Online Auction Terms and Conditions
These conditions set out the terms on which InsurAid Limited, in its capacity as the auctioneer, with company number 12612985 and having its registered office at 57 Berkeley Square, W1J 6ER London, UK, contracts with a Buyer. Through using the Platform the Buyer is confirming its acceptance to these terms.
THE BUYER ACKNOWLEDGES THAT BUYER HAS READ THE TERMS CAREFULLY INCLUDING THE UNDERTAKING REFERRED TO IN CLAUSE 11 AND THE BUYER IS SOLELY RESPONSIBLE FOR THE USE TO WHICH BUYER PUT THESE TERMS, THE PLATFORM AND THE WEBSITE.
i. “Auction” refers to an online auction namely Art&Co. carried out by the Auctioneer through which Buyers shall be able to purchase Lot(s).
ii. “Auctioneer” refers to InsurAid Limited.
iii. “Auction Account” refers to a potential Bidder’s profile and registration on the Platform through which the Bidder agrees to be bound by and act in accordance with these Terms.
iv. “Bidder” refers to a person who places a bid at the Auction.
v. “Buyer” refers to the person who makes the highest bid accepted by the Auctioneer.
vi. “Listing” means a listing for a Lot indicating that the Lot is available for sale via the Platform and setting out or referencing the relevant Particulars.
vii. “Lot” refers to the artwork on offer for sale to the Bidder and/or Buyer.
viii. “Particulars” refer to the sales particulars of a Lot set or referred to in a Listing.
ix. “Platform” refers to Auctioneer’s online auction platform accessible at www.art&co.net.
x. “Seller” refers to the owner of the Lots; or its agent, who consigns the Lot/s for sale on behalf of the owner.
xi. “Terms” refer to the terms of this document.
2. GENERAL CONDITIONS
2.1 The Auctioneer acts as agent for the Seller (except where it is stated wholly or partly to own any Lot as principal) and as such is not responsible for any default by the Seller or Buyer.
2.2 The Terms shall apply to the exclusion of any other terms that the Buyer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
3. AGREEMENT TO THESE TERMS
3.1 The Terms (together with the documents referred to in them) tell the Buyer the terms on which Buyer may access or use the Platform and to any communication or interaction from, to or between the Auctioneer and users of the Platform.
3.2 The Auctioneer recommends that the Buyer prints a copy of the Terms for future reference.
3.3 By using the Platform, the Buyer confirms that it accepts the Terms and that is agrees to comply with them. If the Buyer does not agree to these Terms, Buyer must not use the Platform or participate in the Auction.
3.4 The Terms incorporate the Buyer’s FAQs outlined on artandco.net which, where applicable, shall also apply to the Buyer’s use of the Platform:
3.5 To the extent that there is an inconsistency or conflict between any of the provisions of the above policy documents listed in clause 3.4 and the Terms, the Terms shall prevail.
4.1 The information contained within the Particulars is given in good faith. All descriptions, statements, dimensions, references to condition and permissions for use or other details are made without responsibility and should not be relied upon as representation of fact. Photographs shown are intended to assist the Buyer in choosing a Lot. Any measurements stated are approximate only.
4.2 The Auctioneer cannot guarantee that the photographs contained in the Particulars show the up to date position as to the condition of the Lot at the date of the Auction, and as such, no inference should be taken as to the overall condition of the Lot from whatever photographs are shown.
4.3 Bidding at the Auction (or making any pre or post Auction offer) is only permitted on the basis that Buyer accepts that, to the maximum extent permitted by law, the Auctioneer shall not be held responsible or liable for any loss, cost, claim, demand or damage that the Buyer may incur as a result of the Particulars and anything contained or referred to in it being incomplete, inaccurate, or misleading.
4.4 Neither the Auctioneer, nor any person in its employment has any authority to make or give any representation or warranty whatsoever in relation to any Lot.
5. ACCESSING THE PLATFORM
5.1 The Platform is made available free of charge.
5.2 The content on the Platform is not intended to amount to advice the Buyer should rely on.
5.3 Although the Auctioneer shall make reasonable efforts to update the information on the Platform, it makes no representations, warranties or guarantees, whether express or implied, that the content on the Platform is accurate, complete or up to date.
5.4 The Buyer is responsible for making all arrangements necessary to have access to the Platform including, without limitation, ensuring that it has working hardware and sufficient internet connection.
5.5 The Buyer is responsible for ensuring that all persons who access the Platform through its internet connection are aware of the Terms and other applicable terms and conditions, and that they comply with them.
6. REGISTERING AN AUCTION ACCOUNT
6.1 All potential Bidders must create and register an Auction Account before bidding in the Auction. Users may access the Platform without creating an Auction Account including browsing the Listings pages but such users shall not be able to bid at the Auction.
7.1 The Buyer shall be personally liable in respect of any accepted bid and this applies if the Buyer bids as agent or other representative for another party. The Buyer also agrees that it shall be jointly and separately liable under the contract of sale with the named Buyer on whose behalf the Buyer has bid as an agent or other representative.
7.2 Nothing in the Terms excludes or limits the Auctioneer’s liability for death or personal injury arising from negligence, or fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
7.3 To the extent permitted by law, the Auctioneer excludes all conditions, warranties, representations or other terms which may apply to the Platform or any content on it, whether express or implied.
7.4 The Auctioneer shall not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with the use of, or inability to use, the Platform; or the use of or reliance on any content displayed on the Platform.
7.5 The Auctioneer shall not be liable for the following losses which may arise during the Auction:
a. Loss of profits;
b. Loss of sales;
c. Loss of business;
d. Loss of revenue;
e. Loss of opportunity or disappointment
f. Damage to reputation; or
g. Any indirect or consequential loss or damage.
7.6 The Auctioneer shall not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect the Buyer’s computer equipment, computer programs, data or other proprietary material due to the use of the Platform or to the downloading of any content on it, or on any website linked to it.
7.7 The Auctioneer assumes no responsibility for the content of websites linked on the Platform. Such links should not be interpreted as endorsement by the Auctioneer of those linked website and Auctioneer shall not be liable for any loss or damage that may arise from the use of them.
7.8 The Auctioneer’s total liability to a Buyer or represented person in respect of all other losses arising under or in connection with these Terms and the use of the Platform, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed $5,000.
8.1 The Buyer must treat any log in details as confidential and must not disclose it to any third party. The Buyer must notify the Auctioneer immediately if it knows or suspect that anyone other than the Buyer knows the Buyer username or password.
8.2 The Auctioneer may in its absolute discretion disable any username or password, or suspend or terminate the Buyer’s access on the Platform, at any time, if in its reasonable opinion the Buyer has failed to comply with any of the provisions of the Terms.
8.3 The Buyer warrants and represents that it has authority to use the Platform, register to participate in an Auction, bid on a Lot and enter into a binding contract to purchase a Lot whether on behalf of another person or the Buyer or otherwise.
9. CONDUCT OF THE AUCTION AND BIDDING
9.1 The Auction shall be conducted in accordance with these Terms.
9.2 Each Lot shall display a planned Auction start time, the planned closing time and the extension period.
9.3 The Auction shall commence at the start time and a countdown clock shall display the time until the Auction ends. The Auction shall end at the stated time and date, unless extended by a Bid being received at or above the Reserve in the specified period (normally 2 minutes before the intended end time) and then the Auction shall continue until there has been a set period where no additional higher Bids have been received (usually 2 minutes).
9.4 Whilst the Auctioneer shall use reasonable endeavours to operate the Auction at the set date and time through the Platform the Auctioneer reserves the right to cancel or suspend the Auction in the event of a hardware, software, server or internet connectivity failure, or otherwise for any other reason that in our reasonable opinion affects our ability to properly run the Auction..
9.5 From the moment the Auction ends the successful Bidder shall be legally bound by all conditions of sale and a contract for sale is formed at that point.
9.6 The Buyer agrees that the entity bidding on any Lot shall be the entity entered on to the contract of sale. The entity must be a specifically named entity and not “nominees”, “associates”, “agent” or any other similar term. If Buyer is not the named Buyer, it agrees to provide written authority from the Buyer that the nominee Buyer is authorised to Bid on its behalf prior to being allowed by the Auctioneer to bid on any Lot
10. ANTI-MONEY LAUNDERING COMPLIANCE
10.1 If funds are sent to the Auctioneer’s bank in circumstances where the Auctioneer is not
satisfied with the evidence in respect of identity or source of funds, the Auctioneer may
not be able to accept or return the funds if it remains suspicious of the circumstances
surrounding the funds.
10.2 If the Buyer is unable to comply with the Terms, or if the Auctioneer has suspicions
regarding any transaction then the Auctioneer reserves the right to decline any
instructions from the Seller, Bidder, Buyer and/or other relevant person. In such
circumstances, the Auctioneer may not be able to return funds to the person from whom
they originated or otherwise.
10.3 Any statutory obligations in relation anti-money laundering and financing of terrorism
shall override any business relationship with the Seller, Buyer and/or any other relevant
person and it may not be possible for Auctioneer to discuss these issues with them or
disclose the fact that the Auctioneer has taken appropriate action in instance where parties
are unable to comply with obligations, or if the Auctioneer suspects that the Buyer has
been engaged in anti-money laundering activities. .
10.4 The Auctioneer shall not be liable to any person in any respect whatsoever as a result of
taking any steps pursuant to any of the preceding provisions, or otherwise in compliance
with anti-money laundering and financing of terrorism legislation.
11. TITLE, RISK AND DELIVERY
11.1 The Seller shall retain title to the Lots until the purchase price and all other sums
payable by the Buyer in relation to the Lots have been paid in full cleared funds to the
Auctioneer. Once the funds have been cleared, the title of the Lots shall pass to the
11.2 The Buyer agrees and undertakes that in consideration of the Terms in the Agreement it
hereby undertakes to the Auctioneer that:
a. It shall take responsibility of the delivery of the Lot(s) in accordance with this clause and in consideration of the matters set out in the Terms.
b. It shall be responsible for arranging courier in respect of delivery of the Lot as well as cover all associated costs relating to the shipment of the Lots. If the Auctioneer assists with arranging a courier, the Buyer shall reimburse the Auctioneer in respect of any associated costs in relation to this.
c. It shall take responsibility for the condition of the Lots and shall arrange independent financing for any loss or damage suffered by the Buyer in respect of delivery.
d. It shall fully and effectively indemnify the Auctioneer against all costs, claims, damages and expenses as Auctioneer may incur by any breach of the Buyer in respect of the Terms.
12. GOVERNING LAW AND JURISDICTION
12.1 Any dispute or claim arising out of the Terms or in connection with them or their
subject matter or formation (including non-contractual disputes or claims) shall be
governed by and construed in accordance with English law. Each party irrevocably
agrees that the Courts of England and Wales shall have exclusive jurisdiction to settle
any dispute or claim arising out of or in connection with these Terms or its subject matter
or formation (including non-contractual disputes or claims).
13 INTELLECTUAL PROPERTY RIGHTS
13.1 The Auctioneer is the owner or the licensee of all intellectual property rights on the Platform, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
13.2 The Buyer may print off one copy, and may download extracts, of any page(s) from the Platform for its personal use and it may draw the attention of others within its organisation to content posted on the Platform.
13.3 The Buyer must not modify the paper or digital copies of any materials it has printed off or downloaded in any way, and it must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
14. THIRD PARTY LINKS AND RESOURCES IN THE PLATFORM
14.1Where the Platform contains links to other sites and resources provided by third
parties, these links are provided for the Buyer’s information only and as such
Auctioneer does not have any control over the contents of those sites or resources.
15.1 The Buyer must transfer funds within 14 days of the conclusion of bidding at the
Auction. Delivery of the Lots shall be subject to the Buyer making the requisite
15.2 Settlement shall be made via BACS transfer unless agreed otherwise.