Ginko Fine Art - Usage of Site
Website usage - Terms and Conditions
Welcome to our website. If you continue to browse and use this website you are agreeing to comply with and be bound by the following terms and conditions of use, which together with our privacy policy govern Christopher McHugh trading as Ginko Fine Art’s (from now on referred to as Ginko Fine Art) relationship with you in relation to this website.
The term “Ginko Fine Art” or “us” or “we” refers to the owner of the website whose registered office is 3, Delhi View, Woodside, Ryton, Tyne and Wear, NE404QR,UK. The term “you” refers to the user or viewer of our website.
The use of this website is subject to the following terms of use:
• The content of the pages of this website is for your general information and use only. It is subject to change without notice.
• Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
• Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
• This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
• All trademarks reproduced in this website, which are not the property of, or licensed to the operator, are acknowledged on the website.
• Unauthorised use of this website may give to a claim for damages and/or be a criminal offence.
• From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
• You may not create a link to this website from another website or document without Ginko Fine Art’s prior written consent.
• Your use of this website and any dispute arising out of such use of the website is subject to the laws of England and Wales.
Ginko Fine Art - Direct Sales
Direct Sales - Standard Terms and Conditions for the Sale of Goods
THE BUYER'S ATTENTION IS IN PARTICULAR DRAWN TO THE PROVISIONS OF CONDITION 10.4. 1.
1.INTERPRETATION
1.1 The definitions and rules of interpretation in this condition apply in these conditions.
“Buyer”: the person, firm or company who buys or agrees to buy the Goods from the Seller.
“Seller”: Christopher McHugh trading as Ginko Fine Arts of 3 Delhi View, Woodside, Ryton Tyne and Wear NE40 4QR.
“Contract”: any contract between the Seller and the Buyer for the sale and purchase of the Goods, incorporating these conditions.
“Goods”: any goods agreed in the Contract to be supplied to the Buyer by the Seller (including any part or parts of them).
“Delivery Date” the date specified by the Seller when the Goods are to be delivered.
1.2 A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it. Words in the singular include the plural and vice versa and reference to one gender includes all genders. Headings do not affect the interpretation of these conditions.
2. APPLICATION OF TERMS 2.1 Subject to any variation under condition 2.3 the Contract shall be on these conditions to the exclusion of all other terms and conditions (including any terms or conditions which the Buyer purports to apply). 2.2 These conditions apply to all the Seller’s sales and any variation to these conditions and any representations about the Goods shall have no effect unless expressly agreed in writing and signed by the Seller. The Buyer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Seller, which is not set out in the Contract. Nothing in this condition shall exclude or limit the Seller's liability for fraudulent misrepresentation. 2.3 Each order or acceptance of a quotation for Goods by the Buyer from the Seller shall be deemed to be an offer by the Buyer to buy Goods subject to these conditions. 2.4 No order placed by the Buyer shall be deemed to be accepted by the Seller until the Seller delivers the Goods to the Buyer. 2.5 The Buyer shall ensure that the terms of its order and any applicable specification are complete and accurate. 2.6 Any quotation is given on the basis that no Contract shall come into existence until the Seller despatches an acknowledgement of order to the Buyer. Any quotation is valid for a period of 30 days only from its date, provided that the Seller has not previously withdrawn it.
3. DESCRIPTION 3.1 All samples, drawings, descriptive matter, specifications and advertising issued by the Seller and any descriptions or illustrations contained in the Seller’s catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract and this is not a sale by sample.
4. DELIVERY 4.1 Unless otherwise agreed in writing by the Seller, delivery of the Goods shall take place on the Delivery Date at the delivery address specified in the order, which must be within the United Kingdom. The Goods may be delivered in advance of the Delivery Date upon the giving of reasonable notice to the Buyer. The Buyer shall make all arrangements to take delivery of the Goods whenever they are tendered for delivery. 4.2 Any dates specified by the Seller for delivery of the Goods are intended to be an estimate and time for delivery shall not be made of the essence. If no dates are so specified, delivery shall be within a reasonable time. 4.3 If for any reason the Buyer fails to accept delivery of any of the Goods when they are ready for delivery, or the Seller is unable to deliver the Goods on time because the Buyer has not provided appropriate instructions risk in the Goods shall pass to the Buyer (including for loss or damage caused by the Seller’s negligence); the Goods shall be deemed to have been delivered; and the Seller may store the Goods until delivery, whereupon the Buyer shall be liable for all related costs and expenses (including, without limitation, storage and insurance). 4.4 If the Seller delivers to the Buyer a quantity of Goods less than the quantity in the order, the Buyer shall not be entitled to object to or reject the Goods or any of them by reason of the shortfall and shall pay for such goods at the price specified in the order. 4.4 The Seller may deliver the Goods by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with the provisions of the Contract. 4.5 Each instalment shall be a separate Contract and no cancellation or termination of any one Contract relating to an instalment shall entitle the Buyer to repudiate or cancel any other Contract or instalment.
5. NON-DELIVERY 5.1 The Seller shall not be liable for any non-delivery of Goods unless the Buyer gives written notice to the Seller of the non-delivery within 3 days of the date when the Goods would in the ordinary course of events have been received. 5.2 Any liability of the Seller for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or repaying the Buyer any sums paid by the Buyer in respect of the Goods.
6. RISK/TITLE 6.1 The Goods are at the risk of the Buyer from the time of delivery. Ownership of the Goods shall not pass to the Buyer until the Seller has received in full (in cash or cleared funds) all sums due to it in respect of the Goods; and all other sums which are or which become due to the Seller from the Buyer on any account. 6.2 Until ownership of the Goods has passed to the Buyer, the Buyer shall hold the Goods on a fiduciary basis as the Seller’s bailee; store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way that they remain readily identifiable as the Seller’s property; not destroy, deface or obscure any identifying mark or packaging on or relating to the Goods; and maintain the Goods in satisfactory condition 6.3 The Buyer’s right to possession of the Goods shall terminate immediately if the Buyer has a bankruptcy order made against him or makes an arrangement or composition with his creditors, or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (being a body corporate) convenes a meeting of creditors, or enters into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or manager, administrator or administrative receiver appointed of its undertaking or any part thereof, or a resolution is passed or a petition presented to any court for the winding-up of the Buyer or for the granting of an administration order in respect of the Buyer, or any proceedings are commenced relating to the insolvency or possible insolvency of the Buyer; or the Buyer suffers or allows any execution, whether legal or equitable, to be levied on his/its property or obtained against him/it, or fails to observe or perform any of his/its obligations under the Contract or any other contract between the Seller and the Buyer, or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; or the Buyer encumbers or in any way charges any of the Goods. 6.4 The Seller shall be entitled to recover payment for the Goods notwithstanding that ownership of any of the Goods has not passed from the Seller. 6.5 The Buyer grants the Seller, its agents and employees an irrevocable licence at any time to enter any premises where the Goods are or may be stored in order to inspect them, or, where the Buyer’s right to possession has terminated, to recover them. 6.6 Where the Seller is unable to determine whether any Goods are the goods in respect of which the Buyer’s right to possession has terminated, the Buyer shall be deemed to have sold all goods of the kind sold by the Seller to the Buyer in the order in which they were invoiced to the Buyer. 6.7 On termination of the Contract, howsoever caused, the Seller’s (but not the Buyer’s) rights contained in this condition 6 shall remain in effect.
7. PRICE 7.1 Unless otherwise agreed by the Seller in writing, the price for the Goods shall be the price set out overleaf or in the absence of any such price the price set out in the Seller’s price list published on the date of delivery or deemed delivery. 7.2 The price for the Goods shall be exclusive of any value added tax and all costs or charges in relation to packaging, loading, unloading, carriage and insurance, all of which amounts the Buyer shall pay in addition when it is due to pay for the Goods.
8. PAYMENT 8.1 Subject to condition 8.3, payment of the price for the Goods is due in pounds sterling as to 20% by way of non-refundable deposit on signature of the order form and the balance within 30 days of the date of the order form. Time for payment shall be of the essence. No payment shall be deemed to have been received until the Seller has received cleared funds. All payments payable to the Seller under the Contract shall become due immediately on its termination despite any other provision. 8.2 The Buyer shall make all payments due under the Contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Buyer has a valid court order requiring an amount equal to such deduction to be paid by the Seller to the Buyer. 8.3 If the Buyer fails to pay the Seller any sum due pursuant to the Contract, the Buyer shall be liable to pay interest to the Seller on such sum from the due date for payment at the annual rate of 2% above the base lending rate from time to time of Barclays Bank plc, accruing on a daily basis until payment is made, whether before or after any judgment.
9. QUALITY 9.1 There the Seller is not the manufacturer of the Goods, the Seller shall endeavour to transfer to the Buyer the benefit of any warranty or guarantee given to the Seller. 9.2 The Seller warrants that (subject to the other provisions of these conditions) upon delivery and for a period of 12 months from the date of delivery, the Goods shall be of satisfactory quality within the meaning of the Sale of Goods Act 1979 (as amended); and are reasonably fit for purpose. 9.3 The Seller shall not be liable for a breach of any of the warranties in condition 9.2 unless the Buyer gives written notice of the defect to the Seller, and, if the defect is as a result of damage in transit to the carrier, within 3 days of the time when the Buyer discovers or ought to have discovered the defect; and the Seller is given a reasonable opportunity after receiving the notice of examining such Goods and the Buyer (if asked to do so by the Seller) returns such Goods to the Seller's place of business at the Seller's cost for the examination to take place there. 9.4 The Seller shall not be liable for a breach of any of the warranties in condition 9.2 if the Buyer makes any further use of such Goods after giving such notice; or the defect arises because the Buyer failed to follow the Seller’s oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice; or the Buyer alters or repairs such Goods without the written consent of the Seller. 9.5 Subject to condition 9.3 and condition 9.4, if any of the Goods do not conform with any of the warranties in condition 9.2 the Seller shall at its option repair or replace such Goods (or the defective part) or refund the price of such Goods provided that, if the Seller so requests, the Buyer shall, at the Seller's expense, return the Goods or the part of such Goods which is defective to the Seller. 9.6 If the Seller complies with condition 9.5 it shall have no further liability for a breach of the warranties in condition 9.2 in respect of such Goods. 9.7 Any Goods replaced shall belong to the Seller and any repaired or replacement Goods shall be guaranteed on these terms for the unexpired portion of the 12-month period.
10. LIMITATION OF LIABILITY 10.1 Subject to condition 4, condition 5 and condition 9, the following provisions set out the entire financial liability of the Seller (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Buyer in respect of any breach of these conditions; any use made or resale by the Buyer of any of the Goods, or of any product incorporating any of the Goods; and any representation, statement or tortuous act or omission including negligence arising under or in connection with the Contract. 10.2 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract. 10.3 Nothing in these conditions excludes or limits the liability of the Seller for death or personal injury caused by the Seller’s negligence; or under section 2(3) Consumer Protection Act 1987; or for any matter which it would be illegal for the Seller to exclude or attempt to exclude its liability; or for fraud or fraudulent misrepresentation and nothing in these conditions shall affect the statutory rights of a buyer dealing as a consumer. 10.4 Subject to condition 10.2 and condition 10.3 the Seller’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract price; and the Seller shall not be liable to the Buyer for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods, nor shall any delay entitle the Buyer to terminate or rescind the Contract unless such delay exceeds 180 days. 10.5 The Seller may cancel the Contract at any time before the Goods are delivered by giving written notice. On giving such notice the Seller shall repay to the Buyer any sums paid in respect of the Goods but the Seller shall not be liable for any loss or damage whatever arising from such cancellation.
11. ASSIGNMENT The Seller may assign the Contract or any part of it to any person, firm or company. The Buyer shall not be entitled to assign the Contract or any part of it without the prior written consent of the Seller.
12. FORCE MAJEURE The Seller reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Buyer (without liability to the Buyer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Seller including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 180 days, the Buyer shall be entitled to give notice in writing to the Seller to terminate the Contract.
13. GENERAL 13.1 Each right or remedy of the Seller under the Contract is without prejudice to any other right or remedy of the Seller whether under the Contract or not. 13.2 If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect. 13.3 Failure or delay by the Seller in enforcing or partially enforcing any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract. 13.4 Any waiver by the Seller of any breach of, or any default under, any provision of the Contract by the Buyer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract. 13.5 The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it. 13.6 The formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.
14. COMMUNICATIONS 14.1 All communications between the parties about the Contract shall be in writing and delivered by hand or sent by pre-paid first class post to the address of the party set out in any document which forms part of the Contract or such other address in the United Kingdom as shall be notified by one party to the other. 14.2 Communications shall be deemed to have been received if sent by pre-paid first class post, two days (excluding Saturdays, Sundays and bank and public holidays) after posting (exclusive of the day of posting); or if delivered by hand, on the day of delivery.