These Terms of Sale record the terms of the contract of sale between Sophia Kisielewska (also known as Sophia Kisielewska-Dunbar and Sophia K-D) an artist residing in London (the “Artist”) and the buyer of the artwork(s) created by the Artist (“Artwork”) either listed on https://www.sophiakdshop.com/ (“Website”), or on the invoice issued by the Artist (the “Buyer”). The Buyer agrees to be bound by these Terms of Sale. If the person who purchases the Artwork does so as agent for the Buyer (whether the Buyer is named or unnamed), that person accepts joint and several liability with the Buyer under these Terms of Sale.   

1. METHOD OF SALE 

1.1 The majority of the Artworks advertised on the Website can be purchased directly through the Website without direct communication with the Artist. However, from time to time, certain Artworks may be purchased following an enquiry and communication with the Artist by email, particularly if the Artwork is complex, large or requires shipping outside the UK (as set out in Clause 4). The Artist may also, from time to time agree to create a bespoke Artwork for a Buyer, the details and price of which shall be agreed between the Artist and the Buyer in writing (“Commissions”).  Save for anything expressly agreed in writing by the Artist, these Terms of Sale shall apply to all methods of sale of Artworks acquired through the Website, directly via the Artist and Commissions. The Terms of Sale shall not apply to Artworks sold via other third-party sellers and platforms, which have their own terms of sale.

2. OWNERSHIP AND RISK 

2.1 Ownership of the Artwork shall only pass to the Buyer upon receipt by the Artist of (i) the full amount in cleared funds of the purchase price as listed on the Website or as otherwise agreed with the Artist in writing (the “Purchase Price”) AND (ii) any additional costs payable to the Artist such as international shipping and delivery costs (if applicable).  Until ownership has passed to the Buyer following payment, the Artist shall be free to advertise, market and sell the Artwork to any third party, or to withdraw the Artwork from sale, in the Artist’s absolute discretion. Enquiring about an Artwork or communicating with the Artist does not grant the prospective Buyer any rights of first refusal or option to buy the Artwork.  

2.2 Risk of loss of, and damage to, the Artwork shall pass to the Buyer on delivery of the Artwork to the Buyer. From the time of risk passing to the Buyer, the Buyer shall be responsible for insuring the Artwork against risk of loss and damage.   

3. PAYMENT 

3.1 Payment shall be made in the currency listed on the Website or invoice, as applicable, unless otherwise agreed by the Artist in writing. 

3.2 Payment for an Artwork acquired directly through the Website shall be made using Stripe and such payments shall be subject to their terms here. 

3.3 Payment for Commissions and Artworks acquired directly from the Artist (i.e not paid for through the Website’s online payment system), shall be paid via electronic bank transfer by the payment date specified on the invoice. Due to an increase in cyber-attacks, when paying the Purchase Price directly to the Artist upon receipt of an invoice, the Buyer shall be responsible for ensuring that payment is made to the bank account detailed on the invoice and the Artist shall not be responsible in the event that payment is intercepted due to hacking or cyber-attack.

4. DELIVERY  

4.1 Unless otherwise agreed, within [5-7] working days of receipt of the Purchase Price and any additional costs payable by the Buyer such as shipping costs (if applicable), the Artist will arrange packing of the Artwork and delivery to the Buyer’s address (as notified to the Artist directly or via the Website at the time of purchase) in accordance with the delivery method set out in Clause 4.2 below. The Artist shall arrange for the Artwork to be packed safely and securely and in accordance with the type and fragility of the Artwork.  

4.2 If the Artist is arranging delivery of the Artwork, delivery shall be by Royal Mail first class tracked delivery. Delivery within the UK takes approximately 1-3 working days and outside the UK takes approximately 3-4 working days. Upon sending, a tracking number shall be sent to the email address provided at the time of purchase. Whilst the Artist uses all reasonable endeavours to ensure prompt delivery, delivery times cannot be guaranteed and time of delivery is not of the essence. Unless stated otherwise, shipping costs for delivery outside the UK do not include import tax which may apply in the Buyer’s destination country and shall be the Buyer’s responsibility in accordance with Clause 6.  

4.3 Should the Buyer wish to collect the Artwork or arrange shipping directly, they should contact the Artist to arrange this. The Artist shall have no responsibility for the Artwork from the point the Artwork is collected on behalf of the Buyer.  

4.4 The Artist reserves the right to charge the Buyer, and the Buyer agrees to pay, reasonable storage and insurance costs if the Buyer is unable to accept delivery of the Artwork and the Artwork is subsequently returned by the shipper or delivery agent to the Artist. In such an event, the Buyer shall be required to pay for any further delivery costs after the Artwork has been returned. Unless expressly stated in these Terms of Sale, failure to accept delivery does not entitle the Buyer to cancel the purchase, and such cancellation shall be at the Artist’s discretion.   

5. INSTALLATION 

5.1 Unless otherwise specified, the Artwork shall be delivered unframed and installation is not included. Where applicable, installation and care instructions shall accompany the Artwork.  

6. EXPORT AND VAT 

6.1 The Purchase Price shall be inclusive of UK VAT but does not include any customs duties or import taxes that may apply to the Artwork upon import to any country outside the UK, which shall be the responsibility of the Buyer. The Artist may on request, provide a prospective Buyer with a quotation for all shipping, handling and import (including payment of import tax, customs and handling fees).  

6.2 Unless such taxes and charges have been expressly included in the shipping costs, the Buyer is responsible for compliance with any applicable import and export laws in the country of delivery and the payment of any import taxes, duties or handling fees incurred on the import of the Artwork.  

7. WARRANTIES 

7.1 The Artist warrants to the Buyer that:  

a. the Artwork is a unique work of fine art, is original to the Artist and has not been copied wholly or substantially from any other work; and

b. if the Artwork is identified as an edition, the size of the edition shall not be increased beyond the number of editions stated with the Artwork; 

8. INTELLECTUAL PROPERTY RIGHTS

8.1 The Buyer does not acquire any copyright or other intellectual property right in the Artwork and the Artist’s moral rights are hereby asserted. The Buyer shall not deliberately damage, modify or destroy the Artwork, or copy or reproduce the Artwork or take any other action that may infringe the Artist’s intellectual property rights.  

9. LIABILITY OF THE ARTIST 

9.1 Subject to Clause 7 above, the Artist makes no representation or warranty, orally or in writing, express or implied (other than those which cannot be excluded by law) with respect to the Artwork, including (without limitation): condition, importance, size, quality, rarity, value, historical significance, medium, material or authenticity or performance, which are statements of opinion only and not representations of fact. The sale of the Artwork shall not be treated as a sale by description and statements made orally or in writing by the Artist as to the characteristics of the Artwork shall not be treated as terms of the sale. The Artist is not liable (i) for the statements, data, information and opinions of others, (ii) for any deterioration of the Artwork after the sale in circumstances where the Buyer fails to comply with the Artist’s instructions related to the handling, installation or maintenance of the Artwork. If the Buyer buys the Artwork in the course of business, the Artist excludes any liability for breach of any term which may be implied into the sale by the Sale of Goods Act 1979. The Artist’s total liability to the Buyer in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the sale of the Artwork, shall be limited to the Purchase Price of the Artwork excluding any delivery costs and VAT. The Artist shall not be liable to the Buyer for any loss of profits, loss of business, loss of anticipated savings or for any special, indirect, incidental, or consequential loss, costs, damages, charges or expenses to the fullest extent permitted by law. No provision in these Terms of Sale shall be deemed to exclude or limit the Artist’s liability to the Buyer in respect of any fraud or fraudulent misrepresentation, or in respect of death or personal injury caused by its negligent acts or omissions. 

10. RIGHT TO CANCEL 

10.1 Other than expressly set out in this Clause 10, sales are non-refundable. The right to cancel set out below does not apply to Commissions.  

10.2 If under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013  and its amendments set out in the Consumer Protection (Amendment etc) (EU Exit) Regulations 2018 (i) the sale qualifies as an “off-premises contract” or a “distance contract”, and (ii) the Buyer qualifies as a “consumer”, the Buyer has the right to cancel the sale without giving any reason at any time up to the end of 14 calendar days after the Buyer, or a third party (other than the carrier) instructed by the Buyer, receives the Artwork (the “Cancellation Period”). To exercise the right to cancel, the Buyer must notify the Artist of its decision to cancel the sale by a clear statement (e.g. an email), in either case before the Cancellation Period has expired. A model form cancellation is set out below. If the Buyer cancels the sale during the Cancellation Period, the Artist will reimburse the Buyer the Purchase Price. The Artist will make the reimbursement without undue delay, and no later than (a) 14 calendar days after the day the Artist receives the Artwork from the Buyer; or (b) (if earlier) 14 calendar days after the date the Buyer provides evidence that the Artwork has been shipped to the Artist. The Artist will make this reimbursement using the same means of payment as the Buyer used for the initial transaction. The Buyer shall send back the Artwork or hand deliver it to the Artist at such address as the Artist may specify for that purpose, without undue delay and in any event no later than 14 calendar days from the day on which the Buyer communicates the sale cancellation to the Artist. The Buyer must bear the cost of returning the Artwork to the Artist, including any import duties the Buyer or the Artist may incur as a result of the Buyer’s return. The Buyer will be liable for any diminution in value of the Artwork if his/her/its handling of the Artwork went beyond what is necessary to establish the nature and characteristics of the Artwork. If the Artwork is returned damaged, the Artist will deduct from the sum the Artist refunds to the Buyer a reasonable amount to compensate the Artist for the cost of repair and any loss in value to the Artwork resulting from such damage. If the Artist invoices the Buyer that amount separately, its invoice is payable on presentation. 

Model Form Cancellation

To: Sophia Kisielewska-Dunbar 

Email: Sophia Kisielewska <sophiakdunbar@gmail.com>

Notice: I hereby give notice that I cancel my contract for the sale of the following goods ordered on/received on:

Name of consumer:

Address of consumer:

Signature of consumer (only if this form is notified on paper)

Date:

11. MISCELLANEOUS TERMS 

11.1 The Buyer agrees to be bound by these Terms of Sale to the exclusion of the Buyer’s own terms and conditions (if any). No amendment, modification or waiver of any of the terms and conditions herein may be made, except in writing signed by the Buyer and the Artist. No failure to exercise or any delay in exercising any right, power, privilege or remedy under these Terms of Sale shall impair or operate as a waiver thereof in whole or in part. Should any provision of these Terms of Sale be held void, invalid or unenforceable for any reason, the remaining provisions shall remain in full force and effect.  

11.2 Neither party shall be held liable for delay or non-performance of its obligations, where it would be inadvisable, uneconomic or commercially impractical, illegal or impossible to do so due to acts of God (such as, but not limited to, fires, explosions, earthquakes, drought, hurricanes, and floods), war, terrorism or threats of terrorism, civil disorder, government actions, labour strikes or disruptions, fire, disease or medical epidemics or outbreaks, curtailment of transportation facilities, and any other events, including emergencies or non-emergencies.  

11.3 These Terms of Sale are not assignable without the Artist’s prior written consent, but they are binding on the Buyer’s successors, assigns and representatives. 

11.4 No term of these Terms of Sale shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by anyone other than the Buyer.  

11.5 These Terms of Sale set out the entire agreement in respect of the sale of the Artwork and supersede all prior and contemporaneous written, oral or implied understandings, representations and agreements between the Artist and the Buyer relating to the same. The Buyer acknowledges that the Buyer has not agreed to buy the Artwork in reliance on any statement, representation or warranty which is not expressly identified in these Terms of Sale.  

11.6 Any notice to be given hereunder shall be in writing and sent to or delivered to the address of the party being served (for the Buyer being the address added to the Website or notified to the Artist in writing, as updated by the Buyer from time to time in writing) and notices sent to the Artist shall be marked for the attention of Sophia Kisielewska-Dunbar, at the address listed above or the Artist’s email address sophiakdunbar@gmail.com. Any notice shall be sufficiently served either if delivered personally, sent by pre-paid first-class post, or recorded delivery or registered post, registered airmail in the case of an address of service outside the United Kingdom, or email. If posted, any notice shall be deemed to have been served at the time when in the ordinary course of post such notice would have been received and if delivered by hand shall take effect on delivery. Emails are deemed received on the day of receipt if during normal business hours in the recipient country, otherwise during the next business day. 

12. APPLICABLE LAW AND JURISDICTION 

12.1 These Terms of Sale shall be governed by and construed in accordance with the laws of England to settle any dispute or claim that arises out of or in connection with them, their subject matter or formation (including non-contractual disputes or claims), and each of the Artist and the Buyer submit to the exclusive jurisdiction of the English court.

This version of the Terms of Sale was last updated on 12 February 2024.