TERMS AND CONDITIONS
The adherence to the terms and conditions hereinafter constitutes the agreement (the "Agreement") that made as of this ___ day of _____, 2007 (the "Effective Date") by and between:
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Dreamstoreonline.com Pvt. Ltd., a company incorporated under the Companies Act, 1956 and having its registered office at A-141, Neeti Bagh, New Delhi 110049, India, hereinafter referred to as Team TGO, “TGO”, (the expression unless repugnant to the context shall include its employees, representatives, successors and assignees) (A division of dreamstoreonline.com Pvt. Ltd.)
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AND
You , hereinafter called the "Buyer", the expression unless repugnant to the context shall include its employees, successors guardians and permitted assigns) of the second part
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These terms and conditions of sale shall govern the Buyer’s Transactions relating to the Work(s) of Art from the site www.teamgalleryone.com, and all other URLs forming part thereof (hereinafter referred to as "the Sites").
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The Sites host one of the largest collections of Work(s) of Art online and is a platform for the purchase of paintings and sculptures. The Buyer on seeing a specimen of the Work(s) of Art on the Site is interested in the purchase thereof through the Internet.
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TGO is not in the physical possession of any Work(s) of Art and its role is confined to that of a platform for the display and sale of the Work(s) of Art from the Program Participant to the Buyer.
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These terms and conditions shall apply on the sale of the Work(s) of Art of the Program Participant to the buyer through the Sites
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The Buyer must read, agree with and accept all of the terms and conditions contained in this document.
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Clause 1: Definitions
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1.1 |
“Buyer” means the individual above eighteen years of age or legal entity whose order for the Work(s) of Art is accepted by TGO;
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1.2 |
“Conditions” means the standard terms and conditions of sale set out in this document and
(unless the context otherwise requires) includes any special terms and conditions agreed in
writing between the Buyer and TGO.
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1.3
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“Program Participant” means an entity, individual, gallery or an organization interested in the effectuation of sale of the Work(s) of Art by TGO through the Channels and the definition includes but is not restricted to the following:
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| (i) |
An individual who uploads his own Work(s) of Art that is a result of his creation, innovation and talent, whether the individual is an art professional or not.
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| (ii) |
Any student enrolled in a University, College, Institution or School imparting training, education and knowledge in Art and related fields or any other field or discipline;
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| (iii) |
Any gallery which promotes the Work(s) of Art of varied Artists.
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| (iv) |
Any individual, organization or entity who being in the lawful possession of Work(s) of Art desires to sell the same through the Channels of TGO, provided that the said individual, organization and entity has the legal capacity and authority to sell the Work(s) of Art.
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1.4 |
“Transactions” refer to online offers, acceptances of sale made and/or entered into by the "Buyer", for professional or non-professional purposes, in his name and for his account or in the name or for the account of another individual or entity.
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1.5 |
“Writing” includes email, telex, cable, facsimile transmission and any other comparable means of communication, and “written” shall be construed accordingly;
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1.6 |
“Work(s) of Art” means the Work(s) of Art (including any installment of the Work(s) of Art or any parts for them) which Program Participant is to supply in accordance with these Conditions.
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Clause 2: Online Order
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2.1 |
To effectuate a purchase of a Work(s) of Art on seeing its displayed specimen on the Site, Buyer shall be responsible for disclosing information including inter alia contact details and address. The Buyer understands that the second step involved in completing the online purchase relates to furnishing details for online payment which may include payment through credit card, demand draft/ pay order or online banking or cash card. Buyers shall eventually accept a confirmation page.
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2.2 |
Work(s) of Art presented on this website as an invitation to treat only and the availability of these Work(s) of Art is subject to the confirmation by Program Participant;
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2.3 |
TGO shall ensure that all such data are communicated through secure web channel. TGO shall use appropriate technical means to allow buyers to spot and correct errors made while filling out the order forms. TGO shall take adequate steps to store order forms and any relevant document relating the sales transactions.
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2.4 |
The Buyer understands that any contract of sale shall only be deemed entered into between Program Participant and Buyer after checking the availability of the Work(s) of Art. Any order confirmation email sent by TGO or the confirmation page itself shall therefore not be deemed to amount to a legal offer.
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2.5 |
Notwithstanding the terms and conditions contained herein, no presentation of any product and/or service shall be deemed to amount to a legal offer.
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2.6 |
Unless otherwise provided, the Buyer’s use of the Sites is subject to these terms and conditions and shall be deemed entered into in the country and at the place of Dreamstoreonline.com Pvt. Ltd.’s principal establishment, i.e. New Delhi, India.
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2.7 |
The Buyer is advised to read these Conditions carefully and print a copy for future reference. The Buyer’s submission of an order indicates the Buyer’s acceptance of these Conditions as the exclusive terms of the Contract. If the Buyer wishes to vary these Conditions, the Buyer must not place an order through this website, but should instead contact TGO at the address given in the introductory paragraph. No variation to these Conditions will be binding unless agreed in a writing signed by the duly authorized representatives of the Buyer and TGO respectively.
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2.8 |
The Buyer is advised to review the Conditions prior to placing each order as TGO may modify the Conditions from time to time. The version of the Conditions posted on the Site at the time that the Buyer places an order will apply to that order unless otherwise agreed in a writing signed by duly authorized officers of the Buyer and TGO respectively.
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2.9 |
TGO’s employees or agents are not authorized to make any representations
concerning the Work(s) of Art unless confirmed by TGO. On accessing these Sites, Buyer acknowledges that it does not rely on and waives any claim for breach of, any such representations which are not so confirmed.
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2.10 |
Any advice or recommendation given by TGO or its employees or agents to the Buyer or its employees or agents as to the storage, application or use of the Work(s) of Art which is not confirmed in writing by TGO is followed or acted upon entirely at the Buyer’s own risk, and accordingly TGO shall not be liable for any such advice or recommendation which is not so confirmed.
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2.11 |
Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by TGO either in hard copy or any electronic medium shall be subject to correction without any liability on the part of TGO. TGO shall take all reasonable steps to bring any such correction to the Buyer’s attention.
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2.12 |
TGO will retain a copy of these Conditions and each order accepted by TGO in
either electronic or paper form for one year after receipt of such order.
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Clause 3: Orders and Specifications
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3.1 |
No order submitted by the Buyer shall be deemed to be accepted by TGO unless and
until an invoice to the same effect is issued by TGO or TGO’s authorized representative.
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3.2 |
The Buyer shall be responsible to TGO for ensuring the accuracy of the terms of any
order (including any applicable specification) submitted by the Buyer, and for giving TGO any necessary information relating to the delivery of the Work(s) of Art within a sufficient time.
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3.3 |
No order which has been accepted by TGO may be cancelled by the Buyer except with the agreement in writing of TGO and on terms that the Buyer shall indemnify TGO in full against all loss, damages, charges and expenses incurred by TGO as a result of cancellation.
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3.4 |
The Work(s) of Art may vary in accordance with normal trade tolerances from the specifications and specimens provided on the Site and the Buyer shall not be entitled to make any claim against TGO in respect of any such variations
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3.5 |
Notwithstanding that a specimen of Work(s) of Art be exhibited to and inspected by the Buyer, such specimen so exhibited or inspected is solely to enable the Buyer to judge for itself the quality and the features of the Work(s) of Art, and not so as to constitute a sale by sample. The Buyer shall take the Work(s) of Art at its own risk as to their corresponding with the said specimen, and subject to the normal variation between the Work(s) of Art and specimen accepted by the trade. The Buyer understands that the Work(s) of Art are not in the physical possession of TGO and TGO is not under an obligation to provide a physical preview of the Work(s) of Art and is no way liable for the Work(s) of Art.
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3.6 |
Once an order is placed on the Website, the Work(s) of Art should be received from the Program Participant within three to four working days of TGO having received the payment from the customer and TGO informing the Program Participant. Thereafter TGO would dispatch the Work(s) of Art to the Buyer within seven to ten working days. However, the time mentioned for the delivery of goods from TGO to the Buyer may vary. The time frame is only indicative not binding since the Artwork is collected from all over the world due to which the Work(s) of Art may take longer time to be delivered to the Buyer. TGO shall not be responsible and shall not be held liable for any delay in delivery of the ordered Work(s) of Art. Provided the delivery of the Work(s) of Art should not exceed thirty days from the date of placing. TGO undertakes to take all reasonable steps to ensure that the Work(s) of Art is/ are delivered on time.
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3.7 |
TGO will send to the Buyer an electronically generated invoice once the Buyer’s order has been received. TGO is not liable for any charges that may be levied at the destination whether in India or overseas.
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Clause 4: Price
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4.1 |
The price of the Work(s) of Art shall be the price quoted by the Program Participant (the Artist) and published on the Website. TGO reserves the right to quote the price of the Work(s) of Art if assistance regarding the same is sought by the Program Participant and shall also have the right to quote prices for all Work(s) of Art meant for resale.
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4.2 |
TGO shall not be responsible for any change or increase in the price of the Work(s) of Art which is due to any factor beyond the control of TGO including without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of shipment, insurance etc
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4.3 |
Except as otherwise stated under the terms of any quotation or in any price list of the TGO and unless otherwise agreed in writing between the Buyer and TGO, all prices are given by the Program Participant, and the costs of shipment and insurance pertaining to the delivery of the Work(s) of Art to the Buyer is to borne by the Program participant. On receipt of the Buyer’s order, TGO shall inform the Program Participant who shall be responsible for ensuring that the Work(s) of Art is delivered to the Buyer in a timely manner and in an acceptable condition.
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5. TERMS OF PAYMENT
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5.1 |
Subject to any special terms agreed in writing between the Buyer and TGO, TGO
shall be entitled to invoice the Buyer for the price of the Work(s) of Art after confirming its availability within seven (7) days from the date of which the Order is placed by the buyer.
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5.2 |
The Buyer shall pay the price of the Work(s) of Art by a demand draft or credit card or any other mode of payment as specified on the Website at the time of placing the Order. Subsequent to such payment being made and order being placed, TGO shall have the sole responsibility to locate the Program Participant and confirm the availability of the Work(s) of Art as per the manner laid down in Clause 5.1.
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5.3 |
If the Buyer fails to make any payment at the time of the placement of the Order or rescinds it before three (3) days from the date of the placement of the Order, then there is no obligation on TGO to determine the availability of the Work(s) of Art. On the other hand, if the Buyer has furnished the payment and the same has been realized by TGO, i.e, the said payment is credited in the bank account designated for TGO, then TGO shall be responsible for returning the said payment within twenty five (25) days of the Order being placed if the Program Participant is unable to procure the Work(s) of Art or to deliver it to the buyer for any reason, (except what constitutes Force Marjeure under Clause 9), including but not limited to non-identification or inability to locate the Program Participant, unavailability of the Work(s) of Art, theft, disparagement or damage of the Work(s) of Art during transit, incurable defect in the title or the physical Work(s) of Art. In such an eventuality TGO will issue to the buyer a Discount coupon of 10% on a one time purchase to be used within 6 months of purchase. The Discount Coupon will bear a Serial Number which is to be furnished by the Buyer in the given time frame. Notwithstanding anything contained herein, the delivery of the Work(s) of Art to TGO shall be governed by the agreement between TGO and the Program Participant.
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5.4 |
If TGO is unable to furnish the payment as laid down in Clause 5.3, then any payment paid beyond the period as stated therein, shall be subject to 4% interest per annum and the Buyer shall have the right to initiate appropriate legal action to realize such amounts which are due.
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5.5 |
It is understood by both the Parties that TGO’s obligation to contact the Program Participant to dispatch the Work(s) of Art shall only arise when the payment for the same has been realized, i.e. the said payment is credited in the bank account designated for TGO. If the Buyer has failed to comply with any of the terms or the full payment has not been realized due to any reason including but not limited to reversal of instructions to the credit card company, credit card being stolen, lack of authenticity of the Buyer, failure by Buyer to make any payment due hereunder, then without prejudice to any other right or remedy available to TGO, TGO shall be entitled to:
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| (a) |
Cancel the purchase or suspend any further purchases made by the Buyer;
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| (b) |
Demand payment of all outstanding balances whether or not due and/or cancel any outstanding orders from the Buyer;
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| (c) |
Appropriate any payment made by the Buyer to such of the Work(s oArt (or the Work(s) of Art supplied under any other contract between the Buyer and TGO) as TGO may think fit (notwithstanding any purported appropriation by the Buyer); and
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| (d) |
Charge the Buyer interest (both before and after any judgment) on the amount unpaid, at the rate of four (4) per cent per annum, until payment in full is made.
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| 5.6 |
If the following enumerated points apply then, without prejudice to any other right or remedy available to TGO, TGO shall be entitled to cancel or suspend any further deliveries without any liability to the Buyer, and if under any circumstances the Work(s) of Art have been delivered but not paid for, the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary and if any of the Work(s) of Art have not been delivered, TGO may sell the Work(s) of Art at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the Buyer for the excess over the price or charge the Buyer for any shortfall below the price.
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The Buyer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purpose of amalgamation or reconstruction); or
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An encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Buyer; or
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The Buyer ceases, or threatens to cease, to carry on business; or
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| (d) |
Due to any other circumstances, there is no realization of payment, i.e., the said payment is credited in the bank account designated for TGO..
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| (e) |
TGO reasonably apprehends that any of the events mentioned above is about to
occur in relation to the Buyer and notified the Buyer accordingly.
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| 5.7 |
TGO retains the right to intimate the Program participant to retain title and ownership of materials and Work(s) of Art until TGO receives payment from Buyer for said materials.
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| 5.8 |
Notwithstanding anything contained herein, TGO does not claim the exclusivity of the Work(s) of Art at any point of time. If such exclusivity is sought by the Buyer, the Buyer may obtain the requisite undertaking from the Program Participant..
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| 5.9 |
The Buyer acknowledges that TGO exercises reasonable diligence and prudent care regarding all aspects of the website including inter alia the Work(s) of Art uploaded on the Website, the authenticity of the Work(s) of Art, the credentials of the Program Participant, credentials and the authenticity of the affiliates of the Website etc.TGO shall not be responsible for any defects in the Work(s) of Art. The Buyer acknowledges that the Program Participant is solely responsible for the delivery of the Work(s) of Art and its authenticity. Any certificate regarding the authenticity of the Work(s) of Art can be obtained from the Program participant along with the Work(s) of Art if the same is indicated at the time of payment.
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| 5.10 |
TGO does not undertake or make any guarantee or representation regarding the genuineness of the claims made in the Authenticity certificate furnished by the Program Participant and accepts no liability regarding any claim or cause arising out of a false claim or statement made therein under any circumstances to any extent.
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| 5.11 |
Subject to the terms and conditions contained herein, should the Buyer discover a shortcoming in any of the aspects as envisaged in Clause 5.8 or any breach of the terms stated in the Authenticity Certificate, TGO shall not be responsible for the same and the Buyer may chose to initiate proceedings against the said affiliate, Program Participant etc. and recognizes that TGO has no liability beyond the quoted price for the said Work(s) of Art. If the Buyer choses to initiate proceedings, it may intimate TGO regarding the same and TGO after satisfying itself regarding the genuineness of the Buyer’s cause of action, shall provide the Buyer the details of the Program Participant.
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Clause 6: Cancellations and Return
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| 6.1 |
Work(s) of Art received in an unsatisfactory condition by the buyer may be returned to the Artist within 2 working days in an ‘as is’ condition. In such a case TGO will refund the payment to the buyer and cancel the order. However, the unsatisfactory condition will only be covered for damaged or spoilt condition or if the Work(s) of Art is substantially different from the one displayed on the Site, and NOT because the buyer did not like the artwork he has purchased.
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Clause 7: Force Majeure
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| 7.1 |
In the event that TGO is prevented from carrying out its obligations under a contract for sale as a result of any cause beyond its control such as but not limited to Acts of God, War, Strikes, Lock-outs, Flood and Failure of third parties to deliver the Work(s) of Art, TGO shall be relieved of its obligations and liabilities under such contract for sale for as long as such fulfillment is prevented.
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Clause 8: No Waiver
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| 8.1 |
TGO’s failure to insist upon strict performance of any provision of these Conditions shall not be deemed to be a waiver of its rights or remedies in respect of any present or future default of the Buyer in performance or compliance with any of these conditions.
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Clause 9: Limitation of liability
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| 9.1 |
To the full extent permitted by law, TGO shall not be liable to buyer or any other person or entity for, and buyer releases TGO from any and all liability for negligence by TGO with respect to any activity engaged in by TGO with regard to the Work(s) of Art or services sold hereunder and from any and all liability imposed upon Program Participants under any product liability theory or under any similar legal theory. TGO shall not, under any circumstances including, but not limited to, delay in delivery, breach of contract, breach of warranty, negligence, tort, strict liability, or use of materials sold or processed by TGO or Program Particiapnt, be liable to buyer or any other party for any special, incidental, indirect or consequential damages, including but not limited to loss of profits, loss of turnover, loss of savings, loss of business, loss of clientele, loss of data, third-parties' claims or claims for labor. To the extent not prohibited by law, in no event shall TGO's liability for defective material sold to buyer exceed the purchase price thereof.
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| 9.2 |
Except as specifically set forth in these terms and conditions, and notwithstanding any language in this or any other provision to the contrary, the warranties referred to herein are in lieu of all other warranties, express or implied; TGO disclaims specifically the implied warranties of merchantability, fitness for a particular purpose, for hidden/latent defects, or otherwise. No representations or warranty, express or implied, made by any sales representative or other agent or representative of TGO which is not specifically set forth in these terms and conditions shall be binding upon TGO.
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Clause 10: Intellectual Property
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| 10.1 |
The copyright or any other Intellectual Property Rights subsisting or which subsequently subsists in all documents, drawings, specifications, designs, programmes or any other material prepared by the Program Participant whether
readable by humans or by machines shall belong to the Program Participant or TGO absolutely and they shall not be reproduced or disclosed or used in their original or translated form by the Buyer without the Program Participant’s or TGO’s written consent for any purpose other than that for which they were furnished. TGO shall contact the Program Participant to obtain any such permission sought by the Buyer.
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| 10.2 |
TGO accepts no responsibility for the accuracy and authenticity of drawings, patterns or specifications supplied by the Program Participant. The Buyer shall indemnify TGO against all claims whatsoever for damages and costs and against all liability in respect of any infringement of patent or other intellectual property rights resulting from compliance with the Buyer’s instructions express or implied and the Buyer will fully indemnify TGO against any liability in respect thereof and shall pay all costs and expenses which may be incurred by TGO in reference to any such claim.
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Clause 11: Miscellaneous
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| 11.1 |
These terms and conditions and sales documentation constitute the entire contract between TGO and Buyer. No modification hereof shall be of any force and effect unless in writing and signed by the party claimed to be bound thereby.
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| 11.2 |
If any portion of these terms and conditions is declared to be unenforceable by a court of competent jurisdiction, all other portions shall be considered to be valid and enforceable to the extent that they are reasonably severable.
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| 11.3 |
The headings contained in these terms and conditions are for convenience of reference only and are not intended to have any substantive significance in interpreting this document.
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| 11.4 |
Subject to the foregoing restriction, these conditions are binding upon and insures to the benefit of and are enforceable by the parties and their respective successors and assigns
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| 11.5 |
Any notice and other communications provided herein shall be by email and that email receipt is to be acknowledged by TGO and in the event that the delivery fails, notice can be sent to the address provide at the time of registration.
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| 11.6 |
All notices shall be deemed to have been given validly on:
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| (a) |
the date immediately after the date of transmission by e-mail, if transmitted by e-mail, or
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| (b) |
the date of receipt, if transmitted by courier.
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| 11.7 |
TGO assumes no responsibility for the theme of the Work(s) of Art including any moral or religious minds or in any manner as may be contrary to public policy. No claims shall be entertained against the website on the ground that the display of art is defamatory, contrary to public policy, or of any community, group of persons or any law in any country.
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Clause 12: Dispute Resolution
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| 12.1 |
Subject to the terms and conditions contained herein, the Parties shall endeavour to agree and resolve any issues/ matter with differing views, including matters requiring affirmative vote of nominees of the Parties through mutual discussions.
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| 12.2 |
If the Parties fail to arrive at a settlement within 30 days of such issue being raised by either Party, all such disputes, controversies or claims arising out of or in connection with the terms and conditions contained herein or from agreements resulting there from, or the breach, termination or invalidity thereof shall be exclusively and finally settled by arbitration of a sole arbitrator.
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| 12.3 |
Authorized representatives of both the Parties shall appoint the sole arbitrator with mutual consent. If the appoint authorities fail to agree upon the name of the sole arbitrator or fail to act upon the request for appointment of an arbitrator within 30 days, then either Party may have the arbitrator appointed in accordance with the provisions of the Arbitration and Conciliation Act, 1996. The place of arbitration shall be New Delhi and for any reference to courts, the Parties agree to submit to the exclusive jurisdiction of courts in New Delhi. The Arbitration proceedings shall be governed by the Arbitration & Conciliation Act, 1996 or any statutory amendment made thereto. The arbitration proceedings shall be in English. The arbitrator shall record the evidence of the Parties and give a reasoned award. The decision of the arbitrator shall be final and binding on the Parties.
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| 12.4 |
This document shall be governed in all respects by the laws of India.
The buyer also agrees to abide by these terms and conditions, Privacy Policy and Disclaimer which together govern the terms of use of this Website.
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THIS IS A LEGAL AGREEMENT BETWEEN YOU AND Teamgalleryone.com. BY CLICKING ON THE "I AGREE" BUTTON AT THE END OF THIS AGREEMENT YOU ARE AFFIRMATIVELY STATING THAT YOU HAVE READ AND UNDERSTAND THE TERMS SET FORTH HEREIN AND ARE AFFIRMATIVELY INDICATING YOUR ACCEPTANCE OF THIS AGREEMENT AND YOU AGREE TO BE BOUND BY THE TERMS THEREOF. |
