Terms and conditions for the use of the platform ArtPhotoLimited

The following terms and conditions govern the access and the use of the platform ArtPhotoLimited (https://www.artphotolimited.com) and are valid between the parties from the moment of the agreement given by the Photographer on the day of his/her registration.

The Photographer commits to taking note of and respecting the rules specified in these terms and conditions as well as the ones of General conditions of use for the Buyers ArtPhotoLimited Platform.

The platform is made available online, managed and operated by the company ArtPhotoLimited, the headquarters of which are located 109bis cours du Médoc, 33300 Bordeaux, registered at the Bordeaux trade and companies register under the number 820 179 687, represented by its President ChairmanMister Louis ALBERT, resident as a president at the above mentioned headquarters

The professional Photographer wishes to develop the sales of his/her artworks and is about to create a free account on ArtPhotoLimited. He/she acknowledges that the creation of his/her account and the use of the services are subject to the following terms and conditions. By validating his/her registration, the Photographer agrees to these terms and conditions in their integrality. Any conditional membership would be considered as null and void.

Article 1 – Description of the service

ArtPhotoLimited allows professional photographers to present their artworks on a platform available at the address https://www.artphotolimited.com As well as on the partners' websites, in the form of only framing leading to ArtPhotoLimited galleries. In no case will the digital files be transmitted to third parties, except the shooter directly commissioned to make the draws.

The platform allows photographers :

  • To present their artworks, for which they themselves set the selling prices of the prints, which should exclusively be signed and numbered, and printed in maximum 30 copies including all sizes and mountings.
  • To provide « material » exhibition’s possibilities in diverse places and points of sale.
  • To be visible, through « framing » on other websites which could propose art prints to their customers with the guarantee of order centralization by the specific platform ArtPhotoLimited.
  • To benefit from an online secured payment system for the web users, as well as a printing service and logistics for the production of the orders of the web users. ArtPhotoLimited and the Photographer are linked contractually only to the extent that ArtPhotoLimited makes available to the Photographers a platform allowing to operate the sales. In this context, there is no sales contract between ArtPhotoLimited and the web users making the orders (the « Buyers ») : the sales contract is established between the Photographer and the Buyer.

ArtphotoLimited is not involved in the execution of the contracts concluded between a Photographer and a Buyer and consequently is not required to take action in the possible disputes between the Photographer and the Buyer. However, in the interest of the protection of the visitors of its website and of its brand image, ArtPhotoLimited nevertheless reserves the right to take action for the resolution of any dispute, and the Photographer commits to accepting the solution which may have been found through the intervention of ArtPhotoLimited. For this reason, the Photographer expressely acknowledges and accepts as of now that in the event of a violation of one of the obligations of these terms and conditions, ArtPhotoLimited reserves the right, without any possible objection from the Photographer, to pay back the amount of his/her order to the Buyer. In that case, there will be no repayment for the benefit of the Photographer. In the event of repeated incidents between the Photographer and different buyers, ArtPhotoLimited reserves the right to suspend or delete the Photographer's account. In case the Buyer uses his/her right of withdrawal, no payment will be made to the Photographer regarding this sale, and no commission will be charged to him/her.

The Photographer expressely acknowledges that ArtPhotoLimited does not on any account act as a reseller of the artworks made available by the Photographer on the platform. Consequentely, ArtPhotoLimited will not take in charge :

  • Any cost linked to the production of the artworks sold by the Photographers : these amounts will be deducted from the selling price paid by the buyer before the calculation of the commission owed to ArtPhotoLimited by the Photographer
  • Any expense linked to the sales promotion, any specific investment linked to the artworks and more broadly to the Photographer's activity

ArtPhotoLimited only is authorized to determine the content, the appearance, the design, the functions and any other aspect of the website artphotolimited.com (including the right to re-design, modify, remove or change any content, aspect, design, functionality, and other aspects of it), and to ban or restrict the access to the website and to any other component, their aspect, part or data (including the artworks on sale), and to postpone or suspend a sale, to refuse to put up for sale or to withdraw from sale, to ask the Photographer not to put up for sale either of his/her artworks.

Article 2 – Capacity of the Photographer – Personal information

The Photographer certifies that he/she has the legal capacity to commit, and commits to providing only complete and updated information. In the event of the modification of his/her status (new VAT liability, address modification of the company, email modification, etc.), he/she commits to modifying the information on the website ArtPhotoLimited. He/she will undertake alone the legal, fiscal or judicial consequences of any wrong or outdated information.

In any case, the Photographer, whatever his/her status and tax system, will manage alone the tax reporting arising from the possible revenue made in case of a sale, and will alone integrate these income in his/her accounting. ArtPhotoLimited does not undertake any administrative obligation linked to the Photographer's accounting.

Under the article 87 of French legislation n°2015-1285 dated 29 December 2015 (Finance law), the Photographer is warned that ArtPhotoLimited could be obliged to provide a record of the sales made through the platform to the fiscal Administration.

On the day of his/her registration, and committing to keep this information up-to-date at any time if necessary, the Photographer will be asked to provide the following :

  • Last name and first name
  • Valid email address
  • Name of the company
  • Full postal address of the Photographer's company
  • SIREN number of the company (France)
  • Tax status
  • VAT number if any
  • Biography
  • Prizes and awards
  • Exhibitions

ArtPhotoLimited reserves the right to ask for all the supporting documents, such as, without this list being restrictive :

  • KBIS extract issued within the last three (3) months or a similar certificate of incorporation for any entity without a KBIS
  • Identity card of the photographer in a personal business or as a legal representative of his/her company

It is forbidden for the Photographer to mention or to suggest in his/her name and in his/her biography any hyperlink external to ArtPhotoLimited. The Photographer's name must not be represented by a domain name (for example françois-photographer.com). Furthermore the Photographer will not provide a name that could create a risk of confusion with ArtPhotoLimited. If a Photographer does not respect these conditions, ArtPhotoLimited will be able to suspend his/her account until the necessary changes are made. In that case, the Photographer's artworks will be removed from ArtPhotoLimited. If the Photographer refuses to make these changes, ArtPhotoLimited reserves the right to proceed with the closure of the account.

At the time of his/her registration, the Photographer will choose a username and a password. The Photographer is solely responsible for the security of his/her username and password. The disclosure to third parties is not authorized. The username can be used only to access to ArtPhotoLimited and to its services. The Photographer is solely responsible for all the actions taken in his/her name. If unauthorized persons get to know their username and/or password, the Photographer must change them without delay.

ArtPhotoLimited reserves the right to approve or reject any registration request.

At the time of the first sale of the Photographer, the Photographer will be asked to provide the following :

  • A KBIS extract issued within the last three (3) months or a similar certificate of incorporation for any entity without a KBIS
  • The status of the company, certified by the manager
  • A proof of identity and address of the executive director of the company
  • The list of persons detaining over 25% of the company's assets.
  • The bank details of an institution located in one of the countries part of the single euro payments area (« SEPA »)
  • An indication if the Photographer is politically exposed or not (PEPs)
  • His/her signature (in a digital file containing his/her signature, in png transparent format, allowing the inclusion on the prints sold)

Not providing the integrality of these elements within 3 working days will trigger automatically the cancellation of the sale.

Article 3 – Termination

The registration of the Photographers is made for an indefinite period.

At his/her convenience, the Photographer can end his/her registration at any time through the Photographer interface. The subsequent closure of the account will be effective within 72 hours after the termination request made by the Photographer.

At its convenience, ArtPhotoLimited has the possibility to terminate the Photographer's registration following a 1 month notice from the date of dispatch of a registered letter with an acknowledgement of receipt notifying the termination to the Photographer.

Any breach or incorrect execution by the Photographer of the obligations specified in these terms and conditions can trigger the following penalties :

  • The immediate and temporary suspension of the Photographer's account ;
  • The immediate suspension of all payments of the amounts received for the account of the Photographer ;
  • The termination of the Photographer's account after notice has been provided without any result within 30 days.

In the event of a termination by either Parties and for any reason, all the amounts owed by the Photographer at the effective date of termination are payable immediately. The Photographer looses his/her quality of Photographer and consequently :

  • All of his/her artworks are immediately removed from ArtPhotoLimited at the effective date of termination,
  • His/her Photographer area becomes inaccessible at the effective date of termination

Article 4 – Constraints linked to the numbering of the artworks

The Photographer is aware that according to the French law, a piece of work is considered as an artwork in the fiscal sense of the term when it is numbered in maximum 30 copies, including all sizes and mountings (Art. 98A of Annex III of the General Tax Code). Consequently, the Photographer is aware that he/she is responsible for not making available print numbers that would have already been sold elsewhere, by avoiding any duplicate entry or confusion regarding the number of artworks sold.

He/she is aware that besides the misleading it can create for the buyers, the breach of this obligation can have fiscal consequences regarding the application of the reduced VAT rate linked to the status of artwork.

The Photographer will therefore be careful to only put up for sale the prints of which the numbers have not been sold yet, and will bear the full responsibility of following up his/her sales.

Article 5 – Use of the plateform

5.1. Selection and online availability of the photographs

The Photographer will select by him/herself the photos that he/she intends to put up for sale, and will upload him/herself the files online.

According to their topic, the Photographer will file his/her photos in the categories available on ArtPhotoLimited and will add a title and a description.

The Photographer will add keywords to allow research through to search engine of the platform.

He/she will define the printing sizes he/she wishes to make available for sale, within the list provided by ArtPhotoLimited and according to the file's specifics.

He/she will also fill in the print numbers that remain available for each artwork as well as the selling price for each printing size. The printing costs paid by the buyer will be added to the selling price.

It is forbidden for the Photographer to mention or suggest in the title of his/her artworks and within keywords any hyperlink external to ArtPhotoLimited. If a Photographer did not respect these conditions, the Photographer's artworks would be removed from ArtPhotoLimited.


5.2. Files specifications

The Photographer will make sure to provide a file with a sufficient resolution to allow printing in the size he/she has chosen. This file must comply with the ICC profile given by ArtPhotoLimited, and which will be used for the printing. The Photographer is solely responsible for the conformity of the file quality according to the printing considered. He/she is aware that the success of the platform also depends on the quality of the photograph.


5.3. Printing and shipment in case of an order

In case of an order validated by a web user, he/she will cover the printing costs which will be included in the price of the photograph.

ArtPhotoLimited takes care of entrusting the production and the shipment of the print to a provider chosen for the quality of his work.


5.4.General Requirements of the Photographer

The Photographer commits not to :

  • Bypass the web robots exclusion protocols or any other measure taken to prevent or limit the access to the host website ;
  • Post pornographic or child pornographic artworks
  • Break any law, third parties' rights or the provisions of these terms and conditions
  • Post fake, wrong, misleading or defamatory content (including personal information) ;
  • Transfer his/her account to a third party
  • Use the plarform with the username of another person ;
  • Copy, modify or distribute content from https://www.artphotolimited.com
  • Collect in any way information about the users of ArtPhotoLimited
  • Damage the image of ArtPhotoLimited in any way, specifically through fake, offensive, defamatory or slanderous comments about ArtPhotoLimited

Article 6 – Cost of the service

6.1. Sales from online website

ArtPhotoLimited will receive, for each effective sale, réalisée en ligne, on its propoer website or in a partner platform that integrated photographers galleries using framing technics, a commission of 25 % duty free (30% tax included) of the profit generated for the Photographer, meaning the selling price tax inclusive paid by the buyer less the printing costs according to the price list valid on the day of the sale, and available to the Photographer. Price list.

Example :

  • Print sold 250 € tax inclusive to the buyer
  • On this sale, the printing and shipping costs total 100 € tax inclusive
  • The profit for the Photographer, tax inclusive, consequently equals 150 €
  • The Commission of ArtPhotoLimited duty free will be set at 150 € x 25 % = 37.5 € tax inclusive

6.2. « Sale corners » with various brands

6.2.1 - Operation

ArtPhotoLimited will also be able to offer the sale of prints in 'Corners' located in various retailers of the large distribution (cultural, decoration or other). In this hypothesis, ArtPhotoLimited will constitute a stock of photographs on the spot, and propose for reasons Techniques, prints in the following formats:

  • A4 (21x29,7cm) in place of the 20x30 cm and 20x27 cm proposed on the site
  • A3 (29.7x42 cm) instead of the 51x34 and 45x34 cm proposed on the site
  • A2 (42x59,4 cm) instead of the 47x70 and 63x47 cm proposed on the site

All photographs sold in these formats in these 'Corners' will be drawn on site at the request of the customer by technicians trained by the manufacturers of the printers used on the premises. The Photographer accepts this limitation, which is largely offset by the sales development opportunities offered by these points Physical sales.


6.2.2 Billing

In the event of sale of works in 'Corners', and considering that the Customer / Buyer in good standing the price at the cash register of the sign that hosts the ArtPhotoLimited Corner, a different billing mode is Provided for, differing from the other modalities referred to above. In such a case, in fact:

  • ArtPhotoLimited will invoice itself to the sign concerned the price of the sale to the public, minus contractually foreseen commission between ArtPhotoLimited and the sign concerned
  • ArtPhotoLimited will then establish, in the name of the Photographer who gives it mandate by its acceptance to the present general conditions, a invoice materializing the sale of the Photographer to ArtPhotoLimited dated the day of the sale
  • The amount of this invoice will be calculated as follows: Public sales price excluding VAT (calculated by applying the VAT rate in force on the price inclusive of VAT, ie 20% on 21/08/2017)

    - Reduced printing and shipping charges according to the tariff schedule in effect on the day of sale, and accessible to the Photographer here - This amount is then multiplied by 50% (commission rate)
    - To which will be added the cost of drawing and shipping Tax Free

    If subject to VAT, VAT will be added at the rate of 5.5%, mentioning the reference to Article 98A of Annex III of the General Code taxes
  • ArtPhotoLimited will also draw up a second invoice for the photographer's printing and shipping costs, according to the price schedule in effect on the day of the sale, and accessible to Photographer here .

After ArtPhotoLimited has invoiced the Photographer to ArtPhotoLimited and invoiced to ArtPhotoLimited, the amounts available to the Photographer shall be released in accordance with Article 8 below.

Example:

• Draw sold 250 € TTC to the buyer
• Price without VAT to 20%: 208,33 €
• Printing and shipping costs TTC: 100 €
• Printing and shipping charges excluding VAT: 83,33 €

Invoice made by ArtPhotoLimited on behalf of the Photographer:
• Purchase price excluding VAT: (208,33-83,33) x 50% + 83,33 = 145,83 €
• Amount inclusive of VAT: 145,83 € if the Photographer is not subject to the VAT or 153,85 € if the Photographer is subject to VAT

ArtPhotoLimited invoice to be paid by the Photographer:
• Printing and shipping charges excluding taxes: 83,33 €
• Printing and shipping costs inclusive of tax: 100 €

That is a net profit excluding VAT for the Photographer of 145,83 - 83,33 = 62,50 €

Article 7 – Invoicing

7.1 All Assumptions EXCEPT Corners Sales

For online sales, at the request of the Buyer, the Photographer must provide an invoice

7.2 Sales in Corners

The terms of invoicing for sales in Corners are referred to in article 6.2.2 above and are therefore outside the terms provided for all other sales assumptions.The Photographer has a period of one month From the sale to contest the invoices issued on his behalf and on his behalf, this period allowing him to possibly establish an invoice rectificative.

The Photographer undertakes to notify ArtPhotoLimited of any change in tax status affecting the calculation of the VAT rate to be taken into account for the preparation of invoices on its behalf, as soon as possible. The Photographer is informed that he remains liable for any failure to comply with the invoicing rules and that he is liable for VAT consequences.

Article 8 – Payment of the amounts owed to the Photographer

8.1 Methods of payment - For all photographers

After deducting the printing and shipping charges according to the price schedule in force and the commission calculated in accordance with Article 6 above, ArtPhotoLimited shall pay to the Photographer the amounts due to him, according to the statement of account also kept at his disposal in The backoffice. ArtPhotoLimited undertakes to draw up invoices in the form of an invoice which may satisfy the accounting requirements.

8.2 Consideration of the withdrawal period - Default solution

These payments will be made once a sale has become final (the right of withdrawal attached has expired and not exercised) and it is not - for online sales - any unresolved claim on the part Of the Purchaser and on a monthly basis. However, in order to limit the administrative costs, a balance which would be less than 50 € TTC in favor of the Photographer would be postponed to the following month for a maximum of 3 months. In the event of the closing of the account at the request of the Photographer, the amounts due to him shall in any case be paid, irrespective of their size.

8.3 Option 'Test at home for 30 days' - Choice of photographer

If the photographer has checked the box 'Trial for 30 days' in the interface of his account, he has expressly agreed that the withdrawal period is contractually extended to 30 days instead of the legally binding 14 days. Activated for all the draws which it proposes for sale.
In this case, the payment of sales made can only be made after the expiry of the agreed period.
Return of the work by the Buyer, the fate of the latter shall be settled in accordance with Article 6.2.

Article 9 – Copyright of the Photographer

9.1. Warranty

The Photographer commits not to put up for sale photographs of which he/she would not be the author, or on which third parties would detain copyright.

He/she guarantees ArtPhotoLimited against the consequences of any claim or legal action resulting from the use of conterfeit artwork.

In case of a claim or a legal action, ArtPhotoLimited reserves the right to suspend wholly or in part the Photographer's account.

The Photographer will undertake the cost of the possible sentences against ArtPhotoLimited resulting from counterfeit, if counterfeit is proven, and mainly the interests and legal fees. ArtPhotoLimited also reserves the right to assert its own prejudice, provided it proves the importance of this prejudice.

In case of a dispute related to third parties copyright, the amounts owed by ArtPhotoLimited to the Photographer will be temporarily kept in order to be used as compensation in case of a sentence. ArtPhotoLimited reserves the right to delete from the sales area all or part of the Photographer's photographs until complete resolution of the dispute (amicably or judicially).

9.2. Protection

ArtPhotoLimited commits to ensuring the protection of the photographs put up for sale on the website, and mainly :

  • To use watermarks on high resolution images
  • To work only with reliable and serious providers when producing the prints, and to obtain a contractual commitment from them not to distribute or to use the artworks in any way.
  • Not to transfer to third parties the high resolution digital files allowing the reproduction of the artworks, subject to article 9.3. below.
  • To inform potential resellers of the detention as part of a sale deposit, material support’s works dont’t give any right of intellectual property on the art piece.

Subject to the respect of these conditions, ArtPhotoLimited will not be liable for any unauthorized use made by third parties.

9.3. Communication about the website ArtPhotoLimited

The Photographer authorizes ArtPhotoLimited to reproduce – for the only purpose of communication around and about the website, and in order to increase the number of visitors and consequently the sales opportunities – the photographs that will seem appropriate to promote the platform.

These reproductions could be made digitally (website, social networks, emailing, display,...) or in print (flyers, point-of-sale advertising, etc.). In case of a digital use, ArtPhotoLimited commits to featuring each time it is technically possible a direct link to the Photographer's space in case a reproduction of one or several of his/her artworks is used.

In any case, the name of the Photographer will be mentioned legibly on or beside each reproduction.

The Photographer gives ArtPhotoLimited the right to resize the content he/she provides, mainly in the case where online presentations constraints or ergonomy would require it, preserving the ratio of the photograph and without altering it.

This authorization will last as long as the Photographer will keep his/her account open on the platform ArtPhotoLimited and he/she will display artworks for sale on the plarform.

In case of a closure of the Photographer's account, whatever the reason, all digital uses will end immediately.

The parties mutually agree that the printed material (flyers, etc.) will be used until the end of the existing stock, without any possibility of reprint by ArtPhotoLimited.

Article 10 – Model release

When the Photographer puts online artworks featuring one or several recognizable person(s), he/she will make sure to have the authorization, in accordance with the law, the jurisprudence or a contract concluded with the person in question, to sell the prints in the form of artworks.

The Photographer shall bear full responsibility of such a sale.

ArtPhotoLimited reserves the right to accept a photograph only if the Photographer provides an authorization signed by the person in question, and covering the uses considered on the website.

The Photographer will guarantee ArtPhotoLimited against all the financial consequences of a sentence in this respect, mainly the interests, legal fees, besides the possible prejudice personally caused to ArtPhotoLimited, provided it proves the existence and the importance of this prejudice.

In case of a dispute related to model release, the amounts owed by ArtPhotoLimited to the Photographer will be temporarily kept in order to be used as compensation in case of a sentence. ArtPhotoLimited reserves the right to delete from the platform all or part of the Photographer's photographs until complete resolution of the dispute (amicably or judicially).

Article 11 – Community and interacting on the platform

ArtPhotoLimited reserves the right to create and develop, along the months, a community on the platform.

In the context of this community, the web users could be able to « like » the artworks

Rankings of the most popular artworks and/or photographers could be highlighted in order to create emulation and encourage the success of the platform.

In any case, ArtPhotoLimited commits to developing these new functionalities in respect of the Photographers' rights, by moderating the comments and/or imposing a chart of conduct to the web users.

Article 12 – Protection of personal data

The Photographer was specifically informed by ArtPhotoLimited of the nature, the extent and the purpose of the collection, the treatment and the use of personal data necessary for their registration and the execution of operations. The Photographer specifically accepts this collection, this treatment and this use of personal data. The Photographer can view and make changes in his/her information at any time.

The Photographer acknowledges and accepts that when he/she puts a photograph up for sale on ArtPhotoLimited, personal information about him/her, mainly his/her first name and last name will be displayed on ArtPhotoLimited and will therefore be visible for any potential Buyer.

ArtPhotoLimited reserves the right, in case of presumption of a punishable act, to give the data of the Photographer in question (for example, contacts, IP address and information on his/her consultation of the website and published content) to the co-contractor, other parties or to the qualified investigation authorities.

As for the Buyers, the Photographer has only access to the information strictly necessary to the execution of the orders. He/she commits to ensuring the confidentiality and the integrity of this data, mainly by establishing all physical and logical means sufficient to ensure the security of the data. He/she will not use the data of the Buyers for any other purpose than the execution of the orders.

Article 13 – Liability of ArtPhotoLimited

ArtPhotoLimited implements all the means at its disposal to guarantee the services described in these terms and conditions but does not guarantee that the websitehttps://www.artphotolimited.comwill be available at all times.

ArtPhotoLimited is not liable for the information related to the artwork object of the sale.

ArtPhotoLimited is liable for any direct and predictable damage in the limit of the selling price object of the dispute.

ArtPhotoLimited will on no account be liable for any indirect damage such as loss of sales revenue or benefit, loss or alteration of data, damage of the image, etc.

ArtPhotoLimited and the Photographer will not in any case be considered as associates of any common entity. The Photographer carries out his/her activity on ArtPhotoLimited independently and at his/her own risks.

Article 14 – Applicable law and assignment of jurisdiction

Any dispute related to the execution, the interpretation or the termination of this contract will be covered by the French law.

Depending on the matter of the dispute, the qualified jurisdictions are as of now designated by the parties, namely :

For any dispute related to copyright, and in accordance with the decrees n° 2009-1204 of 9 October 2009 and n° 2010-1369 of 12 November 2010 amending the Code of Judicial Organization and with decree n° 2009-1205 of 9 October 2009 as well, amending the French Intellectual Property Code, one of the courts designated by these decrees or any jurisdiction an amending law would designate. For any other dispute, the court of the location of ArtPhotoLimited headquarters.

Article 15 – Validation

The online validation made by the Photographer equals unconditional acceptance of these conditions.

The Photographer is informed and aware that his/her account will not be created without this validation. Refusing to tick the box below would end the process, and the parties would not owe any amount to each other.

The use of the account on the website ArtPhotoLimited is henceforth technically possible only after the validation of these terms and conditions.

ArtPhotoLimited reserves the right to make changes to these general conditions. The Photographers will be informed of such changes by an email sent by ArtPhotoLimited ten (10) working days before the date of entry into force of the modified general conditions. The Photographer is free to accept the modified general conditions or to end his/her use of ArtPhotoLimited.