Terms and Conditions – LINCOLN TOWNLEY

Terms and Conditions

Introduction
These Terms govern the relationship between you and us and any interactions between you and www.lincolntownley.com (the “website”).

Please ensure that you read these Terms carefully. We reserve the right to change these Terms at our convenience. Any changes we make will be posted on this page. Please check back frequently to see any updates or changes to the Terms.

For the avoidance of doubt, any purchase, order, offer and/or quotation may, at the Studio’s discretion, be subject to a separate agreement and/or additional terms and condition. For the avoidance of doubt, no agreement or change to any previous executed agreement, quotation, order or contract shall be valid unless it is in writing and executed by an appropriately authorised member of the Studio.

The website is owned and managed by and on behalf of Lincoln Townley who is the “Controller” pursuant to the Data Protection Act 2018. Please also read the Privacy Policy, a copy of which is set out on the website.

You can contact us via e-mail (art@lincolntownley.com), or by telephone on Monday to Friday 9am-5.30pm +44 (0) 161 399 1716. Please include details of your name and your enquiry. If you are an existing collector, please provide your collectors reference/registration number and hologram number which will be found on the certificate of authenticity.

General terms
In these Terms, unless stated otherwise:
• Art means the artwork that is shown on the website and/or that you are enquiring about – whether an image is shown on the website or not;
• Artist means Lincoln Townley unless otherwise referenced;
• Buyer means a purchaser of Art from the Studio;
• Contract means a written agreement between the Studio and you identifying the Art, the sale/purchase price and/or any other terms as required and/or accepted by the Studio and if no separate agreement is entered in to by the parties, these Terms;
• Parties mean you and us;
• Studio means www.lincolntownley.com trading as the Lincoln Townley Studio;
• Terms means the terms and conditions set out in this document;
• us and we and ours means the Studio;
• website means www.lincolntownley.com; and
• you means you.

By continuing to access/use the website you accept these Terms.

If you are accessing the website on behalf of a company then you means that entity, and you are binding that entity to these Terms.

You represent and warrant that you have the legal power and authority to enter into these Terms.

Save as otherwise set out in the Terms, nothing in these Terms affects the statutory rights of you as a consumer if you buy and/or sell art on/through the website. However, we reserve the right to treat you as an art market professional and not a consumer if we deem it appropriate. See also Cancellation below.

You are solely responsible for determining what, if any, taxes apply to any purchase or sale using the website.

The Terms constitute the entire understanding of the parties and supersede all prior discussions, negotiations, contracts, agreements and understandings, whether oral or written insofar as they relate to the use of and access to the website.

If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be replaced with a provision that accords with the maximum period of what a court would allow rather than being deemed deleted, but that shall not affect the validity and enforceability of the rest of these Terms.

Each right or remedy of the Studio under these Terms or a Contract is without prejudice to any other right or remedy of the Studio.

The Studio may assign, novate or otherwise transfer its rights and obligations under these Terms to an affiliate company subject to it providing you prior notice. Furthermore, the Studio may assign, novate or otherwise transfer its rights and obligations under these Terms to any other business entity should we plan to sell, transfer or merge parts of our business or our assets with or if we are to be acquired by that business entity, or if we undergo a re-organisation with that entity.

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.

The Terms are governed by the laws of England and Wales and both parties agree to the exclusive jurisdiction of the courts of England and Wales.

Use of Website
The access to and use of the website by you is subject exclusively to these Terms and the Privacy Policy.

The Studio will use reasonable efforts to ensure that the website is functioning correctly and is accurate. However, the Studio does not guarantee or represent that the content that is available or accessible via the website will be accurate, complete or current or that access to the website will be uninterrupted.

You will not use the website for any purpose that is unlawful or prohibited by law or these Terms or which could adversely affect the reputation of the Studio or the Artist, as determined by the Studio. Furthermore, the Studio may, in its absolute discretion, block you access to the website, at any time and for any reason.

The Studio reserves, asserts and retains all rights to the website and all content thereon.

Any images of any artwork on the website are for illustrative purposes only and whilst the Studio has made reasonable effort to display the colours accurately, the Studio cannot guarantee that your computer's display of the colours accurately reflects the actual colour of the artwork or the Art. [Furthermore, the Studio may use stock images so the Art may vary from those images.] You therefore agree and acknowledge that any descriptions or illustrations contained in the Studio’s marketing materials and all specifications and advertising issued by the Studio and/or shown on the website are provided for the sole purpose of giving an approximate idea of the artwork described in them. The Studio is not bound by such descriptions which do not form a part of these Terms, nor are they a part of any Contract.

Images of and copyright in any Art are owned by the Artist and cannot be copied or downloaded without the prior written consent of the Studio and/or the Artist. Furthermore, copyright, trademarks, database rights and all similar rights in this website and marketing materials are owned by the Studio. You may not use any information on our website or reproduce it in hard copy without our prior written consent. Nothing on our website should be considered granting any licence or right to you or any third party.

Nothing on the website should be considered as granting any license or right under any trademark of the Studio, the Artist or any third party.

The Studio expressly disclaims all liability for any direct, indirect or consequential loss or damage occasioned from the use or inability to use the website, whether directly or indirectly and whether resulting from inaccuracies, defects, viruses, errors (whether typographical or otherwise), omissions, out of date information or otherwise.

Accessing the website and the downloading of material therefrom is done entirely at your own risk and the Studio will not be responsible for any resulting damage to software or computer systems and/or any resulting loss of data even if theStudio has been advised of the possibility of such damage.

Availability of Art
Notwithstanding that any Art is shown on the website as available for purchase, it remains subject to availability and the Studio will have no liability if any Art or artwork is not available for purchase or the price is different to that shown on the website.

The Studio will inform you if the Art that you have enquired about is not available. In the event that you have entered into a contract with the Studio for the purchase of Art and the Art subsequently is not available or because there was an error on the website and the Studio cannot provide that Art or provide it at the price stated/agreed on the website, any Contract shall be void and the Studio will have no liability under the contractother than to provide you with a refund of the monies (if any) paid by you. This is notwithstanding that the Artist is Lincoln Townley, and the Art may be art of/from Lincoln Townley.

All prices are subject to change without notification, and while every effort is made to ensure the accuracy of the prices (if any) displayed on the website, they are not guaranteed to be accurate. Furthermore, if any price is different from that displayed on the website and you have expressed a firm interest in such Art, the Studio will inform you as soon as practicable and you will have the option of continuing with the purchase or not.

All sales are conducted in GBP unless otherwise agreed by the Studio in writing.

The purchase price does not include framing and any delivery charges.

Commissions
If you wish to commission a piece of Art, you should contact the Studio. In the event that the Studio and the Artist agree to a Commission, the Buyer will pay deposit of 50% of the purchase price and the remaining 50% 4 weeks prior to the date that the Artist says he will finish the Commission.

In the event the Artist is unable to complete a commissioned work in the agreed timeframe, the Studio will refund the Buyer in full for any amount paid to the Studio.

Condition of Art
The Studio will use reasonable efforts to verify the condition of the Art and will use reasonable efforts to advise a Buyer of any material defects or if the Studio has been advised that the Art has been restored. However, if the Art is pre-owned, the condition may not be perfect and if framed, the Art may have marks around or under any mounting. Art is therefore sold subject to such non-material defects.

The Art may be delivered framed or unframed. If framed, the frame will encase the product and is separate from the actual delivery packaging for the Art.

You understand that the Art is unique, rare and of high value and that the value of the Art can be reduced by merely handling the Art.

Disclaimer
The value of works of art may go down as well as up and you may not receive back the full purchase price if you decide to sell it. Furthermore, any information relating to past valuation of any artwork, including but not limited to the Art, is not necessarily a guide to future performance.

The Studio is not authorised or regulated by the Financial Conduct Authority (“FCA”). Work of art are not investments of a specified kind within the scope of the Financial Services and Markets Act 2000 nor are they controlled investments subject to Section 21 of the Financial Services and Market Act 2000 and the Financial Promotion Order or regulated investments of a specified kind under the Financial Services and Markets Act 2000. No information provided should be deemed to constitute the provision of financial investment or other professional advice subject to regulation under the Financial Services and Market 2000.

Any information contained on the website or in our marketing materials is not intended to be an offer to buy or sell securities, and this website should not be regarded as an offer of solicitation to conduct investment business of any investment or activity regulated by the FCA.

Ownership of Art
Title to, and risk in, the Art will pass to a Buyer 7 days after the full amount of the purchase price and any related fees/charges have been received by the Studio in cleared funds.

If the Art has a Certificate of Authenticity, such Certificate (and details of provenance as previously agreed above) shall be sent to the Buyer after the Art has been delivered. For the avoidance of doubt, Bank Vault (https://bank-vault.com/) have been appointed by the Artist to authenticate his art and it your responsibility to do so. Replacement certificates of authenticity directly through the Lincoln Townley Studio are priced at £950.00 and subject to investigation to prove authenticity of any artwork and proof of ownership.

No copyright or other intellectual property rights in the Art is granted to a Buyer and the Artist’s moral rights (including the right to be identified as the author of the Art) are hereby asserted.to the maximum degree.

Making an Offer
If an offer to purchase Art is made, by you, to the Studio, the Studio shall have no obligation to accept any such offer.

If a request is made by you for the Studio to value Art, to validate the condition of Art or to approach its client base, the Studio shall have no obligation to accept any such request.

Any offer/request must be made in writing (via the website) and addressed to the Studio.

Any offer/request made by you or acceptance by you of a quotation provided by the Studio will be governed by these Terms and any other specific terms as stipulated by the Studio at the time the offer/request is accepted by the Studio. In the event of a conflict between these Terms and any other specific terms as stipulated by the Studio at the time the offer/request is accepted by the Studio, the specific terms will prevail.

Purchase Price and Payment
To reserve Art, a deposit of 50% of the purchase price is required (the “Deposit”).

The Studio will not offer the Art for sale for a period of 7 days from the day the Deposit is received by the Studio. If a Contract is not executed within this period, a prospective Buyer can request that the Deposit is returned less a 2.5% administrative fee: if such request is not received, the Studio nonetheless reserves the right to re-market the Art and return the deposit less a 2.5% administrative fee.

The purchase price shall be the price stated in the acceptance of the offer by the Studio or (if relevant) the Contract, not the price shown on the website.

Any fees, duty or taxes applied will be billed to and paid by the Buyer.

Payment shall be made in GBP and is due in full at the time the offer is accepted by the Studio, unless agreed otherwise in writing.

Payment shall be made to the Studio’s bank account as detailed in an invoice that will be issued by the Studio to a Buyer.

In the event that payment has not received by the Studio within 14 calendar days of the stated due date, the Studio shall be entitled to charge a 2.5% administrative fee and interest at a rate of 3.5% above the Studio’s overdraft rate as published by the Studio’s bankers.

Sales of secondary market artwork operate on the margin scheme. Full details on how this scheme works can be found at https://www.gov.uk/vat-margin-schemes/overview.

Artist Resale Rights
The Artist’s Resale Right Regulations entitle creators of original works of art to a royalty each time one of their works is resold through an auction house or art market professional. Unless the Studio is selling the Artist’s work in the primary market, the Studio will, at its discretion, include the relevant royalty in the stated purchase price or will add it onto the purchase price and will pay the royalty to DACs (or as relevant) on a quarterly basis. Further details of this are available upon request.

Cancellation
If the Buyer is an individual, is contracting as a consumer and has entered into a contract for the purchase of Art by distance selling means (for example, via the telephone or online using the website), the Buyer has a statutory right to cancel for any reason. The Buyer’s statutory right to cancel a contract starts from the date of the acceptance of any offer by the Studio or the date of the Contract (if one is required by the Studio) if later.

If the Buyer is an individual and is contracting as a consumer and cancels the contract between it and the Studio within the statutory seven-day cooling-off period referred to above, the Studio will process the refund due to the Buyer (if the Buyer has paid any monies under the contract) as soon as possible and, in any case, within 30 days of the day on which the Buyer gave the Studio notice of cancellation.

For the avoidance of doubt, and save with regard to the statutory rights referred to above, once the Art has been delivered to the Buyer, other than in respect of damage or the Art not being materially as described, the Buyer will have no right to return the Art or request a refund.

Storage
Art must be collected from the Studio or instructions given as to delivery/shipping/storage within 14 calendar days of the Buyer having paid for the Art.

If no instructions are given such that the Art remains uncollected after this period, it will be moved to the Studio’s offsite storage facility. All work moved to such storage facility is subject to a £50 (plus VAT) administration/processing charge and a further £50.00 per week/part week charge to cover insurance and storage). Furthermore, the Studio shall have a lien over the Art for the fees and shall not be obliged to deliver the Art to a Buyer unless and until the fees have been paid to it.

You will be advised of the costs of delivery once payment has been received by the or earlier if you request it.

Delivery
The Studio will make its best effort to deliver the Art by the agreed date. All delivery dates are estimates only and time of delivery is not of the essence save that for the avoidance of doubt, Force Majeure, as set out below, shall apply to delivery.

The parties shall discuss the identity of the delivery company, courier or shippers but the decision shall be the Studio’s, acting reasonably.

The Studio does not accept any responsibility for the Art being damaged/delayed as a result of the delivery company, courier or shippers whether such delivery company, courier or shippersis instructed by the Studio or by you. Ay such liability shall be that of such delivery company, courier or shippers.

The Studio is not responsible for the payment of any import or customs duties that may be payable on the Art.

Returns
The Buyer must inspect the Art immediately upon receipt and must raise any queries or complaints in writing within 3 calendar days of having received the Art or if the Studio is storing the Art, within 14 calendar days from the date that the purchase price was paid, otherwise the Art is deemed to have been accepted by the Buyer and for it to be in the condition stated.

You must therefore advise the Studio, in writing, of any damage or the Art not being materially as described within 3 Business Days of the delivery date through the provision of high-resolution photographs and an independent assessment of the damage. You shall also allow the Studio or their representatives to inspect such damage. Time is if the essence and after the time periods referred to, you will be deemed to have accepted the Art in its then condition.

In the event of damage to the Art or the Art not being materially as described, the Buyer must return the Art to the Studio within 7 calendar days. In this case, the Studio will refund the price of the Art. The Buyer will be responsible for the cost of returning the Art to the Studio.

If the Art is not returned within the above referenced period, the sale is deemed final, and no returns of the Art will be accepted even if the Art has not been delivered.

Unless otherwise prohibited by English law, full reimbursement of the purchase price of the Art, less insurance and delivery costs, shall be the Buyer’s sole remedy if the Art is returned for any reason whatsoever.

Termination
The Studio may terminate any Contract if the Buyer fails to make payment when due or substantially breaches any other obligation of the Contract or these Terms. In such circumstances the Buyer shall return the Art whereupon the Studio will return any payments made to it by the Buyer less an administration charge of 7.5% of the purchase price and any other storage fees.

The Studio will notify the Buyer in writing of such termination and is entitled to recover from the Buyer any losses it has suffered as a result of the Buyer’s breach of these Terms. In addition, and whether or not the Studio terminates the Contract, the Buyer is liable for any and all costs incurred by the Studioin connection with collection of any unpaid funds.

Warranties
The Studio gives no warranties, expressed or implied, and whether written or oral, statutory, express or implied, including without limitation, any warranty of merchantability or fitness for a particular purpose.

No employee of the Studio is authorised to make any guarantee about the value of the Art, or any future growth or value and if you purchase any Art then, at that time you purchase, you acknowledge that no such statement/guarantee/warranty was made to you.

You warrant that (a) you acknowledge that the Art is unique, rare and of high value and that the value of the Art can be reduced by merely handling the Art and (b) if you enter into a Contract, you are purchasing the Art for your own account and not for the account or benefit of another person/firm.

Liability
If the Studio fails to comply with these Terms, it will be responsible for loss or damage that the Buyer suffers which is a direct result of the Studio’s negligence, but the Studio is not responsible for any loss or damage that is not a direct result of such breach. In no event shall the Studio be responsible for any consequential losses or loss of profit even if the Studio had been made aware of the possibility of such losses.

If you fail to comply with these Terms, you will be responsible for loss or damage that the Studio suffers but you are not responsible for any loss or damage that is not a direct result of such breach.

Nothing in these Terms shall limit or exclude liability for death or personal injury resulting from its negligence, for fraud or fraudulent misrepresentation;

In any event, the total liability of the Studio shall be limited to [£10,000/the purchase price for the Art].

Indemnity
The Buyer hereby agrees to indemnify the Studio and undertakes to keep the Studio indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by the Studioto a third party (including but not limited to the Artist) in settlement of a claim or dispute on the advice of its legal advisers) incurred or suffered arising out of any breach by Buyer of any provision of these Terms or arising out of any claim that Buyer has breached any provision of these Terms.

Force Majeure
If performance of these Terms or a Contract or any obligation thereunder (including but not limited to delivery of the Art) is prevented, restricted, or interfered with by causes beyond either party’s reasonable control (“Force Majeure”), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. For the avoidance of doubt the Studio and the Artist are deemed to be separate.

The term Force Majeure shall include, without limitation,strikes, accidents, delays of carriers, delays of delivery, delay of personnel or other causes unavoidable or beyond the control of the Studio, acts of God, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, wars, supplier failures, shortages, breach, or delays. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

Communication
Any notice required to be sent shall be in writing and sent by registered post or email to the address of the recipient. Notices shall be deemed to be received if sent by registered post, on the second day following the day of posting and, if sent by email or facsimile, on day of transmission (if sent before 4:00pm).

Personal Data
The Studio will only use your personal information in accordance with its Privacy Policy, a copy of which is available on the website.

In addition to the rights granted to it in the Privacy Policy, the Studio may use personal information supplied by the Buyer and the sale/purchase price for administrative purposes. The Studiomay share such information with its affiliated companies as necessary. The Studio may also share such personal information with the Artist. For all such purposes, the Buyer consents to the Studio transferring such information to countries outside the European Economic Area, whose applicable laws may not protect personal data to the same extent as the EEA.

The Studio takes reasonable care to ensure that any information you provide to the Studio including but not limited to personal information/data and data relating to any purchase/sale is securely maintained. However, in the event that a third party obtains unauthorised access to any such information, the Studiowill not be liable for any loss you may suffer.

Confidentiality
Each party agrees that it will not, directly or indirectly, disclose, divulge or communicate orally, in writing or otherwise, and must keep confidential, any confidential information disclosed by the other party in connection with these Terms including but not limited to the purchase price. to any other person or firm save that the Studio may disclose details The Design and Artists Copyright Society pursuant to The Artist’s Resale Right Regulations 2006 and as sated above, the Studio may also share such personal information with the Artist.

Right of First Refusal
The Buyer agrees that they will not sell or otherwise dispose of (or attempt to) the Art during a five year period, starting from the date of the Contract save as set out below. If the Buyer fails to comply with the re-sale rules, they will promptly indemnify the Studio to an amount equal to the difference between (i) the selling price of similar artworks in perfect condition of the Artist at the last public auctions and (ii) the price paid for the acquisition of such Art.

In the event that the Buyer desires to sell the Art, and whether or not it has an identified buyer, the Buyer shall ask the Studio if it will assist with sale and the Buyer shall mandate the Studio as their exclusive agent to carry out the transaction and the Studio and the Buyer shall use reasonable efforts to agree the terms including the commission payable on any sale.