GENERAL TERMS AND CONDITIONS BETWEEN YOU AND H&B PUBLISHING GMBH

 

Please read the following General Terms and Conditions (hereinafter “Terms and Conditions”) carefully before placing an order of an Artwork on the Website www.sleek-art.net (hereinafter “Website”). By placing an order, you accept and agree to these Terms and Conditions in their current version as applicable at the point in time an order is made.

 

PREAMBLE

Welcome to the Website www.sleek-art.net which is operated by H&B Publishing GmbH, Alexanderstraße 7, 10178 Berlin, Germany, represented by its Managing Director Christian Bracht, Local Court of Charlottenburg, Commercial Register No. HRB 122339 (hereinafter “H&B”).

H&B has built the Website with the purpose of exhibiting and selling contemporary artworks created by young artists (hereinafter “Artworks”). The Website therefore provides a platform to enable artists, galleries or individuals (hereinafter “Seller”) to sell Artworks to you. In this regard, H&B will not enter into a purchase agreement with you but acts as agent on behalf of the Seller. H&B is responsible for operating the Website, establishing and operating a sleek-art account for you (hereinafter “Account”), communicating declarations of intent between you and the Seller for the conclusion of a purchase agreement between you and the Seller, collecting and passing receivables for the Seller, engaging a shipping company to deliver the Artwork to you and insuring the shipment (altogether hereinafter ”Services”), in accordance with these Terms and Conditions. Accordingly, all rights and obligations of a purchase agreement including warranty rights will solely arise between you and the Seller.

The respective Seller who is as the contracting party in regard to the respective purchase agreement specified on the Website displaying the details of the particular Artwork.

By placing an order on the Website you conclude two contracts, one with the Seller regarding the purchase of the Artwork and one with H&B regarding the Services offered by and role of H&B in regard to the purchase agreement, in particular the payment process and shipment of the Artwork to you. The following Terms and Conditions govern the contract between you and H&B.

 

1 GENERAL PROVISIONS

1.1 The option of placing an order on the Website is only offered to persons who are at least 18 years of age or older. In the event that you become only an adult after turning 18 years of age in the country where you reside, then you may only purchase Artworks when you are considered to be an adult in the country where you reside.

1.2 You may be required to provide the following in the course of the purchase: name, postal address, e-mail-address, phone number, payment data and credit card information (hereinafter “Personal Data”) that H&B may request. You expressively acknowledge that a failure to provide such information may result in H&B refusing to complete your order.

1.3 You shall ensure that the payment data and the credit card information is accurate and complete, and that your credit card has not been lost or stolen or is subject of fraud. You shall immediately inform H&B: (i) if your credit card becomes stolen or lost; or (ii) if you have given away, shared or lost your account number and/or password of your relevant credit card/bank account or your username or password.

1.4 You shall (i) fill out all compulsory fields in the account and purchase form, (ii) ensure that your Personal Data is accurate and complete and (iii) immediately inform H&B of any change in your Personal Data supplied by you during registration.

1.5 H&B will not be responsible for any failure to process the payment and to deliver Artworks to you if any information required for a purchase as supplied by you is incorrect, incomplete or out of date. H&B is not under any duty to contact you in order to complete or correct any information that is, or may appear to be, incomplete, incorrect or out of date.

1.6 You are responsible for compliance with all applicable laws in connection with your access to and use of the Services. You agree that when using the Services you will not engage or attempt to engage in any improper use. If H&B suspects violations of these Terms and Conditions, H&B may institute legal action and cooperate with law enforcement authorities in bringing legal proceedings against violators. You agree to cooperate with H&B in investigating suspected violations by you or others, unless applicable law prohibits H&B from requiring you to cooperate.

1.7 H&B does not agree to any Terms and Conditions that differ from or amend the following provisions unless expressively stated otherwise by H&B.

1.8 By placing an order on the Website, you accept and agree to these Terms and Conditions in their current version as applicable at the point in time an order is made. H&B retains the right to change these Terms and Conditions from time to time with future effect.

 

2 YOUR SLEEK-ART ACCOUNT

2.1 Prior to placing an order, you must register electronically to create an Account.

2.2 The Account for a legal entity has to be registered by its representative.

2.3 Registering for an Account allows you to create a single username and password (hereinafter “Login-Data”) that you can use to access a database of Artworks and enables you to enter into a purchase agreement with the Seller via the Website.

2.4 You must keep your Login-Data confidential and not authorize any third party to use it or your Account. You agree that H&B may attribute all use of your Login-Data to you and that you are responsible for all activities that occur under your Account. You must notify H&B immediately if you suspect unauthorized use of your Login-Data or Account or any breach of security at the e-mail-address: info@sleek-art.net.

2.5 If you do not wish to use your Account any longer, you can terminate it at any time.

2.6 H&B is entitled to block or delete your Account up to excluding you from any further registration attempt at any time by good cause, in particular if

2.6.1 H&B obtains any indications of a fraudulent or unlawful use of your Account, including the registration under incorrect Account information;

2.6.2 You have allowed a third party to use your Account;

2.6.3 H&B obtains indications that you do not meet the requirements set out in these Terms and Conditions; or if

2.6.4 H&B believes that any payment data used to process a payment was, or has become, incorrect or payment by your bank account or credit card is contested.

2.7 Termination of your Account will not alter your obligation to pay all charges made to your Account up to and including the date of termination.

2.8 In case of termination of your Account, H&B will delete your Personal Data as soon as it is no longer required for the Services.

 

3 EXHIBITION OF ARTWORKS, OFFER, CONTRACT

3.1 H&B displays Artworks for sale on the Website providing a fixed purchase price. This does not imply a binding offer to enter into a purchase agreement with the Seller, but an invitation to place a binding offer yourself.

3.2 By placing an order on the Website, you make a binding offer to purchase the relevant Artwork.

3.3 You shall have no entitlement to purchase particular Artworks presented on the Website because the Artworks are presented subject to the proviso that the Seller may withdraw its Artwork until the conclusion of the purchase agreement.

3.4 H&B may accept your offer and confirm the purchase on behalf of the Seller by e-mail without undue delay. You shall receive the text of the agreement and an invoice in PDF format together with the confirmation. If you do not receive a confirmation of your offer within five (5) days it shall be deemed to be rejected.

3.5 The order and the acceptance confirmation of H&B on behalf of the Seller are decisive for the content and subject of the purchase agreement. Any information provided earlier in brochures, catalogues, newsletters, ads, price lists, or other marketing material of H&B as well as from Seller shall serve for informational purposes only and shall not be binding. They shall not be an agreement or a warranty of a respective characteristic or specification of the Artwork.

 

4 PRICING FOR H&B SERVICES

4.1 Services provided by H&B are free of charge unless stated otherwise

4.2 You bear the costs of shipment (including shipping insurance) costs as shown before placing a binding offer.

 

5. PAYMENT

5.1 H&B is authorized to collect receivables in regard to the Artwork for the Seller.

5.2 H&B issues an invoice on behalf of the Seller via e-mail according to Sec. 3.4. Payment shall be due seven (7) days after receipt of the invoice.

5.3 You shall pay the purchase price (including value added tax) plus shipping costs (including shipping insurance) to H&B.

Payment can be made by credit card, direct debit, bank transfer to H&B Publishing GmbH, IBAN: DE81100500000190178639 BIC/SWIFT-Code: BELADEBEXXX. PayPal or other means of payment being provided by H&B at its sole discretion.

5.4 You are deemed to enter into payment default if you have not rendered payment within ten (10) days after receipt of the invoice, the relevant date is the date that H&B receives the payment into its account. After entering into default, all prices are charged with interest in amount of five (5) percentage points above the basic rate of interest. In case you are an entrepreneur, all prices are charged with interest in amount of eight (8) percentage points above the basic rate of interest.

5.5 In case H&B cannot process a payment because direct debit from your bank account is not possible due to incorrect billing information, or lack of funds, you shall reimburse H&B from any additional costs.

5.6 Unless otherwise provided by applicable law or the Seller presents a return or refund policy stating otherwise at the time of purchase, all sales concluded via the Website on behalf of the Seller are final and charges are earned when received and are not returnable, refundable, transferrable, or redeemable in whole or in part.

 

6. SHIPPING

6.1 Provided that H&B has received your payment in full, H&B will engage a shipper to deliver the Artwork to you and insure the shipping respectively.

6.2 Shipment is available all over the world.

6.3 H&B shall only be obliged to properly and timely deliver the Artwork to the shipper and shall not be responsible for any delays caused by the shipper. Any transit times specified by us shall therefore only be non-binding estimates.

6.4 If you are an entrepreneur, shipping will take place at your own risk; if you are a consumer, the statutory provisions shall apply; i.e. under no circumstance shall you as a consumer bear the risk on conveyance during shipping.

6.5 If, immediately upon receipt of the Artwork, it should be discovered that the Artwork has suffered severe damage during shipping, you shall retain the packaging as evidence, since otherwise proving that the damage occurred during transit is considerably more difficult for H&B or may even be impossible. Please contact H&B immediately in such a case.

6.6 With regard to entrepreneurs only, the following shall apply: You shall notify the shipper of any damages during shipment (Transportschäden) without undue delay at delivery and shall document such damages on the delivery note. If you do not make the relevant notices in due time, the relevant Artwork shall be deemed accepted and you shall not be entitled to make any claims in connection with defects of such Artwork unless a defect was not obvious in the examination. In case a defect reveals itself later in time, you shall notify H&B without undue delay upon identification of such defect, at the latest within five (5) business days after the identification of the defect.

 

7. WEBSITE, LINKS AND BANNERS

7.1 H&B does not guarantee availability of any Service or any particular feature of the Website.

7.2 H&B reserves the right to make changes or corrections to, and to alter, suspend or discontinue any aspect of the Website and the content or Services available through it, from time to time.

7.3 H&B is not responsible for any promotional links or advertising banners of third party advertisers appearing on the Website.

7.4 While H&B endeavours to ensure that the information on the Website is correct, H&B does not warrant the accuracy or completeness of such information. The Website may contain typographical errors or other inaccuracies, or information that is out of date.

7.5 The contents of the Website are protected by international copyright laws and other intellectual property rights. The owner of these rights are H&B or other third party licensors. You are permitted to print and download extracts from the Website only for your personal reference.

7.6 Otherwise, no part of the Website may be reproduced or stored, modified, copied, republished, uploaded, posted, transmitted or distributed, by any means or in any manner, or included in any other website or in any other public or private electronic retrieval system or service without H&B´s express prior written consent.

 

8. WARRANTIES

8.1 H&B does not warrant the access to the Website at all times. An all-over availability of the Website is technically not possible. The Website is provided “as is”, “with all faults”, and “as available”. The entire risk of use and performance remains with you.

8.2 H&B does not warrant that all Artworks are still available at the time of your order. It may occur that an Artwork has already been sold and thus is not available for sale anymore.

 

9. FORCE MAJEURE

H&B shall not be liable for non-performance or late performance of its duties if this is due to events that fall outside H&B´s reasonable sphere of influence and H&B is not responsible therefore.

 

10. LIABILITY

10.1 H&B's liability shall be determined exclusively in accordance with statutory law for all cases of willful misconduct (Vorsatz) as well as claims based on damage to life, body or health and in all other cases of mandatory law. Furthermore, H&B is liable for cases of gross negligencle (grobe Fahrlässigkeit) of its legal representatives and managing employees and in case of a breach of a material contractual obligation.

10.2 In cases of gross negligence (grobe Fahrlässigkeit), H&B´s liability shall be limited to typical, foreseeable damages. This limitation does not apply to the extent damages have been caused by H&B's managing employees or legal representatives.

10.3 H&B’s liability for slight negligent breach of material contractual obligations is limited to the typical, foreseeable damages. In all other cases of slight negligence, H&B's liability is excluded.

10.4 In all other cases H&B is not liable.

10.5 The preceding limitations of liability shall refer to all contractual and criminal damage claims of you towards H&B, irrespective of their legal ground.

10.6 H&B shall explicitly not be responsible for the fulfillment of the Seller´s obligations in regard to the sale.

 

10. INDEMNITY

You hereby defend, indemnify, and hold H&B, its directors, officers, employees, agents, partners, suppliers, and licensors harmless and will keep them indemnified from any third party claim or demand, including reasonable attorneys’ fees, relating to or arising from a breach of your obligations under this agreement.

 

11. NOTICE AND TAKEDOWN PROCEDURES

If you believe that an Artwork available through the Website infringes the intellectual property rights of any third party or is defamatory, please notify H&B. After receiving notice, H&B will remove or disable access to any infringing or defamatory Artwork.

 

12. DATA PROTECTION

H&B complies with its legal obligations regarding your Personal Data. Specific details regarding the collection and processing of Personal Data can be found in H&B´s Privacy Policy.

 

13. MISCELLANEOUS

13.1 These Terms and Conditions constitute the entire agreement between you and H&B with respect to your Account and the Services provided by H&B.

13.2 The assignment of rights and/or the assignments of your obligations under the contract with H&B shall require H&B´s prior written consent.

13.3 If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions will remain in full force and effect. You and H&B intend that the provisions of these Terms and Conditions be enforced to the fullest extent permitted by applicable law. Accordingly, you and H&B agree that if any provision is deemed unenforceable, where possible, it will be modified to the extent necessary to make it enforceable, which may include its deletion.

13.4 These Terms and Conditions are governed by the law of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods. This shall only apply if mandatory statutory provisions do not prescribe otherwise.

13.5 The Parties agree on the sole jurisdiction of the courts of Berlin, Germany, for any claims relating to these Terms and Conditions. However, H&B may also alternatively take legal action against you at your general or any other permissible legal venue. This shall not be valid if mandatory legal directives prescribe another legal venue.

 

 


 

GENERAL TERMS AND CONDITIONS BETWEEN YOU AND THE SELLER

 

Please read the following General Terms and Conditions (hereinafter “Terms and Conditions”) carefully before placing an order of an Artwork on the Website www.sleek-art.net (hereinafter “Website”). By placing an order, you accept and agree to these Terms and Conditions in their current version as applicable at the point in time an order is made.

 

PREAMBLE

Welcome to the Website www.sleek-art.net which is operated by H&B Publishing GmbH, Alexanderstraße 7, 10178 Berlin, Germany, represented by its Managing Director Christian Bracht, Local Court of Charlottenburg, Commercial Register No. HRB 122339 (hereinafter “H&B”).

H&B has built the Website with the purpose of exhibiting and selling contemporary artworks created by young artists (hereinafter “Artworks”). The Website therefore provides a platform to enable artists, galleries or individuals (hereinafter “Seller”) to sell Artworks to you. In this regard, H&B will not enter into a purchase agreement with you but acts as agent on behalf of the Seller who is specified on the Website displaying the details of the particular Artwork

By placing an order on the Website you conclude two contracts, one with the Seller regarding the purchase of the Artwork and one with H&B regarding the Services offered by and role of H&B in regard to the purchase agreement, in particular the payment process and shipment of the Artwork to you. The following Terms and Conditions govern the contract between you and the Seller.

 

1 GENERAL PROVISIONS

1.1 The option of purchasing Artworks through the Website is only offered to persons who are at least 18 years of age or older. In the event that you become only an adult after turning 18 years of age in the country where you reside, then you may only then purchase Artworks when you are considered to be an adult in the country where you reside.

1.2 The Seller does not agree to any Terms and Conditions that differ from or amend the following provisions unless expressively stated otherwise by the Seller.

1.3 By placing an order on the Website, you accept and agree to these Terms and Conditions in their current version as applicable at the point in time an order is made. The Seller retains the right to change these Terms and Conditions from time to time with future effect.

 

2. CONCLUSION OF PURCHASE AGREEMENTS

2.1 The display of Artworks on the Website does not imply a binding offer of the Seller to enter into a purchase agreement, but an invitation to place a binding offer yourself.

2.2 By placing an order on the Website, you make a binding offer to purchase the relevant Artwork.

2.3 You shall have no entitlement to purchase particular Artworks presented on the Website because the Artworks are presented subject to the proviso that the Seller may withdraw its Artwork until the conclusion of the purchase agreement.

2.4 The Seller will accept your offer and confirm the purchase through H&B as his/her/its representative by e-mail without undue delay. You shall receive the text of the agreement and an invoice in PDF format together with the confirmation. If you do not receive a confirmation of your offer within five (5) days, your offer shall deemed to be rejected.

 

3. PRICING FOR ARTWORKS

3.1 Pricing on the Website shall not be binding and are subject to change. Only prices in an order acceptance confirmation respectively prices agreed between you and the Seller in a purchase agreement shall be binding for the relevant Artwork.

3.2 In regard to the Seller you shall bear the price of the purchased Artwork including the resale royalty right (if applicable). The contribution to the resale royalty right refers to the legal obligation for the resale royalty in case of the resale of fine arts and photographs in the art market. If your shipping address is inside the European Union, the quoted prices are final prices including value-added tax according to German law. If your shipping address is outside of the European Union, additional taxes or import duties according to the statutory provisions of your country of residence may incur. In this case you will be solely responsible for the payment of these taxes and duties. If you are an entrepreneur, you have to pay taxes according to the law of your country of residence. In this case you are responsible for paying taxes in accordance with local laws.

 

4. PAYMENT

4.1 H&B is authorized by the Seller to collect receivables in regard to the Artwork for the Seller. Purchase price is to be payed by you to H&B according to Sec. 5 of the General Terms and Conditions between you and H&B.

4.2 H&B issues an invoice on behalf of the Seller via e-mail according to Sec. 2.4. of these Terms and Conditions. Payment shall be due seven (7) days upon receipt of the invoice.

4.3 You are deemed to enter into payment default if you have not rendered payment within ten (10) days after receipt of the invoice, the relevant date is the date that H&B receives the payment into its account. After entering into default, all prices are charged with interest in amount of five (5) percentage points above the basic rate of interest. In case you are an entrepreneur, all prices are charged with interest in amount of eight (8) percentage points above the basic rate of interest.

4.4 Unless otherwise provided by applicable law or the Seller presents a return or refund policy stating otherwise at the time of purchase, all sales concluded via the Website on behalf of the Seller are final and charges are earned when received and are not returnable, refundable, transferrable, or redeemable in whole or in part.

 

5. SHIPPING

The shipment of the purchased Artwork is handled by H&B according to Sec. 6 of the General Terms and Conditions between you and H&B.

 

6. RETENTION OF TITLE

The Seller will retain ownership in the Artwork until the full purchase price is paid by you to H&B and the Artwork is delivered to you.

 

7. WARRANTY

7.1 With respect to warranties in title and quality for the Artwork statutory provisions shall apply unless the following provisions expressly state otherwise.

7.2 An Artwork´s description will define the characteristics contractually agreed (Beschaffenheitsvereinbarung) for that Artwork only insofar as the description and certificate of authenticity relate to the Artwork´s authorship, date of manufacture/creation, technique of fabrication or affixed signature..

7.3 Deviations between the Artwork´s actual shade of color and the one shown on the Website, insofar as they result from the photographic techniques used (e.g. lighting and/or sharpness of the image) or from the manner in which the Artwork is pictured on the Website, will be deemed immaterial and will not represent a defect. This will not apply, however, if the deviation in color is due to negligence on the part of the Seller.

7.4 In the event of a defect of the delivered Artwork and in accordance with statutory provisions you shall be entitled to rescind (Rücktritt) the purchase agreement if the remedy has definitely failed, Seller has not used a reasonable grace period for the rectification or supplementary performance regarding the defect, or such grace period is dispensable pursuant to the statutory provisions. If the Artwork only has an immaterial defect, you shall only have the right to reduce the price. The aforementioned shall not apply if Seller has fraudulently concealed the defect.

7.5 In case of rescission of the purchase agreement according to Sec. 7.4 the transaction will be unwound in accordance with the relevant statutory regulations. Accordingly, you and the Seller must first of all return any benefits you and the Seller have received under the contract. In other words, the Seller must reimburse you for the purchase price paid, while you must return the purchased Artwork to the Seller. In the event that an Artwork returned by you has deteriorated or perished in the meantime, you must, as a rule, pay compensation for the Artwork´s value in lieu of returning it. The Artwork´s purchase price will be used as the basis for calculating its replacement value. The relevant statutory warranty regulations will also apply in this context.

7.6 The declaration of rescission has to be dispatched to the Seller.

7.7 If you are an entrepreneur, the warranty period shall be time-barred one (1) year after delivery of the Artwork.

7.8 With regard to entrepreneurs only, the following shall apply: You shall be obliged to examine the Artwork with undue delay after delivery in accordance with Sec. 377 German Commercial Code and shall notify the Seller of any open defect in the Artwork without undue delay, at the latest within three (3) business days. If you do not make the relevant notices in due time, the relevant Artwork shall be deemed accepted and you shall not be entitled to make any claims in connection with defects of such Artwork unless a defect was not obvious in the examination. In case a defect reveals itself later in time, you shall notify the Seller without undue delay upon identification of such defect, at the latest within five (5) business days after the identification of the defect.

 

8. FORCE MAJEURE

Seller shall not be liable for non-performance or late performance of its duties if this is due to events that fall outside Seller´s reasonable sphere of influence and Seller is not responsible therefore.

9. LIABILITY

9.1 Seller's liability shall be determined exclusively in accordance with statutory law for all cases of willful misconduct (Vorsatz) as well as claims based on damage to life, body or health and in all other cases of mandatory law. Furthermore, Seller is liable for cases of gross negligence (grobe Fahrlässigkeit) of its legal representatives and managing employees and in case of a breach of a material contractual obligation.

9.2 In cases of gross negligence (grobe Fahrlässigkeit), Seller´s liability shall be limited to typical, foreseeable damages. This limitation does not apply to the extent damages have been caused by Seller's managing employees or legal representatives.

9.3 Seller’s liability for slight negligent breach of material contractual obligations is limited to the typical, foreseeable damages. In all other cases of slight negligence, Seller's liability is excluded.

9.4 In all other cases Seller is not liable.

9.5 The preceding limitations of liability shall refer to all contractual and criminal damage claims of you towards Seller, irrespective of their legal ground.

 

10. INSTRUCTION REGARDING THE RIGHT OF WITHDRAWAL (WIDERRUF)

Information concerning the exercise of the right of withdrawal

Right of withdrawal

If you are a consumer and the Seller is an entrepreneur, the following shall apply:

You have the right to withdraw from the purchase agreement within 14 days without giving any reason.

The withdrawal period will expire after fourteen (14) days from the day on which you acquire, or a third party other than the shipper and indicated by you acquires, physical possession of the Artwork. In case of purchase agreement relating to multiple Artworks ordered by you in one order and delivered separately, the withdrawal period will expire after fourteen (14) days from the day on which you acquire, or a third party other than the shipper and indicated by you acquires, physical possession of the last Artwork. In case of a purchase agreement relating to delivery of an Artwork consisting of multiple lots or pieces, the withdrawal period will expire after fourteen (14) days from the day on which you acquire, or a third party other than the shipper and indicated by you acquires, physical possession of the last lot or piece.

To exercise the right of withdrawal, you must inform H&B (Alexanderstraße 7, 10178 Berlin, email: info@sleek-art.net) of your decision to withdraw from the purchase agreement by an unequivocal statement (e.g. a letter sent by post or email). You may use the attached model withdrawal form, but it is not obligatory. H&B will forward your declaration of withdrawal to the Seller.

To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

Effects of withdrawal

If you withdraw from the purchase agreement, H&B shall reimburse to you all payments received from you, including the shipping costs, without undue delay and in any event not later than fourteen (14) days from the day on which H&B is informed about your decision to withdraw from the purchase agreement. H&B will carry out such reimbursement using the same means of payment as you used for initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of such reimbursement.

H&B or a shipper engaged by H&B will collect the Artwork.

You will have to bear the direct cost of returning the Artwork in amount of the initial shipping costs.

You are only liable for any diminished value of the Artwork resulting from the handling other than what is necessary to establish the nature, characteristics and functioning of the Artwork.

Model withdrawal form
(complete and return this form only if you wish to withdraw from the purchase agreement)

- To H&B Publishing GmbH, Alexanderstraße 7, 10178 Berlin, email: info@sleek-art.net.
- I hereby give notice that I withdraw from my purchase agreement of the following Artworks:
- received on:
- Name of consumer:
- Address of consumer:
- Signature of consumer (only if this form is notified on paper):
- Date:

End of the information concerning the exercise of the right of withdrawal.

 

11. DATA PROTECTION

The Seller complies with its legal obligations regarding your Personal Data.

 

12. MISCELLANEOUSS

12.1 These Terms and Conditions constitute the entire agreement between you and the Seller with respect to the purchase of an Artwork.

12.2 The assignment of rights and/or the assignments of your obligations under the contract with the Seller shall require the Seller´s prior written consent.

12.3 If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions will remain in full force and effect. You and the Seller intend that the provisions of these Terms and Conditions be enforced to the fullest extent permitted by applicable law. Accordingly, you and the Seller agree that if any provision is deemed unenforceable, where possible, it will be modified to the extent necessary to make it enforceable, which may include its deletion.

12.4 These Terms and Conditions are governed by the law of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods. This shall only apply if mandatory statutory provisions do not prescribe otherwise.

12.5 Exclusive place fo jurisdiction shall be the seat of the Seller. The Seller shall also be entitled to initiate proceeding at your general or any other permissible legal venue. This shall not be valid if mandatory legal directives prescribe another legal venue.