Terms and Conditions of Purchase and Use

1.- Definition of the General Terms of Use

These General Terms of Use and the other documents referred to below (together referred to as our "Terms of Use") provide the legal terms that apply to the use of the website www.artalistic.com (the "Website", "Artalistic").

If you sell or buy works of art on Artalistic, the following documents also apply. These documents are an integral part of our Terms of Use, and by using the Website, you agree to be bound by them.

• Conditions for Sellers: if you submit works of art for sale on the Website, specific rules for Sellers apply. Find them here.
• Conditions for Buyers: if you buy works of art on the Website, specific rules for Buyers apply. Find them here.
• Policies: to keep our Website safe and reliable, we have established various policies that apply to any use of our Website. You can find all our policies here. Find them here.

In the event of a conflict between these General Terms of Use and the Conditions for Sellers, the Conditions for Buyers, or the Policies, the terms of these specific documents shall prevail.

2.- Acceptance of the Terms of Use

The Terms of Use apply to all ways of using the Website.

By accessing or using Artalistic, you agree to be bound by the Terms of Use. Please read them carefully to know your rights and obligations when using our Website. We recommend that you check the latest version published every time you access our Website, as we reserve the right to modify them at any time.

3.- Interpretation

Some words used in these Terms of Use have a concrete meaning when they begin with a capital letter (at the beginning or in the sentence). To understand the meaning of this word, refer to the part of these General Terms where it has been defined and appears in parentheses and quotation marks.

When we refer to "we", "our", or "ours", we refer to Artalistic. When we refer to "you", "your", or "yours", we refer to you, the person using the Website and Our Services (seller or buyer, as the case may be).

In the event of a conflict between the French version of our Terms of Use and another version in another language, the French version shall prevail.

All legal terms and concepts used in these Terms of Use will, however, be interpreted according to the law of Andorra.

4.- Applicability of the Terms of Use

Our Terms of Use apply to all agreements and legal relationships between Artalistic and you. Therefore, they are part of a legally binding agreement (the "Agreement") entered into between us and you.

They apply, among other things, to your access and use of the Website, including all subpages and subdomains, our mobile, tablet, and other smart device applications, our application program interfaces (collectively referred to as "Applications"), and all associated services that are offered through our Websites and Applications (this access, use, and associated services being collectively referred to as our "Services"). We may also refer to our Applications and Services as "Artalistic".

5.- Sales Agreement

By accepting the Terms of Use, you agree that the sales agreement (the "Sales Agreement") provides the legal terms that apply to any sale made between the Buyer and the Seller for any purchase and sale made on Artalistic.

The Terms of Use define additional rights and obligations that are an integral part of each Sales Agreement that you conclude with other Users. By accepting these Terms of Use, you also agree to be bound by the Sales Agreement and the associated obligations and rights. Thus, the Sales Agreement and the additional terms and conditions apply to you and replace all other terms and conditions in force between the Seller and the Buyer.

All conditions proposed by you or any third party are expressly rejected. The Terms of Use prevail over any condition present in other documents, even if they are incompatible with the Terms of Use.

6.- Our Services

Artalistic is an e-commerce platform specialized in intermediation for the purchase and sale of modern art pieces - from 1880 to 1950 - and post-war and contemporary art - from 1945 to the present day - ("The Work or Works"). Our website is addressed to individuals, professionals, and artists.

Our Services ("Our Services") consist of providing you with a set of technological tools to connect the person who wants to sell their works ("Seller"), whether they are individuals, professionals, or artists, with the person who wants to buy works ("Buyer"), whether they are amateurs, collectors, or professionals. They also consist of creating a real community gathered around the same passion, that of ART.

We consider anyone who uses our online sales site as a "User" (also referred to as "you"). Users who purchase Works are called "Buyers" and Users who sell (or intend to sell) Works are called "Sellers." Your use of any Service on our website means that you explicitly consent to Artalistic providing services to both the Buyer and the Seller. Please note the following:

• Advertisements are posted online for free on the website after validation.

• Users must accept the Terms of Use in order to access Our Services and open a personal account ("Personal Account") on our website.

• Transactions for the purchase and sale of Works made through our website are directly established between the Buyer and the Seller. Artalistic is not a party to the Sales Contract. Artalistic is not a party or subject to the Sales Contract or any other provision taken between the Buyer and the Seller under the Sales Contract (including, but not limited to, delivery conditions). Artalistic is (therefore) not subject to any post-contractual information obligation.

• We charge non-refundable fees for the use of our Services, which are specified in the conditions for sellers and the conditions for buyers. The seller's commission will be deducted from the purchase price.

• In order to guarantee you an optimal user experience, we may use third-party service providers. These third-party service providers may include payment or delivery service providers, for example. In addition, our website may contain links to these third-party service providers' websites. Please note that when you use these third-party service providers' products, services, applications, or websites, the general terms and conditions and privacy policies of the respective third-party service provider may apply.

• We reserve the right to interrupt access to Our Services at any time, without notice or compensation, for Users (Sellers or Buyers), especially for those who fail to comply with the General Terms and Conditions.

• We will ensure the quality of Our Services at all times, and if you wish, you can send us your comments and suggestions regarding Our Services and your experience on our website by sending us an email at [email protected].

7.- Our Works

To appear on our website, Works must fall into one of the following categories ("Categories"):

• Painting: oil painting, acrylic, mixed technique (etc.).
• Limited edition: print, lithography, serigraphy, engraving (etc.).
• Drawing: ink on paper, watercolor, collage (etc.).
• Photography.
• Sculpture: bronze, steel, wood, resin (etc.).

We will not accept works that do not meet our evaluation criteria, which include, but are not limited to: artists who are not listed in our databases and have no market value, works in poor condition, works with uncertain provenance, poor quality photographs of works, or the absence of an authenticity certificate for certain works with Artalistic criteria.

When you wish to sell a work, we advise you to take the time to fill out the sales request form properly, depending on your status: private sales form ("Private Sales Form"), professional sales form ("Professional Sales Form"), or artist sales form ("Artist Sales Form"). Please provide as much information as possible, as our decision to post the advertisement online will be based on this form. From the moment you submit a Sales Form, we undertake to provide you with a response as soon as possible and to give a reason for any possible rejection. The reasons for rejection may include, but are not limited to: the work is not from the modern era, the work does not fit into any of the categories, the work is damaged or in poor condition, the work does not have an authenticity certificate (required for certain works), the price requested for the work is too high or does not correspond to the real market value, or the artist of the work is not listed in our databases and has no market value. Artalistic reserves the right to reject works if they do not comply with these General Conditions.

If you have any accompanying documents for the work, such as purchase invoices (from galleries or auctions), expertise, or authenticity certificates, please send them to us, as this information will be valuable in the final decision. For more information, you can consult the "Other Important Information for Sellers" section.

8.- Your Artalistic Account

Before you can use our Services, you will need to create an Artalistic account (“Account”). In principle, and to the extent permitted by applicable law, anyone can register on Artalistic. However, if you are not of legal age or legally incompetent, you must obtain the permission of your legal guardian or guardians.

The following are the rules regarding the use of your Account:

• Please provide accurate information. When creating an account, it is important to provide complete and truthful information about yourself or your business. It is strictly forbidden to provide false information, impersonate another person or business through your account, or use your account on behalf of another person to circumvent our Terms of Use or policies. You must keep your account information up to date at all times. If you provide false or inaccurate information, Artalistic cannot be held responsible for any damages resulting from this action.

• Choose an appropriate username. Your account username must be suitable and must not be considered offensive, vulgar, or misleading. It must not violate intellectual property rights or other rights of third parties, or in any way infringe our Terms of Use.

• Ensure the security of your account. You must keep your username and password secret at all times. You are entirely responsible for all activities related to your account. We assume that you are the only one logging in using your username and password.

• Account restrictions. In order to ensure the security and reliability of our website, we reserve the right (i) to refuse the creation or deletion of an account, (ii) to restrict or limit the use of your account, (iii) to terminate your account, and (iv) to terminate your right of access to your account.

• Associated account restrictions. In addition to the above, we may also suspend, restrict, or terminate your use of our website for any other accounts you use, are associated with you, or are used according to your instructions (“associated accounts”). We may assume that an account is an associated account if we can manually or automatically match enough common data points to both accounts. Therefore, we may take any protective measures listed in the terms of sale and/or purchase terms against all associated accounts. If you disagree with our conclusion, it is up to you to prove that the accounts in question are not associated accounts.

• If you violate our Terms of Use, we reserve the right to restrict, limit, suspend, or terminate your Account, and you will no longer be able to use our platform or register again. It is also prohibited to use another User's Account to access our website.

• Our Services may not be available in certain countries due to restrictions from our third-party payment providers, embargoes or sanctions, or commercially unviable markets for Artalistic. If you reside in an unsupported country, you will not be able to create an Account, bid or sell on our Online Sales Site. We reserve the right to restrict or terminate your Account if you reside in a country added to the list of unsupported countries.

• You are responsible for the security of your Account and the use of our website. We cannot guarantee that the use of our website will be free from errors or technical failures, and you use our website at your own risk. This includes the use of any device, technical means, or internet connection necessary to access our platform.

• Legal compliance: By using our Online Sales Site, you agree to comply with all applicable national, European and international laws and regulations concerning the exchange of works of art.

• Responsible Use: You agree not to take any actions that could compromise the infrastructure of our platform or disrupt its operation, whether by using viruses, trojans, worms or other similar technical tools, or by circumventing technical protection measures.

9.- Your User Material

When using our Website, you may download certain documents, such as photographs, certificates of authenticity, specifications, ("User Material").

The following rules apply to any User Material that you upload:

• You understand and agree that you are responsible for any User Material that you publish on our Website.

• By publishing or downloading User Material on our Website, you acknowledge and agree that such Material: a) is not misleading, inappropriate or false; b) is not discriminatory, derogatory, offensive, does not promote violence and/or harassment of another person or other people, is not contrary to good morals or good taste, does not contain any links to pornographic material or pornographic sites and does not promote illegal activities; c) is not a chain letter, spam or junk mail and does not contain links to commercial or other websites; d) will not have a negative effect on the reputation or image of Artalistic, our affiliated companies and/or our employees; e) is free of any encumbrances, complies with laws and regulations, does not violate the rights of third parties (including, without limitation, intellectual property rights and other property rights), and does not conflict with third parties or with Artalistic; f) if the User Material contains personal data, is uploaded or published in compliance with the applicable privacy laws.

• By placing User Material on our Website, you grant us a free, non-exclusive, global, non-revocable, perpetual and irrevocable license to communicate your User Material to the public and/or reproduce it for any purposes that we deem necessary (including for promotional purposes). You will retain all intellectual property rights in your User Material.
This license allows us to promote your Works and to promote our Website in all formats and through all channels, both online and offline. Under this license, we may translate your User Material and promote it on our homepage or in any other promotional material (including social media), for the purpose of promoting your Lot and/or our online sales Site. This is also why the license does not terminate when your Account is deleted or when you decide to stop using our Website. You also agree not to assert any moral rights against us for the use of your User Material.

• We have the right to translate the User Material of a particular Work (including by automatic translation) so that the Works can be offered to Users in different countries. We may, at our discretion and in exceptional circumstances, adjust the description of the Work, remove the Work from sale, terminate a Sale Contract or cancel a transaction. The cancellation of the transaction means that Artalistic's facilitator role in the conclusion and/or execution of the Sale Contract ends immediately and irrevocably. These circumstances include incorrect descriptions of Works as well as translation errors.

• We reserve the right to modify or remove any User Material published on our Website, without being liable for any damages and without obligation to pay compensation to anyone.

• If you have reason to believe that User Material is illegal, we encourage you to inform us by following the instructions available on our Website. We are only obliged to remove User Material that is manifestly illegal after receiving a notification. We may refuse to remove, block or interrupt User Material or an activity if we have doubts about the validity of the notification or the legitimacy of the evidence presented.

10.- Termination, Suspension, and Other Measures

Termination by you. You may terminate your Account at any time. We reserve the right to refuse the deletion of your Account if you still need to fulfill certain obligations (such as payment or delivery obligations) to Artalistic or other Users, or if there is a risk of complaints arising from recently sold Works.

Termination by Artalistic. Without limiting our rights specified below, we may terminate the Terms of Use and/or your Account if we are legally required to limit our Services to you, or if it is no longer commercially viable for us to provide our Services to you. This includes, to avoid doubt, any situation in which Artalistic determines or receives instructions from any competent authority that it would be prohibited or subject to sanction under applicable economic sanctions laws and regulations for Artalistic to provide Services to you. Also, any violation of the Terms of Use may result in immediate termination of the Terms of Use and/or your Account without any formalities (such as a notice of default) being required.

Suspension of our Services. We may suspend our Services to you if we have sufficient reason to believe that you are not acting in accordance with the Terms of Use. This means that we may suspend your use of all Accounts you use or that are operated on your instructions.

We may open claims. In order to protect our own rights and those of other Users, we may, at any time and at our own discretion, (a) suspend your payment or refund, (b) hold your payment, (c) directly debit or offset any financial claim we may have against you with any financial claim you may have against us, (d) use your payment or refund to satisfy any financial claim we may have against you, and (e) suspend or cancel your payment until you have completed a Sale Contract or complied with our instructions. If any of these actions are governed by applicable laws, we will act only in accordance with those laws, including applicable economic sanctions laws and regulations.

We may take additional protective measures. In addition to the above, we may take other measures to protect our Website and other Users against offenses, fraud, or any other inappropriate behavior, or to comply with applicable laws. The Seller Terms and/or the Buyer Terms include additional measures we may take.

11.- Sales Rules

In order to ensure the integrity and legality of our online sales, as well as compliance of all parties involved with our Terms of Use, the following rules apply:

• All of our instructions are mandatory. You must comply with all reasonable directives and instructions given by us or on our behalf concerning our sales. In case of an unusual situation or dispute between users, we will decide on the procedure to follow. For example, if the authenticity of a work is in doubt, we may ask you to send us the work in question.

• Any offer for sale is binding and will be presumed to have been made by you if it is made from your account, even if the offer is made by another person using your account.

• Our platform does not allow transactions to be carried out outside of it. Users are not allowed to engage in activities aimed at avoiding Artalistic's fees, whether intentionally or unintentionally. This includes the following actions:

a) Making offers to buy or sell outside of our platform;
b) Displaying links or promoting sites, articles, or catalogs that can be used to order items outside of our platform;
c) Asking the Buyer to make additional purchases or accept conditions that are not included in the description of the work;
d) Cancelling contracts or failing to honor a sale after its closure;
e) Charging excessive shipping and additional fees that are not already included in the item price, or passing on the Seller's fees to the Buyer; and
f) Falsely cancelling orders by claiming that "the Buyer did not pay" or refusing payment at the end of a successful transaction.

• It is prohibited to directly contact other Users or third parties for the purpose of concluding a sales contract outside of our platform.

• We may remove an Offer. We have the right, at our sole discretion, to withdraw an Offer if we deem it necessary, for example, in case of abuse or potential fraud, or in case of error.

• We may terminate a Sales Contract under exceptional circumstances. In exceptional circumstances, including but not limited to force majeure, (suspicion of) fraud or illegal activity, errors or malfunction of our Website, or situations in which there is a risk of serious negative consequences for Artalistic or any of our Users, Artalistic has the right to terminate a Sales Contract, without any breach or other formality being required. You irrevocably accept that Artalistic has this third-party right under the Sales Contract and that this right may be invoked against you. Additionally, you grant Artalistic an irrevocable power of attorney to invoke this right.

12.- Intellectual Property

The elements that appear on our website www.artalistic.com, without limitation - photographs, illustrations, logos, music, sounds, programs, texts, domain name, trademarks, information, graphics, and any other original element of our Website - are the property of Artalistic (or third parties who have granted us the corresponding rights of use) and are therefore protected by the rules of intellectual and industrial property.

Any reproduction, transmission, exploitation, use, modification, publication, processing, transformation, compilation, modification, distribution, dissemination, or communication, in whole or in part, of the contents of the Website is prohibited without the prior written consent of Artalistic.

The use of our website is limited to private and personal use of its content, to the exclusion of any other purpose, always in compliance with the law.

The Seller authorizes Artalistic to disseminate on the Web the information provided about the Work, worldwide and without exclusivity.

13.- Protection of personal data

The controller of your personal data provided through our website www.artalistic.com is:

SO ART & CO, SLU
NRT L-711824-B
Address: Carretera del Forn, El Bosquet 2-3
Canillo (AD 100)
Principality of Andorra.
Email address: [email protected]

For the security of your personal data, we have an SSL certificate (HTTPS) that ensures that our website is safe and your personal data is protected and encrypted. We also have an outsourcing service for server security updates and e-commerce CMS security patches.

For more information about the personal data we process and for what purposes, in compliance with Andorran legislation and Regulation (EU) 2016/679 on data protection, where applicable, you can consult our Privacy Policy.

14.- Availability

Artalistic reserves the right to modify, at any time and without prior notice, the procedures, technical aspects, commercial or other improvements of our website. We may also temporarily disable our website and/or limit its use if we consider it necessary (for example, for reasonably necessary maintenance) or in case of force majeure. In both cases, we will not be responsible for any damages or obligated to provide any form of compensation.

15.- Responsibility

Our website has been created and set up to function correctly and be accessible for use. However, certain events beyond our control may prevent it from being available, and for which we cannot be held responsible. We strive to make our online sales site the best possible, but you understand that our services are provided "as is" and without any kind of warranty (express or implied).

We are not responsible for any damages caused or likely to occur due to the use of the information, content of the website and programs it integrates, including but not limited to: errors or omissions in the content, lack of availability of the web or transmission of viruses or harmful or malicious programs in the content, despite the adoption of all necessary technical measures to prevent it.

Our website may redirect to third-party websites, the content of which we do not control, and for which we disclaim any responsibility if its content violates applicable law. The information contained on the web is valid from the date of the last update, and Artalistic does not guarantee the absence of errors in accessing the web or in the content, especially regarding the information and/or image of the Works. However, we will take appropriate measures to avoid, correct, and/or update them as soon as they are detected or the user informs us.

The Buyer and Seller are responsible for the information provided to Artalistic, for which we cannot be held responsible. Artalistic cannot be held responsible in the event that a third party accesses the Web by identifying with the data of the Buyer or the Seller, who must notify Artalistic of the loss, theft, or fraudulent use of their data.
In the event of a problem that may occur on the servers and security systems of the Web, due to deceptive or negligent direct or indirect action by the Buyer or the Seller, they will be solely responsible.

The Buyer and Seller are responsible for compliance with applicable laws and regulations, as well as rules applicable to the use of Web applications. The use of the Web contrary to good faith is prohibited, in particular and not limited to: use contrary to Andorran law or that violates the rights of third parties.

Artalistic, acting at all times as an intermediary, disclaims any responsibility for sales concluded through the Web. Any claim addressed by a Buyer to Artalistic will be communicated to the Seller, who will assume full and sole responsibility.

We do not guarantee that (i) the online sales site will be secure or available at all times or in any location, (ii) any malfunction or error will be corrected, (iii) our online sales site will be free of viruses, other harmful elements or hacking attempts, or (iv) the results of using our online sales site will meet your expectations.

We reserve the right to take any measures we deem appropriate or necessary in case of unavailability, malfunction, or error on our online sales site, or in case of force majeure. These measures may include extending online auctions, withdrawing Lots, canceling transactions, and terminating sales contracts on behalf of Users, at our own discretion.

Except to the extent prohibited by law, Artalistic disclaims any liability for damages arising from:

a) Our Services, including the use of our Web or any wrongful act or omission;
b) The conclusion, performance, and/or termination of a sales contract by a Buyer or Seller;
c) The cancellation of a transaction or termination of a sales contract by Artalistic;
d) Any error in the text resulting from automatic translation;
e) Any illegal User Material or that infringes third-party rights;
f) The fraudulent use of the Web;
g) Your use of third-party services and the acts and omissions of such third parties; and
h) The unavailability of our website, technical issues or other errors.

In case of damages for any reason, Artalistic will only be liable for direct damages that you suffer as a result of our failure to fulfill our obligations to you or wrongful acts towards you that can be attributed to us. Indirect damages or resulting consequences such as loss of revenue, loss of profits, reduced revenue and loss of business are not included. Artalistic's liability is limited to the highest of the following amounts: (i) the commission or subscription fee we have received from the user in question during the three months preceding the action that resulted in liability, or (ii) €500 (five hundred euros). This limitation of liability applies to our management, directors, employees, representatives, and legal successors but does not exclude our liability in case of gross negligence or willful misconduct or damages resulting from injury to life, body, or health.

You must notify us of any claim against us within six (6) months following the use of our services by verifying the proper execution of our services and informing us in writing of any malfunction in the execution of our obligations. If a claim is not reported within this period, it will be deemed invalid and cannot be invoked.

Any claim against us, including claims for damages, claims based on undue payment or claims regarding the execution of our obligations towards you, will be invalid after a period of twelve (12) months. This period will start from the moment when the claim became due or when the sales contract was terminated by us on behalf of a user, even if you have not provided us with the necessary contact or banking information for payment or refund.

16.- Indemnification

You will be held responsible for all claims, costs, and damages, including costs incurred to obtain compensation or indemnification for any damage, that Artalistic, its affiliated companies, its management, directors, employees, representatives, and legal successors may suffer or incur due to (i) your non-compliance with the Terms of Use, (ii) your non-compliance with the Sales Contract, (iii) any inappropriate behavior when using our online sales site, (iv) your violation of any law, regulation, or third-party right, and/or (v) wrongful acts, to the extent permitted by applicable laws.

17.- Disputes between Users

Disputes between users

We encourage Users to resolve disputes between themselves. If needed, Artalistic can assist in mediating between the Seller and the Buyer.

Please report complaints and disputes between the Seller and the Buyer as soon as possible to allow us to assist you. We will try to resolve the dispute fairly and in accordance with our Terms of Use, but without obligation to do so.

If a dispute cannot be satisfactorily resolved, we may, at our discretion, decide to refund the Buyer or pay the Seller based on relevant information and agreements reached between them. This decision does not affect the validity of the sales contract or the rights of Users. Users can still invoke their rights under the sales contract.

Artalistic does not pay damages or compensation to Users in connection with decisions made in attempting to resolve disputes.

If Users terminate the sales contract between themselves, we do not refund the Seller's fees and/or Commission.

All sales contracts are governed by Andorran law, but private international law may apply to any additional laws that are predominant for the sales contract.

Disputes with Artalistic

If you are not satisfied with our services, please let us know and we will try to find a solution. If we cannot resolve the problem, the following rules will apply to any legal dispute between Artalistic and you:

• The use of our online sales site and any dispute arising from it are exclusively governed by Andorran law. If you are a consumer, this choice of jurisdiction will not affect mandatory legal consumer protection regulations in your country of residence.

• Any dispute between Artalistic and you will be subject to the competent court in Andorra, unless a mandatory law stipulates that the dispute must be submitted to another court.

• We prefer to resolve all issues directly, but you can also file a complaint with an extrajudicial dispute resolution authority (please refer to the website of the Associació Andorrana de Consumidors i Usuaris (https://acuand.com/) for more information).

18.- Amendment to Terms of Use

The Terms of Use may be modified or supplemented at any time, and these changes will be published on our website. If the changes have a significant impact on your rights or obligations, we will notify you by email or when you use the site. If you continue to use the website after the modifications, you agree to the new Terms of Use. If you do not agree, you may stop using the website and delete your account.

Artalistic may transfer the rights and obligations related to the Terms of Use to third parties, but we will notify you. If you do not accept the transfer, you may stop using the website and delete your account, subject to the provisions of the Terms of Use.

19.- Severability

If one or more provisions of the Terms of Use are null or invalid for any reason, this will not affect the validity of the other provisions of the Terms of Use, which will remain in force. We will replace the null and/or invalid parts with valid provisions, which will have similar legal consequences as far as possible, taking into account the content and purpose of the Terms of Use.

20.- Legal Scope

These General Conditions are subject to Andorran law in all respects, and any dispute relating to their interpretation and/or performance falls within the jurisdiction of the courts of the Principality of Andorra, which are the only competent courts, as by accepting these General Conditions, you have waived any other jurisdiction.