EQUITY VAULT AUCTIONS – BIDDER TERMS & CONDITIONS
These Bidder Terms & Conditions (“Terms”) govern all participation in real property auctions facilitated through Equity Vault Auctions, a DBA of Bruce Kepford LLC (“EVA,” “Platform,” “we,” or “us”). These Terms form a binding agreement between the registering individual or entity (“Bidder,” “you”) and EVA.
Platform-Only Notice: EVA operates solely as an online auction and transaction coordination platform. EVA does not act as a real estate broker, agent, auctioneer, or fiduciary, and does not provide legal advice, negotiation, representation, or contract drafting.
By registering, bidding, or otherwise participating in any auction on the Platform, Bidder acknowledges and agrees to be bound by these Terms.
1. Eligibility and Registration
1.1 Legal Capacity. Bidder must be at least eighteen (18) years of age and have full legal capacity to enter into binding real estate purchase agreements under Oregon law.
1.2 Accuracy of Information. All registration information must be true, complete, and accurate. EVA may deny, suspend, or revoke participation for any misrepresentation or omission.
1.3 Financial Capability. Bidder affirms the ability to complete the purchase, including payment of the Auction Fee, earnest money, closing costs, and all obligations under any Sale Agreement.
1.4 Right to Deny Participation. EVA may approve, deny, suspend, or revoke participation at its sole discretion.
1.5 Proof of Funds / Financing Verification. EVA may require proof of funds and/or lender pre-approval at the time of bid submission or within two (2) business days thereafter. No bids submitted within the final seventy-two (72) hours of an auction shall be accepted without timely receipt of required proof of funds or lender pre-approval, as specified by EVA.
2. Winning Bid Deposit & Buyer Premium
If the seller selects your bid, you must pay a $3,000 winning bid deposit within twenty-four (24) hours of being notified. This deposit is not earnest money, is not credited toward the purchase price, and is not a seller expense.
The buyer premium is not charged at the time your bid is selected. The remaining balance of the 4.5% buyer premium is due and payable by the buyer at or before close of escrow, in accordance with the closing instructions.
The winning bid deposit shall be applied toward the buyer premium, with any remaining buyer premium balance due at or before close of escrow.
3. Total Budget, Sale Price, and Net-to-Seller
3.1 Total Budget. The Total Budget is the all-in amount the Bidder is willing to pay if selected as the winning bidder. The Total Budget includes the Auction Fee. EVA displays a calculated Sale Price for convenience only by subtracting the buyer premium from the Bidder’s Total Budget. The seller—not EVA—evaluates bids and selects the winning bid in the seller’s sole discretion.
3.2 Sale Price. The Sale Price represents the gross contract price offered to the seller before any seller-paid buyer broker commission.
3.3 Net-to-Seller. The Net-to-Seller is calculated by subtracting any seller-paid buyer broker commission, if applicable and properly disclosed, from the Sale Price. The Net-to-Seller is the amount the seller will receive before closing costs customarily paid by the seller.
3.4 Buyer-Paid Broker Compensation. Any buyer broker compensation owed directly by the Bidder is not included in the Total Budget, does not affect the Sale Price or Net-to-Seller, and increases the Bidder’s actual out-of-pocket costs.
4. Buyer Representation
4.1 Disclosure of Representation. At the time of registration, Bidder must disclose whether the Bidder is represented by a licensed real estate broker.
4.2 Buyer Broker Compensation. A represented Bidder may elect not to request that the seller pay a buyer broker commission. If the Bidder requests seller-paid buyer broker compensation, the amount or percentage must be disclosed at the time of registration and may not be added or increased after bidding begins.
4.3 Buyer-Paid Broker Compensation. Any compensation owed directly by the Bidder to a buyer broker is not included in the Total Budget and will increase the Bidder’s actual out-of-pocket costs. EVA does not calculate, collect, or pay buyer broker compensation owed directly by the Bidder.
4.4 No Undisclosed Representation. No buyer broker commission will be paid by the seller for undisclosed or improperly disclosed representation.
5. Bidding Procedures
5.1 EVA–Bidder Agreement; Effect of Bid Submission. By submitting a bid through the Equity Vault Auctions (“EVA”) platform, the Bidder enters into a binding agreement with EVA governing participation in the auction process and the Bidder’s obligations if selected. Once submitted, a bid is final and may not be withdrawn or modified, except as expressly permitted during the Bid Adjustment Window under Section 5.7, prior to the close of bidding.
5.2 Bidder Obligations Upon Selection; Default. If the seller selects a Bidder’s bid as the winning bid, the Bidder is required to:
• timely execute the sale agreement presented by the listing broker, as written, reflecting the terms submitted through the EVA platform; and
• proceed in good faith toward closing in accordance with those terms.
Failure to timely execute the sale agreement constitutes a default of the Bidder’s agreement with EVA, regardless of whether a purchase contract with the seller is formed.
5.3 Liquidated Damages for Default. In the event of a default under Section 5.2, the Bidder agrees to pay $3,000 as liquidated damages to EVA by 5:00 p.m. on the second (2nd) business day following notice of default. “Business Day” means any day other than a Saturday, Sunday, or legal holiday observed in the State of Oregon. The parties agree that actual damages would be difficult to ascertain and that this amount represents a reasonable estimate of administrative costs, lost opportunity, disruption to the auction process, and seller reliance caused by Bidder default. This amount is not a penalty, not earnest money, and not credited toward the purchase price.
5.4 Bid Amounts; Bid Adjustments. Initial bids may be submitted in any dollar amount. Any bid adjustment permitted by EVA shall occur only during the Bid Adjustment Window described in Section 5.7. Bid adjustments are limited to one (1) adjustment per bidder, must be made in increments of Three Thousand Dollars ($3,000), and no fee or administrative charge shall apply to a permitted bid adjustment.
5.5 Seller Selection. The seller selects the winning bid based on the highest Net-to-Seller amount together with any other factors the seller deems relevant, in the seller’s sole discretion. EVA does not advise on, control, or participate in the seller’s selection decision.
5.6 Auction Timing. Each auction specifies an opening and closing date and time. Bids submitted after the stated closing time will not be accepted.
5.7 Bid Adjustment Window. Approximately seventy-two (72) hours prior to the scheduled close of bidding, EVA shall email all participating bidders and provide a single, one-time opportunity to submit a bid adjustment.
During the Bid Adjustment Window:
(a) bid adjustments are limited to one (1) per bidder;
(b) bid increases must be made in increments of Three Thousand Dollars ($3,000);
(c) no fee or charge applies to a permitted bid adjustment;
(d) first-time bidders shall not be informed of, or given access to, the highest bid range; and
(e) the Bid Adjustment Window closes twenty-four (24) hours prior to the stated bidding deadline.
Bid adjustments may be submitted without cost; however, any permitted bid adjustment must be an increase only and shall proportionately increase the buyer premium and the winning bid deposit amounts.
Exact bid amounts and bidder identities are never disclosed.
6. Platform Agreement vs. Sale Agreement
6.1 Separate Platform Agreement. Bidder’s participation in an EVA auction constitutes a binding agreement with EVA governing platform participation and payment of the Auction Fee.
6.2 No Binding Real Estate Contract. Seller’s selection of a winning bidder identifies the intended buyer but does not, by itself, create a binding contract for the sale of real property. A binding sale occurs only when Buyer and Seller execute a written Sale Agreement signed by both parties.
7. Sale Agreement & Earnest Money
7.1 Execution Deadline. The winning bidder must execute the Seller-approved Sale Agreement by 5:00 p.m. on the second (2nd) business day following notice of selection, unless otherwise stated in writing by the seller. “Business Day” means any day other than a Saturday, Sunday, or legal holiday observed in the State of Oregon.
7.2 Earnest Money. Earnest money is paid directly to escrow pursuant to the Sale Agreement. The Auction Fee is not earnest money and is not credited toward earnest money.
7.3 Brokerage; Sale Agreement Preparation and Execution. If the winning Bidder is represented by a real estate broker, the Bidder authorizes the Bidder’s broker and the listing broker to coordinate preparation and execution of the Sale Agreement. If the winning Bidder is not represented, the listing broker—acting solely on behalf of the seller—will prepare the Sale Agreement. No agency, fiduciary, or contractual relationship is created between the listing broker and the Bidder. Failure to timely execute the Sale Agreement, or any attempt to modify its terms, constitutes a default under these Terms.
8. Property Condition, Disclosures & Waivers
8.1 AS-IS Sale. All properties are sold AS-IS, WHERE-IS, WITH ALL FAULTS, without warranties or representations of any kind.
8.2 Inspections. Bidder is solely responsible for all inspections and due diligence prior to bidding.
8.3 Waiver of Statutory Revocation. Bidder knowingly waives any statutory right of revocation under ORS 105.464–105.475, to the extent permitted by law.
9. Closing & Title
9.1 Closing Period. Closing normally occurs within thirty (30) days after execution of the Sale Agreement, unless otherwise stated.
9.2 Closing Costs. Buyer pays customary buyer closing costs.
9.3 Failure to Close. If the transaction fails to close due to Buyer’s default, remedies are governed solely by the Sale Agreement. EVA is not a party to the Sale Agreement.
10. Default & Remedies (EVA)
A Bidder is in default if the Bidder:
• fails to timely execute the Sale Agreement as written;
• fails to proceed to closing in accordance with the executed Sale Agreement, including any failure by Buyer to perform or any default under the Sale Agreement;
• fails to pay any amount due to EVA within required timeframes;
• attempts to withdraw or condition a bid after submission;
• Defaults
• initiates a chargeback or payment dispute; or
• otherwise violates these Terms.
11. Dispute Resolution
Disputes shall first proceed to mediation in Oregon, followed by arbitration or litigation. Oregon law governs.
12. Indemnification
Bidder agrees to indemnify and hold harmless EVA, sellers, fiduciaries, and their representatives from claims arising from Bidder’s participation or breach of these Terms.