Terms & Conditions – B2B Extended

Terms & Conditions - B2B Extended

The Terms and Conditions – B2B Extended were last updated on December 30, 2023

These terms and conditions are an extension for B2B relations and, hence, an integral part of our B2C Terms and Conditions.

Section A – Vendors

This agreement (“Agreement”) is entered into by and between Svalinn Art, hereinafter referred to as “SA” and any Artist/Creator/Gallery/Entity conducting eCommerce and communication through SA, hereinafter referred to as “Vendor”.

1. Introduction

These Terms and Conditions govern the use of SA’s platform by vendors in relation to SA. By accessing or using our platform, you agree to comply with and be bound by these terms.

By submitting your application to become a vendor at SA, you accept and understand your relation to SA is “Business to Business” (B2B). This shall apply to all vendors, wether you register as a private person, company or organisation.

2. Vendor Registration and Account

a. To become a vendor at SA, vendors must register an account, apply for membership, and provide accurate and complete information as lined out in our application form.

b. Vendors are responsible for maintaining the security of their accounts and passwords. Any unauthorized use must be reported immediately.

c. SA reserves the right to reject membership applications, should vendor’s submitted portfolio not meet expectations, not match the concept of SA or SA deems your application not trustworthy or questionable.

3. Product Listings, Descriptions and Edition Logging

a. Vendors are responsible for providing accurate and detailed information about their products, including prices, availability, and specifications.

b. SA reserves the right to moderate and remove listings that violate our policies or standards.

c. It lies upon vendor to log any and all limited editions, so that over-selling in numbers does not occur. Any fraud in relation to originals and limited editions will result in immediate exclusion and termination of vendors account. SA encourage an accurate stock management of limited editions and to not accept backorders. As stock hits zero the listing will be marked as “Sold” on the frontend. Special attention is required where editions are sold outside of this platform.

d. Limited editions must be numbered and personally signed by the artist/creator to fit the legal definition of art, which in turn may affect a collectors legal rights to claim the status of art for their investment.

e. SA accepts Artist Proofs (APs) produced as an extension of the limited editions run. Vendor certifies that no more than 10% of the limited run shall be produced as APs (examples below) and this is subject to no change ever. APs must be numbered seperately as AP 1/3, AP 2/3 etc.

  • Limited Editions x/30 – Accepted APs x/3
  • Limited Editions x/150 – Accepted APs x/15

f. Vendor certifies that artworks are archival productions and acid free for their respective longevity. This applies but is not limited to: Ink, Paint, Pen, Paper, Media, Glass, Frame, Signature etc. Non archival productions must clearly state this is the case and specify why as a fair warning to collectors.

g. Printed, painted and drawn works on paper with Optical Brightening Agents “OBAs” must clearly state this at the product listing. These chemicals may be added in the coating or in some cases, in the base paper itself to provide a higher whiteness and fluorescence to the paper. OBAs are unstable molecules that may turn yellow over time, which will lead to paper discolouration and affect longevity.

4. Orders and Transactions

a. SA base currency is Euro €. Transactions received in other currencies are exchanged into our base currency.

b. All prices entered at SA shall be in Euro € and exclusive of Value Added Tax (V.A.T.).

c. V.A.T. applies for all member states of the European Union (EU). V.A.T. is charged according to shipping address on a per state basis. Shipping outside of EU is exempt of V.A.T., i.e. V.A.T. is not charged.

d. Placed orders through SA shall be fulfilled by vendors promptly and accurately according to vendors own presentation of each and any item published for sale.

e. SA clear payments at order status “Processing”. Svalinn Art capture payments at order status “Completed”. According to law, vendors agree to only complete orders already shipped or at pick up.

f. SA facilitates transactions through Payment gateway Stripe and charge commission on all sales as per vendors membership status.

g. Customers may, if they so choose, save payment methods with their user account. All saved information regarding payments are embedded with Stripe, hence, SA does not hold or have access to these data. SA saves only the last 4 digits of card numbers and/or bank transfers to ID any given payment, as required by law.

5. Payments, Payouts and Fees

a. All payments (B2C orders) at SA are conducted and cleared by Stripe Payments Europe, Limited hereinafter referred to as “Stripe” with the exception of direct bank transfers and cash payments.

b. All payouts (B2B transactions between SA and vendor) are split payments where SA’s commission and fees transfer to our platform and vendor’s share transfer to vendor. Exceptions are bank transfers and cash payments.

c. For bank transfers and cash payments, SA claim commission and fees as a “Reverse Withdrawal”. Reverse withdrawal reserves are limited to € 150 per vendor. Exceeding this limit will bar further sales from vendor until account is settled. Reverse withdrawal reserves, must be payed out to SA within 21 days from order payment.

d. Vendors may connect for split payments using own Stripe account or register a connected account under the Svalinn Art Stripe account as offered by Stripe.

e. Connected accounts are type “Standard”, that do not require a business registration number, but one may be registered at vendors convenience. Also standard connected accounts permit multi vendor checkout.

f. Vendors creating a connected account are liable and agree to the Stripe payment terms for connected accounts as outlined by Stripe.

g. Any connected account with Stripe may only be terminated and deleted once settled and balanced at Euro € 0,00.

h. SA may deduct applicable fees from vendor payouts, such as but not limited to transaction fees, exchange fees, disputes and refunds. Fees are back-to-back as charged by Stripe.

i. SA holds no access to vendor’s connected accounts, hence, all help or support should be addressed to Stripe directly.

j. SA encourage testing of payments for vendor to clearly understand the payment system. Each vendor must activate “Test Mode” in their management dashboard when testing. Failing to do so results in live transactions during testing including live fees and commissions. Within vendor’s Stripe account, test payments will appear by activation of test mode at Stripe’s interface.

k. SA encourage each vendor to consider exchange rates for payouts from us or stripe in Euro € and over to your receiving account in other currencies.

6. Shipping and Returns

a. Vendors are responsible for providing accurate shipping information and adhering to the specified shipping times.

b. Returns and refunds must comply with SA’s policies and applicable laws.

7. Customer Support

Vendors are responsible for handling customer inquiries, concerns, and support issues related to their products.

8. Content and Intellectual Property

a. Vendors grant SA a non-exclusive license to use, display, and promote their product content and media on this platform, social media, adds, marketing and live appearances.

b. SA respects intellectual property rights. Vendors must ensure that their listings do not infringe on third-party rights and holds sole responsibility to secure this is fulfilled at all times.

9. Termination of Vendor Account

a. SA reserves the right to suspend or terminate a vendor’s account for violations of these terms or other policies.

b. Vendors may terminate their accounts with reasonable notice.

10. Governing Law and Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of Denmark. Any disputes shall be resolved through arbitration in accordance with the rules of The Danish Institute of Arbitration / Voldgiftsinstituttet.

11. Changes to Terms

SA reserves the right to modify these terms with reasonable notice. Continued use of the platform constitutes acceptance of the modified terms.

12. Miscellaneous

Any amendments to these Terms and Conditions must be in writing and signed by both parties.

By using SA as vendor, you acknowledge your acceptance of and agreement to these terms and conditions.

13. Contact information

This website is owned and operated by Svalinn Art.

You may contact us regarding these Terms and Conditions – B2B Extended through our contact page.

Section B – Wholesale Accounts

Svalinn Art Wholesale B2B Terms and Conditions

Wholesale Accounts with active authorisation to conduct wholesale purchases of items filed for wholesale.

1. Agreement Overview

This Wholesale Agreement (“Agreement”) is entered into by and between Svalinn Art, a Danish corporation, hereinafter referred to as “SA”, and Wholesale Accounts with exclusive B2B access at this site, hereinafter referred to as “WA”.

2. Wholesale Pricing and Minimum Order Quantities

a. WA agrees to purchase products from SA at the wholesale prices and according to the minimum order quantities specified in the Wholesale section of this site.

b. SA reserves the right to adjust wholesale prices and minimum order quantities with reasonable notice.

3. Orders and Payment Terms

a. WA shall submit orders to SA online through SA’s designated ordering system at this site.

b. Payment terms are outlined in the attached invoice. Late payments may be subject to interest charges as defined in the invoice.

4. Product Delivery and Shipping

a. SA will make commercially reasonable efforts to fulfil and ship orders within the agreed-upon time frames.

b. WA is responsible for any shipping costs, taxes, and customs duties associated with the delivery of products as specified in Incoterm 2020 EXW – Ex Works.

5. Returns and Exchanges

a. WA may request returns or exchanges within 5 days of receiving the products, subject to SA’s approval.

b. Products must be returned in their original condition, and WA is responsible for return shipping costs.

6. Quality Control

a. SA is committed to delivering high-quality products. WA shall promptly notify SA of any product defects or discrepancies upon receipt.

b. SA may, at its discretion, replace or refund the cost of defective products.

7. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the course of this agreement.

8. Termination

Either party may terminate this agreement with written notice if the other party breaches any material term of this agreement.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Denmark.

10. Miscellaneous

Any amendments to this Agreement must be in writing and signed by both parties. This Agreement constitutes the entire understanding between the parties.

By requesting a B2B account and granting a B2B account, the parties acknowledge their acceptance of and agreement to the terms and conditions outlined herein.

11. Contact information

This website is owned and operated by Svalinn Art.

You may contact us regarding these Terms and Conditions – B2B Extended through our contact page.

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