Strickland Antiques Limited
Registered in England and Wales | Company Registration No. 4072996 |VAT No. 761516729
Before proceeding with the purchase of any item from Strickland Antiques Limited (referred to in these Terms as the "Company", "us", "we" or "our") it is important that you read and understand these Terms and Conditions of Sale (the "Terms"). These Terms apply to all Company sales made in person, remotely or online to the exclusion of any previous terms of sale. Only proceed with your purchase if you agree to be bound by these Terms. If you are purchasing the stock item (the "Item") identified on our Invoice (the "Invoice") on behalf of someone else, that person also accepts to be jointly bound by these Terms.
1. Purpose and effect of these Terms
1.1 These Terms, together with any terms on our Invoice for the Item and any terms set out in writing relating to the sale of the Item, constitute the entire agreement between us and the persons named on our Invoice ("you" or the "Purchaser") relating to the sale and purchase of the Item (the "Agreement") for the price stated on the Invoice (the "Purchase Price"). To the fullest extent permitted by law, no other terms, express or implied, shall apply, with the exception of your statutory rights under the Consumer Rights Act, which are not affected (see Clauses 2 and 16).
1.2 Your acceptance of these Terms shall be demonstrated by full or partial payment of the Purchase Price.
2. Item quality and purpose and statements about the Item
2.1 Under the Consumer Rights Act all products must be of satisfactory quality, fit for purpose and as described. As our Items are antiques their quality is assessed and set at their age and condition on the date of purchase and not when new. As antiques, our Items are intended for the sole purpose of display only: they are not intended for any practical use or any other physical purpose, including their original purpose or use when new, and Strickland Antiques Limited is not responsible for any action or consequence caused by any use or manipulation of Items following purchase. As antiques, the condition of each Item will vary due to individual factors including age, general wear and tear or any prior restoration or repair, and it is very rare for an antique Item to be in perfect condition.
2.2 All statements by us as to the Item, including but not limited to its authenticity, attribution, description, date, age, provenance and condition, constitute statements of specialist opinion only and not statements of fact. Any statements made by us, whether or ally or in writing, do not constitute representations, warranties, or guarantees of any kind, express or implied, other than those which cannot be excluded by law. We do not accept any liability arising from any changes in expert opinion which may take place after the sale of the Item.
2.3 All Items are sold 'as is', in the condition they are at the time and date of sale, without any representation, warranty, guarantee or liability assumed by us as to their condition. Any description of our Items does not constitute a complete condition report. On request we shall provide our assessment of the condition of the Item at the time of sale, on the understanding we are not professional restorers or conservators. We accept no responsibility for any deterioration of the condition of the Item, however occasioned, after the sale.
2.4 Images of our Items may not show all aspects of the Item's condition, and colours or shades may differ on screen from how they appear in person.2.5 You are responsible for satisfying yourself as to any statements made by the Company or its representatives as to the matters set out in Clauses 2.1-4 or otherwise before proceeding with any purchase.
3. Fees payable by us to third parties
Should any party assist us with the sale of the Item to you or introduce us to you we reserve the right to pay them a fee and will inform you if this occurs.
4. Sanctions and Anti-Money Laundering Regulations
4.1 In accordance with regulations made under the Sanctions and Anti-Money Laundering Act 2018 ("AML Legislation" and "Sanctions Legislation") we are required to verify the identity of the Purchaser before releasing applicable Items for purchase.
4.2 Accordingly, when Sanctions Legislation applies, you agree to provide your full name before purchase.
4.3 Accordingly, when AML Legislation applies, if you are a private individual, you agree to provide (i) a copy of your valid government-issued photo ID with full name, date of birth and nationality (such as a passport, driving licence or national ID card), and (ii) a copy of a council tax or utility bill dated within three (3) months issued to your permanent residential address. If you intend to make a purchase remotely without visiting our business premises, you agree to provide a recent photograph of yourself holding your photo ID. If you are a different legal entity, such as a Private or Publicly owned Company, Partnership, Charity, Estate Executor, Museum or Trust you agree to supply copies of the relevant documentation and identification information required under the AML Legislation per entity.
4.4 If you are purchasing as agent on behalf of someone else, you agree to (i) disclose this fact, and (ii) provide us with the identification documents detailed in this Clause 4 as required by AML Legislation.
4.5 Any personal data obtained by us solely for the purposes of complying with the AML Legislation or our procedures will be stored securely and will only be used by us for the purpose of preventing money laundering and terrorist financing or as otherwise required by any other passed legislation.
4.6 Should the proposed Purchaser fail to provide the required details as above or fail any compliance check we will refuse the sale of the Item in accordance with regulations.
5. Artist's Resale Royalty (ARR)
5.1 The sale of some of our artwork Items entitle the artist or the artist's estate to a royalty referred to as the "Artist's Resale Right" (ARR) payable on resale of relevant artworks. Items subject to ARR are noted as such in their description.
5.2 When ARR applies, you must pay the additional royalty due for the artwork, which we collect from you and pay to the registered ARR holder on your behalf.
5.3 ARR only applies when the artwork sale price equals or exceeds £1,000.00 and is calculated on a cumulative sliding scale, with the royalty capped at a total of £12,500.00, as follows:
6. Payment of the Purchase Price
6.1 You must pay us the Total Purchase Price within fourteen (14) days of the date of the Invoice (unless specified otherwise in writing). The Total Purchase Price includes any applicable ARR royalties (see Clause 5), restoration costs, or shipping costs, export or import licence costs or processing fees or Export tax amounts (see Clause 10) due from you in relation to this purchase. Payment is deemed as received when full payment of the Total Purchase Price is credited to our designated bank account in cleared funds.
6.2 When the Item(s) being purchased fall under the remit of Anti-Money Laundering (AML) Legislation (see Clause 4), all payments to us must come from a bank account held in the name of the addressee on our Invoice, and the identification documents provided for AML checks must correspond with the person(s) named and the address listed on our Invoice. If payment is to be made by a person or entity other than you, we will require documents to verify their identity and their relationship with you before proceeding, otherwise we will have to decline such a payment. If you are purchasing the Item on behalf of someone else, you will, in accordance with Clause 4, disclose that person or entity's identity to us and provide us with their relevant identification documents.
6.3 You acknowledge that it is your sole responsibility to ensure that the Total Purchase Price (and any part thereof) is transferred to our bank account having confirmed payment details with us in advance of the transfer. We accept no liability for any loss arising from any monies intercepted or not received by us for any reason, including cybercrime.
7. Passing of ownership and risk
7.1 Full legal title to the Item will pass to you once we have (i) completed to our satisfaction all our financial, sanction and AML due diligence checks (as defined in Clause 4); and (ii) received the Total Purchase Price in cleared funds.
7.2 After legal title of the Item has passed in accordance with Clause 7.1, the Item will be made available for collection. Where you require delivery of the Item, shipping will be undertaken to your specified address at your own risk. You are responsible for all costs of packing, delivery or collection unless we agree otherwise in writing.
7.3 You will be responsible for the risk of any loss or damage to the Item, and for insuring that risk, from the time that you, your representative(s) or a shipper contracted on your behalf take possession of the Item, and you agree that thereafter, you will not hold us responsible for any loss or damage to the Item.
7.4 Until risk passes to you in accordance with Clause 7.3, we will insure the Item up to a maximum of the Purchase Price, but neither we nor our insurers shall be responsible for loss or damage resulting from causes customarily excluded by insurers, such as: (i) humidity or change of weather or other atmospheric conditions not within our control; (ii) damage caused by war or terrorism; and (iii) damage occurring while the Item is in the care or custody of packing or shipping agents.
8. Collection
8.1 We do not offer long-term storage facilities and require collection to be made within fourteen (14) days of the date of the invoice, unless we agree otherwise in writing.
8.2 If you do not collect your Item within fourteen (14) days of the date of the invoice we may, at our discretion, terminate the contract for sale, regain possession and ownership of the Item and sell it to another Purchaser. We will reimburse you the Total Purchase Price for the Item (if paid) minus any storage charges previously agreed in writing.
9. Shipping, export and import
9.1 You are responsible for making all necessary shipping arrangements for any Items purchased.
9.2 If requested in writing, we can assist in arranging packing and shipping, subject to your payment of all associated costs and fees and on the full understanding that we are not professional packagers and do not accept any liability for any loss or damage once the Item has left our premises.
9.3 If requested in writing, we can source quotes from third-party packers or shippers and arrange for them to collect your Items. We do not accept any responsibilities whatever for any third-party, whether or not we recommended their services.
9.4 Where we have assisted in or arranged shipping, the time of delivery shall not be of the essence and we accept no liability if delivery is delayed for reasons beyond our control (including but not limited to a delay in obtaining an export licence or permit or lengthy customs checks) and you acknowledge we are not responsible for any additional costs, expenses, liability or loss you may incur as a result of any delivery delay.
10. Export and import restrictions and taxes
10.1 The export of some Items may be subject to laws, regulations and restrictions either in the United Kingdom (UK) or in the country of destination. Examples include the control of Items that contain ivory or other material from an endangered species, or Items of cultural importance. It is your sole responsibility to determine and comply will all legal requirements relating to the export of the Item from the UK and its import into the country of destination, including but not limited to obtaining any export or import licences. We may be able to assist you in applying for the appropriate licences, if you make this request in writing and pay the related fees and costs, but we cannot guarantee that your application(s) will be approved.
10.2 If the Item is a culturally significant good requiring a licence to be exported from the UK we will apply for an export licence from The Arts Council on your behalf. Unless we agree otherwise in writing, neither the sale of the Item (whether or not described on the invoice as for export) nor the payment of the Purchase Price is conditional upon an export licence being granted.
10.3 If the Item requires a Convention on International Trade in Endangered Species of Wild Fauna and Floras (CITES) re-export permit to be exported from the UK, you are responsible for securing the relevant permit(s) for export unless we agree in writing to make the application on your behalf for a fee or at cost. You are also responsible for confirming the relevant import permit(s) (if any) required by the CITES authority and any further Wildlife Protection authorities in the destination country, and you are responsible for securing these before starting the export process. Unless we agree otherwise in writing, neither the sale of the Item nor payment of the Purchase Price is conditional upon a CITES or other relevant Wildlife Protection authority granting the relevant export and import permit(s). CITES permit application and issue times can be lengthy, as can CITES customs checks, and we are not responsible for any additional costs, expenses, liability or loss you may incur if Item export or import is delayed by CITES or any other Wildlife Protection legislation.10.4 You must comply without delay with all requirements imposed by any relevant tax authority (including any authority imposing, administrating or collecting any tax, duty, custom or levy in respect of the Item), export licensing authority and import authority. This includes, but is not limited to, exporting the Item from the UK within three months of the Invoice date if the sale is for export and zero-rated for VAT.
10.5 You shall indemnify us on demand for and against any claim, interest, expense (including but not limited to reasonable legal fees), cost, liability, fine, penalty and any other sum claimed from us or payable by us in respect of the Item arising from or in connection with your failure to fulfil your obligations under Clauses 10.1-4 above.
10.6 You will be responsible for any and all taxes relating to the Item, including but not limited to any export tax, and any import tax, import tariff, customs duty, merchandise, sales or use tax that must be paid in the country of destination, on or following import.
11. Your Representations and Warranties
11.1 You represent and warrant to us and to any seller of the Item that now, and at all times up to and including the completion of the sale, that:
11.2 If you are acting as agent or representative for the Purchaser of the Item, you make the above representations in Clause 11.1 jointly and severally on your behalf and on behalf of your principal, and warrant that:
11.3 You agree: (i) that we shall rely on your representations and warranties in this Agreement; (ii) that your representations and warranties in this Agreement are a condition of this Agreement and shall survive the sale of the Item; and (iii) to notify us promptly in writing of any events or circumstances that to your knowledge may cause any representation or warranty in this Agreement to be inaccurate or breached in any way.
12. Breach of contract
12.1 If (i) you fail to pay the Total Purchase Price in full in accordance with Clause 6.1 above; or (ii) we agree with you a payment by instalments plan and you fail to pay any one or more instalments; or (iii) you fail to comply with your obligations set out in Clause 4 (Sanctions and Anti-Money Laundering Regulations) and/or Clause 10 (Export and taxes) above; or (iv) you otherwise do or fail to do anything which may in any way imperil our ownership of the Item or the Item itself, we are entitled (without prejudice to any other rights and remedies at law) to any of the following remedies:
12.2 Where you are purchasing from us as a Consumer (as defined in Clause 16.1 below), we will notify you and give you a reasonable time to remedy the position before we take any action set out in this Clause 12.
12.3 We shall also have the right to retain possession of the Item and cancel the sale if, before you make full payment of the Purchase Price to us: (i) proceedings are commenced in the UK or elsewhere involving your solvency; or (ii) we reasonably believe that you are insolvent or about to become insolvent or we have reasonable doubt as to your capacity to pay the Purchase Price in full. If either (i) or (ii) occurs, then we may, at our option, immediately cancel the sale by written notice to you.
12.4 You shall indemnify us on demand for and against any claim, interest, expense (including but not limited to reasonable legal fees), cost, fine, penalty and any other liability incurred by us arising from or in connection with any breach by you of these Terms.
13. Limitation of our liability
13.1 Any claim against us in relation to the Item must be brought within a period of two (2) years from the date of our Invoice unless in a claim of fraud or fraudulent misrepresentation by us, in which case any claim must be brought within six (6) years from the date of our Invoice. We will not accept any claim after expiry of these periods.
13.2 Neither you nor we shall be liable for loss of profits, business, revenue (whether direct or indirect) or indirect, incidental or consequential loss or damage, if any, which you or we suffer in connection with the Agreement howsoever arising including negligence.
13.3 If, despite the above exclusions, we are found to be liable to you for any reason, our liability shall not exceed the Purchase Price you paid to us for the relevant Item, and we shall not be liable for any indirect or consequential losses, including but not limited to: (i) loss of profit or revenue; (ii) loss of anticipated savings or interest; (iii) business interruption; or (iv) any other incidental or consequential damages or expenses.
14. Rescission
We will have the right, but not the obligation, to rescind a sale on notice to you, where an adverse claim that reasonably appears to us to have merit is made by a third party, including but not limited to someone claiming ownership of the Item. Upon notice of our election to rescind the sale under this Clause 14 we will retain possession of the Item and refund the Purchase Price to you. The refund of the Purchase Price will constitute your sole remedy and recourse against us with respect to rescission under this Clause 14.
15. Copyright
The copyright subsisting in all images and other materials produced for the sale of the Item is owned by us and such images and materials may only be used with our written permission. We will have the right to use such images at our discretion after the sale of the Item in perpetuity. We do not make any representations or warranties that you will acquire any copyright or other reproduction rights in the Item. For the avoidance of doubt, the sale of the Item does not transfer or assign or licence any copyright or other intellectual property rights to you. During the period in which an artistic work is protected by copyright (typically the life of the artist plus a further 70 years), the copyright remains with the artist (or any person to whom that right was assigned or transmitted on the artist's death). You are purchasing the physical Item, but not the right to produce copies of the Item (including photographs thereof) for publication or to do any other act restricted by copyright. If you require any such rights, you should contact the copyright owner.
16. Additional Terms Applicable to Consumers
16.1 This Clause only applies where you are an individual acting for purposes which are wholly or mainly outside your trade, business, craft or profession (the "Consumer").
16.2 It is unusual for us to sell Items exclusively by email or other methods of distance communication. However, if under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (i) the contract of sale qualifies as an "off-premises" or a "distance" contract and (ii) you qualify as a Consumer, you have the right to cancel the sale without giving any reason at any time up to the end of fourteen (14) days after you, or a third party instructed by you (other than the carrier), receives the Item (the "Cancellation Period"). To exercise the right to cancel, you must notify us of your decision to cancel the sale by a clear statement (e.g. an email) received before the Cancellation Period has expired. You shall then send back or hand deliver the Item to us no later than fourteen (14) days from the day on which you communicate the sale cancellation to us. You must bear the risk and cost of returning the Item to us, including any import duties you or we may incur as a result of your return. If you cancel the sale during the Cancellation Period we will reimburse you the Purchase Price following receipt of the returned Item. We will make the reimbursement without undue delay, and no later than fourteen (14) days after the day we receive the Item from you. We will make this reimbursement using the same means of payment as you used for the initial transaction.
16.3 Where you exercise your right of cancellation, we will be entitled to deduct from the reimbursement the amount of any loss in value of the Item which is caused as a result of unnecessary handling by you. If the Item is returned damaged, we will deduct from the sum we refund to you a reasonable amount to compensate us for the cost of repair and any loss in value to the Item resulting from such damage. If we invoice you that amount separately, our invoice is payable on presentation.
16.4 Where you are purchasing the Item as a Consumer and these Terms are deemed to be a "consumer contract" within the meaning of the applicable consumer legislation, these Terms will not apply to the extent that they are void or unenforceable by virtue of such legislation.
17. Data Protection
17.1 We deal with personal data in accordance with our Privacy Policy on our website (www.stricklandantiques.com). We use personal data supplied by you for administrative purposes and to fulfil our obligations to you related to the sale of the Item, including, where reasonably necessary, sharing the personal data with relevant third parties including HM Revenue & Customs, shippers and storage companies, and to keep you informed of our activities, unless you notify us otherwise by writing to info@stricklandantiques.com.
17.2 During your interactions with us, you may provide us with personal data about yourself (and possibly others) to facilitate business between us. Such data may include your name, address, date of birth, telephone numbers, billing address and email address. Any such personal data may be used by us for the provision of our services (including as described under these Terms), billing and other administrative purposes. Such personal data may also be used by us to provide you with information about us and our services (including contacting you via email, telephone or post) and to help us understand your needs and objectives. For more information about our collection, storage and use of your personal data, please see our Privacy Policy on our website (www.stricklandantiques.com). Our liability to you in respect of your personal data is subject to Clause 13 above.
18. General terms
18.1 This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed exclusively in accordance with the law of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement, its subject matter or formation.
18.2 This Agreement represents the entire agreement between you and us, and all sales by us are subject to these Terms. Please notify us in writing before purchasing the Item if this is not your understanding, otherwise the Terms of the Agreement will apply. If you wish to rely on any variation of these Terms, you must ensure that this has been agreed by us in writing before purchase.
18.3 Neither you nor we shall be in breach of our respective obligations under this Agreement nor liable for a delay or failure in performing any of our obligations under this Agreement if this is a result of events, circumstances or causes beyond reasonable control, including but not limited to internet outages, lockout, power failure, adverse weather, government action, strikes, travel bans, epidemics or war. If the period of delay or non-performance continues for three (3) months, the party awaiting the delayed performance has the right (but not obligation) to terminate this Agreement by giving fourteen (14) days' written notice to the affected party without incurring any liability related to such termination.
18.4 If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this Agreement.
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