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. Interpretation
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”
Driftwood Gallery Ltd, registered in England and Wales under company number
07528440 with Registered Office at Lemail Quinnies, Egloshayle, Cornwall, PL27
6JQ
“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. Delivery
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. Returns
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. Cancellation
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 01841 534939, by email at customerservices@driftwoodcontemporary.co.uk
or by post to Customer Services Department, Customer Serivices, Driftwood
Gallery, 4 The Strand, Padstow, Cornwall, PL28 8AJ
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:
6.2.3.1 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.
6.2.3.2 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
for collection;
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.
12. Assignment
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.
13. Notices
All notices sent by you to us must be sent to:
Driftwood
contemporary, 4 the Strand, Padstow, Cornwall, PL28 8AJ.
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. General
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.