Sellers Terms of Sale

Introduction to Artscapy Welcome to Artscapy platform. These Sellers Terms and Conditions of Sale ("Terms") are an agreement between you, a collector looking to sell artwork on our market space (selling points) ("you", "your" or the “Seller”) and Artscapy ("Artscapy" or "we" or "our" or "us") that governs 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 in any way, you agree to these Terms. If you do not agree to these Terms, you are not permitted to access or use our Services. Please read these Terms carefully, and feel free to contact us if you have any questions.
Conditions
1. These Terms (as well as our Website Terms of Use and our Privacy Policy apply to the use of the Artscapy platform for you, the Seller of artwork, and prevail over any other agreement, documentation or communication whatsoever between us and can only be varied if agreed between us in writing.
2. By using the Services in any manner, you also accept our Website Terms of Use which governs your access to and use of the Services and our Privacy Policy, which describes our practices for the collection and use of your information.
3. If you are using the Services on behalf of a company, organization or other legal entity, you represent and warrant that you are authorised to bind that entity to these Terms, in which case the terms “you” and “your” in these Terms will refer to that entity. In these Terms, “on the Services” means on Artscapy website and/or (as applicable) on any Artscapy application that you may use.
4. From time to time we may change these Terms and it is your responsibility to check the Terms, which apply as at the time of your order.
Artscapy Exclusive Sales outreach
1. Sales outreach: A dedicated Artscapy Advisor conducts the Exclusive Sales Outreach campaign for the consigned artworks The Advisor works with materials from the Consignor and conducts own research on the artworks and the Artist's market to prepare relevant presentations for Artscapy's collectors Advisory will conduct outreach to relevant collectors and conduct negotiations up to any stated discount to close the sale(s)
2. Marketing support: Paid advertising funded by Artscapy Email marketing campaign with reach of up to 5,000+ collectors worldwide; open rate 60%
3. Buyer incentives and protection: Artscapy is committed to making art collecting accessible, safe, and easy for every collector. Each purchase through Artscapy comes with the following added benefits:
  What is requested from the Consignor
4. Number of consigned artworks: Artscapy Advisory will work with the Consignor to select artworks for the Exclusive Sales Outreach. We found that the campaign works best with at least 5 artworks, with a minimum of 3.
5. Consignment period: Given the resources committed to the Exclusive Sales Outreach, we request a consignment period of minimum 30 days as standard for curated artwork sales, and minimum 7 days for exclusive exhibition pre-sale campaigns.
6. Commission: Artscapy's commission of 15% applies to Exclusive Sales Outreach for any artwork sales that happen during the consignment period. This means that You agree to honour the commission due also in cases where a buyer transacts directly with You rather than through Artscapy during the consignment period. Agreement details
7. Purpose: The Consignor appoints Artscapy as agent for the works of art ("the Artworks") consigned under this Agreement, for the purposes of digital online exhibition and sale. The Artscapy shall not permit the Artworks to be used for any other purposes without the written consent of the Consignor. This agreement applies only to works consigned under this Agreement and does not make Artscapy a general agent for any other works.
8. Consignment: The Consignor hereby consigns to Artscapy, and Artscapy accepts on consignment, those Artworks listed within this Agreement.
9. Authority of Accepted Artworks: Works of art may be submitted for consignment only by or by any person designated by either of them in writing as authorised to submit works of art hereunder. The Artscapy may reject artworks at Artscapy's discretion.
10. Warranties:
11. Consignment period: The Artscapy and the Consignor agree that the initial term of consignment for the Artworks is as stated in this Agreement by the expressed will of the Consignor upon uploading the artwork in the system for consignments. The consignment period may be extended under the same terms following mutual written agreement between Artscapy and the Consignor via email.
12. Termination of Agreement. Notwithstanding any other provision of this Agreement, this Agreement may be terminated at any time by either party by giving seven (7) days' written notification of termination in the case of curated artwork sales and two (2) days' written notification of termination in the case of exclusive exhibition pre-sales. Any sales or negotiations of sale for Artworks that happen within five (5) days following the termination notification shall be deemed applicable under the exclusivity period and liable for commission due to Artscapy.
13. Transportation Responsibilities: Packing and shipping charges, insurance costs, other handling expenses, and risk of loss or damage incurred in the delivery of Artworks from the Consignor to the Artwork purchaser(s) will be managed by the Consignor. It will be decided on a case by case basis how such costs will be paid for. The Consignor will inform Artscapy if the Retail Price can be inclusive of shipping or not. The Artscapy, as part of its service offering to customers, will generally pay for the insurance of the sold Artworks during transit to the Artwork purchaser and can provide a Certificate of Insurance of such action.
14. Responsibility for Loss or Damage, Insurance Coverage: The Consignor shall be responsible for the safekeeping of all consigned Artworks while they are in its custody. The Consignor shall be strictly liable to Artscapy for any Artwork loss or damage (except for damage resulting from flaws inherent in the Artworks), to the full amount of the listed retail price if the Artworks are sold by Artscapy. As required by Artscapy, the Consignor shall provide Artscapy with all relevant information about its insurance coverage for the Artworks if requested. The Artscapy offers and is ready to supply insurance coverage for the Artworks at the expense of the Consignor.
15. Fiduciary Responsibilities: Title to each of the Artworks remains in the Artist or the Consignor until the Consignor has been paid the full amount owed for the Artworks; title then passes directly to the purchaser.
16. Pricing; Artscapy's Commission; Terms of Payment: The Artscapy shall sell the Artworks at the Retail Price specified within this Agreement. Where a net amount to the Consignor has been agreed and noted in this Agreement, that will be the amount that is returned to the Consignor if an artwork is sold. If no net amount to the Consignor has been stated, the amount returned to the Consignor will be the retail price listed net Artscapy commission and any other applicable fees as detailed herein. Any additional discount must be agreed in writing between Artscapy and the Consignor. It is mutually understood that Artscapy will act in a mutually beneficial manner to achieve the highest sales price and therefore greatest return for both parties, but reserves the right to apply negotiation techniques by reducing the price to successfully close the sale. The Artscapy reserves the right to make use of other commercial offers at its disposal, at its sole discretion, beyond pricing negotiation, including, but not limited to, Artscapy membership discounts, valuation and insurance services etc. Such commercial offers are provided at Artscapy's sole expense. The standard commission rate due to Artscapy is 15%, unless otherwise stated in this Agreement. At the end of the consignment period, howsoever arising, a written statement will be provided by Artscapy within fourteen (14) days to the Consignor detailing the results of the Exclusive Sales Outreach campaign. Within thirty (30) days of campaign termination and receipt of payment from the Artwork purchaser(s), the payment for sold Artworks will be made by Artscapy to the Consignor, whichever is later. At the end of the consignment period, the Consignor may start or resume sales of any unsold Artworks without exclusivity to Artscapy. Any Artwork sale, howsoever arising, during the consignment period shall be deemed applicable for the commission due to Artscapy, even if a sale happens directly between buyer and Consignor. Any payment processing fees incurred by Artscapy during the transaction of the sale of Artwork(s) will be exclusive of the commission due to Artscapy. Similarly, any Artist Resale Rights will be deducted from the net amount due to the Consignor.
17. Framing: If the Consignor will be framing the Artwork, the Consignor and Artscapy agree that the Consignor's expense will be factored into the retail price and no additional compensation for framing will be given to the Consignor upon the sale of Artwork.
18. Promotion: The Artscapy shall use its best efforts to promote the sale of the Artworks, as detailed in this Agreement. The Artscapy shall identify clearly all Artworks with the Artist's name, and the Artist's name shall be included on the bill of sale of each of the Artworks. The Consignor warrants the right to Artscapy to promote, market, and sell the Artworks, free of any legal, copyright, or other encumbrances.
19. Artwork inspection: The Consignor agrees to cooperate in a timely manner with requests from Artscapy to arrange physical inspection of the Artworks for the purchaser or his/her representative.
Additional details to the Consign agreement and requirements
1. Any artwork which you wish to offer for sale is submitted to us subject to our approval.
2. We reserve the right to accept, decline or remove any Consignor, artwork, or any application made to us without explanation
3. You must be aged 18 or over to sell artwork on the platform.
4. Artscapy currently does not permit Artists to sell their own artworks directly to users and members of Artscapy. Artists may sell their artworks through their representation, either Gallery or Studio.
5. Artwork is offered for sale on the basis that:
  - (a) You confirm you are legally able to comply with these terms and conditions and sell such artwork, and that artwork does not breach any copyright, intellectual property rights or the rights of any third party, whatsoever in nature, and the artwork or sale are not contrary to any law.
  - (b) Where applicable, you are legally required to supply a Certificate of Authenticity for each piece of artwork you offer for sale on or via the Website and agree to include it with the artwork.
  - (c) You are solely responsible for any artwork that you provide and/or sell and that we have no liability in this regard to any user buying artwork from you or any other party.
  - (d) You operate a business, which is registered in the same country as your business address and comply with all the law and regulations which apply to that business.
  - (f) You will ensure that anything you do will not incur any liability for us and you will not cause us to breach any law, statute or regulation and will, in any event, completely indemnify us against any claim or action whatsoever including, but not limited to, any losses or expenses incurred whatsoever, resulting from your breach of these Terms.
6. Holding valid and current registration, required in country that your business is based and for the buyer’s final delivery address, to enable you to complete and deliver the buyer’s order. For example, Economic Operator Registration and Identification (EORI) number.
7. Registering for and using any applicable schemes which reduce any VAT and/ or customs or other duties payable.
8. Properly and fully completing relevant processes and/or documents (whether online or otherwise) to reasonably reduce or Zero-rate VAT or assisting a buyer to reclaim any VAT which they have already paid.
9. Properly and fully completing relevant customs forms and declarations and any other relevant processes and/or documents (whether online or otherwise).
10. For the purposes of AML monitoring, Artscapy will monitor and surveil the artwork pricing that is proposed by Consignors. Artscapy reserves the discretion to assess the pricing against other market indications of value, including but not limited to, auction results and other known sales records of similar artworks. Should pricing deviate by more than 20% either above or below the assessed market value, Artscapy may flag the pricing as a potential warning for suspicious behaviour under our AML monitoring work.
11. You must provide what we deem to be adequate information about you, your business, necessary financial information and the artwork.
12. You must provide clear images of the artwork. This must include at least one clear front shot, one side shot and a close up of the Artist signature. These must be cropped with no surrounding background.
13. You are not registered for VAT or any other applicable government taxes unless you notify us otherwise by email to info@artscapy.com. We will require you to supply evidence of applicable VAT or other status together with any relevant number/unique identifier. It is also your responsibility to ensure that such records are kept up to date so that, for example, VAT is not charged should you de-register for VAT.
14. All images and information which you supply to us must be accurate and up to date and in the format we require.
15. We reserve the right to edit any artwork/information supplied without notification.
16. You will inform us by email to info@artscapy.com at least 3 days in advance of:
  - (a) Any changes to your information; and
  - (b) When any artwork is no longer available for sale; and
  - (c) Any periods when you will be unable to fulfil your obligations to supply.
17. When you provide us with images and/or information about artwork, the original ownership rights remain. You do specifically agree that we have a non-exclusive, worldwide, and payment and royalty-free sub-licensable license for the whole of any period to display the images and/or information and to edit, modify, adapt, translate, exhibit, publish, transmit, participate in the transfer of, reproduce, create derivative works from, distribute, perform, display, and otherwise use your images and/or information or any part thereof as necessary, solely for the purposes of displaying artwork, providing you with services and operating the Website. Unless otherwise agreed in writing, this licence will be terminated when the images and/or information is entirely deleted from the Website.
18. Although you retain ownership of any images of artwork which you upload or provide to us, you specifically provide your express permission to us and any users of the Services to use those images of artwork on social media for promotional purposes, for example, to share an image which they like on Facebook and Twitter.
19. You will ensure that your obligations under these Terms shall be placed in priority to any other obligations and will be carried out in a professional manner with reasonable care and skill.
20. You understand that this is not an exclusive agreement and that you are not entitled to any rights or benefits whatsoever that employees may have and that at all times you will keep us indemnified against all actions, claims, demands, assessments, liability, costs and expenses arising in respect of any allegation of employment.
21. You are responsible for any registration, completion of any forms and documentation and the payment of any tax and national insurance contributions and any similar Government or properly imposed liabilities which may be payable as a result of any payments made to you by us or via or because of the Website. You will provide evidence of self-employed status or limited company incorporation to us as we may request from time to time.
22. Artscapy facilitates due diligence on assessing the authenticity of artworks for sale, but does not assume liability for guaranteeing the authenticity of the artwork
23. Artwork sold on Artscapy, whether by individual or professional Consignors, are sold 'as-is', with the condition descriptions as advertised by the Consignor. Professional Sellers (galleries, auction houses, dealers etc.) may have their separate conditions of sale and when agreeing to purchase artworks from such sources, those conditions of sale shall apply.
24. Consignors upload information about their artwork and we rely on this together with any images they upload. We make every effort to ensure that anything displayed on our Website, including any content or any email or information sent to you, is displayed as accurately as possible in accordance with the Consignor’s upload but we cannot be responsible for variations. What you see (particularly in so far as colours and shapes are concerned) depends on your monitor and settings and we cannot guarantee that this will be accurate or to scale.
25. What art we present at Artscsapy: Our focus is on contemporary art of high quality, primarily from 2000 onward, with a limited selection of art and artworks from a time period preceding this. We focus on high-quality fine art made by renowned artists with reputable artistic track records, that can be verified as authentic. The artworks must be unique or limited editions. Regardless of the time period of production, we do not feature open editions, offset lithographs, wearables, posters, toys, and other collectibles.
The Curated collections
1. Artscapy utilises an online market space and its selling points like Curated collections on the Website, is owned and operated by us, Artscapy Limited.
2. All property on any selling point is offered for sale and sold from Artscapy to the buyer through this Artscapy Consignment Agreement.
Customer Due Diligence and AML

As an Art Market Participant, Artscapy is obliged to perform Customer Due Diligence (CDD) and follow strict Anti Money Laundering (AML) regulations.

Artscapy also is obliged to perform CDD for its business partners. This may include and not be limited to business or personal identity verification in order to obtain reasonable grounds for entering a business relationship with informed risk assessment.
We will verify your identity through documentary means and/or non-documentary means you provide to us upon entering into a business relationship with us. We reserve the right to use non-documentary means where necessary to verify your true identity. To verify the identity, we may ask you for a copy of the following information:

Proof of your identity. We are required to verify your identity. As evidence of your identity, we may ask for the following documentation, as applicable (without limitation): for natural persons, a copy of a valid identity document, such as a passport, driving license, or Government-issued National Identity Card), or if you are a company or other legal entity, proof of registration from the company registry of the jurisdiction in which the company is incorporated;
Proof of your address. We will need to verify where you reside. In support of that evaluation, and as an example, for natural persons we may request a copy of a utility bill (water, gas, electricity) or a copy of the 1st page of a bank statement showing your residence address, such documents being no older than three (3) months, and for non-natural persons, we may again request an extract of the applicable organisation register of the applicable jurisdiction or bank statement from your corporate bank account;
Proof of beneficial owners. With respect to any User that is a company or other form of organization with a separate legal personality or similar, we may request documentation that verifies the beneficial owners of your company or organization; and
Additional or other information. We reserve the right to request any further documents or additional information to allow us to carry out the necessary checks in satisfaction of our legal obligations including without limitation with respect to the prevention of money laundering and terrorist financing.

We will verify the verification result provided to us within a reasonable time. Where we find suspicious information that indicates possible money laundering, terrorist financing activity, or other suspicious activity, we will, in conjunction with our Nominated Officer, report that activity in accordance with applicable law.
Where we are not able to confirm with a reasonable degree of certainty your true identity and/or we are not satisfied that the account owner presents an acceptable level of risk to us, we will not enter into a business relationship based on our risk assessment approach.

Payment and Commissiony
1. Artscapy provides a market space for buyers and sellers to buy and sell artworks, completing transactions using their chosen payment method. The buyer pays for the artwork and any additional fees as required to Artscapy, which will subsequently facilitate the payout of the net amount due to the Consignor.
2. Transactions are monitored for anti-money laundering purposes, and come with buyer and seller protection. The buyer has a 24 hour cancellation window and 14 days money back guarantee in events where the delivered goods are damaged or not matching the specification.
Remedies for Non-Payment
1. If the buyer for any reason cancels or otherwise fails to pay the Total Purchase Price with respect to any property by the Payment Deadline of 7 calendar days, the sales order will expire and the property will return to the selling points as available for sale.
2. Artscapy does offer resolution support and will ban any fraudulent or disingenuous users brought to our attention. Artscapy will also collaborate with relevant authorities to prevent and report fraudulent behaviour.

Limitations of Liability

Nothing in these Terms of Use will: (a) limit or exclude our or your liability for death or personal injury resulting from our or your negligence, as applicable; (b) limit or exclude our or your liability for fraud or fraudulent misrepresentation; or (c) limit or exclude any of our or your liabilities in any way that is not permitted under applicable law.
We will not be liable to you in respect of any losses arising out of events beyond our reasonable control.
To the maximum extent permitted by law, Artscapy accepts no liability for any of the following:
- (a) Any business losses, such as loss of profits, income, revenue, anticipated savings, business, contracts, goodwill or commercial opportunities;
- (b) Loss or corruption of any data, database or software; or
- (c) Any special, indirect or consequential loss or damage.

Indemnity
1. You specifically agree to completely indemnify us against all claims, liability, damages, losses, costs and expenses, including any legal fees, known and unknown, arising from or in any way connected with your breach of these Terms of Use or your use of the Website, including any upload provided or submitted, posted or transmitted through the Website.
General Terms
1. Procedures for Modification: Amendments to this Agreement must be agreed in writing between both parties.
2. Choice of Law: This Agreement shall be governed under the laws of England and Wales.
4. Waiver; Severability; Entire Agreement: No waiver by either party of any conditions or the breach by the other of any term or covenant contained in this Agreement shall be deemed a continuing waiver of any other condition, or of the breach of any other term or covenant set forth in this Agreement. If any term of this Agreement is held to be unenforceable, such unenforceability shall not affect any other term or provision hereof. This Agreement, including the Terms of Use and Privacy Policy, constitutes the full and complete understanding and agreement of the parties with respect to the subject matter hereof, and supersedes all prior understandings and agreements.
5. We reserve the right to modify, amend or change these Terms at any time (a “Change”). If we do this then the Changes will be posted on this page and we will indicate the effective date of the updates at the bottom of the Terms. In certain circumstances, we may send an email to you notifying you of any Change. You should regularly check this page to take notice of any Changes.
6. If you do not accept any Change to the Terms, you should stop using Artscapy immediately. Your continued use of Artscapy following any Change constitutes your acceptance of the Change and you will be legally bound by the new updated Terms.
7. If, for any reason, any of the Terms are declared to be illegal, invalid or otherwise unenforceable by a court of a competent jurisdiction, then to the extent that term is illegal, invalid or unenforceable, it shall be severed and deleted from the Terms and the remainder of the Terms shall survive, remain in full force and effect and continue to be binding and enforceable.
8. These Terms, including our Privacy Policy, our Website Terms of Use, other applicable agreements, and any other Terms of Use incorporated into these Terms by reference, together with any other written agreements that you may enter into with us regarding our Services, constitutes the entire agreement and understanding between us and you in relation to your use of Artscapy and supersedes all previous agreements, representations and arrangements between us (either oral or written). Nothing in this clause shall limit or exclude any liability for fraudulent misrepresentation.
9. No failure or delay by us in exercising any right, power or privilege under the Terms shall operate as a waiver of such right or acceptance of any variation of the Terms and nor shall any single or partial exercise by either party of any right, power or privilege preclude any further exercise of that right or the exercise of any other right, power or privilege.
10. Nothing in these Terms shall confer or purport to confer on any other third party, any benefit or the right to enforce any term of the Terms and the Contracts (Rights of Third Parties) Act 1999 shall not apply to these Terms.

Last updated: November 2024