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The Sidney Street Art
Company E-commerce Terms and Conditions of Sale
These
terms and conditions are the terms and conditions on which The Sidney Street Art Company agrees to sell Artwork to the Customer.
If The Sidney Street Art Company accepts the Customer's Order, the Customer and The Sidney Street Art Company will be
legally bound by these terms and conditions. PLEASE NOTE IN PARTICULAR CLAUSE 11 WHICH LIMITS THE SIDNEY STREET ART COMPANY'S
LIABILITY TO THE CUSTOMER.
1.
Definitions
1.1. The following terms will have
the following meaning in these terms and conditions:
"Artist" the original creator of the Artwork as identified on the Website;
"Artwork" artwork produced by the Artist
and licensed for resale to The Sidney Street Art Company by the Artist in such form and format as identified by the Customer
in their Order;
"The Sidney Street Art Company"
The Sidney Street Art Company Limited (Company Number: 6719843) of 16-20 Sidney Street, Sheffield S1 4RH;
"Customer" the customer placing
an Order via the Website;
"IPR"
means intellectual property rights including copyright, design right, trade marks, patents and any other similar rights whether
registered or unregistered existing anywhere in the world;
"Order" an order placed by the Customer via the Website or via telephone to The Sidney Street
Art Company for the purchase of Artwork;
"Original"
the original copy of the Artwork as produced by the relevant Artist;
"Price" the price as displayed on the Website for the Artwork
to be purchased by the Customer as indicated in the Customer's Order;
"Print" a high quality print (either digital, silkscreen or lithograph) of the Artwork produced
by or on behalf of The Sidney Street Art Company;
"Website" the website accessible www.archipelago-art.co.uk and all other domain names owned and
operated by The Sidney Street Art Company linking to the same content.
2. Orders
2.1.
By submitting an Order, the Customer will be deemed to accept these terms and conditions and the Customer will be required
to tick to confirm the Customer's acceptance of these terms and conditions prior to acceptance of the Customer's Order
by The Sidney Street Art Company.
2.2. The Customer
must submit their Order(s) via the Website in accordance with the instructions set out on the Website or via telephone via
the telephone number displayed on the Website. The Customer will be responsible for ensuring the completeness and accuracy
of their Order(s) and The Sidney Street Art Company will not be liable for the Customer's failure to provide complete
and accurate information in their Order.
2.3. No
Order will be validly submitted except via the e-commerce ordering process on the Website or related telephone number. Any
terms or conditions which the Customer attempts to add to these terms and conditions Agreement in the course of making an
Order will be void.
2.4. No Order will be deemed
to have been accepted by The Sidney Street Art Company until The Sidney Street Art Company notifies the Customer in writing
(which may be by e-mail) of acceptance of the Order and any relevant purchase reference number.
2.5. The Sidney Street Art Company reserves the right to:
2.5.1. reject any Order submitted by the Customer for any reason. Note, in particular,
that orders by Customers outside the United Kingdom (overseas) may be rejected by The Sidney Street Art Company;
2.5.2. cancel any Order before delivery of the relevant Artwork
in the event any payment of the Price for the Artwork fails.
2.6.
Without limitation to the provisions relating to Limitation of Liability in clause 11 below, The Sidney
Street Art Company will not be liable or otherwise responsible for any loss or damage caused to the Customer by cancellation
of an order by The Sidney Street Art Company in accordance with clause 2.5 above.
3. Availability of Artwork
3.1.
The Original Artwork and Prints displayed as available on the Website are subject to stock and supply availability,
and there may be some delay in updating the Website with regard to the availability of Artwork.
3.2. The Customer acknowledges and accepts that The Sidney Street Art Company is reliant
on its supply chain including third party suppliers of Prints and framing materials to The Sidney Street Art Company in fulfilling
Orders. In the event that an Order is placed which The Sidney Street Art Company cannot immediately fulfil as a result of
reliance on third party suppliers, The Sidney Street Art Company will inform the Customer as soon as practicable and delivery
may be delayed until such time as stock is available.
3.3.
In the event that an Order for Artwork is placed by another customer prior to the Customer's Order, then the Order will
not be processed and the Customer will be informed that the Artwork has already been sold, and any Price paid for the relevant
Order will be refunded within a reasonable time.
4. Artwork and Sales
4.1.
The Sidney Street Art Company sells Artwork via the Website in a range of forms including in Original form (if available)
and in Print form and in boxed canvas format or in a range of frames or as otherwise displayed on the Website from time to
time. The Customer must indicate the form and format of Artwork and frame they require together with any specifications relating
to the frame in their Order.
4.2. In consideration
of payment by the Customer to The Sidney Street Art Company of the Price for each Order in accordance with clause 5 below
plus any cost of packaging and postage as may be set out on the Website from time to time, The Sidney Street Art Company agrees
to deliver the relevant Artwork to the Customer in the relevant form (Original, if available, or Print) and in such format
(boxed canvas or framed) in accordance with the Customer's Order except in the case of Artwork which is specified as for
“collection only” from The Sidney Street Art Company’s premises.
4.3.
The Sidney Street Art Company has licence arrangements with the Artists whose Artwork is sold via the Website.
In the event that any such licence is terminated for any reason, The Sidney Street Art Company will be entitled to cancel
any outstanding Order prior to delivery in the event that the terms of the licence with the relevant Artist will not allow
The Sidney Street Art Company to fulfil the Order. In such circumstances, the Customer will be provided with a full refund
of the Price for that Artwork.
4.4. The Customer
agrees and accepts that:
4.4.1. The Sidney Street
Art Company provides the Artwork, whether purchased as an Original or as a Print, without any warranty and The Sidney Street
Art Company will have no responsibility for the content of the Artwork ordered by the Customer via the Website;
4.4.2. The Sidney Street Art Company is not responsible for
reviewing or editing any of the content of the Artwork or any other information contained in or relating to the Artwork and
the Customer acknowledges and accepts that the Artwork is provided to The Sidney Street Art Company on the basis that The
Sidney Street Art Company will not exercise any control or judgment of the content of the Artwork;
4.4.3. accordingly, the Artwork is provided to the Customer "as is" and "as
available" the Customer must, accordingly judge the suitability of the Artwork for the purpose intended and the Customer
purchases the Artwork at the Customer's own risk;
4.4.4.
reasonable variations in colour, size and appearance between the Artwork as displayed on the Website and the Artwork actually
delivered to the Customer and The Sidney Street Art Company will not be liable for any such minor variations.
5. Prices and Payment
5.1. The Sidney Street Art Company sells Artwork via the Website
in a range of forms including in Original form (if available) and in Print form and in boxed canvas format or in a range of
frames or as otherwise displayed on the Website from time to time. The Customer must indicate the form and format of Artwork
and frame they require together with any specifications relating to the frame in their Order.
5.2. The Customer will pay the Price together with delivery costs for each Order on submitting
their Order. Payment must be made:
5.2.1. online
via the secure online e-commerce payment system on the Website utilising credit and debit cards listed on the Website or PayPal.
The secure online e-commerce payment system service on the Website will be operated by PayPal. This secure online e-commerce
payment system service may be changed from time to time by PayPal without prior notice;
5.2.2. via telephone by credit or debit cards listed on the Website;
5.2.3. or such other payment methods as noted on the Website (which
include payment by cheque, bankers draft or postal order).
5.3.
Delivery costs will be calculated by The Sidney Street Art Company on the basis of the standard charges charged by carriers
used by The Sidney Street Art Company which may vary from time to time and will vary according to the weight and value of
the Artwork. This cost will be confirmed to the Customer by The Sidney Street Art Company prior to submitting their Order
and the Customer agrees to pay such delivery costs to The Sidney Street Art Company in addition to the Price. Notwithstanding
this, under usual circumstances the cost of delivery of each Order in the United Kingdom will be £10.
5.4. The Sidney Street Art Company will provide the Customer with
a receipted invoice for all payments made to The Sidney Street Art Company for Orders. Further details regarding payment methods
are set out on the Website or can otherwise be obtained by contacting The Sidney Street Art Company.
5.5. No Order will be processed or accepted by The Sidney Street Art Company and no Artwork
will be delivered to the Customer unless and until the relevant Price for that Order has been received by The Sidney Street
Art Company in cleared funds from the Customer.
5.6.
The Sidney Street Art Company's standard Prices for Artwork are subject to change from time to time by The Sidney Street
Art Company and any such change will be notified by amending the relevant Prices displayed on the Website. Any increase in
the Prices for Artwork will only apply to an Order placed after the date of the increase, and will not apply retrospectively.
6. Restrictions of the Internet
6.1. The Customer acknowledges and accepts that:
6.1.1. The Sidney Street Art Company has no control over
the Internet which is a worldwide network of computer systems. Access to the Website, Order processing system and secure online
e-commerce payment system on the Website will not be error free or uninterrupted and may be variable; and
6.1.2. information and other material accessible over the Internet
via the Website including the digital content on the Website may contain viruses, worms, Trojan horses, cancel bots, or other
harmful and destructive elements. The Sidney Street Art Company will not be liable for any direct, indirect, incidental or
other loss or damages which result or may result from the Customer's access to or use of the Internet or the Website.
6.2. The Website is maintained by The Sidney Street Art Company's
web hosting service provider. Every effort is made to ensure the continuity of the Website, but some occasional technical
downtime beyond The Sidney Street Art Company's control and/or the control of The Sidney Street Art Company's hosting
service provider may occur. Such downtime may prevent the Website or its content being available for the duration of the downtime
and may result in errors occurring in the posting of Orders via the Website. The Sidney Street Art Company will not be liable
for such delays nor errors resulting from any cause beyond The Sidney Street Art Company's control and/or that of The
Sidney Street Art Company's web hosting provider including hosting server downtime.
7. Cancellation
7.1.
Subject to these terms and conditions, the Customer may cancel any Order by e-mail to The Sidney Street
Art Company at customercare@archipelago-art.co.uk quoting "Order Cancellation" in the subject heading and the relevant
Order reference number in the body of the e-mail. Cancellation of an Order may only be made in accordance with clause 7.2
below.
7.2. In accordance with the Consumer Protection
(Distance Selling) Regulations 2000, the Customer is granted a cancellation period of seven (7) days from the date of submission
of the Order. The following will, therefore, apply to any cancellation received by The Sidney Street Art Company:
7.2.1. in the event that the Customer cancels its Order within
the abovementioned seven (7) day period, on return by the Customer of the Artwork if already despatched, the Customer will
be granted a full refund of the relevant Price;.
7.2.2.
in the event that the Customer cancels its Order after the end of the abovementioned seven (7) day period, the relevant Price
paid to The Sidney Street Art Company by the Customer will be non-refundable, subject to clause 9.
7.3. The terms of this clause 7 regarding cancellation of Orders are without prejudice
to The Sidney Street Art Company's Returns Policy set out in clause 9 below.
8. Delivery of Artwork
8.1.
On receipt of payment of the Price from the Customer by The Sidney Street Art Company for an Order, The
Sidney Street Art Company will arrange for delivery of the relevant Artwork to the Customer to the address stated by the Customer
in the Order, except in the case of Artwork which is specified as for “collection only” from The Sidney Street
Art Company’s premises. Delivery to P.O. Boxes will not be made.
8.2.
Delivery will only be possible to the UK and The Sidney Street Art Company will not process Orders which
request delivery to any other country:
8.3. Subject
to The Sidney Street Art Company's Returns Policy set out in clause 9 below, and unless otherwise agreed in writing by
The Sidney Street Art Company, title and risk in all Artwork delivered by The Sidney Street Art Company to the Customer pursuant
to an Order will take place once the Artwork is despatched for delivery by The Sidney Street Art Company.
8.4. Any timescales or dates indicated for delivery of Artwork are
for guidance only and time for delivery will not be of the essence in this Agreement. If no timescales or dates are so indicated,
delivery will be made by The Sidney Street Art Company within a reasonable time. Notwithstanding this, under usual circumstances
Artwork for delivery in the United Kingdom should be despatched within 10 to 12 days from the date of the Order.
8.5. Any liability of The Sidney Street Art Company for non-delivery
of the Artwork will be limited to replacing the Artwork within a reasonable time (except in the case of Original Artwork where
no replacement is possible) or issuing a refund of the Price paid to the Customer. Reasonable evidence of non-delivery will
be required by The Sidney Street Art Company and The Sidney Street Art Company will not be liable for more than one replacement
of undelivered Artwork.
8.6. Without limitation
to the provisions relating to Limitation of Liability in clause 11 below, The Sidney Street Art Company will not be liable
or otherwise responsible for any loss or damage caused by late or delayed delivery of the Artwork to the Customer.
9. Returns Policy
9.1. In the event that any Artwork delivered to you pursuant to your
Order is damaged or of a quality or specifications which are reasonably less than that represented on the Website or requested
in the Order, the Customer may return the Artwork to The Sidney Street Art Company within 14 days of the date of delivery
of the Artwork and, subject to clause 9.2 below, The Sidney Street Art Company will, at the Customer's preference, either:
9.1.1. provide a replacement copy of the Artwork to the Customer;
or
9.1.2. provide the Customer with a full refund
of the Price and reasonable delivery costs within a reasonable time which under usual circumstances should be no more than
28 days.
9.2. The Sidney Street Art Company's
Returns Policy set out in clause 9.1 above is subject to the following terms:
9.2.1.
any Original Artwork delivered to the Customer by The Sidney Street Art Company will be non-replaceable,
and in the event of return of an Original piece of Artwork by the Customer in accordance with clause 9.1 above, only a refund
of the Price to the Customer will be available under The Sidney Street Art Company's Returns Policy;
9.2.2. in no circumstances will returned Artwork will be replaced
by different Artwork from that originally requested in the Order. A new Order will be required for different Artwork;
9.2.3. undamaged Artwork or Artwork of a satisfactory quality
will be non-returnable under The Sidney Street Art Company's Returns Policy;
9.2.4.
all returns of Artwork must be made in accordance with clause 9.3 below.
9.3. In order to return any Artwork pursuant to The Sidney Street Art Company's Returns
Policy set out in clause 9.1 above, the Customer must complete the following procedure:
9.3.1. the Customer must complete a The Sidney Street Art Company returns form accessible
via the Website, which must include the reference number of the Order, details of the reasons for return and whether replacement
(if available) or refund is required;
9.3.2. in
response to receipt of a completed The Sidney Street Art Company returns form from the Customer via the Website, The Sidney
Street Art Company will provide full written details of where the Customer should deliver the returned Artwork;
9.3.3. on receipt of the Customer's returned Artwork
at the address indicated, The Sidney Street Art Company will replace the Artwork or refund the Price in accordance with the
relevant The Sidney Street Art Company returns form.
10. IPR (Intellectual Property Rights)
10.1.
All IPR in the Artwork sold by The Sidney Street Art Company pursuant to an Order under these terms and
conditions are and will remain the property of the relevant Artist(s) as properly licensed to The Sidney Street Art Company,
and nothing in these terms and conditions will in any circumstances assign, sell or otherwise transfer the IPR in the Artwork
to the Customer or any other person. Furthermore, the Customer is not granted any licence of the IPR in the Artwork by virtue
of these terms and conditions. All IPR of the relevant Artist are hereby asserted and reserved.
10.2. Accordingly, Artwork is sold by The Sidney Street Art Company to Customers for
non-commercial use by the Customer only and reproductions of the Artwork may not be made or re-sold without the express permission
of the relevant Artist.
10.3. The Customer will
be responsible for the Customer's use of the Artwork and the Customer acknowledges and accepts that The Sidney Street
Art Company does not make any representation or warranty about the Artwork whether express or implied. For the avoidance of
doubt, The Sidney Street Art Company does not warrant that the Artwork will not contain or include any content that is likely
to infringe the IPR of any third party.
10.4. Subject
to clause 11 below, The Sidney Street Art Company will not be liable to the Customer damages, costs and losses incurred by
the Customer arising out of any claim made against the Customer for infringement of any IPR of any third party caused by the
Artwork or the Customer's use of the Artwork.
11. Limitation of Liability
11.1.
The Customer acknowledges and accepts that the following terms reflect a fair allocation of risk between the parties. These
terms and conditions set out The Sidney Street Art Company's entire liability to the Customer and all other liability
of The Sidney Street Art Company to the Customer is hereby excluded, subject that nothing will exclude or restrict The Sidney
Street Art Company's liability for fraudulent misrepresentation and/or for death or personal injury to the extent that
such injury results from The Sidney Street Art Company's negligence.
11.2.
Subject to clause 11.1 above, the Customer agrees that The Sidney Street Art Company's total liability
under these terms and conditions will not exceed the Price actually paid by the Customer to The Sidney Street Art Company
relating to the relevant Order giving rise to the alleged claim or the sum of £500 whichever is the lower, including
where such liability arises out of The Sidney Street Art Company's negligence.
11.3.
In no event will The Sidney Street Art Company be liable to the Customer whether in contract, tort, by
statute or otherwise for any special, indirect or consequential loss or damage arising out of or in connection with the sale
of the Artwork to the Customer, including without limitation: loss of business and/or goods, loss of goodwill, loss of profits,
loss and/or corruption of data and/or damages awarded against the Customer as a result of legal proceedings by any third party
in relation to the Artwork, including any claim that the Artwork infringes the IPR of any third party. For the avoidance of
doubt, neither the types of loss and/or damage specified above nor any similar types of loss and/or damage will constitute
direct loss for the purposes of this agreement.
11.4.
The Sidney Street Art Company will not be liable to the Customer for any acts, omissions or failures of third party sub-contractors
used by The Sidney Street Art Company in delivering Artwork to the Customer pursuant to Orders placed by the Customer under
these terms and conditions, including but not limited to intermediary suppliers of Artwork, service providers for the delivery
of Artwork and service providers of the secure online e-commerce payment system on the Website.
11.5. Nothing in these terms and conditions will limit your statutory rights as a consumer.
12. Warranties
12.1. The Customer warrants and undertakes that:
12.1.1. it has the power and authority to enter into this contract
with The Sidney Street Art Company;
12.1.2. it
will not use the Website or Artwork for any unlawful purpose or which gives rise to civil or criminal liability;
12.1.3. it will not use the Website or Artwork in conjunction
with any abusive, illegal, pornographic, defamatory, libellous, untrue, discriminatory, obscene, inflammatory or racist material
or in any way which will or is likely to bring the relevant Artist or The Sidney Street Art Company into disrepute;
12.1.4. it will not use the Website or Artwork to infringe
the IPR of any third party.
12.2. Notwithstanding
the above, the Customer warrants that the Customer will be truthful and honest in its use of the Website and make purchases
of Artwork in a responsible and reasonable manner and only as envisaged by these terms and conditions.
12.3. Any breach of these warranties will entitle The Sidney Street Art Company to cancel
any Order at The Sidney Street Art Company's discretion and The Sidney Street Art Company may at its discretion cancel
all or any other Orders made by the Customer and terminate this agreement without notice.
12.4. The Sidney Street Art Company gives no warranties with regard to the Artwork or
with regard to the content of the Website and to the maximum extent permitted by law, The Sidney Street Art Company excludes
liability for all representations, warranties, conditions and other terms which but for this notice would have effect or be
implied.
12.5. The Customer will indemnify and
hold harmless The Sidney Street Art Company in full and defend at its own expense The Sidney Street Art Company against all
claims, liabilities, costs and losses whatsoever and howsoever incurred by The Sidney Street Art Company arising out of any
claim made against The Sidney Street Art Company as a result of the breach by the Customer of the above warranties.
13. Data Protection
The Customer agrees to the reasonable processing of personal data
(as defined in the Data Protection Act 1998) by The Sidney Street Art Company for the purposes of processing the Customer's
Orders and delivering the Artwork to the Customer. In processing personal data, The Sidney Street Art Company will comply
with all relevant legislation, including but not limited to the Data Protection Act 1998.
14. Termination
14.1.
The Sidney Street Art Company may terminate this Agreement at any time for any reason on notice in writing
(which may be by e-mail) to the Customer in the event of any breach by the Customer of the provisions of these terms and conditions.
14.2. On termination, any outstanding Order of the Customer
will be immediately cancelled. Except as otherwise provided in these terms and conditions, the Price paid to The Sidney Street
Art Company for the relevant Order will be refunded on termination, unless the relevant Artwork in question has been despatched
to the Customer prior to termination in which case the relevant Price will not be refunded.
15. Notices
15.1.
Any notice required or permitted under these terms and conditions will be in writing (which may be by e-mail)
and will be deemed to have been properly given:
15.1.1.
48 hours after being posted by first class mail with postage prepaid to the address set out on the Submission or other address
notified for the purpose; or
15.1.2. at close of
business on the day of effective transmission if sent by e-mail to an e-mail address notified for that purpose.
16. Force Majeure
The Sidney Street Art Company will not be liable for failure to meet
its obligations under these terms and conditions if The Sidney Street Art Company or its contractors are prevented from or
delayed in doing so due to circumstances beyond The Sidney Street Art Company's reasonable control including, without
limitation, acts of God, governmental actions, war, acts of terrorism, fire, explosion, flood, strikes or other labour disputes,
or restraints or delays affecting carriers or inability or delay in obtaining supplies.
17. General
17.1.
No provision of these terms and conditions will be enforceable under the Contracts (Rights of Third Parties)
Act 1999 by a person who is not party to it.
17.2.
The Sidney Street Art Company may assign its rights or obligations under these terms and conditions at anytime. The Customer
may not assign its rights or obligations under these terms and conditions without The Sidney Street Art Company's prior
written consent.
18. Governing
Law
These terms and conditions will be governed
by English law and the parties hereby submit to the exclusive jurisdiction of the English courts.
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