Any person who registers to buy items on On Site Antiques must accept these conditions of business without any changes in this user agreement. By clicking on the “Confirm and Submit Registration” button, the prospective buyer represents that he/she is an interior design professional, dealer or reseller of decorative items and accessories (each such person being hereafter referred to as a, “Buyer” and agrees to be bound by these conditions of business.
1.USE THE SITE.
The Site is reserved exclusively to professional buyers, resellers of decorative items and accessories who are acceptable to On Site Antiques in its sole discretion. The Site is designed for experienced Buyers accustomed to buying items based on photographs. Such Buyers are aware that Items are not new, unless otherwise stated, or in perfect condition, and may require repairs prior to use and that the available information about these items may be limited. The Site is designed to provide Buyers access to Items as On Site Antiques finds them therefore it is not possible for On Site Antiques to verify information provided by the seller or its representative who is selling a Decorative Item due to the turnaround time.
2.OPERATIONS ON THE SITE.
The Site provides a marketplace for Buyers to purchase Items online. The sale is directly between the Interior Design Professional and the dealer who is the seller of the property (the “Seller”). On Site Antiques accepts responsibility for the proper use of a Buyer’s funds deposited and disbursed for the Buyer, but does not accept responsibility for any negligence, misconduct or other inappropriate behavior by a Seller in connection with any sale transaction entered into on or through the Site. On Site Antiques does not accept responsibility for the delivery of or transfer of title to any Items purchased through the Site. Most Items displayed on the Site are unique and are offered by dealers that usually have wholesale or retail opportunities for the sale of the Decorative Item apart from On Site Antiques, all Items displayed on the Site are offered strictly for sale subject to availability.
If the Buyer is purchasing a Decorative Item based partially or entirely on its stated provenance, designer or creator, or period, On Site Antiques recommends expert review of the Decorative Item prior to purchase. If the Buyer would like an expert to review an item prior to purchase, the Buyer should so note in his/her offer. Unless On Site Antiques advises the Buyer that a Seller will “reserve” a Decorative Item pending expert review, the decorative Item will remain available for sale until the Buyer advises On Site Antiques of his/her approval of the item and the Seller confirms the sale. If Seller elects to accept Buyer’s request to hold item for an expert review, no sale shall be confirmed until the Buyer has approved the expert review.
Once placed, an offer may not be canceled or revoked by the Buyer. By making an offer, the Buyer irrevocably agrees to pay the Total Purchase Price if his/her offer is accepted by the Seller. The “Total Purchase Price” is the price agreed to on the site and includes (i) the agreed price of the Decorative Item (the “Purchase Price”); (ii) if applicable, a “Service Charge” to On Site Antiques in the amount 20% or agreed pre-contract condition of the Purchase Price, and (iii) sales tax, use tax, VAT, Internet sales tax and/or any other taxes or levies that the Seller or On Site Antiques is required to collect from the Buyer under applicable law at the time of sale. An offer or counteroffer is deemed “accepted” by the Seller and the sale is concluded between the Buyer and the Seller when the confirmation is posted to the Buyer’s account or the Buyer receives confirmation by e-mail that (a) the Buyer’s offer or subsequent counteroffer to purchase the property has been accepted and confirmed by the Seller, or (b) the Buyer’s acceptance of the Seller’s counter offer has been acknowledged, accepted and confirmed by the Seller. During the course of negotiations between a Seller and a Buyer and until the Seller gives such acceptance and confirmation, the Seller is free to sell the Decorative Item to another Buyer or remove the item from sale.
5. Payment of Balance of Purchase Price.
Unless specifically approved for any other payment method, the Buyer agrees to pay the balance of the Total Purchase Price for each Decorative Item no later than close of business on the seventh (7th) day after the sale has been confirmed, or the next business day if the seventh (7th) day is a business holiday by wire transfer to On Site Antiques. On Site Antiques will deliver the Seller’s payment to the Seller concurrently with instructions to release the items to the Buyer or Buyer’s representative, including Buyer’s shipper.
6. Completion of Responsibility
Once an item has been collected from the seller, either by the buyer, or on behalf of the buyer, the item is deemed delivered and On Site Antiques has completed it’s service and earned it’s fee for the transaction, and shall have no further responsibility for the item’s location
7. Transfer of Title; Risk of Loss.
The Seller of each Decorative Item sold on the Site has represented to On Site Antiques that the Seller will convey title of each Decorative Item to the Buyer upon receipt by the Seller or his/her agent of their Sales Price for the Decorative Item. The Seller has represented to On Site Antiques that the Seller is the sole owner of each Decorative Item the Seller is offering for sale on the Site or that the Seller is duly authorized by the owner of the Decorative Item to sell the Decorative Item and that the Seller will transfer ownership of the Decorative Item to the Buyer free from any claims by third parties. Risk of loss to each Decorative Item will pass to the Buyer upon conveyance of title to the Buyer.
On Site Antiques may elect to offer to assist the shipping process, including facilitating information between buyer and shipper as well as managing and monitoring shipping status on behalf of the buyer. We provide a service for small items Ship4U items will be picked up, professionally packed and sent by UPS after payment of the costs. We assist buyers in obtaining shipping costs, On Site Antiques requests shipping quotes from shipping companies and at its own discretion, posts the best quote to various destinations. This information posted is for reference only and while On Site Antiques tries to get the most accurate quote, it cannot warrant the information or be held liable for any use or erroneousness of the information. On Site Antiques‘s recommendation of a shipper is provided for convenience. The buyer is in every instance free to arrange buyers own shipping and may elect to use any shipping company of its choice. Shipping, crating, packaging and freight insurance are the Buyer’s responsibility. The crating/shipping/insurance companies designated by the Buyer are the Buyer’s agents and the Buyer will bear all applicable costs and pay such costs directly to the agents.
9. Taxes and Import/Export Duties.
The Buyer is entirely responsible for paying all sales and use taxes, VAT, export and/or import taxes and duties and all transactional taxes or levies related to the purchase of each Decorative Item purchased (collectively, “Taxes”). The Buyer shall pay the Seller such Taxes as the Seller is required to collect, but failure of the Seller to collect the Taxes will not relieve the Buyer’s obligation. It is the Buyer’s responsibility to establish and/or document any applicable exemption from Taxes. The Buyer must determine, pay, collect, remit and report to the appropriate taxing authority the correct amount of all export and/or import taxes or duties payable upon export of the Decorative Item from its country of origin and import into the United States or any other country.
10. Import/Export Restrictions.
Some of the Items sold on the Site may require cultural, customs and endangered species permits for export from the country where they are located and import into the Buyer’s country. Items may also be subject to a right of the country from which they are exported to purchase the Items from the Buyer, sometimes called a “right of preemption”. Neither the Seller nor On Site Antiques makes any representation, gives any warranty or shall have any liability to the Buyer in respect of the requirement for, or the availability, or issuance of valid export or import permits or the existence or exercise of preemption rights to purchase by governmental or regulatory authorities anywhere.
11. AS-IS SALE.
All Items displayed on the Site are sold “AS IS”. Neither the Seller nor On Site Antiques makes any guarantee, warranty or representation, expressed or implied, to any Buyer with respect to any Decorative Item, including without limitation, its condition, merchantability, fitness for a particular purpose, quality, rarity, importance, provenance, designer or creator, exhibitions, literature, historical relevance or otherwise. No statement anywhere, whether oral or written, shall be deemed any such guarantee, warranty or representation. Neither the Seller nor On Site Antiques makes any representation or warranty as to whether the Buyer acquires any reproduction rights or other intellectual property rights in any Decorative Item. Except as provided in paragraph 11, DECORATIVE ITEMS PURCHASED THROUGH On Site Antiques ARE NOT RETURNABLE.
12. Disclaimer of Liability.
The Site is provided on an “AS-IS” and “AS AVAILABLE” basis. On Site Antiques makes no representation or warranty of any kind, expressed or implied, with respect to the Site, any Items offered for sale or sold on or through the Site or any Seller, including without limitation: (a) any representation or warranty that the Site meets the Buyer’s requirements, will always be accessible, uninterrupted, timely, secure or operate without error;
(b) any representation or warranty with respect to title to or delivery of any Decorative Item;
(c) any representation or warranty with respect to intellectual property rights in any Decorative Item;
(d) any representation or warranty that any Decorative Item conforms to its description or the colors, texture and detail shown on the Buyer’s computer monitor; or
(e) any representation or warranty regarding the character, reputation or business practices of the Seller.
The Buyer must direct all claims regarding any Decorative Item to the Seller and must resolve any dispute regarding any Decorative Item directly with the Seller.
13. Release and Limitation of Liability.
To the maximum extent permitted by law, the Buyer releases On Site Antiques from all claims, demands, liabilities, actions, losses and damages of any kind, including without limitation direct, indirect, incidental, special, punitive and consequential damages (including without limitation lost profits, revenue and/or data), related to or arising out of or in connection with the Conditions of Business, the Site, the inability to use the Site, any Decorative Item offered for sale or sold through the Site or any other goods or services purchased or obtained or transactions entered into through the Site. If the Buyer is a California resident, the Buyer waives California Civil Code § 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” In all events, the liability of On Site Antiques to a Buyer is limited to the amount of the Buyer’s Premium paid by the Buyer to On Site Antiques if applicable in the transaction, or 20% of the purchase price if no Buyer’s Premium was paid.
The Buyer agrees to defend and indemnify On Site Antiques against and hold On Site Antiques harmless from all losses, damages, liabilities, costs (including without limitation attorneys’ and paralegal' costs and fees) and claims arising out of or related to the use of the Site by the Buyer, the purchase of Items by the Buyer, the nature or quality of the Items, and any disputes between the Buyer and the Seller of the Items.
15. Refusal of Transaction.
On Site Antiques reserves the right to withdraw any Decorative Item from the Site or to amend any content on the Site at any time. On Site Antiques may refuse service to anyone at any time in its sole discretion. On Site Antiques will not be liable to the Buyer or any third party because it has withdrawn any Decorative Item from the Site, amended any of the content or denied access to the Site.
16. Site Monitoring.
On Site Antiques reserves the right, but accepts no obligation, to monitor any activity and content on the Site. On Site Antiques may investigate any reported violation of applicable law, the Conditions of Business and any other policy applicable to Buyers and Sellers or transactions on the Site and take action that it deems appropriate, including but not limited to issuing warnings, suspending or terminating service, denying access or removing any content from the Site.
17. Compliance with Laws.
The Site may be used only for lawful purposes and in a lawful manner. The Buyer agrees to comply with all applicable laws and regulations regarding the use of the Site and any transaction conducted on or through the Site. The agreements between the Buyer and the Seller and between the Buyer and On Site Antiques shall not be governed by the U. N. Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
The Buyer may not register or make offers for any Decorative Item under a false name or use another Buyer’s password. Such fraudulent conduct is a violation of Federal and State law. If fraudulent conduct is identified, the Buyer will be denied access to the site and the conduct may be reported to law enforcement authorities.
19. Access and Interference.
All persons accessing this Site agree that (a) they will not, by automatic device or manual process, monitor or copy On Site Antiques web pages or their content without the prior written permission of On Site Antiques; (b) they will not use any device, software or routine to interfere or attempt to interfere with the proper functioning of the Site; (c) they will not do anything that imposes an unreasonable or disproportionately large load on the onsiteantiques.com infrastructure.
If any provision of these Conditions of Business is deemed unlawful, void or for any reason unenforceable, such provision(s) will be deemed severable from the rest of the Conditions of Business and will not affect the validity and enforceability of the rest of the Conditions of Business. Failure of On Site Antiques to exercise any rights or remedies will not constitute a waiver of any rights or remedies available to On Site Antiques under these Conditions of Business or at law. The Conditions of Business represent the entire agreement between the Buyer and On Site Antiques and the Buyer and the Seller with regard to the purchase by the Buyer of Items sold by the Seller on the Site, and the Conditions of Business supersede and replace any other agreement between the parties including but not limited to any previous Conditions of Business as they may have applied between the Buyer and On Site Antiques or the Buyer and the Seller.
21. Use of Site Information.
Any Buyer registered with On Site Antiques has permission to print in hard copy and electronically reproduce portions of the web site for the sole purposes of purchasing Items from On Site Antiques and reselling such Items to the Buyer’s interior design clients or using On Site Antiques as a shopping resource. No user may modify materials on or obtained from the Site or include any such materials on the user’s own site.
Any notices shall be given by postal mail addressed to On Site Antiques, 58 rue de L’Université, Paris 75007 France to the attention of Jane Alexander or to the e-mail address provided to On Site Antiques by the Buyer upon registration. Notice to the Buyer shall be deemed to have been given 24 hours after the e-mail was sent, unless On Site Antiques is notified that the e-mail address is invalid, in which event On Site Antiques may give notice by postal mail at the address provided to On Site Antiques by the Buyer upon registration. Notice given by postal mail shall be deemed to have been given three (3) business days after the date of mailing.
23. Governing Law and Jurisdiction.
The sale agreement between the Buyer and the Seller and the agreement between the Buyer and On Site Antiques contained in this Conditions of Business are governed by the laws of Paris, France and the Buyer, the Seller and On Site Antiques agree to submit any dispute arising under the Conditions of Business to the exclusive jurisdiction of the French courts.
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