TERMS AND CONDITIONS FOR THE SALE OF 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 Philip Nash Photography Ltd (‘the Gallery’) of any limited edition print or any other piece of artwork (the ‘Artwork’) by any artist (the ‘Artist’) either at the Gallery’s premises or through its website or at other platforms or by other means.
2. Orders and Prices
2.1 You can order through the Gallery’s website – www.philipnash.co.uk or by sending email to [email protected].
2.2 You can also order by telephone on +44 (0)1252 821623.
2.3 You can also order in person at temporary “pop-up” galleries the company runs from time to time.
2.4 The Gallery is under no obligation to accept any order. To create legally binding contract, the following events will have to be completed: an order placed by you with the Gallery will have to be confirmed in writing by the Gallery and that confirmation must be communicated to you by the Gallery 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 the Gallery.
2.5 All prices are shown in UK pounds sterling and include VAT at the current rate. The prices are not inclusive the cost of delivery, packaging, insurance and other costs. These charges where applicable are advised at time of order.
2.6 Artwork prices are subject to change. Prices may rise as an edition of an Artwork begins to sell out.
3.1 Delivery of the Artwork shall be made by you collecting the Artwork from the premises of the Gallery at the time of purchase or at any other date and time so agreed.
3.2 Delivery may be made by the Gallery 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 courier 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 the Gallery 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, the Gallery 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 collect the goods. For the avoidance of doubt, the Gallery does not accept responsibility for the Artwork that is returned to the couriers office and remain uncollected.
3.7 The Gallery is not liable for any loss or damage suffered by you through any delay in delivery of an order. The Gallery 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 following 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.
5. Ownership of copyright
5.1 If you decide to resell the Artwork purchased from the Gallery, the Gallery 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 the Gallery to act as your agent, in which case the Gallery 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 the Gallery 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 the Gallery.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 the Gallery or the Artist for any such breach. We and/or the Artist may carry out all or any of the following 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 the Gallery 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 the Gallery of any personal data within the meaning of the Data Protection Act 1998 and that the Gallery may create and maintain computer and paper records, collect, hold, control, 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 the Gallery and may be provided to any third party in a similar business to the Gallery.
6.3 You consent to the Gallery revealing personal data to the Artist should you breach these Terms and Conditions.
6.4 You consent to the Gallery revealing personal data to its professional advisers irrespective of breach of these Terms and Conditions by either party.
7. Liability of the Gallery
7.1 Except in respect of death or personal injury caused by the Gallery’s negligence, the Gallery 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 the Gallery, 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 the Gallery 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 The Gallery 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
8.1 No 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 the Gallery does not offer refunds.
9.2 the Gallery 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. The Gallery 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 the Gallery be qualified as such, the liability of the Gallery will be limited as per clause 7.1 of these Terms and Conditions.
10.1 No failure or delay by the Gallery 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.