject to Section 6 of these Astronaut Experience Terms. The Astronaut must also meet all Requirements (defined below) to participate in the Flight. The Astronaut also must possess a valid passport to travel to the United States with a visa, if necessary, valid for travel to and permission to remain in the United States throughout the Astronaut Experience, including the Flight.
ASTRONAUT EXPERIENCE, REQUIREMENTS. Blue Origin will auction one (1) Astronaut Experience in the Auction. The Astronaut named by the Winning Bidder (as defined in the RR Auction Conditions of Sale), subject to meeting all Requirements, will fly on the Flight of New Shepard with other astronauts who will be selected by Blue Origin in its sole discretion. The dates, times, and other details of the Flight will be determined by Blue Origin and are subject to change without notice; however, the Flight is expected to take place within six (6) months after the close of the Auction, and Blue Origin will keep the Astronaut updated as to changes to the date of the Flight. To qualify for a seat aboard the Flight, the Astronaut must satisfy all requirements set forth by Blue Origin throughout the Astronaut Experience (“Requirements”) to Blue Origin’s satisfaction. Some of the Requirements are as follows:
Documentation. Astronaut must execute each of the following documents:
Blue Origin’s Nondisclosure Agreement;
Informed Consent, which is required by the U.S. Federal Aviation Administration (“FAA”). This document is designed to educate the Astronaut about the hazards and risks presented by a suborbital spaceflight generally, and the New Shepard system specifically. The Astronaut will be presented with a document capturing the information required by federal regulation, and the Astronaut will also be given the opportunity to ask questions to acquire a better understanding of the hazards and risks of the mission prior to signature.
Waivers of Claims, which are required by Blue Origin, the FAA, and the State of Texas. These documents state that the Astronaut waives his/her right to bring claims against anyone involved in the Flight, including Blue Origin, its affiliates, employees, owners, contractors (including, but not limited to, RR Auction), and other customers for any losses Astronaut may incur in connection with the Astronaut Experience. The document also states, among other things, that the Astronaut assumes all responsibility for any losses the Astronaut sustains.
Launch Services Contract, which captures the commercial terms associated with Blue Origin’s Astronaut Experience, including accommodations and transportation for the Astronaut and the Astronaut’s permitted guest(s) in West Texas, as well as media and other activities relating to the Astronaut Experience.
Screening. The Astronaut must pass Blue Origin’s internal screening criteria, which includes international sanctions programs and restricted- and denied-party designations maintained by the United States and/or other governments.
Functional Requirements. The Astronaut must be able to meet each of the following functional requirements:
Be within the following height and weight range: 5’0” 110 lbs. and 6’4” 223 lbs.
Dress themselves in a one-piece, zip-up flight suit;
Climb the New Shepard Launch Tower (equivalent to 7 flights of stairs) in under ninety (90) seconds; Walk quickly across uneven surfaces, such as a ramp or a deck with occasional steps.
Be comfortable on the top deck of the launch tower and on the grated gangway to the CC. These are about seventy (70) feet above ground level and are surrounded by balcony-like railings. The view is equivalent to the view from a seventh floor balcony.
Fasten and unfasten his/her own seat harness in under fifteen (15) seconds, which is about as difficult as fastening the seat-belt in an unfamiliar car in the dark.
Sit strapped into the CC’s reclined seat for forty (40) minutes, but up to ninety (90) minutes if there is a long launch delay, without getting up, and without access to a bathroom.
Spend forty (40) minutes, but up to ninety (90) minutes if there is a long hold, in the CC with up to five (5) other people with the CC hatch closed;
Experience up to three times your normal weight (3gs) pushing you into your seat for up to two (2) minutes during powered ascent;
Hear and understand instructions in English from a ground crewmember nearby or from mission control over a radio speaker, in an environment where the noise level can reach one hundred (100) dB during the Flight;
See and respond to alert lights in the CC. At each seat, there is a panel of six (6) lighted symbols to indicate, for example, when to fasten the harness or leave the CC (the lights are similar to the warning lights on a car’s dashboard; the use of corrective lenses is permitted because glasses and contact lenses both function normally in zero-g);
Reliably follow instructions provided either over the radio speaker or via the alert lights;
Experience up to five-and-a-half times one’s normal weight (5.5gs) pushing the Astronaut into his/her seat for a few seconds during descent into the atmosphere; and
Lowering down from the CC’s hatch opening to the ground after landing, which is equivalent to lowering down to the floor from a dining-room table (note that Blue Origin expects to provide the option of using stairs within a few minutes of landing).
Training. Blue Origin shall provide the Astronaut with familiarization and training as determined by Blue Origin in its sole discretion, to be necessary for the Astronaut to participate in the Flight. Familiarization and training may occur at Blue Origin’s facilities in Kent, Washington, in Culberson County, Texas, or in some other location that Blue Origin deems appropriate.
Blue Origin will evaluate the Astronaut on the Requirements set forth above prior to the Flight. If the Astronaut cannot meet any of the foregoing Requirements to Blue Origin’s complete satisfaction, in Blue Origin’s sole and absolute discretion, Blue Origin reserves the right to remove the Astronaut from the Flight. Blue Origin will not evaluate the Astronaut’s medical fitness to participate in the Flight. If the Astronaut has questions about medical conditions and/or their ability to fly on New Shepard, the Astronaut must contact their medical professional and reach that determination individually and at his/her own expense.
All details relating to the Flight and the Astronaut Experience not specified in these Astronaut Experience Terms will be determined in Blue Origin’s sole and absolute discretion. The obligations of Blue Origin and the Astronaut with respect to transportation (including flights and ground transport) to and from the Astronaut Experience and the Flight, meals, accommodations, and any other travel-related expenses are addressed in the Launch Services Contract. There are elements of the Astronaut Experience that must be completed or undertaken at Astronaut’s sole cost and expense.
Any guest(s) of Astronaut, to be permitted in Blue Origin’s sole discretion, must sign and return a release provided by Blue Origin before arriving at the Launch Site. Astronaut and Astronaut’s permitted guest(s) must have all necessary identification and/or travel documents (e.g., a valid U.S. passport and/or driver’s license) required for travel. Blue Origin shall not be responsible for any cancellations, delays, diversions, or substitution or any act or omissions whatsoever by the air carriers, hotels, venue operators, transportation companies, or any other persons providing any travel-related services or accommodations. Additional Flight details and travel information will be provided to the Astronaut following the Auction. Astronaut and Astronaut’s permitted guest(s) are also responsible for obtaining travel insurance and all other forms of insurance at their option and expense. Astronaut acknowledges and agrees that the only insurance (or other financial responsibility) secured by Blue Origin that relates to the Astronaut is third party liability coverage required by the FAA, whereby the Astronaut will be covered for claims brought against them by any “third party,” as that term is defined by the Commercial Space Launch Competitiveness Act, 51 U.S.C. § 50902(24), and that result from any launch activity undertaken under the authority of an FAA-issued launch license.
PARTICIPATING IN, EXCLUSION FROM, OR CANCELLATION OF THE AUCTION.
Participation in the Auction will be governed by the RR Auction Conditions of Sale. Notwithstanding any of the criteria or qualifications set forth in these Astronaut Experience Terms, Blue Origin and RR Auction reserve the right to disqualify participants and/or Bidders from the Auction at any time and in either Blue Origin’s or RR Auction’s sole discretion based on competitive, legal, or other commercial reasons, including that an individual’s participation or bidding in the Auction could result in material harm or detriment to the reputation or goodwill of Blue Origin, the determination of which shall be in Blue Origin’s sole discretion. If for any reason, RR Auction is unable to conduct the Auction, or there is no Winning Bidder or the Astronaut Experience is otherwise not sold through the Auction, Blue Origin reserves the right to sell, donate or otherwise alienate the Astronaut Experience.
WINNING BIDDER; CONFIRMATION OF ASTRONAUT IDENTITY. RR Auction shall determine and confirm the Winning Bidder upon conclusion of the Auction. RR Auction shall identify the Winning Bidder to Blue Origin. The Winning Bidder will then be notified by Blue Origin that they have won the Auction on the date the Auction closes or shortly thereafter. Within two (2) calendar days following notification to the Winning Bidder, the Winning Bidder must either (a) confirm that the Winning Bidder will proceed through the Astronaut Experience as the Astronaut; or (b) send to Blue Origin the name, primary address, email address, phone number and any other information required by Blue Origin of the Astronaut if the Winning Bidder will designate another person as the Astronaut. Any person designated by Winning Bidder as the Astronaut must meet the Requirements set forth herein. Except as expressly provided herein, the Astronaut Experience cannot be resold, alienated or otherwise transferred by the Winning Bidder, and all such transfers are subject to Blue Origin’s express, written approval.
PAYMENT OF WINNING BID AMOUNT AND BUYER’S PREMIUM. Following designation of the Astronaut, Blue Origin will invoice the Winning Bidder the winning bid amount, plus a buyer’s premium in the amount of six percent (6%) of the winning bid amount (“Buyer’s Premium”), less any Deposit paid in advance of the Auction pursuant to the RR Auction Conditions of Sale. Upon receipt of the invoice, Winning Bidder shall pay the winning bid amount and the Buyer’s Premium in full upon receipt of invoice, and in no case more than ten (10) days after receipt of invoice. If the winning bid amount and the Buyer’s Premium are being transferred by wire, or by any way that incurs a transmission or processing fee, those fees shall be born exclusively by the Winning Bidder in addition to the winning bid amount and the Buyer’s Premium. The 6% Buyer’s Premium IS NONREFUNDABLE, unless otherwise specifically stated in these Astronaut Experience Terms, to defray costs associated with administering the Auction.
INFORMED CONSENT AND REFUNDABILITY OF WINNING BID AMOUNT.
Delivery of Informed Consent Document. Blue Origin will deliver the Informed Consent document for Winning Bidder’s review and execution. Blue Origin may deliver the Informed Consent document either to potential astronauts during the pre-bidding timeframe, or to the Astronaut upon close of the Auction, in Blue Origin’s sole discretion.
Refundability of Winning Bid Amount. Upon Astronaut’s execution of the Informed Consent document, 100% of Winning Bidder’s winning bid amount becomes nonrefundable, unless specifically set forth in this Auction Official Terms and Conditions.
Return of Informed Consent Document. Unless otherwise agreed to in writing by Blue Origin, recipients will have one (1) week after receipt of the Informed Consent document to ask questions about the document’s content and to sign and return the executed Informed Consent document to Blue Origin. If, following execution of the Informed Consent Document, the Astronaut does not meet any of the Requirements or otherwise cannot, by their own determination or otherwise, participate in the Astronaut Experience, the Winning Bidder and/or Astronaut thereby forfeit the Astronaut Experience, including the seat aboard the Flight. In the event of such forfeiture, Blue Origin in its sole discretion may elect (i) to allow Winning Bidder who has forfeited to designate another individual who does meet the Requirements to be an Astronaut to complete the Astronaut Experience; (ii) to award the Astronaut Experience to the next highest Bidder; or (iii) to award or not to award the Astronaut Experience to another third party.
Failure to Return Informed Consent Document. Blue Origin reserves the right to cancel the sale of the Astronaut Experience if (i) the Astronaut does not respond to Blue Origin’s notifications about executing the Informed Consent document; (ii) the Astronaut declines the Astronaut Experience prior to returning the signed Informed Consent document; (iii) the Astronaut is found not to meet any Requirement associated with the Astronaut Experience prior to returning the signed Informed Consent document; (iv) Blue Origin’s notifications are returned as undelivered prior to Astronaut returning the signed Informed Consent document; or (v) if the Informed Consent document is not signed and returned within the time specified by Blue Origin. In the event of such cancellation, Blue Origin will provide the Winning Bidder with notice of cancellation and will return the Deposit (if any) and/or the winning bid amount (if any) paid by Winning Bidder; provided however that Blue Origin shall retain (or cause Winning Bidder to pay) the Buyer’s Premium, which in no event shall be refundable to the Winning Bidder. Blue Origin is not responsible for any change of email address, mailing address, and/or telephone number of the Winning Bidder, any potential astronaut, and/or any Astronaut.
NON-PAYMENT. Winning Bidder’s failure to pay the amount of the invoice described in Section 7 in full when required shall constitute a material breach of the Auction Official Terms and Conditions and, in addition to other damages available under contract or law, at RR Auction’s and/or Blue Origin’s election, RR Auction and/or Blue Origin may cancel the sale as well as Winning Bidder’s and/or Astronaut’s rights under this Auction Official Terms and Conditions. Notwithstanding the foregoing, the Winning Bidder shall be responsible for paying the Buyer’s Premium plus interest of 1.5% per month from the date of breach, or at the maximum legally allowable rate. To the extent the Winning Bidder has paid a Deposit, Blue Origin and/or RR Auction has the right to offset any amounts due hereunder, including the Buyer’s Premium, plus any interest, against such Deposit. If Blue Origin refers any unpaid invoice to an attorney for collection, the Winning Bidder agrees to pay and shall be liable for Blue Origin’s attorney’s fees, court costs, and other collection costs incurred by Blue Origin in addition to the invoiced amount and interest in an amount equal to the greater of 1.5% per month or at the maximum legally allowable rate from date of invoice to collection. If Blue Origin assigns collection to its in-house counsel, such attorney’s time expended on the matter shall be compensated at a rate comparable to the hourly rate of independent attorneys.
CONFIDENTIALITY. By participating in this Auction and/or in exchange for the opportunity to participate in the Astronaut Experience, Winning Bidder and/or Astronaut agree that he/she shall keep his/her identity as Winning Bidder and/or Astronaut confidential and shall not disclose his/her identity as the Winning Bidder and/or Astronaut to any third party (except their legal counsel, medical professional, and/or financial advisors who are bound by similar confidentiality obligations) without Blue Origin’s prior written consent. Breach of this confidentiality requirement may render Winning Bidder and/or Astronaut ineligible for the Astronaut Experience.
Complaints and Redress. If the potential Astronaut’s main residence is in the United Kingdom or European Economic Area, he/she may have rights to bring any claim in his/her local courts and under local consumer legislation. The potential Astronaut may also have rights under the EU Dispute Resolution processes, details of which can be found at https://ec.europa.eu/info/live-work-travel-eu/consumers/resolve-your-consumer-complaint_en. See above for applicable contact information.
Cancellation.Any potential Astronaut whose main residence is in the United Kingdom or European Union may cancel any Auction contract within fourteen (14) days from the date of conclusion of the Auction by contacting Blue Origin at [email protected] or 253-437-9300 and explaining that Astronaut wishes to cancel under this Article. Astronaut may choose to use the model cancellation form (available at http://www.legislation.gov.uk/uksi/2013/3134/schedule/3/made) in order to effect such cancellation, but is not required to do so. Upon receipt by Blue Origin of a valid notice of cancellation, Blue Origin shall reimburse all payments, including the Buyer’s Premium and any Deposit. The funds will be transferred to the means of payment (e.g., electronic funds transfer) used for the initial transaction, and the Astronaut shall not incur any fees as a result.
Unauthorized Statements. No employee, agent, or representative of Blue Origin may modify, amend, waive, or contradict any of these Astronaut Experience Terms, any warranty or limitation or exclusion of warranty, any term or condition in this Auction Official Terms and Conditions, including but not limited to payment terms, except by express written consent of Blue Origin.
Release; Limitation of Liability. As a condition of placing a bid (or having a bid placed on one’s behalf) and/or otherwise participating in the Auction, participant acknowledges and agrees (and agrees to confirm in writing) to look solely to RR Auction for administration of the Auction, and otherwise releases Blue Origin, its affiliates, subsidiaries, owners, representatives, and agents from any and all claims, liability, loss, or damage incurred with respect to the Auction, or any administration thereof or conduct relating thereto. Under no circumstance will any Bidder or Bidder’s agent be permitted to obtain awards for, and participant hereby waives all rights to claim, punitive, incidental, consequential, or any other damages, other than for actual out-of-pocket expenses. All causes of action arising out of or connected with the Auction, shall be resolved individually, without resort to any form of class action and in accordance with the terms of the RR Auction Conditions of Sale; and any and all claims, judgments, and awards shall be limited to actual out-of-pocket costs incurred, excluding attorney’s fees and court costs.
Applicable Law. These Astronaut Experience Terms are governed by and will be construed in accordance with the laws of the State of Texas. All disputes relating to or arising from these Astronaut Experience Terms (including any question regarding the existence, validity, and termination thereof) that are not resolved by mutual agreement following good faith negotiations after notification of a dispute, will be finally resolved in binding arbitration before a mutually acceptable arbitrator, in Austin, Texas, in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. In any dispute resolved by binding arbitration, the prevailing party will be entitled to all reasonable attorneys’ fees and costs.
II. RR Auction Conditions of Sale
ANYONE EITHER REGISTERING TO BID OR PLACING A BID (“BIDDER”) ACCEPTS THESE RR AUCTION CONDITIONS OF SALE (“RR AUCTION CONDITIONS OF SALE”) AND ENTERS INTO A LEGALLY, BINDING, ENFORCEABLE AGREEMENT WITH RR AUCTION, (TOGETHER WITH BIDDER, THE “PARTIES”). FOR AVOIDANCE OF DOUBT, THE “PARTIES” EXPRESSLY EXCLUDES BLUE ORIGIN.
These RR Auction Conditions of Sale contain important provisions that control rights and liabilities, and specifically have provisions governing how disputes relating to the conduct and administration of the Auction are handled as well as LIMITATIONS OF LIABILITY that can be imposed upon RR Auction, WAIVER OF JURY and ARBITRATION PROVISIONS. This acknowledgment is a material term of these RR Auction Conditions of Sale and of the consideration under which RR Auction agrees to these terms. PLEASE READ CAREFULLY. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Astronaut Experience Terms.
The RR Auction Conditions of Sale, govern solely the conduct and administration the Auction by RR Auction. These RR Auction Conditions of Sale constitute a binding agreement between the Parties with respect to the placing of bids and the sale of the Astronaut Experience in connection with the Auction. By bidding at the Auction, whether in person, through an agent or representative, by telephone, facsimile, online, absentee bid, or by any other form of bid or by any other means, Bidder acknowledges the thorough reading and understanding of all of these RR Auction Conditions of Sale, all descriptions of the Astronaut Experience, and all matters incorporated herein by reference, and agrees to be fully bound thereby.
Auction. This Auction is exclusively offered and presented by RR Auction, a d/b/a/ of R&R Auction Company of Massachusetts, LLC. The Auction is conducted and administered under these RR Auction Conditions of Sale. Announcements and corrections made to these RR Auction Conditions of Sale supersede those in any printed materials.
Bidder. Bidder shall mean the original Bidder on the Astronaut Experience and not any subsequent owner or other person who may acquire or have acquired an interest therein. If Bidder is an agent, the agency must be disclosed in writing to RR Auction prior to the time of sale, otherwise the benefits of any warranty shall be limited to the agent and not transferable to the undisclosed principal.
Rights may not be Assigned. With the sole exception of a Winning Bidder’s right to assign the Astronaut Experience to another person, any rights granted to a Winning Bidder under this Auction Official Terms and Conditions are personal and may not be assigned or transferred to any other person or entity, whether by operation of law or otherwise without the express written consent of RR Auction. Bidder may not transfer, assign, or otherwise convey these RR Auction Conditions of Sale or any of the rights herein, and such purported transfer, assignment, or conveyance shall be null and void. No third party may rely on any benefit or right conferred on any Bidder by these RR Auction Conditions of Sale, and no third party is intended as a beneficiary of these RR Auction Conditions of Sale.
Pre-qualifications. All Bidders must meet RR Auction’s qualifications to bid, as further described below in “Bidding Privileges.” Any Bidder who is not in good standing of RR Auction may be disqualified at RR Auction’s sole option and will not be awarded the Astronaut Experience. Such determination may be made by RR Auction in its sole and unlimited discretion, at any time prior to, during, or even after the close of the Auction. RR Auction reserves the right to exclude any person from the Auction.
Payment Guarantee. If an entity places a bid, then the person executing the bid on behalf of the entity agrees to personally guarantee payment for any successful bid and agrees to be bound by these Conditions of Sale in addition to the company for whom the Bidder is acting. By accepting the Conditions of Sale, Bidder personally and unconditionally guarantees payment as set forth in these Auction Official Terms and Conditions.
To participate in the Auction, Bidders must participate in a registration process on https://register.flynewshepardauction.com/ (“Site”). Each bid placed by a Bidder is a binding contract to buy the Astronaut Experience if the applicable Bidder is declared the Winning Bidder.
To ensure proper registration, those Bidders intending to bid via the Internet must visit the Site and register accordingly at least two (2) full days prior to the actual date of the Auction. Bidding privileges will be granted at the sole discretion of RR Auction. Additionally, Bidders who have not previously established credit will be required to provide a cash deposit of $10,000 prior to RR Auction’s acceptance of a bid over $50,000. Check writing privileges may also be determined by pre-approval of credit based on a combination of criteria: RRAuction.com history, related industry references, bank verification, a credit bureau report, and/or a personal guarantee for a corporate or partnership entity in advance of the Auction.
To bid in excess of $50,000, you must additionally complete an identity verification process, including a video teleconference, and pay a deposit of USD $10,000 (“Deposit”). Completion of the registration and verification process must occur at least two (2) days prior to the closing date of the Auction. The Deposit is refundable for all non-winning Bidders. All Deposit payments shall be made payable to R&R Auction Company of Massachusetts, LLC by wire transfer only and all payments hereunder shall be made in U.S. dollars. Bidders are responsible for all bank transaction and currency conversion fees associated with processing the Deposit and such fees shall not be refunded upon refund of any Deposit under these RR Auction Conditions of Sale.
Bidders providing any false or misleading information in connection with their registration shall be in material breach of these RR Auction Conditions of Sale, and in addition to any other remedies at law, shall excuse RR Auction from performance under these RR Auction Conditions of Sale, including the right to any refund.
Bidding privileges may be revoked without notice, for any reason, at the sole discretion of RR Auction.
Before the Auction, RR Auction and Blue Origin staff are available by appointment during the pre-bidding timeframe to answer Bidder questions.
The Auction will be administered in English.
Each Bidder’s determination of its bid should be based upon its own examination of the Astronaut Experience and independent investigation, rather than the any reliance as to what is represented in any written materials, online or elsewhere. Bidder affirms that it regards any statements made by RR Auction concerning the Astronaut Experience as solely opinion and that Bidder is making its own inspection and independent evaluation of the Astronaut Experience, and is not relying upon any description or statements by RR Auction (including as to quality, authenticity, provenance, ownership, liens existing, on legality, or value) in making its determination to bid on or purchase the Astronaut Experience. In any purchase or sale, the value of the Astronaut Experience is determined by the price. THE BIDDER HEREBY ASSUMES ALL RISKS CONCERNING ANY AND ALL PURCHASES TO THE FULLEST EXTENT UNDER APPLICABLE LAW.
RR AUCTION IS NOT RESPONSIBLE FOR ERRORS IN BIDDING. A Bidder should make certain that the bid placed during the Auction (plus the Buyer’s Premium) is the maximum that the Bidder is willing and able to pay. Since other Bidders (by mail, facsimile, online, and in person) will be present, and since a re-offering could damage the momentum of the sale, once the hammer has fallen, RR Auction will designate the Winning Bidder, even if the Winning Bidder has made a mistake, and such Winning Bidder will pay for the Astronaut Experience in accordance with Section 7 of the Astronaut Experience Terms.
By bidding in this sale, Bidder personally and unconditionally guarantees payment in accordance with this Auction Official Terms and Conditions. The authorized representative of any corporate Bidder who is present at the sale shall provide RR Auction or its agent, prior to the commencement of the bidding (or at the time of registration), with a statement signed by a principal, director, or officer that they he or she personally and unconditionally guarantees any payment due under this Auction Official Terms and Conditions.
RR Auction may at its sole and absolute discretion, make loans or advances to prospective Bidders.
RR Auction shall determine when the auction hammer will fall, indicating the final, accepted bid. RR Auction will record the paddle number of the Bidder who placed the final, accepted bid (“Winning Bidder”) and notify the Winning Bidder as set forth in the Astronaut Experience Terms.
Non-Internet bids (including but not limited to phone bids and sealed bids) are treated similarly to floor bids in that they must be on-increment. Any in-person, facsimile, phone, or mail bids that do not conform to a full increment will be rounded up or down to the nearest full increment and this revised amount will be considered Bidder’s high bid.
When identical bids are submitted, preference is given to the bid first received. To ensure the greatest accuracy, written bids should be entered on the standard printed bid sheet and be received at RR Auction’s place of business at least twenty-four (24) hours before the Auction starts. RR Auction is not responsible for executing mail bids or facsimile bids received on or after the day the first lot is sold, nor Internet bids submitted after the published closing time; nor is RR Auction responsible for proper execution of bids submitted by telephone, mail, facsimile, e-mail, Internet, or in person once the Auction begins.
In all Auctions, bids on an item must raise the current high bid as specified on a per-Auction basis by the auctioneer. Bids will be accepted in whole dollar amounts only. No “buy” or “unlimited” bids will be accepted. In a live sale, bids on an item can change at the discretion of RR Auction.
RR Auction reserves the right to accept or decline any bid. Bids must be for the entire Astronaut Experience. It is unlawful and illegal for Bidders to collude, pool, or agree with another Bidder to pay less than the fair value for the Astronaut Experience. For live auctions, RR Auction will have final discretion in the event that any dispute should arise between Bidders. RR Auction will determine the successful Bidder, cancel the sale, or re-offer and resell the Astronaut Experience if a dispute arises. RR Auction will have final discretion to resolve any disputes arising after the sale and in online auctions. If any dispute arises, RR Auction’s sale record is conclusive.
In the event that a Bidder’s payment of the Deposit is dishonored upon presentment(s), Bidder shall pay the maximum statutory processing fee set by applicable state or local law. If Bidder attempts to pay the Deposit and the financial institution denies the transfer from Bidder’s bank account, or the payment cannot be completed using the selected funding source, Bidder agrees to complete payment of the Deposit.
If RR Auction refers any unpaid invoice to an attorney for collection, the Bidder agrees to pay and shall be liable for RR Auction’s attorney’s fees, court costs, and other collection costs incurred by RR Auction in addition to the invoice amount and interest the greater of 1.5% per month or at the maximum legally allowable rate from date of invoice to collection. If RR Auction assigns collection to its house counsel, such attorney’s time expended on the matter shall be compensated at a rate comparable to the hourly rate of independent attorneys.
Rights Reserved. RR Auction reserves the right, at any time before, during or after the Auction has ended to withdraw the Astronaut Experience before or at the time of the Auction, cancel any bid, and/or to postpone the Auction, for any reason. RR Auction shall not be liable to any Bidder in the event of such withdrawal, cancellation, or postponement under any circumstances. RR Auction reserves the right to refuse to accept bids from anyone at any time.
Conducting the Auction. RR Auction reserves the right to postpone the Auction or any session thereof for a reasonable period of time for any reason whatsoever, and no Bidder or prospective Bidder shall have any claim as a result thereof, including consequential damages.
RR Auction’s Discretion. RR Auction shall determine opening bids and bidding increments. RR Auction has the right in its absolute discretion to reject any bid in the event of dispute between Bidders or if RR Auction has doubt as to the validity of any bid, to advance the bidding at its absolute discretion and to determine the successful Bidder in the event of a dispute between Bidders, to continue the bidding or to reoffer and resell the Astronaut Experience. In the event of a dispute after the sale, RR Auction’s record of final sale shall be conclusive. RR Auction also may reject any bid if RR Auction decides either that any bid is below the reserve of the lot, if applicable, or that an advance is insufficient.
Off-Site Bidding. Bidding by telephone, facsimile, online, or absentee bidding (advance written bids submitted by mail) are offered solely as a convenience and permitted subject to advance arrangements, availability, and RR Auction’s approval which shall be exercised at RR Auction’s sole discretion. Neither RR Auction nor its agents or employees shall be held liable for the failure to execute bids or for errors relating to any transmission or execution thereof. In order to be considered for off-site bidding in any manner, Bidders must comply with all of these Conditions of Sale.
Maximum Bids. To maximize Bidder’s chance of winning, RR Auction strongly encourages the use of maximum bids. RR Auction will then bid for Bidder until the lot reaches Bidder’s specified maximum. Maximum bids are strictly confidential. Placing arbitrary, non-incremental bids on lots with prior maximum bids may result in these lots being sold for less than 10% above the under Bidder’s bid.
Successful Bids. The fall of RR Auction’s hammer indicates the final bid. RR Auction will record the paddle number of the Bidder. If Bidder’s salesroom or absentee bid is successful, Bidder will be notified after the sale by mailed or emailed invoice.
Sealed Bidding. Bidder may open, monitor, and/or raise bids at any time before two (2) full days prior to the live Auction through the Site. The Winning Bidder will be notified by RR Auction. RR Auction is not responsible or liable for any problems, delays, or any other issues or problems resulting out of use of the Internet generally or specifically, including but not limited to transmission, execution, or processing of bids. Bidder shall be solely responsible for obtaining and maintaining all telephone, communications, internet connectivity, computer hardware, and other equipment and technology needed for access to and participation in the Auction and all charges of any description arising from or relating thereto.
Bidding - Internet Live Auction. To ensure proper registration, those Bidders intending to bid via the Internet must visit the Site and register accordingly at least two full days prior to the auction day. RR Auction is not responsible or liable for any problems, delays, or any other issues or problems resulting out of use of the Internet generally or specifically, including but not limited to transmission, execution or processing of bids. The auctioneer will accept bids from those present in the salesroom or absentee Bidders participating by telephone, internet, or by written bid left with RR Auction in advance of the Auction. The auctioneer may also execute a bid or bids (successively or otherwise) on behalf of the consignor, either by entering a bid in response to salesroom, telephone or absentee bids. The Auction is with reserve unless specifically stated otherwise. During the Auction, internet bids can be placed in real time by registering and qualifying to bid at BlueOrigin.com. RR Auction is not responsible or liable for any problems, delays, or any other issues or problems resulting out of use of the Internet generally or specifically, including but not limited to transmission, execution or processing of bids.
Miscellaneous: Acceptance of these Terms and Conditions qualifies Bidder as a client who has consented to be contacted by RR Auction in the future. In conformity with “do-not-call” regulations promulgated by the Federal or State regulatory agencies, participation by the Bidder is affirmative consent to being contacted at the phone number shown in Bidder’s application and this consent shall remain in effect until it is revoked in writing. RR Auction may from time to time contact Bidder concerning sale, purchase, and auction opportunities available.
RR Auction’s Remedies. Failure of the Bidder to comply with any of these RR Auction Conditions of Sale or the Auction Official Terms and Conditions is an event of material breach or default. In such event, RR Auction may, in addition to any other available remedies specifically including the right to charge and collect from the defaulting Bidder’s credit or debit accounts as provided for elsewhere herein: (a) cancel the sale; or (b) take any other action that RR Auction, in its sole discretion, deems necessary or appropriate to preserve and protect RR Auction’s rights and remedies.
Warranties. RR Auction does not provide any warranties to Bidders, whether expressed or implied, beyond those expressly provided in these Conditions of Sale. By way of illustration rather than limitation, neither RR Auction nor Blue Origin makes any representation or warranty, expressed or implied, as to the Astronaut Experience. All descriptions, photographs, illustrations, and terminology including but not limited to words describing condition (including any condition reports requested by Bidder), rarity, provenance, importance, exhibition, and relevance, used in the bill of sale, invoice, or anywhere else, represent a good faith effort made by RR Auction and Blue Origin to fairly represent the Astronaut Experience offered for sale; they are statements of opinion only. They are not representations or warranties and Bidder agrees and acknowledges that he or she shall not rely on them in determining whether or not to bid or for what price.
Unauthorized Statements. Under no circumstances is any employee, agent or representative of RR Auction authorized by RR Auction to modify, amend, waive or contradict any of these RR Auction Conditions of Sale, any term or condition set forth on a registration form, any warranty or limitation or exclusion of warranty, any term or condition in either the registration form or this Auction Official Terms and Conditions regarding payment requirements, including but not limited to due date, manner of payment, and what constitutes payment in full, or any other term or condition contained in any documents issued by RR Auction unless such modification, amendment, waiver or contradiction is contained in a writing signed by all parties. Any statements, oral or written, made by employees, agents or representatives of RR Auction to Bidder, including statements regarding the Astronaut Experience, even if such employee, agent or representative represents that such statement is authorized, unless reduced to a writing signed Bidder and by an authorized officer of RR Auction by all parties, are statements of personal opinion only and are not binding on RR Auction, and under no circumstances shall be relied upon by Bidder as a statement, representation or warranty of RR Auction.
Except as stated expressly herein, Bidder’s sole and exclusive remedy related to or pertaining to items it bids upon, views, or purchases from RR Auction, and any claims by Bidder related to authenticity, ownership, condition, title or value, shall be against Blue Origin only.
This section sets forth the sole and exclusive remedies of Bidder as against RR Auction (inclusive of its affiliates, officers, managers, employees or agents), or in any way arising out of, related to, or in connection with these RR Auction Conditions of Sale, and is expressly in lieu of any other rights or remedies which might be available to Bidder by law. Time is of the essence with respect to these procedures.
LIMITATION OF LIABILITY. For any and all claims by Bidder arising out of or related to these RR Auction Conditions of Sale, Bidder’s viewing, bid, or purchase of items, or any agreement between the Parties, or otherwise, Bidder agrees that to the fullest extent such can be limited under the law, Bidder shall have no right to recover and hereby waives any and all rights to recover from or against RR Auction or its affiliates, directors, employees, officers, agents, or contractors, consequential or indirect damages, lost profits damages, punitive, exemplary, statutory (or multiplier damages), physical or emotional distress damages, general or special damages of any kind (beyond amounts actually paid by Bidder for item(s) at issue), and in the event of recovery of any damages whatsoever, such shall be limited by the amounts actually paid by Bidder to RR Auction for the item(s) at issue in such claim, or if no money was paid to RR Auction by Bidder for items at issue, or there items are at issue, the amount of $150.00.
Headings. Headings in the Auction Official Terms and Conditions are for convenience only and shall not be used to interpret the substantive sections to which they refer.
Entire Agreement. These Auction Official Terms and Conditions constitute the entire agreement between the Parties. They may not be amended, modified, or superseded except in a signed writing executed by all Parties, including Blue Origin. If any section of the Auction Official Terms and Conditions or any term or provision of any section is held to be invalid, void, or unenforceable by any court or arbitrator of competent jurisdiction, the remaining parts of the Auction Official Terms and Conditions and remainder of the sections or terms and provisions of the section and all sections shall continue in full force and effect without being impaired or invalidated in any way.
Governing Law and Enforcement.
The Parties agree that these RR Auction Conditions of Sale (but, for avoidance of doubt, no other terms and conditions hereunder, including the Astronaut Experience Terms) are entered into in Boston, Massachusetts, no matter where Bidder is situated and no matter by what means or where Bidder was informed of the Auction and regardless of whether catalogs, materials, or other communications were received by Bidder in another location.
The Parties agree that these RR Auction Conditions of Sale (but, for avoidance of doubt, no other terms and conditions hereunder, including the Astronaut Experience Terms) are governed by the laws of the Commonwealth of Massachusetts, without regard for its conflict of laws principles. The Parties agree that any dispute between the Parties, including but not limited to those related to or arising out of these RR Auction Conditions of Sale shall be submitted to confidential binding arbitration (the ”Arbitration”) before a single arbitrator of the American Arbitration Association (the “AAA”). The Parties agree that the Arbitration shall be conducted pursuant to the commercial rules of the AAA in Boston, Massachusetts, unless the Consumer Arbitration Rules apply, in which case, such rules and venue will govern. In the event that the Parties cannot agree on the selection of the arbitrator, then the arbitrator shall be selected by the AAA. The prevailing Party in the Arbitration shall also recover all of its related fees and costs, whether before or after the formal institution of the Arbitration, including but not limited to its reasonable attorneys’ fees and costs, if RR Auction prevails, such recovery, in addition to all remedies available at agreement or law, shall include the Buyer’s Premium as defined in the Astronaut Experience Terms. Federal arbitration law, including the Federal Arbitration Act apply to these RR Auction Conditions of Sale to arbitrate and its related provisions. The Arbitration and all related proceedings shall be held strictly confidential and all documents and discovery shall be held confidential and not used, published or disclosed publicly or to anyone outside the Parties or expert consultants or counsel who shall agree to hold such confidential.
The Parties consent to the Commonwealth of Massachusetts as exclusive jurisdiction and venue for all claims between the Parties relating to these RR Auction Conditions of Sale except as provided specifically herein and may seek confirmation of the decision in the Arbitration pursuant to the Federal Arbitration Act in any Court of competent jurisdiction, including the courts of the Commonwealth of Massachusetts or the United States District Court for the District of Massachusetts. To the extent such is necessary under the law, RR Auction may enforce the Arbitration award against Bidder in any court of competent jurisdiction. Nothing in this Agreement shall be construed as RR Auction consenting to jurisdiction or venue in any location outside of the Commonwealth of Massachusetts in any proceeding between RR Auction and any Bidder.
THE PARTIES MAY NOT BRING CLAIMS AGAINST EACH OTHER AS A CLASS OR CLASS MEMBER IN ANY CLAIMED CLASS, OR IN A REPRESENTATIVE ACTION UNLESS OTHERWISE AGREED. UNLESS OTHERWISE AGREED, THE CLAIMS AGAINST EACH OF THE OTHER CANNOT BE CONSOLIDATED OR JOINED WITH MORE THAN ONE ADDITIONAL PERSON OR ENTITIES’ CLAIMS. NO INJUNCTIVE OR DECLARATORY RELIEF SOUGHT BY BIDDER IF ANY, CAN AFFECT OR BE ORDERED TO AFFECT ANY OTHER BIDDERS OR PERSONS.
Except as provided specifically in these RR Auction Conditions of Sale , in connection with any dispute, claim, cause of action related to or arising out of these RR Auction Conditions of Sale, brought by Bidder, such dispute, claim, or cause of action must be brought within the earlier of the date of the Auction as it pertains to the item(s) at issue or no later than one (1) year of the acts, omissions, or circumstances occurred giving rise to the alleged claim, without exception. This provision is intended as a full, complete, and absolute bar to and release of any claims by Bidder initiated after one (1) year of such acts, omissions, or circumstances. The Parties agree further that these waiver provisions are intended to be binding in the event of any dispute, specifically including but not limited to third party claims and cross-actions brought by Bidder. These provisions are in consideration for the participation in the Auction, subject to these RR Auction Conditions of Sale.
To the fullest extent under applicable law and except as specifically stated herein Bidder hereby holds harmless, releases and discharges RR Auction and its agents, officer’s directors, affiliates, successors, and assigns from any and all claims, liabilities, obligations, promises, agreements, damages, causes of action, suits, demands, losses, debts, and expenses of any nature whatsoever, known or unknown, suspected or unsuspected existing prior to these RR Auction Conditions of Sale. Bidder agrees to the RR Auction Conditions of Sale and upon each instance that Bidder participates in any auction, bids, or otherwise agrees to such terms and reaffirms this release as of the date of so participating or agreeing unless Bidder otherwise provides clear written notice to RR Auction prior to so bidding.
The Bidder hereby agrees that RR Auction shall be entitled to present these RR Auction Conditions of Sale to a court in any jurisdiction other than set forth in this paragraph as conclusive evidence of the Parties agreement, and the Parties further agree that the court shall immediately dismiss any action filed in such jurisdiction.
Liquidated Damages for Specific Breaches. In the event that Bidder provides false information in connection with registering for bidding, fails to correct or update information or breaches the RR Auction Conditions of Sale by failing to pay the purchase price when due after becoming the Winning Bidder, as liquidated damages associated with such breaches, RR Auction may obtain from Bidder the greater of (1) 150% the reserve set forth in the Auction (if any); (2) the amount Bidder bid; or (3), the full amount that Bidder would have otherwise paid. Bidder will also be liable for an additional 20% of such amount to account for additional administrative costs, shipping, additional advertising, and other damages and liabilities fees that are difficult to calculate on an item-by-item basis.
Indemnity. Bidder agrees to defend, indemnify, hold harmless RR Auction (along with its officers, directors, agents, contractors, and affiliates) from and against any and all claims, costs, fees, damages, and liabilities arising out of or related to these RR Auction Conditions of Sale, view of items, or lots, bidding, or participation in any auction by RR Auction, and/or in any way connected to any item you viewed, bid upon or purchased through RR Auction.
State-by-State Law Issues. This Auction is being conducted in and the sale shall take place in the State of Massachusetts. Notwithstanding, the foregoing, should any term or condition of the Auction Official Terms and Conditions violate the law of any State, and that state’s law is found to govern, or any provision herein determined to be invalid, the clause itself and the remainder of the Auction Official Terms and Conditions shall be valid to the fullest extent allowed.
Certificate of Auction, Certificate of Authenticity and Goods Acquired. Bidder warrants that Bidder (and its agents, assigns, successors, and affiliates) shall not purposely deface, destroy, or disparage the Astronaut Experience purchased at the Auction from RR Auction and in the event such shall occur, whether purposefully or accidently, Bidder (and its agents, assigns, successors, and affiliates) shall refrain from advertising, promoting, or marketing the item as having been certified or auctioned in such state by RR Auction. As liquidated damages for such breach, Bidder agrees to be liable to RR Auction for the greater of the amount of three (3) times the winning bid amount along with all other fees and costs as otherwise provided in these RR Auction Conditions of Sale.