General Terms and Conditions of “Opus Art Gallery” for the loan and sale of art to individuals and companies, located at Nijverheidsweg 16A
3534AM in Utrecht (Holland).
Hereinafter also referred to as EO and landlord or seller26 May 2023
Article 1 General
1.1 In these General Terms and Conditions:
1.1.a EO; the landlord or seller.
1.1.b Customer: the (potential) customer of goods and/or services of EO, this can be both a private person and a legal entity.
1.1.c Agreement: The agreement as described in article 2.5. Terms and Conditions.
1.2 Unless expressly agreed otherwise in writing, these general terms and conditions apply to all loan and sales agreements in which works are lent and/or sold by EO to the customer at the following conditions.
1.3 If any provision(s) of these General Terms and Conditions is/are void or is/will be annulled, the remaining provisions of these General Terms and Conditions will remain in full force. EO and the customer will then enter into consultation in order to agree on a new provision(s) to replace the void or annulled provision(s), whereby the purpose and purpose of the void or annulled provision(s) is/are taken into account as much as possible.
Article 2 Offers and Agreements
2.1 Everything that EO offers in terms of opportunities to borrow and/or buy works is an invitation to the customer to make an offer. An agreement is only concluded after the customer has made an offer and EO has accepted it.
2.2 In the case of loan, EO is the party with whom the agreement will be entered into.
2.3 The agreement between EO and the customer is concluded because the customer has placed an order verbally, by email, by letter or by telephone and this order has been accepted by EO in accordance with Article 2.1 of these General Terms and Conditions.
The customer receives an order confirmation from EO with the details of the order. You can order by phone, fax or email via the website.
2.4 In many cases, the invoice will also serve as an order confirmation. The order confirmation/invoice shall include at least the following information:
The name of the artwork, or if this is not known a further description of the artwork.
The name of the artist who made the work, unless it is not known.
Whether it concerns loan or sale.
The price or the loan rate.
The e-mail address and/or phone number where the customer can contact with questions about the order
2.5 The agreement contains all agreements made between the customer and EO and replaces all previously made agreements, arrangements and/or agreements between the customer and EO.
2.6 The administration of EO shall, subject to proof to the contrary, be valid as proof of the assignments provided by the customer and EO and payments made and of deliveries made by EO. EO recognizes that electronic communications can be used as evidence. By accepting the general terms and conditions, the customer also acknowledges this.
2.7 If the customer and EO agree that the customer will purchase other services from EO, these agreements will be arranged through a separate agreement. Also, if it is decided by both parties to deviate from the general terms and conditions, this will be arranged through a separate agreement in writing or via e-mail.
Article 3 Prices/ rates and payment
3.1 All prices for the goods offered are in euros and including sales tax (VAT) and other taxes imposed by the government excluding handling and shipping or delivery costs, unless otherwise stated or agreed in writing.
3.2 All invoices will be paid by the customer without any recourse to discount and/or set-off and/or suspensions no later than the fourteenth day after the invoice date, unless otherwise agreed in writing, except for the rental of the first loan period. This must be paid in advance.
3.3 If a payment term is exceeded by the customer, the total outstanding invoice amount is immediately payable. In that case, the customer is also immediately and by operation of law in default and is due a default interest of 1% per month on the outstanding amount from the invoice date, whereby part of a month is calculated for a whole month.
3.4 If the customer has not paid even after sending a reminder, not paid in full or not before the deadline of payment specified in the reminder, EO has the right to charge its extrajudicial (collection) costs to the customer, which will amount to 15% of the outstanding amount.
In the event of a procedure, the customer is also obliged to pay the legal costs actually incurred by EO, even to the extent that they exceed a legal costs order according to the usual rates. 3.5 If the customer fails to comply with what has been agreed regarding payment, EO shall be entitled to terminate the agreement extrajudicially with immediate effect or to suspend its obligations.
Article 4 Delivery/delivery times/advertising
4.1 Deliveries take place within the Netherlands, unless otherwise agreed.
4.2 The delivery time is normally a maximum of twenty (20) working days after receipt of payment or after order confirmation (for companies), unless otherwise indicated on the EO website. The delivery times are indicative and not a fatal deadline.
4.3 The delivery period of the artwork is a maximum of thirty (30) working days or as much shorter as stipulated in the agreement between the customer and EO.
4.4 If the artwork is not delivered no later than the thirtieth day after payment of the invoice, for whatever reason, the customer has the authority to terminate the agreement provided that the termination is made in writing via fax or e-mail. If the customer makes use of that right, EO undertakes to refund the amount already paid by the customer to the customer within fourteen days of receipt of the written communication, which payment is then made back and forth against final discharge.
4.5 In general, works by different artists will be delivered in different shipments. It can also prevent works by the same artist from being brought into multiple shipments.
4.6 Upon receipt, the customer must thoroughly inspect the work for errors and visible defects and report them to EO within 48 hours, failing which the customer is deemed to have received the work in good condition. Upon receipt of the artwork, the customer signs a receipt statement, in which the artwork is written.
4.7 Any delivery is at the 1st threshold of the home or business of the customer.
Article 5 Force majeure and/or special circumstances
5.1 EO is not obliged to comply with any obligation towards the customer if it is prevented from doing so as a result of a circumstance that is not due to its fault, nor is its responsibility by virtue of law, legal act or opinions applicable in traffic.
5.2 Circumstances within the meaning of Article 5.1 are in any case: a business failure, a malfunction in the energy or material supply, transport delay, a strike and non-delivery or non-timely delivery by suppliers and obstructive government measures. 5.3 In the event of force majeure, EO is entitled to suspend its obligations or to dissolve the agreement in whole or in part without an obligation to pay damages, on the understanding that after the initial decision to suspend it, full or partial dissolution can still be carried out.
Article 6 Loan of works of art
6.1 Unless otherwise agreed in writing, the loan period of a work of art is 1 year.
6.2 Unless otherwise agreed in writing, the customer has the right to purchase the works of art during the loan period.
6.3 The artworks will only be loaned by EO after the customer has taken note of the General Terms and Conditions and has agreed to them.
6.4. The customer must identify himself in the fare of EO with a valid Dutch identity proof.
6.4 The customer must handle the artworks carefully during the loan period. The works of art must not be placed in the immediate vicinity of a heat source or humid place and should be protected as much as possible from direct sunlight, as well as attached via a sound suspension system.
6.5 It is forbidden to (have) the works of art reproduced, to display them elsewhere or to rent or lend them to third parties.
6.6 The customer is obliged to immediately notify EO in writing of damage, loss or loss of works of art. It is not permitted to carry out repairs yourself or have them carried out. The customer is liable for all damage to the work incurred in the period starting at the time the customer has taken delivery of the work and ending at the time the work has been returned to EO.
6.7 Before the artwork is returned, the customer must check that it is still in good condition. If this is not the case, the customer should contact EO and report this in writing in accordance with Article 6.6.
Article 7 Sale of works of art
7.1 After the customer has received the work of art ordered by him/her, the customer has the authority to dissolve the underlying agreement with EO within ten (10) working days after receipt of this artwork. The customer does not have to give a reason for this.
7.2 If the customer wishes to terminate the agreement pursuant to article 7.1 of these terms and conditions, the customer must notify EO in writing (via e-mail, letter or fax). The customer must return the artwork to EO in further consultation with EO at a time to be determined.
7.3 If the customer has already made any payments at the time that the customer has dissolved the agreement with EO pursuant to article 7.1. and 7.2 of these General Terms and Conditions, EO will reimburse these payments to the customer within fourteen (14) working days after EO has received the work of art returned by the customer, deducting any transport costs incurred.
7.4 EO reserves the right to refuse returned works of art or to credit only part of the amount already paid, if there is a suspicion that the artwork has been damaged by the fault of the customer (other than that of EO). The customer is liable for the damages incurred during the period when he had them. EO has the right to have the damage repaired at the customer’s expense and is authorized to offset that damage against the amount paid by the customer, on the understanding that the recovery of the damage will not be limited to this.
7.5 If a work of art is returned that in the opinion of EO has suffered damage that is due to an act or negligence of the customer or is otherwise at the risk of the customer, EO will notify the customer in writing (via fax, letter or e-mail). EO has the right to withhold the depreciation of the artwork as a result of this damage from the amount to be reimbursed to the customer.
7.6 EO does not guarantee the works of art sold through it.
Article 8 Intellectual and industrial property rights
8.1 The customer must fully and unconditionally respect all intellectual and industrial property rights that rest on the goods delivered by EO.
8.2 EO does not guarantee that the goods delivered to the customer do not infringe any intellectual and/or industrial property rights of third parties and accept no liability in the event of any claim by third parties based on the statement that a good delivered by EO infringes any right of a third party.
Article 8A Retention of title (on sale)
8A.1 EO reserves the title of the works of art delivered to the customer or to be delivered to the customer under the agreement until the agreed price with regard to these works of art, as well as the claims due to the failure to comply with the agreement by the customer have been fully paid.
8A.2 All costs of return, storage and sale of the returned artworks shall be borne by the customer.
Article 9 Orders/communication
9.1 EO is in no way liable for misunderstandings, damages, delays or unclear orders and communications as a result of the use of the internet or any other means of communication in traffic between the customer and EO, or between EO and third parties, insofar as it relates to the relationship between the customer and EO.
Article 10 Complaints
10.1 All complaints related to the delivery, quality, capacity of the artwork or any other complaint will be taken seriously by EO.
10.2 The customer must submit a complaint in writing, by email or verbally to EO (see article 12 of these terms and conditions for this).
10.3 EO will try to resolve the complaint as soon as possible. EO will notify the customer in writing (via fax, letter or e-mail).
Article 11 Personal data
11.1 Personal data entered by the customer will be included in a file. This data will be used for the execution of the customer’s order.
11.2 Unless the customer has indicated that the customer does not appreciate this, the customer’s data will be included in a central file of EO. This data will be used to keep the customer fully up-to-date regarding EO’s business and services. The processing of the customer’s data will be carried out in accordance with the applicable laws and regulations.
11.3 If desired, the customer can access the data included by EO about the person of the customer in the file of EO. The customer is entitled to request a change to the data if this data is not correct.
Article 12 EO Support Department
12.1 All correspondence based on these General Terms and Conditions takes place with EO. Nijverheidsweg 16a, email: contact@eddiesoutlet.nl
12.2 EO is registered under number 72988223 at the Chamber of Commerce of Utrecht.
Article 13 Miscellaneous
13.1 If the customer provides EO with an address in writing, EO is entitled to ship all orders to the relevant address until the customer has provided EO with a new address.
13.2 If EO may or may not tacitly allow deviations from these General Terms and Conditions for a short or longer period of time, this shall not affect its right to demand direct and strict compliance with the General Terms and Conditions. The customer can never assert any right on the basis that EO applies these General Terms and Conditions smoothly.
13.3 EO is authorized to use third parties in the execution of the customer’s order(s).
Article 14 Applicable law and dispute resolution
14.1 Dutch law applies to all offers, orders and agreements of EO.
14.2 Disputes between EO and the customer will only be submitted to the competent Dutch Court in Utrecht, except to the extent that Article 108 paragraph 2 of the Rv.
VAT number NL002007768B97
Rabo bank NL37RABO9334480221
Nijverheidsweg 16A
3534AM Utrecht