Standard Terms and Conditions
Shanghai Art&Culture Services Co.,Ltd
(hereinafter referred to as ARTCULS)
(Effective June 2013)
The Standard Terms and Conditions shall govern all transactions between ARTCULS and its Customers.All orders between ARTCULS and its customers are exclusively furnished on the basis of the following provisions.
These Terms and Conditions may exclude and limit certain liabilities.so we strongly recommend the customers read these terms and conditions carefully.
These terms and conditions may only be modified, altered or amended in writing signed by both Customer and ARTCULS.
In these Conditions, the following words have the following meanings:
1.1 “ARTCULS” means Shanghai Art&Culture Services Co.,Ltd.
1.2 “Customer” means and includes any person at whose request or on whose behalf ARTCULS provides Services, the shipper, the consignee and/or the owner of the goods.
1.3 “Goods” includes paintings, sculptures, antiques,and articles of every kind whatever;
1.4 “Services” means the services provided by ARTCULS either as principal or as agent, e.g. arranging carriage of goods by air, sea, rail,road; and/or storage, loading, unloading, packing, unpacking, installation, de-installation, pick up, delivery, customs clearance, and/or other handling of goods.
1.5 “Documentation” shall mean all information received directly or indirectly from Customer, whether in paper or electronic form.
1.6 “Third Parties” shall include, but not be limited to, the following: “carriers, truckmen, cartmen, forwarders, customs brokers, agents, warehousemen and others to which the goods are entrusted for transportation, cartage, handling and/or delivery and/or storage or otherwise” .
2.1 Estimates/price quotations are based on information provided by the customer. when the actual size or goods information changes,the estimates/price quotations are subject to change accordingly.
2.2 The air and sea freight in our estimates/price quotations valid to 15 days from its quote date.
2.3 The estimate/price quotation valid for services on working days in normal working hours(Monday to Friday 09.00-18.00 hours).
2.4 The estimate/price quotation does not include :
2.4.2 Installation or de-installation of the artworks
2.4.3 Non working hours charge
2.4.4 Difficult access at address of pick up or delivery
2.4.5 forklift or any services which need special equipments for handling
The customer agrees that ARTCULS’s Maximum liability to the customer,its officers,agents,employees,representatives or contractors for damages,for any cause of action whatsoever,including but not limited to negligence and regardless of the nature of the action,shall be USD1.50 (one dollar fifty cents) per kg,but it can not exceed the value of the actual loss.
ARTCULS shall not be liable for any claim in excess of USD1.50 (one dollar fifty cents) per kg, regardless of the cause of the loss unless the customer declares a higher value,pays an additional charge,and documents its actual loss in accordance with the claim filing rules set forth herein.
ARTCULS shall not be liable for:
4.1.Seizure, confiscation, destruction or damages pursuant to customs or quarantine regulations or laws;
4.2 Nuclear reaction or nuclear radiation or radioactive contamination, all whether controlled or uncontrolled, and whether direct, indirect,approximate or remote;
4.3 War, invasion, acts of foreign enemies, hostilities (whether war is declared or not), civil war,terrorism, rebellion and/or military coup, Act of God, adverse weather, third party industrial action, re-scheduled sailing, departure or arrival times, port congestion, or other such events outside ARTCULS control;
4.4 Insects, moths, vermin, gradual deterioration, and ordinary wear and tear;
4.5 The nature of the article, or any defect, characteristic, or inherent vice thereof, including susceptibility to internal damage of electronic equipment and musical instruments or because of atmospheric conditions such as temperature and humidity, or changes therein;
4.6 Strikes, lockouts, labor disturbances, riots, civil commotion, or the acts of any persons taking part in any such occurrence or disorder;
4.7 For documents, currency, money, jewelry, watches, precious stones, or articles of extraordinary value including accounts, bills, deeds,evidence of debt, securities, notes, postage stamps, trading card or stamps, stamp and coin or other valuable collections, revenue stamps,letter or packets of letters, precious metal or article manufactured therefrom, or articles of peculiarly inherent value;
4.8 Items improperly or inadequately packed or mislabeled by Customer, its agents or employees;
4.9 Items containing internal damage or concealed breakage; glass, ceramic and stone with existing cracks;
4.10 Items of inherent vice or weakness due to poor craftsmanship in fabrication;
4.11 Items containing internal mechanics or instrumentation;
4.12 Items with waxen, resinous, or viscous surface area, be they in wet, semi-dry, or hardened state;
4.13 Damaged or excessively worn antique items in disrepair, items exhibiting prior repairs or breakage;
4.14 Uncured and/or not thoroughly dry paintings; uncured and/or unset varnish applied to furniture;
4.15 Items with directional orientation to which the customer does not affix descriptive arrows in advance;
4.16 Items shipped unwrapped at the stated request of the customer;
4.17 Item which has a pre-existing defect or is inherently defective;
It is the customer’s responsibility to arrange adequate insurance cover for the artworks against all insurable risks.In all cases, Customer shall pay all premiums and costs in connection with procuring the requested insurance coverage.
No insurance will be effected by ARTCULS, except upon express instructions given in writing by the Customer. All insurances effected are subject to the usual exceptions and conditions of the Policies of the Insurance Company or Underwriters taking the risk. Unless otherwise agreed in writing ARTCULS shall not be under any obligation to effect a separate insurance on each consignment, but may declare it on any open or general Policy held by ARTCULS.
ARTCULS shall carry out the services according to the Customer’s instructions as agreed. If the instructions are inaccurate or incomplete or not according to contract, ARTCULS may at the risk and expense of the Customer act as he deems fit.
Unless otherwise agreed, ARTCULS may without notice to the Customer arrange to carry the Goods on or under deck and choose or substitute the means, route and procedure to be followed in the handling, stowage,storage and transportation of the Goods.
If customer postpone or cancel the service without advance notice,ARTCULS reserves the right to charge a fee as liquated damages. The amount of the fee depends on the work has been done,usually from 30% to 100% of quotation charges.
The Customer acknowledges and agrees that ARTCULS may subcontract the performance of Services to third parties (“Subcontractors”). And when ARTCULS sub-contracts,these terms and conditions will still apply.
ARTCULS shall not be liable for acts and omissions by third parties (“Subcontractors”), such as, but not limited to, Carriers, warehousemen, stevedores, customs officers,port authorities and freight forwarders.
ARTCULS shall not be liable for any consequential or special damages, including, but not limited to, loss caused by delay, loss of revenue, income, profit, market value, utility, profit and/or emotional distress.
10.1 The customer guarantees that the goods are not in status of mortgage, controversy, litigation and infringement of intellectual property.
10.2 It is agreed that the Customer shall defend, indemnify and hold ARTCULS (“indemnitee”) harmless from and against any and all claims, liabilities, damages, losses and judgments(including legal action from government)..
11.1 Customer guarantees full payment for all services arranged by ARTCULS on Customer’s behalf, no matter what person ordered the services or benefited there from. If the customer does not pay by due date, a late fee of 3% of the outstanding amount for each month will be charged from the invoice date.
11.2 In the event ARTCULS pursues collection and/or litigation against Customer and prevails,Customer agrees to pay attorney’s fees, costs and other expenses thus incurred
11.3 Credit may be granted subject to customer’s written application.
No art works shall be delivered or transferred unless ARTCULS receives complete delivery instructions from the Customer, the instructions can be in paper or electronic form,including telephone and email.
The Customer acknowledges and agrees that ARTCULS shall have a right to withhold and ultimately dispose of some or all of the art works if the customer fails to pay all the outstanding charges.
14.1 Upon delivery the consignee shall check the condition of the goods, the quantity, the number of packages. Any apparent defects and missing items and the corresponding delivery note must be signed by both parties.Customer and/or Consignee must hold any packaging, crates, frames and /or containers and their contents in the same condition they were in when damage was discovered.
14.2 Any claims for any loss or damage must be presented within 14 days from the date of arrival of the shipment to destination.If goods are placed in storage, claim, if any, must be made before storing.ARTCULS will only honor insurance claims when a premium is charged and it has been paid by the Customer for the shipment in which the claim occurred. Otherwise, ARTCULS shall be discharged of all liability whatsoever in respect of any claim.
14.3 The claims for loss or damage shall not be acceptable until all of ARTCULS’ charges have been paid in full. The amount of the claim can not be deducted from the total due and payable charges.
These Terms and Conditions and any contract with ARTCULS shall be governed by the laws of the People’s Republic of China (PRC). Any claim or dispute must be determined exclusively by the courts in China and no other court.