March 10th, 2020 RevisionTerms and Conditions for Participation in WIN Auction

This “Terms and Conditions for Participation in WIN Auction” (hereinafter these “Terms and Conditions”)
regulates conditions for participation in WIN Auction (hereinafter the “Auction”) held by Wakita & Co., Ltd.
(hereinafter the “Auctioneer”).
The customer who intends to bid at the Auction as a registered member (hereinafter the “Member”) is deemed
to have agreed to these Terms and Conditions.
Auctioneer may revise these Terms and Conditions from time to time as necessary.
【Qualification】
1. Qualifications① The Auction is available only to the members who have been registered by Auctioneer prior to theparticipation in the Auction.
② The member who intend to conduct business subject to the Secondhand Articles Dealer Act throughthe Auction shall be required to submit its Secondhand Dealer License to Auctioneer to complete theregistration as a member.
2. Registration① The applicant who intends to participate in the Auction must send the member registration request
to Auctioneer through the Auction website. The applicants of the Auction shall have their
qualifications examined by Auctioneer in accordance with its own standards. The Auctioneer willregister only for approved applicants as members.
② The Member can participate in the Auction by using the Member ID and Login Password issued by
Auctioneer, after the registration completed.
③ The Member shall assume full responsibility for the management of the Member ID and Login
Password. The Member shall also accept liability for damages arising from, and in connection withtheft, loss and leakage of the Login Password.
④ Bidding or purchasing by lending name, lending the Password are prohibited.
⑤ The Member shall immediately notify Auctioneer of any changes to the registration information.
3. Deposit① The Members that have no business relationships with the Auctioneer in the past shall pay a deposit
at participation in the Auction.
② Exclusively for the professional machine traders (international or domestic), on consideration of thepast performances and activities in the other auction, if the Auctioneer accept, the deposit will beexempt.
③ The amount of the deposit is JPY500,000. The Members shall pay the deposit before the opening ofthe Auction to the below account.

④ The Member shall bear the remittance charge.
⑤ No interest added to the deposit.
⑥ If a Member that has paid the deposit makes a successful bid for an item at the Auction, theAuctioneer shall offset the successful bid price against the deposit.
⑦ If a Member that has paid the deposit does not make a successful bid in the auction, the Auctioneer
will refund the deposit after deducting the remittance charge into the bank account designated by
the Member within one month from the Auction finished.
⑧ If there is outstanding amount the Member owes the Auctioneer, the auctioneer shall offset theoutstanding against remaining deposit amount, at the refunding the deposit.
4. Rights and Obligations of the Member① The Member has a right to participate in the Auction and may bid and make successful bids foritems listed on the Auction.
② The Member shall comply with all provisions set out in these Terms and Conditions and follow all
results from the Auction system.
③ The Member shall be liable to compensate or indemnify the Auctioneer for any damages, losses orexpenses incurred by the Auctioneer due to the Member’s breach of obligations under these Termsand Conditions.
5. Prohibition and Cancellation of Registration of the Member
The Auctioneer may suspend or cancel the registration of the Member without giving any prior notice to theMember in any of the following events, and the Member may not make any objections to the suspension orcancellation. The Auctioneer shall not be liable to compensate any unexpected damages incurred by theMember as a result of such suspension or cancellation of the registration.
① When any false or untrue statement is included in the Auction membership registration form.
② When the Member violated any part or parts of these Terms and Conditions.
③ When the Member neglected the payments related to the Auction.
④ When the Member interfered the Auction, or when the Member causes reputational damage to thesocial credibility of the Auction and the Auctioneer.
⑤ When the Auctioneer deems that the Member is belonging or related to the antisocial organization.
⑥ When the Member directly negotiated with the seller of the items listed on the Auction, before, afteror during the Auction.
⑦ When the Member breach the laws and regulations, ordinances.
⑧ When the Auctioneer deems that the Member should be disqualified for any reasons other than theabove.
【Bidding】① Bidding shall be made only through the internet and only by the Member itself. The Auction can notaccept the bidding by phone, fax or e-mail.
② The Auction is employing “Bid Up”, “Tender” systems and “Buy Now” option. At “Bid up” Auction(including Special Auction), the Members shall compete with each other by offering the bid price for items

listed on the Auction or at the end of the automatically extended period of the Auction is the successfulbidder. If “Buy Now” option is applied to the listed item on the Auction, the first bidder who selected thisoption is the successful bidder.
At “Tender Auction”, the highest bidder during the Auction period is the successful bidder.
③ All the transaction and payment in the Auction should be done only in Japanese Yen. Consumption tax
is not included in the successful bid price. In the case of domestic transaction, the successful bidder shall
pay consumption tax (10%) with the successful bid price.
④ The price of the item listed on the Auction is Ex-port Yard basis indicated by “Location” on the Auction
page. The port and the forwarding agent are stated by the Auctioneer.
⑤ All the items listed on the Auction are second-hand and transaction shall be done on the basis of “As it isrunning condition”.
⑥ The Auctioneer will send the confirmation of the successful bid to the successful bidder by e-mail, after
the Auction is closed.
⑦ The Auctioneer will issue the Confirmation of Successful Bid, Sales Contract & Invoice to the successfulbidders. If the Member did not make conclusion of the sales contract, his right as a successful bidder will
be forfeited and the Member shall pay the penalty to the Auctioneer, as per the article 【Payment】, item
6.
⑧ The successful bidder can not cancel, change, suspend and etc. the successful bid for any reason.
⑨ The prices of the Auction shall not include costs and expenses for washing, radiation tests and any otherinspection to be conducted by a public inspection institute in Japan⑩ The Members are not allowed to bid for the item which they themselves exhibit at the Auction.
【Terms and Conditions of Expenses and Delivery】① The contract fee JPY10,000 will be required for each LOT by the successful bidders.
② The successful bid price is Ex-port Yard basis indicated by “Location” on the Auction page. The port andthe forwarding agent are stated by the Auctioneer.
③ Any costs such as FOB charges, inland transportation, transportation from the stated forwarding agent,certification required for import/export, cleaning, inspection, VISA, delivery charges of the forwarding
agent, port usage charges, etc. shall be borne by the Successful Bidder.
【Payment】① All transaction in the Auction shall be made in Japanese Yen. The successful bid price shall be fully paid
into the bank account of the Auctioneer before the delivery of the item. Other payment methods such as
promissory note, L/C and etc. shall not be accepted.
② The successful bidder shall bear the remittance charge.
③ Payment shall be made within 10 days from the date of receipt of the confirmation of successful bid.
BANK ACCOUNT:SUMITOMO MITSUI BANKING CORPORATIONOSAKA-CHUO BRANCH
A/C. No. 8473409 (Exclusive for JPY)WAKITA & CO., LTD.
④ If the Auctioneer can not confirm the payment by the deadline, the Auctioneer may claim for defaultinterest of 14% p.a. from the successful bidder for the number of days of delay in the payment.
⑤ If no payment of the price is made within 30 days after the date of the confirmation of successful bid,
The Auctioneer may cancel the sales contract.
⑥ If the sales contract has been cancelled, the successful bidder shall pay the penalty to the Auctioneer.
The penalty shall be higher of either the deposit amount JPY500,000 or 25% of the successful bid price.
⑦ The Auctioneer may announce information regarding the cancellation of the sales contract to the public
at its sole discretion in case of the cancellation.
【Receipt】① The bid machine can be delivered after the Auctioneer confirm to receive the payment of the successfulbidder.
② The auction machines are basically stored at each auctioneer’s stockyard.
The successful bid machine will be delivered to the port forwarder’s yard which is designated by theAuctioneer and released there to the successful bidder.
This delivery port and forwarder’s yard is shown on each machine information of the auction web page.
If the successful bidder request to receive it at other place of the same port, the bidder shall advise to
the auctioneer within 2 business days after receipt of the successful bid. The auctioneer will arrange tochange the delivery place, but the port must be same port.
Some machines are already stored at the auctioneer’s designated port yard and the place cannot bechanged.
The auctioneer will not give any discount on the bid price even if the place is nearer to the auctioneer ’sstockyard than the designated port yard.
The bid machine should be delivered to the designated port forwarder’s yard in case of no advice fromthe successful bidder.
③ The auctioneer transfer the ownership of the bid machine to the successful bidder immediately after theconfirmation of the successful bidder’s payment. On and after the transfer date, any storage and carryingout fee at the yard shall be charged to the successful bidder by the designated port forwarder. If thedomestic successful bidder does not have business relation with this designated port forwarder, theauctioneer shall add carrying out fee on the successful bid price and charge it together to the successfulbidder. The successful bidder should carry out the bid machine as soon as possible after the payment.
④ In case the successful bidder request to carry out the bid machine, he should advise to the auctioneer at
least before 2 business days prior to the carrying out.
⑤ Since the ownership of the bid machine is transferred to the successful bidder, any damage or risk on thebid machine should be on responsibility of the success bidder.
⑥ Overseas bidder shall be responsible for the payment of any other delivery charge of shipping,dismantling, washing charges, T.H.C ( Terminal handling charge), carrying out charge. In case theoverseas bidder carry out the bid machine from the designated port yard as domestic sales, 10%
consumption tax will be charged to the bidder. If it is done for combined shipment with other shipper,
the export certificate of the bid machines is necessary to submit to the auctioneer when the shipment isdone. The shipment shall be done within 3 weeks from the last day of the auction. After this period, thesuccess bidder shall pay the designated storage fee to the auctioneer. And if the successful bidder will
not arrange the shipment or will not carry out the bid machine within 3 months, the auctioneer deems

it as the successful bidder’s breach of the sales contract and successful bidder shall pay the penalty to
the auctioneer according to the article { Payment } item 6.
⑦ The successful bidder shall be liable for any injury or accident related to carrying out the bid machine.
【Warranty】① All the items listed on the Auction is sold “As it is running condition”.
② The Auctioneer does not provide any warranty for the items listed on the Auction. The Auctioneer
accepts no claim from the Members concerning the performance, quality, defect or latent defect of theitems listed on the Auction.
③ The Auctioneer shall not be liable to the accuracy of the information about the items listed on the Auction.
④ The Condition Report is prepared to provide information of the evaluation based on a standard
established by the Auctioneer, and shall not guarantee any condition or quality of the items listed on theAuction.
⑤ If necessary, the Auctioneer may change the machine information and contents of inspection report evenafter the Auction started.
⑥ The Auctioneer shall not be liable to compensate any damages incurred by the Member caused bycancellation and discontinuance of the Auction due to such reasons as the failure of the computer systemor the network system.
⑦ The successful bidder shall be fully responsible for complying with various regulations both inside andoutside Japan.
⑧ All of the items exhibited in the Auction do not conform CE Marking certification standards.
⑨ The Auctioneer does not provide the “Unified Certification of Transferred Construction Machine” issued
by “Japan Construction Equipment Manufacturers Association”. If in need, the Member shall inquire theAuctioneer before opening the Auction.
【Special Terms and Conditions】
1. Export Control① If the successful bidder uses the item in a foreign country or exports the item to a foreign country,
the successful bidder shall be responsible for complying with the Foreign Exchange/Foreign Trade
Law of Japan/the foreign country, the provisions concerning export control under the export control
laws and regulations in Japan, and international trade rules, and shall be responsible for taking allnecessary actions.
② The Auctioneer reserves the right to cancel the successful bid or terminate the sales contract at its
sole discretion, if there is reason to believe an improper export in all applicable Security Trade
Control Regulations may occur.
③ In the case if the Auctioneer had concern related with above ① and ②, and if the exhibitor madeexamination, investigation or survey, the delivery due date may be extended.
2. Change of Ownership and Registration for Erasion of vehicle① For the vehicle with the vehicle inspection certificate (including vehicles with the license plate)
subject to taxation, the successful bidder shall complete the registration for transfer of ownership orcancellation of ownership within 1 month after receiving the necessary documents, and send a copyof documents indicating the completion of the registration to the Auctioneer.

② If the successful bidder fails to complete the registration mentioned above within 1 month after
receiving the necessary documents, the Auctioneer may claim for delay damages of JPY 5,000 per
week from the successful bidder.
③ If it is necessary to replace the documents prepared by the Auctioneer due to the successful bidder’sreason, the Auctioneer may claim a processing fee of JPY 15,000 per document from the successfulbidder.
④ If the Auctioneer applies for the registration on behalf of the successful bidder, the Auctioneer may
claim for an agency commission of JPY 10,000 with actual expenses from the successful bidder.
⑤ If the successful bidder of the vehicle request the agency of registration of erasion of the vehicle to
the Auctioneer, the request shall be made earliest possible, right after the successful bid confirmed.
3. Recycle Deposit① For a vehicle with recycle tickets, the successful bidder shall separately pay the recycle deposit to theAuctioneer.
4. Vehicle Tax① For the vehicles with the vehicle inspection certificate (including vehicles with license plate) subject
to taxation, the successful bidder shall separately pay to the Auctioneer the prepaid vehicle tax forthe period from the second month after the month in which the Auction was held to the end of theyear, based on the vehicle tax amount already paid by the seller. If the successful bidder intends toapply for the registration for cancellation of ownership for such vehicle, the successful bidder shallimmediately notify the Auctioneer of the same.
5. Revision of these Terms and Conditions
The Auctioneer may revise these Terms and Conditions from time to time as necessary.
6. Any matter not stipulated in these Terms and Conditions, and any questions arising in connection with
the interpretation of these Terms and Conditions shall be resolved through consultations between theAuctioneer and the Members in good faith.
【Elimination of Antisocial Organization】
1. The following persons and organizations can not become a Member, presently or in the future.

-an organized crime group (“Boryokudan”).
- a member of a Boryokudan (“Boryokudanin”).
- a former Boryokudanin who has withdrawn from a Boryokudan but less than 5 years have elapsed
since.
- a sub-member of a Boryokudan (“Boryokudan jyunkoseiin”).
- a corporation related to a Boryokudan (“Boryokudan kanren gaisha”).
- a racketeer attempting to extort money from a company by threatening to cause trouble at the generalstockholders’ meeting (“Soukaiya”) or acting as if advocating legitimate social causes (“Shakai undou nadohyoubou goro”), or a special intelligence organized crime group (“Tokusyu chinou boryoku syudan”) like
remittance fraud, etc.
- a person or organization equivalent to any of the above howsoever described.
2. The Members undertake not to conduct, either in person or by engaging a third party, any of the following.
-

Claims made with forceful behavior and acts of violence.

-

Unjust claims exceeding legal responsibilities.

-

Use of threatening action or statements, or violent acts and behaviors in connection with anytransaction.

-Acts and behaviors which may damage the credit or obstruct the business of the Auctioneer by
spreading false rumors or the use of fraudulent means or by force.

-Other acts and behavior equivalent to the above howsoever described.

【Governing Law and Jurisdiction】
1. These Terms and Conditions shall be governed by the laws of Japan.
2. All disputes shall be submitted to The Osaka District Court as the court of first instance.
Wakita & Co., Ltd.
International Trading Dept.