TERMS AND CONDITIONS FOR THE SALE OF THE ARTWORK
1. Terms and conditions for the sale of the Artwork
These terms and conditions (‘Terms and Conditions’) apply to the private sale to you by DADIANI ART LTD (‘Dadiani’) of any limited edition print or any other piece of artwork (the ‘Artwork’) by any artist (the ‘Artist’) either at the Dadiani’s premises or through its website or at other platforms or by other means.
2. Orders and Prices
- 2.1 You can order through Dadiani’s website – www.dadianifineart.com or by sending email to firstname.lastname@example.org
- 2.2 You can also order by telephone on +44 (0) 2072873717
- 2.3 You can also order in person at the gallery located at 30 Cork street, London, W1S 3NG, during its opening hours.
- 2.4 Dadiani is under no obligation to accept any order. To create legally binding contract, the fullowing events will have to be completed: an order placed by you with Dadiani will have to be confirmed in writing by Dadiani and that confirmation must be communicated to you by Dadiani together with these Terms and Conditions. Further to that, these Terms and Conditions will have to be unconditionally accepted by you and that acceptance must be actually communicated by you to Dadiani.
- 2.5 All prices are shown in UK pounds sterling and are subject to VAT and delivery charges unless otherwise stated. The prices are not inclusive the cost of packaging, insurance and other costs. These charges where applicable will be added on in due course.
- 2.6 Artwork prices are subject to change. Prices may rise as an edition of an Artwork begins to sell out.
- 2.7 You may reserve the Artwork for up to three months by paying a nonrefundable deposit covering at least 25% of the total price.
- 2.8 You will have seven (7) days after the invoice has been issued to make payment in full, unless agreed otherwise.
- 2.9 You can request to store the Artwork with us after the purchase. However, we will not be storing the Artwork in our premises for more than seven (7) working days after it has been purchased by you, unless we have agreed to store it longer. If our storage capacity does not allow us to store the Artwork at all, we will advise you accordingly. Upon expiration of the seven-day period (or, indeed, earlier, as you might be advised by us) the Artwork may / will be re-allocated to a secure and insured external storage. In this case, you will be fully responsible for the storage costs and risk of damage or loss will pass to you.
- 2.10 After the Artwork has been purchased by you, Dadiani can market it outside of its gallery for no longer than seven (7) working days without notifying you. If the Artwork will be marketed outside of the gallery for longer than seven (7) working days, Dadiani shall notify you and obtain your permission on that.
- 2.11 In the event the Artwork has not been delivered to you by one of the methods described in clause 3 in ten (10) working days after it has been purchased by you, and you have not taken responsibility of payment the storage costs, we can cancel the contract and refund you the price of the Artwork.
- 3.1 Delivery of the Artwork shall be made by you cullecting the Artwork from the premises of Dadiani at the time of purchase or at any other date and time so agreed.
- 3.2 Delivery may be made by Dadiani dispatching the Artwork to the address specified in your order, should the delivery be requested by you in the order. Delivery will be made through a recognised art logistics company. All delivery charges will be payable by you. Please allow up to 21 days for delivery. This delivery time is estimate based on availability, normal processing and delivery times, and Dadiani shall not be liable to you in the event of late delivery or non-delivery at all.
- 3.3 Delivery to you will be deemed to have occurred once the packaged, stamped and addressed Artwork is placed with a delivery company.
- 3.4 Where you request for delivery other than in accordance with clause 3.1 or clause 3.2, Dadiani shall be under no obligation under section 32 (2) of the Sale of Goods Act 1979.
- 3.5 We will not deliver to you the Artwork until its price together with associated costs (if they are applicable) is fully paid by you and received by us in clear funds.
- 3.6 If there is no one available at the delivery address to accept delivery of the couriered Artwork, you will be notified of an alternative delivery date or place to cullect the goods. For the avoidance of doubt, Dadiani does not accept responsibility for the Artwork that is returned to the post office and remain uncullected.
- 3.7 Dadiani is not liable for any loss or damage suffered by you through any delay in delivery of an order. Dadiani is not liable for any damage which occurs to an order / the Artwork after a delivery has been made.
4. Title and Risk
- 4.1 Legal title in the Artwork will pass to you only after all of the fullowing has been satisfied and performed: these Terms and Conditions have been unconditionally accepted by you and full price for the Artwork together with associated costs (if they are applicable), as above, have been paid by you and received by us in clear funds, whether or not delivery has been made.
- 4.2 Once the Artwork is considered delivered (in accordance with clause 3.3) responsibility for the Artwork, risk of damage or loss will pass to you and you shall be responsible for insuring the Artwork. In case the Artwork is re-allocated to an external storage, risk of damage or loss will pass to you in accordance with clause 2.9.
5. Ownership of copyright
- 5.1 If you decide to resell the Artwork purchased from Dadiani, Dadiani has the pre-emptive right to act as your agent in order to resell the Artwork. For the avoidance of doubt, in the event you have decided to resell the Artwork you undertake to offer Dadiani to act as your agent, in which case Dadiani has the right of first refusal, and that agency shall be offered as exclusive.
- 5.2 In addition, but without prejudice to clause 5.1 above, you may not sell or offer to sell the Artwork on any internet-based site of any description, unless Dadiani has given its consent on that.
- 5.3 In accordance with the Copyright, Designs and Patents Act 1988, copyright in the Artwork shall remain the property of the Artist at all times. You may not do any restricted act reserved by the Copyright, Designs and Patents Act 1988 for the owner of the copyright. In particular, once the Artwork is in your possession you may not publish or submit for publication or reproduction any image of the Artwork to any third party, including the internet for any purpose.
- 5.4 You may not produce any image of the Artwork and may not, at any time, publish or submit for publication or reproduction of any image of the Artwork to any third party, including any internet website, for any purpose, unless you have received permission of the Artist give through Dadiani.
- 5.5 If you breach any of your obligations set out under clause 5.3 (copyright in the Artwork) you agree that the payment of damages alone may not be a sufficient remedy to compensate Dadiani or the Artist for any such breach. We and/or the Artist may carry out all or any of the fullowing actions:
- 5.5.1 Apply to the Court seeking an Order to prevent you from continuing to breach your obligations under these Terms and Conditions;
- 5.5.2 Apply to the Court seeking an Order that the Artwork or any item or items produced in breach of these Terms and Conditions shall be delivered up to us carriage paid;
- 5.5.3 Apply to the Court seeking an Order to require that any items produced in breach of these Terms and Conditions shall be destroyed; or
- 5.5.4 Apply to the Court seeking an Order to require that any offer for sale or image of the Artwork placed by you (whether directly or indirectly) on any internet website is removed.
- 5.6 The list set out above is not exhaustive and you will indemnify us in respect of the cost of any steps taken pursuant to clause 5.5 as a result of your breach of these Terms and Conditions. You will also indemnify us in respect of any loss, damage, expenses or other claims (including but not limiting to reasonable legal expenses and any amounts paid by Dadiani in reasonable settlement of a claim or dispute) as a result of your breach of these Terms and Conditions.
6. Data protection
- 6.1 By signing these Terms and Conditions, you confirm that you are aware of and consent to the use by Dadiani of any personal data within the meaning of the Data Protection Act 1998 and that Dadiani may create and maintain computer and paper records, cullect, huld, contrul, use and transmit personally identifiable information obtained from you in the course of the purchase of the Artwork.
- 6.2 By agreeing to these Terms and Conditions you consent that such personal data may be used for promotions connected with Dadiani and may be provided to any third party in a similar business to Dadiani.
- 6.3 You consent to Dadiani revealing personal data to the Artist should you breach these Terms and Conditions.
- 6.4 You consent to Dadiani revealing personal data to its professional advisers irrespective of breach of these Terms and Conditions by either party.
7. Liability of Dadiani
- 7.1 Except in respect of death or personal injury caused by Dadiani’s negligence, Dadiani shall not be liable to you by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, for any loss of profit or any indirect special or consequential loss, damage, costs, expenses or other claims (whether caused by the negligence of Dadiani, its employees, agents, sub-contractors or otherwise) which arise out of or in connection with the sale of the Artwork or its use by you and the entire liability of Dadiani under or in connection with the sale of the Artwork to you shall not exceed the total sum paid under the invoice for the Artwork.
- 7.2 Dadiani does not accept any liability for damage to the Artwork caused by your own negligence or fault, in particular, but not restricted to, in the maintenance of the Artwork.
8. Rights of Third Parties
- 8.1No third party shall have any rights under the Contracts (Rights of Third Parties) Act 1999 in connection with these Terms and Conditions other than in respect of clause 5 above, which confers a benefit on the Artist and is intended to be enforceable by the Artist.
9. Cancellation rights and next sale of the Artwork
- 9.1 Please note that you cannot cancel this contract. Accordingly, once purchased you may not return the Artwork and Dadiani does not offer refunds.
- 9.2 Dadiani is not responsible and have no obligation to resell the Artwork purchased by you. However, without prejudice to clause 5.1, by our separate contract made with you we can act on your behalf to sell the Artwork to the next buyer. Dadiani does not give you any representation or warranty (either implied or express) in relation to the future price of the Artwork. However, should some acts of Dadiani be qualified as such, the liability of Dadiani will be limited as per clause 7.1 of these Terms and Conditions.
- 10.1 No failure or delay by Dadiani in exercising any right, power or privilege shall impair the same or operate as a waiver of the same, nor shall any single or partial exercise of any right, power or privilege preclude any further exercise of the same or the exercise of any other right power or privilege.
- 10.2 The rights and remedies provided in these Terms and Conditions are cumulative and not exclusive of any rights and remedies provided by law.
If any provision of these Terms and Conditions is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision shall, to the extent required, be severed from these Terms and Conditions and rendered ineffective as far as possible without modifying the remaining provisions of these Terms and Conditions, and shall not in any way affect any other circumstances of or the validity or enforcement of these Terms and Conditions.
12. Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with English law and the parties irrevocably submit to the exclusive jurisdiction of the English courts. Nothing contained in these Terms and Conditions affects your statutory rights.