These Terms and Conditions (“the Terms”) apply to your entry of one or more artworks (“the Work(s)”) in the Royal Academy of Arts’ (“the RA”) Summer Exhibition (“the Exhibition”) and the facilitation of the sale of Your Work by the RA either during or after the Exhibition.
The Exhibition will take place at the RA.
“You” and “Your” shall refer to the person submitting the Work and potentially selling the submitted Work(s).
Please read these Terms carefully before completing your entry form (“the Entry Form”) as they will form the contract between You and the RA.
1. The Royal Academy of Arts
1.1 The RA is a charity registered in England and Wales number 1125383 and a company limited by guarantee registered in England and Wales with number 6298947, whose registered office is at Burlington House, Piccadilly, London W1J 0BD. The RA’s VAT number is GB 100 1935 71.
For information requests, please contact us at: email@example.com.
2. Entry Form and Price
2.1 The price per entry is displayed on the RA’s website (“the Website”) and is inclusive of VAT. When you register to enter the Exhibition and pay your entry fee, you will be supplied with your Entry Form. Please use the correct Entry Form for submitting either one or two Works as only one Entry Form may be submitted by You for the Exhibition.
2.2 Your Entry Form is non-transferable so that only You will be able to use it. In the event of misuse of Your Entry Form, where it transpires that You have used more than one Entry Form, the RA reserves the right to ban You from entering the forthcoming Exhibition and any Exhibition in the future.
2.3 Your Entry Form must be completed and submitted by You strictly in accordance with the The Instructions for Entering (“the Instructions”) which can be found below. Failure to do this will mean that the Work(s) submitted under the Entry Form is inadmissible and will be withdrawn from the selection process for the Exhibition.
2.4 You will not receive a refund if You register for an Entry Form for one or two Works and later withdraw Your application. The entry fee is non-refundable.
2.5 The RA does not retain Your card details after processing Your payment.
3. Who may enter Works into the RA’s Summer Exhibition?
You may submit a Work to the Exhibition if:
3.1 You are the artist or creator of the Work, or You are expressly authorised as a gallery, agent or other representative to submit the Work on behalf of the artist or are expressly authorised by the estate of a deceased artist to do so. If you are so authorised, You agree to be bound by these Terms and assume the liabilities set out in these Terms.
4. Ownership and Submission of the Work
4.1 You must ensure that each submitted Work conforms to all applicable health and safety standards and regulations. You agree to indemnify the RA, its staff and visitors to the Exhibition for any loss, damage, cost or expense which results or arises from a breach of such standards and regulations.
4.2 By submitting Your Work, You confirm that the Work is in a condition to withstand normal rigours of handling and display at the RA.
4.3 By submitting Your Work, You confirm that the Work is free and clear of any liens, claims, encumbrances or restrictions, that the use of the Work under these Terms will not infringe upon or violate the rights of any person or entity, and that to the best of Your knowledge and belief the Work has not been exported from any country and shall not be imported into the United Kingdom in violation of any applicable laws or regulations.
4.4 If You do not own all of the rights, title and interest in and to the Work, You must expressly inform the RA in writing of all relevant details concerning all other third parties’ rights to the Work. You shall indemnify the RA against all losses, liabilities, costs and expenses in respect of claims made by third parties alleging partial or total ownership of the Work or any rights in the Work, including intellectual property rights.
4.5 If You are submitting Work(s) from abroad then taxes may be levied at the port of entry into the UK. You will not list the RA as the importer of the Work(s). You agree to indemnify the RA for any charges or taxes incurred by it as a result of (1) the importing of the Work(s) for the purposes of display in the Exhibition and (2) for any back taxes due from You to HMRC on or arising from any sale of the Work(s).
5. Refusal of or withdrawal of a Work by the RA
5.1 The RA may accept or decline any Work submitted for the Exhibition entirely at its own discretion. The RA’s decision is final.
5.2 The RA reserves the right to deny admission or withdraw a Work(s) from the Exhibition if for any reason the Work(s), or any circumstances surrounding the display of the Work(s), appears to the RA to expose it to potential or actual damage to its reputation, risk of legal proceedings or enforcement including, without limitation, the alleged breach of third party intellectual property rights.
6. Sale of Work(s) (applicable to all types of sales) and the RA’s Commission
6.1 The sale of any Work(s) exhibited in the Exhibition by You (including all prints or cast sculptures from an edition allocated for sale) will be subject to a payment of 30% commission (“the Commission”) (plus any applicable VAT) to the RA. The Commission will be charged on the VAT exclusive sales price of such Work(s).
6.2 The Commission will also be payable to the RA where the sale of any Work(s) takes place within twelve months after the close of the Exhibition, or where that sale is made as a direct or indirect result of its display in the Exhibition. All substantive enquiries and negotiations between a potential purchaser (“the Purchaser”) and You regarding the sale of any Work(s), along with any sale once concluded, shall be immediately notified to the RA.
6.3 Commission payments received by the RA will be used to support the work of the RA Schools and the RA’s other charitable activities. The Commission will be taken by the RA in the form of a deposit (“the Deposit”) equal to the Commission (inclusive of any VAT) from the intending Purchaser at the time the Purchaser offers to buy the Work(s).
6.4 For the purposes of any sale of Your Work, the RA’s role is strictly limited to introducing the Purchaser to You. The RA does not have any authority to negotiate or conclude the sale of Your Work. All sales of Work(s) shall be subject to the terms of sale You put in place between You and the Purchaser.
6.5 When a Purchaser pays his/her Deposit to the RA in respect of any Work for sale, this Deposit constitutes an offer by the Purchaser to purchase the Work in question (“the Offer to Purchase”). If for any reason You do not accept the Offer to Purchase, please inform the RA and the Deposit will be refunded to the Purchaser by the RA.
6.6 If the sale is not concluded for any reason as a result of a default under the contract between You and the Purchaser, You shall have no claim to the Deposit. The RA reserves the right to retain the Deposit as its Commission.
6.7 Any disputes relating to a sale of Your Work shall be resolved directly between You and the respective Purchaser without the RA’s involvement.
6.8 The RA will provide the Purchaser’s details (including their personal data) to you for the purposes of completing and fulfilling the purchase. You hereby agree to comply with all relevant data protection regulations in respect of such personal data, including the General Data Protection Regulations which are due to come into force in 2018. Please note that the RA will not have obtained any consent for You to send marketing or other material, whether electronic or otherwise to the Purchaser and you should obtain such consent if You wish to contact the Purchaser in the future.
7.1 If You are registered for VAT You will be required to provide the Purchaser with a VAT invoice for the full sale price of the Work. All arrangements regarding the sale of the Work(s) shall be made in writing.
7.2 If You do not have a UK residence You will have to register for UK VAT and supply a UK VAT number to us if You wish to sell Your Work(s) in the Exhibition. Failure to do this will entitle the RA to withdraw Your Work(s) from sale in the Exhibition. (Please see the VAT Information (International Artists) document, listed under Helpful Links on the Home page).
8. Distance Sales
8.1 Your Work(s) may be made available for purchase by means of distance selling (i.e. online through the RA’s website or by telephone) and if so, You agree to comply with the distance selling rules contained in the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (“the Regulations”).
8.2 Unless You tell us that you do not want Your Work to be sold by telephone or online, the intending Purchaser will be able to pay the Deposit through these channels.
8.3 In order to comply with the Regulations, the following procedure will take place:
8.3.1 Shortly after the Deposit has been processed by the RA, the RA will notify You that an Offer to Purchase Your Work has been made. If You accept the Offer to Purchase You agree to include the following information (“Key Information”) in Your terms of sale with the Purchaser. The Key Information shall be given to the Purchaser on paper or on some other ‘durable medium’ such as an email. The Key Information must include:
• a description of the Work(s);
• the total price of the Work(s);
• details of any right to cancel the purchase as described below;
• the cost of delivery and details of who pays for the cost of returning the Work(s) in the event of a cancellation as described below; and
• Your details, including geographical address and phone number.
8.4 You agree that every Purchaser is entitled to cancel the purchase of Your Work(s) purchased by a distance sale from the moment you agree to accept the Offer to Purchase until the expiry of 14 days from the day the Purchaser receives the Work(s). If the Purchaser buys multiple Work(s) from You, the 14 days runs from when the Purchaser receives the last of the Work(s). This 14 day period is the time that is given to the Purchaser to decide whether to cancel and then the Purchaser has a further 14 days to send the Work(s) back to You. Failure to provide the required information about this right to cancel could result in such rights being extended by a further year.
8.5 In the event of a cancellation, You agree to the Purchaser’s right to a refund which means that You must refund the Purchaser within 14 days of either You receiving the Work(s) back or the Purchaser providing evidence of having returned the Work(s), whichever is sooner. You agree to refund any payment received from the Purchaser in accordance with the provisions of the Regulations. You will notify the RA of a cancellation straight away and the RA will then return the Deposit to the purchaser.
8.6 If You have informed the Purchaser that You will arrange delivery of the Work(s) to the Purchaser, You will ensure the following:
8.6.1 You agree to be responsible for the condition of the Work(s) until it is received by the Purchaser.
8.6.2 In respect of unframed prints and all other editioned Works, excluding those Works from an edition which are displayed in the Exhibition, You will deliver the Work(s) within 30 days from the date on which You accept the Offer to Purchase and the Key Information provided unless a longer period has been agreed. In respect of any Work exhibited in the Exhibition which is sold by distance sale, You will inform the Purchaser on accepting the Offer to Purchase that he/she will not receive the Work or be able to collect the work until a specified period after the Exhibition has closed.
8.6.3 You acknowledge that if delivery is later than agreed, the Purchaser may have the right to terminate the purchase and receive a full refund.
8.7 You will immediately notify the RA should a refund be made to the Purchaser.
8.8 You hereby indemnify the RA for any claims from third parties resulting from the breach of Your obligations under Clause 8.
9. Collection of non-exhibited Work(s)
9.1 If Your Work(s) is not accepted for the Exhibition, You must either collect Your Work in person from the RA or arrange for it to be collected. The RA will inform You by email when Your Work(s) must be collected.
9.2 If any Work(s) has not been collected by the date specified in the email, the RA will charge a fee of £15 per week or part week, per Work. The charge will be payable by the person collecting the Work(s).
9.3 Notwithstanding the provision in Clause 9.2, if any Work(s) has not been collected within three months of the final collection date for non-exhibited Work(s), the Work(s) will be deemed to have been abandoned by You and the RA shall be entitled, without notifying You, to sell or otherwise dispose of such Work(s) and to use the proceeds of the sale to cover any outstanding charges under Clause 9.2 or for the RA’s general charitable objects.
10. Collection of Exhibited Work(s)
10.1 No Work(s) that has been accepted and displayed at the Exhibition may be removed prior to the close of the Exhibition.
10.2 If your Work(s) has been accepted for the Exhibition, before the close of the Exhibition You will be informed of the specified period in which Your Work(s) must be collected. You will receive a separate Removal Order for each exhibited Work. This Removal Order must be completed and signed by You. If the Work(s) has been sold, You will send the Removal Order to the Purchaser as soon as full payment has been received. In the event that You sign and release the Removal Order to the Purchaser before You have received full payment, this will be strictly at Your own risk.
10.3 If any Work(s) has not been removed by the date specified on the Removal Order, the RA will charge a fee of £15 per week or part week per Work. The charge shall be payable by the person presenting the Removal Order.
10.4 No Work(s) will be released by the RA without the presentation of a correctly completed Removal Order.
10.5 Notwithstanding Clause 10.3, if any unsold Work(s) has not been removed within three months of the final collection date for exhibited Work(s), the Work(s) will be deemed to have been abandoned by You and the RA shall be entitled, without notifying You, to sell or otherwise dispose of such Work(s) and to use the proceeds of the sale to cover any outstanding charges under Clause 10.2 or for the RA’s general charitable objects.
10.6 If as part of a distance sale, you have agreed to deliver the Work to the Purchaser, please see Clause 8.6 above.
11. Online Access
11.1 While the RA endeavours to ensure that the Website is available 24 hours a day, the RA will not be liable if for any reason the Website is unavailable in part or whole at any time or for any period including, without limitation, during the last 24 hours before the submission deadline. Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance, repair or for reasons beyond the RA’s control.
12. Intellectual Property Rights
12.1. By submitting a Work(s), You confirm that either You or the artist hold all intellectual property rights in the Work(s) and that You or the Artist have obtained any third party consents required for the use of third party owned material contained in the Work(s).
12.2 By submitting a Work(s), You consent to the RA and/or R.A. Enterprises Limited, a wholly owned subsidiary of the RA (“RAE”) and/or any other third party permitted by the RA or RAE for the following purposes:
12.2.1 taking an image of, filming or making available the whole or any part of the Work(s), including but not limited to the right to include the Work(s) in any broadcast (and rebroadcast) by any broadcaster (including the BBC) and any licensees of any broadcaster;
12.2.2 filming, broadcasting and/or reproducing the whole or any part of the Work(s) for archival, educational, publicity and marketing (including without limitation on the Website, Exhibition posters, leaflets, private view cards, postcards and all forms of social media), press, signage, gallery guide and for catalogue purposes;
12.2.3 and reproducing the whole or any part of the image(s) which You have supplied to us for the purposes set out above.
12.3 The consent set out in Clause 12.2 is irrevocable and given without payment of any fee or royalty and includes consent to make available the Work(s) in all media (including without limitation all forms of electronic and social media) for perpetuity and on a world-wide basis.
12.4 By submitting a Work(s), You agree that members of the public will be allowed to take photographs of the Work(s) (alone or in combination with other works) for personal and non-commercial use during the Exhibition period. The RA will install notices in the Exhibition indicating that photography is permitted provided it is for personal and non-commercial use. The RA will not be responsible if any such images of the Work(s) are exploited commercially in violation of the permission given, and in such circumstances it is up to the artist and/or You to defend Your intellectual property rights in the Work(s).
13. Limitation of Liability
13.1 Except as provided in this Clause 13, the RA shall have no liability to You or the artist whatsoever for any loss of business or profits, loss or damage to reputation, or for any indirect or consequential loss or damage of whatever nature, howsoever caused, whether occurring in contract, tort (including negligence) or otherwise arising out of or in connection with the Exhibition.
13.2 The RA shall not be liable for any deterioration or wear and tear to the Work, or any loss, damage or destruction (including damage to frames) through the ordinary course of handling the Work(s) whether included in the Exhibition or not.
13.3 Subject to clause 13.2, the RA will only be liable for damage to a Work(s) to the extent that such damage arises as a direct result of the RA’s negligence and only whilst the Work(s) is at the RA. If You suspect any such damage, You must notify the RA before the Work(s) is collected otherwise the RA will not be liable for any such damage.
13.4 Nothing in these Terms shall have the effect of limiting or excluding either party’s liability to the other for death or personal injury caused by its own negligence or caused by its fraud (including fraudulent misrepresentation).
13.5 Subject to Clause 13.4, the entire liability of the RA arising out of or in connection with the Exhibition, whether in contract, tort (including negligence or breach of statutory duty) or otherwise, shall not exceed:
13.5.1 the value of that Work(s) as stated in the Entry Form or
13.5.2 the value of the Work(s) determined in accordance with the valuation process set out in Clause 13.6, and in either case, if the Work(s) is for sale, less the amount representing the RA’s commission and any posting and packaging costs.
13.6 If the RA disputes the value of the Work(s) or the amount of the damage to the Work(s), the dispute as to the value or the amount shall be referred, independently of any issue as to liability, to an expert independent valuer to be chosen by the RA provided that the valuer’s determination shall not exceed the RA’s maximum liability in accordance with Clause 13.5. The valuer shall act as an expert and not an arbitrator. The valuer’s decision shall be final and shall be conclusive evidence of the value of the Work(s) or the amount of the damage to the Work(s). The valuer’s costs will be borne equally between the RA and You. You shall not be entitled to begin or maintain any action in respect of any damage until the valuer has made a decision in accordance with Clause 13.6 as to the value of the damage and such action shall then be only for the amount determined by the valuer, again subject to the RA’s maximum liability.
14. Third Parties
14.1 No third party shall have any rights under or in relation to the Terms.
15. Force Majeure
15.1 For the purposes of these Terms, a Force Majeure Event means an event beyond the reasonable control of the RA including but not limited to strikes, failure of a utility service or transport network, act of God, terrorism, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors. The RA shall not be liable to You under these Terms as a result of a Force Majeure Event.
16.1 If a court or any other competent authority finds that any provision of the Terms (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other Terms shall not be affected.
17. Entire Agreement
17.1 These Terms contain the whole agreement between the parties relating to the subject matter of this agreement at the date hereof to the exclusion of any terms implied by law which may be excluded by contract. Each of the parties agrees that it has not entered into these Terms in reliance on any representation, warranty, undertaking or other statement, expressed or implied, orally or in writing, given or made by or on behalf of the other party except in so far as contained in these Terms. This clause shall not apply to any representation, warranty, undertaking or statement made fraudulently or which was induced by fraud.
18. Law and Jurisdiction
18.1 These Terms and the contract of which they form part shall be governed by and construed in accordance with English law. Any disputes arising in relation to these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.