GALLERY TERMS AND CONDITIONS FOR THE SUPPLY OF GOODS
Your attention is particularly drawn to the Limitations of Liability set out in clause 10.
1.1 The definitions in this clause apply in the terms and conditions set out in this document:
”Force Majeure Event” shall have the meaning given in clause 11.
“Goods” the products that we are selling to you.
“Order” your selection of the Goods from stock or display in our gallery or your order for the Goods as set out in our Sales Invoice.
“Terms” the terms and conditions set out in this document.
“We, Us” Magenta Fine Art Ltd, registered in England and Wales under company number 13545044 with Registered at 19 St James Place, Ilfracombe, Devon EX34 9BJ
“Writing” or written includes faxes and e-mail.
“You” the person, persons or body corporate which is buying Goods from us.
1.2 Headings do not affect the interpretation of these terms.
2. Basis of Sale
2.1 These Terms, the Order and our price list are considered by us to set out the whole agreement between you and us for the sale of the Goods and supersede and extinguish all previous agreements, promises, assurances, representations and understandings between us. Please check that the details
in the Terms or on the Order (where applicable) are complete and accurate before you commit yourself to the contract. If you think that there is an omission or a mistake, please make sure that you ask us to confirm any changes in writing, as we only accept responsibility for statements and
representations made in writing by our authorised employees and agents. When you are ordering Goods from us, please ensure that you read and understand these Terms before you submit your Order, because you will be bound by the Terms once a contract comes into existence between us, in accordance with clause 2.5.
2.2 None of the Goods are sold by us specifically as investments and none of our employees or representatives are authorised to give any indication of future value when selling such Goods. As stated above, if you wish to rely on any statement of fact made by or on our behalf at or before the time of sale you must ask for confirmation of this in writing. No representation is given or can be relied upon in respect of investment potential although many of our artists may resale at higher prices than originally charged.
2.3 Any samples, drawings, descriptions or advertising we issue, and any descriptions or illustrations contained in our catalogues or brochures, are issued or published solely to provide you with an approximate idea of the Goods they describe. They do not form part of the contract between you
and us or any other contract between you and us for the sale of the Goods.
2.4 If any of these Terms are inconsistent with any term of the Order, the Order shall prevail.
2.5 The Order is an offer by you to enter into a binding contract, which we are free to accept or decline at our absolute discretion.
2.6 These Terms shall become binding on you and us when:
2.6.1 we issue you with a Sales Invoice; or
2.6.2 we notify you that the Goods are ready, whichever is the earlier, at which point a contract shall come into existence between us. Title to the artwork passes to you when the artwork has been fully paid for and you have been notified that your artwork is available for collection from the gallery or for delivery to you.
2.7 Please quote the Sales Invoice number (where applicable) in all subsequent correspondence with us relating to the Order.
2.8 We have the right to revise and amend these Terms from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system’s capabilities. You will be subject to the policies and terms in force at the time that you order the Goods from us, unless any change to those policies or these terms is
required by law or government or regulatory authority (in which case, it will apply to orders you have previously placed that we have not yet fulfilled).
3. The Goods
3.1 We warrant that on delivery and for a period of 7 days from the date of delivery or the date upon which we notify you that the Goods are ready for collection, as the case may be, the Goods shall:
3.1.1 conform in all material respects with their description subject to any qualification or representation contained in the brochures, advertisements or other documentation;
3.1.2 be of satisfactory quality;
3.1.3 be fit for any purpose we represent in writing the Goods are fit for or for any reasonable purpose for which you use the Goods;
3.1.4 be free from material defects in design, material and workmanship; and
3.1.5 comply with all applicable statutory and regulatory requirements for selling the Goods in the United Kingdom.
3.2 This warranty is in addition to your legal rights in relation to Goods which are faulty or which otherwise do not conform with these Terms.
Advice about your legal rights is available from your local Citizens’ Advice Bureau or trading standards office.
3.3 This warranty does not apply to any defect in the Goods arising from fair wear and tear, wilful damage, accident, negligence by you or any third party, if you use the Goods in a way that we do not recommend, your failure to follow our instructions, or any alteration or repair you carry out without our prior written approval.
3.4 We will take reasonable steps to pack the Goods properly and to ensure that you receive your Order in good condition.
3.5 These Terms apply to any repaired or replacement Goods we may supply to you in the unlikely event that the original Goods are faulty or do not otherwise conform with these Terms.
4.1 You may collect the Goods from us or, if specified at the point of Order and for an additional charge, we will arrange delivery of the Goods to you.
4.2 Delivery of the Order will be completed when either we or our delivery agents deliver the Goods to you or we make the Goods available for collection by you.
4.3 We will take reasonable steps to meet any estimated delivery or collection date specified in the Order or otherwise agreed by us in writing.However, occasionally this date may be affected by factors beyond our control and so cannot be guaranteed. We will let you know if we become aware of an unexpected delay and will arrange a new estimated date with you.
4.4 If you fail to take delivery of the Goods within seven calendar days of the date on which we notify you that the Goods are ready then, except where this failure is caused by our failure to comply with these Terms or by an event beyond your control:
4.4.1 we will store the Goods until delivery takes place and reserve the right to charge you a reasonable sum (currently £10 a day), to cover storage costs thereafter such as expenses and insurance; and
4.4.2 we shall have no liability to you for late delivery.
4.5 If you have not taken delivery of the Goods within fourteen calendar days of our notifying you that they are ready, we may, after giving you reasonable prior notice in writing, resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, credit the balance to a client account held by us or charge you for any shortfall below their price.
4.6 If we are not able to deliver the whole of the Order at one time due to operational reasons or shortage of stock, we may deliver the order in instalments. We will not charge you extra delivery costs for this. If you ask us to deliver the Order in instalments, we may charge you extra delivery costs. Each instalment shall constitute a separate contract. If we are late delivering an instalment or one instalment is faulty, that will not entitle you to cancel any other instalment.
5.1 In the unlikely event that the Goods do not conform with theseTerms, please let us know as soon as possible after delivery or collection. We will ask you to return the Goods to us or (at our option) arrange collection and once we have checked that the Goods are damaged or defective, we will either (at our option):
5.1.1 provide you with a full or partial refund (including refund of any reasonable delivery charges which you have incurred); or
5.1.2 replace the Goods; or
5.1.3 repair the Goods.
5.2 Goods will not be accepted for return unless we are reasonably satisfied that they are damaged or defective.
5.3 Goods to be returned by you to us must clearly show the Order number on the packaging.
5.4 These Terms will apply to any replacement Goods we supply to you.
5.5 Please note that no claims will be accepted in respect of any changes in colouring of artworks which have occurred through natural processes.
6.1 If you are contracting as a consumer and your Order is not taken in person at our business premises, you may cancel your contract to purchase the Goods at any time within 14 days, beginning on the day after you receive the Goods. This right of cancellation does not, however, apply in the case
of bespoke Goods made or commissioned to your specific order. To cancel a Contract, you just need to let us know that you have decided to cancel. You can contact the Gallery you purchased from or contact our Customer Services team by telephone on 01271 862590, by email at email@example.com or by post to Magenta Fine Art, 19 St James Place, Ilfracombe, EX34 9BJ.
If you are e-mailing us or writing to us please include details of your order to help us to identify it. If you send us your cancellation notice by e-mail or by post, then your cancellation is effective from the date you send us the e-mail or post the letter to us. For example, you will have given us notice in time as long as you get your letter into the last post on the last day of the cancellation period or e-mail us before midnight on that day.
6.2 If you cancel your Contract we will:
6.2.1 refund you the price you paid for the Goods. However, please note we are permitted by law to reduce your refund to reflect any reduction in the value of the Goods, if this has been caused by your handling them in a way which would not be permitted in a retail outlet;
6.2.2 refund any delivery costs you have paid, although, as permitted by law, the maximum refund will be the costs of delivery by the least expensive delivery method we offer (provided that this is a common and generally acceptable method). For example, if we offer delivery of Goods within 3-5 days at one cost but you choose to have the Goods delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option; and
6.2.3 make any refunds due to you as soon as possible and in any event within the deadlines indicated below:
126.96.36.199 if you have received the Product and we have not offered to collect it from you: 14 days after the day on which we receive the Goods back from you or, if earlier, the day on which you provide us with evidence that you have sent the Goods back to us.
188.8.131.52 if you have not received the Goods or you have received them and we have offered to collect them from you: 14 days after you inform us of your decision to cancel the Contract.
6.3 We will refund you on the credit card or debit card used by you to pay. If you used vouchers to pay for the Product we may refund you in vouchers.
6.4 If Goods have been delivered to you before you decide to cancel your Contract:
6.4.1 then you must return them to us without undue delay and in any event not later than 14 days after the day on which you let us know that you wish to cancel the Contract. You can either send them back, return them to us in-store or hand them to our authorised carrier. If we have offered to collect the Goods from you, we will collect the Goods from the address to which they were delivered. We will contact you to arrange a suitable time
6.4.2 unless the Product is faulty or not as described (in this case, see clause 5.1), you will be responsible for the cost of returning the Products to us. If the Product is one which cannot be returned by post, we estimate that if you use the carrier which delivered the Product to you, these costs should not exceed the sums we charged you for delivery. If we have offered to collect the Product from you, we will charge you the direct cost to us of collection.
6.5 Apart from the special circumstances described above, you may only cancel your order with our agreement. Any deposit held will be used to defray our initial costs and expenses of fulfilment and any remaining deposit (or part of it) will be retained by us to be used as a credit against the purchase of other Goods for the same or higher price. In the case of Goods which we are unlikely to be able to use or sell elsewhere, we may, if we have agreed to a cancellation, also deduct the value of these items from your deposit and ask you to pay any additional amount if their value is more than the amount of your deposit.
6.6 Advice about your legal right to cancel the contract is available from your local Citizen’s Advice Bureau or Trading Standards Office.
7. Title and Risk
7.1 The Goods will be your responsibility from the time of delivery or from when you are notified that the artwork is available for collection from the gallery (and the artwork is fully paid for).
7.2 Ownership of the Goods will only pass to you when we receive payment in full of all sums due for the Goods, including delivery charges, or upon delivery being completed whichever is the later.
8. Price and Payment
8.1 The price of the Goods will be as set out in our price list in force at the time we confirm your Order. Prices are liable to change at any time, but price changes will not affect Orders that we have confirmed in writing.
8.2 These prices include VAT. However, if the rate of VAT changes between the date of the Order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Goods in full before the change in the rate of VAT takes effect.
8.3 These prices exclude delivery costs, which will be added to the total amount due.
8.4 It is always possible that, despite our best efforts, some of the Goods we sell may be incorrectly priced. We will normally check prices as part of our dispatch procedures so that, where the Goods’ correct price is less than our stated price, we will charge the lower amount when dispatching the Goods to you. If the Goods’ correct price is higher than the price stated on the Order, we will normally, at our discretion, either contact you for instructions before dispatching the Goods, or reject the Order and tell you. If the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mis-pricing, we do not have to provide the Goods to you at the incorrect (lower) price.
8.5 Payment in cleared funds for all Goods must be made at the time when goods are collected or with the Order, as the case may be. We accept payment by cleared cheque (supported by bankers card), cash (subject to Money Laundering Regulations), credit finance (subject to status) and most debit and credit cards.
8.6 We are not responsible for the collection, remittance and/or payment of any taxes, charges, levies, assessments or other fees of any kind imposed by any governmental or other authority in respect of the purchase, importation, sale or distribution of the Goods and these are and will remain your responsibility.
9. Original Works
Where we have commissioned and/or sold to you an original work of art then, no rights to exploit any intellectual property rights, whether by copying
such work or licensing such work for reproduction or publishing such work in any format, including, but not limited to, sculpture, limited edition print,
illustration or other form of artwork or advertising, is granted to you, nor should any such grant be implied or inferred. All such rights are expressly
reserved to us and we do not guarantee that any such rights either will or will not be exercised.
10. Limitation of Liability
10.1 If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breach of the Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach or if it was contemplated by you and us at the time we entered into this contract.
10.2 Provided that we have taken all reasonable steps to establish the provenance of an original work, in the event of it being established that such work is not attributable to the relevant artist, our liability shall be limited to refunding the original cost of the artwork to you and we shall not be responsible for any loss of anticipated investment value.
10.3 You acknowledge that in entering into this contract you do not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement or otherwise confirmed by us in writing.
10.4 We do not exclude or limit in any way our liability for:
10.4.1 death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors;
10.4.2 fraud or fraudulent misrepresentation; or
10.4.3 any other liability which we are unable to exclude by law.
11. Events Outside Our Control
11.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by events outside our reasonable control (Force Majeure Event).
11.2 A Force Majeure Event includes any act, event, non-occurrence, omission or accident beyond our reasonable control and includes, in particular (without limitation), the following:
11.2.1 strikes, lock-outs or other industrial action; or
11.2.2 civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; or
11.2.3 fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; or
11.2.4 impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; or
11.2.5 impossibility of the use of public or private telecommunications networks.
11.3 Our obligations under these Terms are suspended for the period that the Force Majeure Event continues, and we will have an extension of time to perform these obligations for the duration of that period. We will take reasonable steps to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms can be performed despite the Force Majeure Event.
You may not transfer any of your rights or obligations under these Terms to another person without our prior written consent, which we will not withhold
unreasonably. We can transfer all or any of our rights and obligations under these Terms to another organisation, but this will not affect your rights under these Terms.
All notices sent by you to us must be sent to:
Magenta Fine Art, 19 St James Place, Ilfracombe, Devon, EX34 9BJ
We may give notice to you at either the e-mail or postal address you provide to us in the Order. Notice will be deemed received and properly served 24 hours after an e-mail is sent or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that the letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that the e-mail was sent to the specified e-mail address of the addressee.
14.1 If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law.
14.2 If we fail, at any time while these Terms are in force, to insist that you perform any of your obligations under these Terms, or if we do not exercise any of our rights or remedies under these Terms, that will not mean that we have waived such rights or remedies and will not mean that you do not have to comply with those obligations. If we do waive a default by you, that will not mean that we will automatically waive any subsequent default by you. No waiver by us of any of these Terms shall be effective unless we expressly say that it is a waiver and we tell you so in writing.
14.3 A person who is not party to these Terms shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.
14.4 These Terms shall be governed by English law and we both agree to the non-exclusive jurisdiction of the English courts.