Sellers Terms and Conditions of Sale - Artscapy Ltd

1. Introduction to Artscapy Seller Services

Welcome to Artscapy's platform. These Sellers Terms and Conditions of Sale ("Seller Terms") constitute a legal agreement between you, a collector or business looking to sell artwork through our platform ("you", "your", "Seller", or "Consignor") and Artscapy Limited ("Artscapy", "we", "our", "us", or "Consignee") governing your access to and use of our platform, products, and services (collectively, "Services") for the purpose of selling artwork.

By accessing or using our Services for selling purposes, you agree to be bound by these Seller Terms in addition to our main Terms of Use. If you do not agree to these Seller Terms, you are not permitted to access or use our Services for selling purposes. Please read these Seller Terms carefully and contact us at info@artscapy.com if you have any questions.

Integration with Main Terms: These Seller Terms supplement and are incorporated into our main Terms of Use. In the event of any conflict between these Seller Terms and the main Terms of Use, these Seller Terms shall take precedence for selling-related activities.

2. Artscapy Advisory Services for Sellers

2.1 Service Overview

Our Art Advisory service provides comprehensive professional guidance throughout your art selling journey through a dedicated team of sales professionals and client-facing advisory specialists. Each seller is assigned a single point of contact for personalised service delivery.

2.2 Consignment Management Services

Dedicated Advisory Support:

• Assignment of a dedicated Artscapy Advisor for consigned artwork campaigns
• Professional research on artworks and artist market conditions
• Preparation of relevant presentations for our collector network
• Direct outreach to relevant collectors and institutions
• Professional negotiation services within agreed discount parameters

Marketing and Promotional Support:

• Paid advertising campaigns funded by Artscapy
• Targeted email marketing campaigns reaching 8,000+ collectors worldwide
• Photography and presentation services
• Social media promotion and digital marketing
• Inclusion in curated collections and featured listings

2.3 Buyer Incentives and Protection

Artscapy is committed to making art collecting accessible, safe, and secure for every collector. Each purchase through Artscapy includes the following benefits that enhance saleability:

Enhanced Buyer Services:

• Comprehensive artwork insurance covering transport and delivery
• Reduced or complimentary shipping arrangements (determined case-by-case)
• Professional Art Account setup and artwork documentation for purchasers
• Complimentary Artscapy Premium Membership (1 month) including free art valuations
• Artscapy Buyer Protection as detailed in individual transaction invoices

3. Consignor Requirements and Obligations

3.1 Artwork Submission and Approval Process

Submission Requirements:

• Upload artworks to our platform with complete documentation
• Submit detailed information for review by our Advisory team
• Provide comprehensive provenance and ownership documentation
• Ensure all artwork information is accurate and up-to-date

Approval Criteria: Our Advisors will evaluate consigned artworks based on:

• Artist market interest and recognition
• Artwork type, medium, and condition
• Quality and completeness of documentation provided
• Authenticity verification and provenance
• Market demand and collecting trends

Communication Process:

• Advisors will communicate approval or decline decisions promptly
• Additional information or documentation may be requested
• Conditions for acceptance will be clearly communicated
• Ongoing support provided throughout the consignment period

3.2 Consignment Period and Terms

Standard Consignment Terms:

• Minimum Period: 60 calendar days from listing date
• Maximum Period: Until sold, subject to mutual agreement
• Marketing Exposure: Confirmed with Consignor prior to listing with options:
• Private (limited exposure)
• Artscapy Network Only (internal collectors)
• Maximum Reach (all marketing channels)

Extension and Modification:

• Consignment periods may be extended by mutual written agreement
• Terms remain consistent unless modified in writing
• Regular performance updates provided to Consignors

3.3 Commission Structure

Standard Commission Rate: 15% of the final sale price applies to all artwork sales during the consignment period, or as agreed separately in writing.

Commission Application:

• Commission applies to all sales completed during the active consignment period
• Commission due even if buyer transacts directly with Consignor during consignment period
• Commission calculated on gross sale price before any additional fees
• Payment processing fees and Artist's Resale Rights (ARR) are additional to commission

Artist's Resale Rights (ARR): ARR applies when qualifying artwork is resold for €1,000 or more (approximately £850) and:

• Artist is living or died within the last 70 years
• Artist is a UK national or from eligible country (EU or reciprocal agreement countries)
• Resale involves art market professional participation

For complete ARR information: https://www.gov.uk/guidance/artists-resale-right

4. Consignment Agreement Terms and Conditions

4.1 Agency Relationship and Purpose

The Consignor appoints Artscapy as agent for consigned artworks ("the Artworks") for the purposes of digital online exhibition, marketing, and sale. Artscapy shall not permit the Artworks to be used for any other purposes without written consent from the Consignor. This agreement applies only to works specifically consigned under this Agreement and does not create a general agency relationship.

4.2 Consignment Acceptance

The Consignor hereby consigns to Artscapy, and Artscapy accepts on consignment, those Artworks listed within the specific Consignment Agreement. Additional Artworks may be incorporated through separate written agreements between both parties.

4.3 Authority and Submission Rights

Artworks may be submitted for consignment only by the legal owner or by persons designated in writing as authorised to submit works on behalf of the owner. Artscapy reserves the right to reject any artwork at our reasonable discretion based on our acceptance criteria.

4.4 Warranties and Representations

Authenticity Warranties: The Consignor warrants that:

• The stated Artist(s) created the consigned Artworks
• Proof of authenticity (Certificate of Authenticity or equivalent) will be provided upon request
• All artwork descriptions and condition reports are true and accurate
• All provenance information provided is complete and accurate

Title and Legal Rights: The Consignor warrants possession of:

• Unencumbered title to the Artworks, or
• Signed written proof of authority to sell the Artworks
• Unencumbered right to permit display and marketing of Artworks and images
• All necessary rights for Artscapy to market and sell the Artworks

Documentation Requirements: Written proof of ownership or selling authority must be submitted before consignment commences. All warranties must be supported by appropriate documentation.

4.5 Consignment Period and Extensions

The initial consignment term is as specified in the individual Consignment Agreement. Extensions may be agreed in writing under the same terms with mutual consent of both parties.

4.6 Agreement Termination

Termination Notice Requirements:

• Standard termination notice requirement is seven (7) days written notice

Post-Termination Rights: Following consignment termination, Consignors may resume non-exclusive sales of unsold Artworks. However, any sales during the exclusivity period remain subject to commission obligations.

4.7 Transportation and Handling Responsibilities

Cost Allocation: Transportation costs, insurance, and handling expenses are negotiated case-by-case and confirmed in writing with each Consignor. Decisions regarding cost responsibility are made based on:

• Artwork value and insurance requirements
• Shipping distance and complexity
• Buyer location and delivery preferences
• Individual consignment agreement terms

Insurance Coverage:

• Artscapy generally provides transit insurance for sold Artworks to purchasers
• Insurance certificates provided upon request
• Consignors may be required to maintain insurance while Artworks remain in their custody

4.8 Loss, Damage, and Insurance Responsibilities

Consignor Liability:

• Consignors remain responsible for safekeeping of Artworks in their custody
• Strict liability applies for loss or damage (except inherent flaws) up to listed retail price
• Insurance information must be provided to Artscapy upon request
• Artscapy can arrange insurance coverage at Consignor's expense if required

4.9 Title and Fiduciary Responsibilities

Title to each Artwork remains with the Artist or Consignor until full payment is received. Upon payment completion, title passes directly to the purchaser. Artscapy holds proceeds in trust for Consignors until payment is due.

4.10 Pricing, Commission, and Payment Terms

Pricing Structure:

• Artworks sold at Retail Price specified in Consignment Agreement
• Where net amount to Consignor is agreed, that amount is guaranteed
• Without specified net amount, Consignor receives retail price minus commission and applicable fees
• Additional discounts require written agreement between parties

Commission and Fees:

• Standard commission rate: 15% (unless otherwise specified)
• Payment processing fees excluded from commission
• Artist's Resale Rights deducted from net amount due to Consignor
• Other commercial offers (membership discounts, services) provided at Artscapy's expense

Payment Schedule:

• Written statement provided within fourteen (14) days of consignment period end
• Payment to Consignor within thirty (30) days of campaign termination and buyer payment receipt (whichever is later)
• All sales during consignment period subject to commission, regardless of transaction method

4.11 Framing and Presentation

If Consignor provides framing, the framing cost is factored into the retail price with no additional compensation upon sale. All presentation decisions should be agreed in writing.

4.12 Promotion and Marketing Rights

Artscapy Obligations:

• Best efforts promotion and marketing of consigned Artworks
• Clear identification of Artist name on all materials
• Artist name inclusion on all sales invoices
• Professional presentation and marketing materials

Consignor Warranties: Consignor warrants Artscapy's right to promote, market, and sell Artworks free of legal, copyright, or other encumbrances.

4.13 Artwork Inspection Arrangements

Consignors agree to cooperate promptly with requests for physical artwork inspection by purchasers or their representatives. Reasonable access must be provided within agreed timeframes.

4.14 Agreement Modifications

All amendments to Consignment Agreements must be made in writing and agreed by both parties. Verbal modifications are not binding.

4.15 Governing Law

This Agreement is governed by the laws of England and Wales. All disputes shall be subject to the jurisdiction of English courts.

4.16 Waiver and Severability

No waiver of any condition or breach shall constitute continuing waiver. If any term is unenforceable, remaining terms remain in full effect. This Agreement, including incorporated Terms of Use and Privacy Policy, constitutes the complete agreement between parties.

5. Seller Eligibility and Requirements

5.1 Age and Legal Capacity Requirements

Minimum Requirements:

• Sellers must be at least 18 years of age
• Must possess legal capacity to enter binding contracts under UK law
• Must have authority to sell consigned artworks
• Corporate entities must provide proof of incorporation and authorised representatives

Verification Process: Age and identity verification may be required, particularly for high-value transactions or repeated commercial activity.

5.2 Business Registration and Compliance

For Business Sellers:

• Valid business registration in country of operation
• Compliance with all applicable laws and regulations
• Current Economic Operator Registration and Identification (EORI) number where required
• Registration for applicable VAT reduction schemes
• Proper completion of customs forms and declarations

Professional Standards:

• Maintenance of professional standards in all dealings
• Priority given to obligations under these Terms
• Professional indemnity and appropriate insurance coverage
• Cooperation with regulatory and legal requirements

5.3 Artist Direct Sales Restrictions

Current Policy: Artscapy does not currently permit Artists to sell their own artworks directly through our platform. Artists may sell through authorised representation including:

• Established galleries
• Artist studios with commercial operations
• Authorised dealers or representatives

This policy may be revised at our discretion with appropriate notice.

6. Artwork Standards and Documentation

6.1 Artwork Acceptance Criteria

Eligible Artworks:

• Contemporary art of high quality, primarily from 2000 onward
• Limited selection of earlier works meeting our quality standards
• Fine art by renowned artists with reputable artistic track records
• Unique works or limited edition pieces
• Artworks with verifiable authenticity

Excluded Items:

• Open edition prints
• Offset lithographs
• Wearables and fashion items
• Posters and commercial prints
• Toys and general collectibles
• Works by unknown or unestablished artists

6.2 Documentation Requirements

Mandatory Documentation:

• Clear, professional images including front view, side view, and artist signature close-up
• Images must be cropped with no surrounding background
• Certificate of Authenticity where applicable
• Complete provenance documentation
• Condition reports and any restoration history
• Proof of legal ownership or authority to sell

Additional Information:

• Artist biographical information
• Exhibition history where available
• Publication or literature references
• Previous sale records (if applicable)
• Insurance valuations or appraisals

6.3 Image and Information Licensing

Rights and Licenses:

• Consignors retain original ownership rights to provided images and information
• Artscapy receives non-exclusive, worldwide, royalty-free license for platform use
• License includes rights to display, edit, modify, adapt, translate, and distribute for platform purposes
• License terminates when images are completely deleted from platform
• Express permission granted for social media promotional use by Artscapy and users

Usage Scope: License is solely for artwork display, service provision, and platform and Artscapy social channels operation. Commercial use outside these purposes requires separate written agreement.

7. Anti-Money Laundering and Due Diligence

7.1 Art Market Participant Obligations

As an Art Market Participant under UK Money Laundering Regulations, Artscapy must perform Customer Due Diligence (CDD) and follow strict Anti-Money Laundering (AML) procedures.

CDD Application:

• Required for all transactions ≥ €10,000 (or equivalent)
• Series of linked transactions reaching threshold amount
• Business relationship establishment
• Suspicious activity identification

7.2 Identity Verification Requirements

Documentation Required: For Individuals:

• Valid identity document (passport, driving license, National ID)
• Proof of address (utility bill, bank statement - within 3 months)
• Additional documentation as required for risk assessment

For Companies/Entities:

• Company registration documentation
• Beneficial ownership information
• Corporate bank statements
• Authorised representative identification

Additional Requirements:

• Enhanced due diligence for high-risk transactions
• Source of funds verification where appropriate
• Ongoing monitoring of business relationships

7.3 Pricing Monitoring and AML Compliance

Market Value Assessment:

• Artscapy monitors and assesses proposed artwork pricing
• Comparison against market indicators including auction results and sales records
• Right to request additional documentation for unusual pricing

Suspicious Activity Reporting:

• Monitoring for potential money laundering indicators
• Reporting suspicious activities to relevant authorities
• Cooperation with law enforcement investigations
• Maintenance of confidential reporting procedures

8. Payment Processing and Commission

8.1 Transaction Processing

Payment Flow:

• Buyers pay total purchase price plus applicable fees to Artscapy
• Artscapy facilitates payout of net amount to Consignor
• All transactions monitored for AML compliance
• Buyer and seller protection measures applied

Payment Timeline:

• Transaction completion verification within 7 days
• Consignor payment within 30 days of buyer payment receipt
• Written statements provided within 14 days of transaction completion

8.2 Buyer Protection and Cancellation Rights

Buyer Protections:

• 24-hour cancellation window from purchase confirmation
• 14-day money-back guarantee for damaged or misrepresented goods
• Transaction monitoring and fraud protection
• Dispute resolution support

Impact on Consignors:

• Sales may be reversed during protection periods
• Payment to Consignors delayed until protection periods expire
• Cooperation required for buyer protection investigations

8.3 Commission and Fee Structure

Commission Calculation:

• 15% standard commission on gross sale price (unless otherwise specified)
• Commission applies to all sales during consignment period
• Payment processing fees additional to commission
• Artist's Resale Rights deducted from net proceeds

Additional Fees:

• Insurance costs (where applicable)
• Shipping and handling (case-by-case basis)
• Marketing and promotion costs (generally absorbed by Artscapy)
• Authentication and verification services (if required)

9. Platform Operations and Curated Collections

9.1 Platform Structure

Artscapy Curated Collections:

• Curated Collections featuring selected artworks
• Professional presentation and marketing services
• Secure transaction processing and buyer protection

Sales Process:

• All property offered for sale through Artscapy Consignment Agreements
• Professional marketing and presentation standards
• Transparent pricing and fee structures
• Comprehensive buyer and seller support

9.2 Curated Collections Integration

Collection Standards:

• Professional curation based on artistic merit and market demand
• Integration with main platform Terms of Use requirements
• Consistent quality standards across all collections
• Regular review and updating of collection contents

Seller Benefits:

• Enhanced visibility through curated presentation
• Professional marketing and promotional support
• Access to targeted collector networks
• Premium presentation and documentation services

10. Liability, Insurance, and Risk Management

10.1 Limitations of Liability

Statutory Rights Preservation: Nothing in these Terms limits or excludes liability for:

• Death or personal injury resulting from negligence
• Fraud or fraudulent misrepresentation
• Any liability that cannot be limited under applicable UK law

Excluded Liabilities: To the maximum extent permitted by law, Artscapy accepts no liability for:

• Business losses including profits, income, revenue, or anticipated savings
• Loss or corruption of data, databases, or software
• Special, indirect, or consequential loss or damage
• Losses arising from events beyond our reasonable control

10.2 Insurance and Risk Management

Insurance Requirements:

• Consignors responsible for insurance while artworks in their custody
• Artscapy may provide transit insurance for sold artworks
• Insurance certificates available upon request
• Coverage terms specified in individual consignment agreements

Risk Allocation:

• Consignors bear risk of loss or damage while in their custody
• Artscapy assumes limited liability during marketing and sale process
• Clear risk transfer points specified in agreements
• Professional insurance advice recommended for high-value works

10.3 Indemnity Obligations

Consignor Indemnity: Consignors agree to indemnify Artscapy against all claims, damages, losses, costs, and expenses arising from:

• Breach of these Seller Terms or Consignment Agreements
• Inaccurate or misleading artwork information
• Intellectual property infringement claims
• Violation of third-party rights
• Non-compliance with applicable laws and regulations

11. Dispute Resolution and Enforcement

11.1 Internal Dispute Resolution

Resolution Process:

• Initial contact with assigned Advisor or customer service team
• Escalation to management level for complex issues
• Written documentation of disputes and proposed resolutions
• Good faith negotiation and mediation attempts

Response Timeframes:

• Initial response within 2 business days
• Investigation and preliminary response within 5 business days
• Final resolution efforts within 14 days
• Escalation to external dispute resolution if required

11.2 External Dispute Resolution

Available Options:

• Relevant ombudsman schemes where applicable
• Independent mediation services
• UK court system for legal disputes
• Professional arbitration for commercial disputes

Governing Law: All disputes governed by the laws of England and Wales, with jurisdiction in English courts.

12. Term Modifications and Updates

12.1 Amendment Procedures

Individual Consignment Agreements:

• Amendments must be agreed in writing by both parties
• Verbal modifications are not binding
• Changes documented and signed by authorised representatives

General Seller Terms:

• We reserve the right to modify these Terms with reasonable notice
• Changes posted on our website with effective date notification
• Email notification provided for significant changes
• Continued use constitutes acceptance of modifications

12.2 Severability and Enforceability

If any provision of these Terms is deemed unenforceable, remaining provisions continue in full effect. These Terms, together with incorporated documents, constitute the complete agreement between parties and supersede all prior understandings.

Important Note: These Seller Terms are designed to ensure fair, secure, and legally compliant art transactions while protecting the interests of both sellers and buyers. Your statutory rights under UK consumer and commercial law are preserved and not limited by these Terms.

Last Updated: 19.11.2025