Terms & Conditions

Artwork purchased from Viapagi Collection is intended to be sold through the trade and retail stores.  Phoenix Art Group Viapagi Collection by Image Craft art and artists’ names may not be displayed, resold or linked anywhere on the Internet.  Viapagi Collection retains the exclusive right to represent our artwork on the internet.

The terms and conditions, to which the foregoing sale, as set forth on the front of this Sales Order, is subject, are set forth below.  Phoenix Art Group Viapagi Collection by Image Craft ("Seller") expressly conditions the sale upon Buyer's assenting to these terms and conditions.  By accepting delivery of the goods ("Goods") described on the front of this Sales Order or in any related Invoice ("Invoice"), Buyer expressly assents to the terms and conditions contained herein.  SELLER OBJECTS TO, AND SHALL NOT BE BOUND BY, BUYER'S PURCHASE ORDER, CONFIRMATION FORMS OR OTHER DOCUMENTS THAT ATTEMPT TO IMPOSE UPON SELLER ANY TERMS OR CONDITIONS AT VARIANCE WITH SELLER'S TERMS AND CONDITIONS HEREIN SET FORTH.  For administrative convenience, orders may be placed by Buyer on its ordinary purchase order forms, and such orders may be acknowledged by Seller on its acknowledgement forms, but the terms and conditions stated in such forms of Buyer or Seller shall have no effect to the extent that they are inconsistent with any of the terms, conditions or provisions of this Sales Order.

1.              Price and Payment Terms

                            (a)                All Sales Orders shall be paid for as indicated on the front of this Sales Order as follows:

                                        (i)             "On Account" - net 30 days (these terms are applicable if Buyer is already established on account);

                                        (ii)             "New Customer" - must submit a Credit Application and allow one week for processing;

                                        (iii)            "Proforma" - 100% payment upon placement of Sales Order;

                                        (iv)            "Custom Orders" - 50% deposit required upon placement of Sales Order.

Seller reserves the right to reject, approve or modify payment terms for all Buyers.  A Finance Charge of 1.5% per month is applied to past due invoices.  A $25.00 fee will be charged on all returned checks. 

                             (b)        Selling prices for the Goods transmitted pursuant to this Sales Order exclude all Federal, state and local, sales, use, transaction privilege, occupation, processing, other excise and similar taxes.  Such taxes shall be added to the Invoices as a separate line item, or be separately invoiced, and in any event shall be paid by Buyer. 

                             (c)        All prices are subject to change without notice.

2.              Deductions.  Under no circumstances shall Buyer assume settlement via deduction from remittance due.  Unauthorized deductions will be charged back to Buyer, including a 1.5% finance charge on past due invoice balances.  Seller will promptly issue credit memos to cover authorized returns or other agreed upon adjustments.  Application of such credit memos is the only method of settlement allowed other than full payment.  All repairs are subject to approval by Seller.  No repairs will be credited without written authorization.

3.              Product Warranty. SELLER MAKES NO WARRANTY, EITHER EXPRESS OR IMPLIED, AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF ANY GOODS SOLD HEREUNDER.  If goods are handled and cared for in an appropriate manner by Buyer, and upon prompt notice from Buyer, in accordance with paragraphs 4 and 5 below, Seller, at its option, will repair or replace Goods that prove to be defective in materials or workmanship within 90 days from date of invoice.

4.              Damage and/or Defect.

                             (a)                Freight Damage: Any obvious damage must be noted on the freight bill/receiving record at the time of receipt of Goods.  Buyer must telephone or fax the Seller for disposition of the Goods at time of receipt.  See Return Policies below.

                             (b)                Concealed Damage: Buyer must notify Seller by phone or in writing within 10 days of receipt of any concealed damages or defects in materials or workmanship.  Photos of damage or defects will expedite the claim processing. 

5.              Return Policies and Procedures.  Buyer must keep all packaging materials for possible return.  Seller will not ship boxes, crates or tubes for product returns.  Returns for repair, replacement or credit must be requested from Seller's Customer Service Department within 10 days of receipt of Goods.  Seller's Customer Service Representative will issue a return authorization number or written return authorization.  Returns of consigned inventories must be communicated to Seller's Inventory Control Department and must be prepaid.  Any Goods returned without prior authorization will be refused at Buyer's expense.  Seller will issue a pick up or call tag for damaged items.  Goods returned freight collect will not be accepted.  The return authorization number should be written directly and clearly on the outside of the package and on the bill of lading.  All Goods authorized for return should be packaged satisfactorily for shipment in original packaging.  Goods not packaged correctly may be refused at Buyer's expense and will not be eligible for credit or exchange.   A 25% restocking charge will be due for all returns other than defects or damage reported to us within 10 days of receipt of goods.

6.              Changes; Cancellations.  Buyer shall have no option to change any quantity, size or specification of any Goods subject to this Sales Order without the prior written consent of Seller.  Sales Order cancellations must be requested in writing and are subject to approval by Seller's Customer Service Department.  Sales Order cancellations requested after start of production will be subject to a restocking charge, the amount of which shall be determined by Seller's Customer Service Department.

7.              Shipment.  The shipping date is Seller's best estimate of the date shipment will be made, but it will not bind Seller to ship or make deliveries by that date.  Seller reserves the right to control the routing on all shipments.  When other than Seller's regular method of shipment is used at Buyer's request, any excess cost over the lowest published rate shall be charged to Buyer.  Excess transportation charges assessed by transportation companies, covering shipments requiring special equipment for handling or transporting, will be charged to Buyer.  All Goods ship as specified on the sales order, as follows:

                             (a)        "Freight Collect" - Freight charges are collected from Buyer by freight company at time of delivery;

                             (b)        "Prepaid/Add" - Freight is prepaid by Seller and will be added to Buyer's invoice;

                             (c)        "CPU" - Buyer will pick up on date specified.

Seller will ship Prepaid/Add unless otherwise specified at time of sale.  All shipments are FOB Origin.  Responsibility for freight is with Buyer.  Any shipment to a residence will be delivered curbside unless otherwise specified and paid for by Buyer.

8.              Packaging Costs.  All standard framed line pieces have packaging included in the piece price.  Unframed orders will be assessed a packaging charge, which will be included in the freight charge.  All orders other than standard line pieces will incur additional cartoning and handling fees.

9.              Backorders.  Seller endeavors to ship every order as complete as possible; however, backorders do occur on occasion.  Buyer must specify if complete shipment is required; otherwise, Seller has the right to backorder portions of a shipment.

10.            Distribution Policy.  Possession of Seller's catalog, photos, and/or price list does not constitute authority to purchase from Seller, or an offer to sell.  Seller's Goods are sold on a selected dealership basis and the right is reserved to decline orders on any account for any reason.

11.            Attorney's Fees and/or Collection Costs.  Buyer agrees to pay all costs of collecting past due amounts and accrued finance charges, including third-party collection agent fees, related collection costs, and court and attorney's fees resulting from a lawsuit or arbitration for payment. 

12.            Force Majeure.  The occurrence of a contingency, the non-incurrence of which was a basic assumption upon which this Sales Order was made (including, without limitation, an act of God or of a belligerent power, war, riot, strike, slow-down, lockout, explosion, fire, flood, storm, accident to or breakdown or failure or other outage of plant equipment or machinery, shortage of labor, fuel, power, equipment, materials or supplies, insufficient transportation facilities or delay in transportation of product, equipment, material or supplies, irrespective of whether it is foreseen, foreseeable or anticipated), or compliance in good faith with any applicable foreign or domestic governmental request or regulation or order whether or not it later proves to be invalid (including, without limitation, any governmental request or regulation or order limiting production or relating to the environment, health or safety, or any governmental allocation, interference with, embargo or take-over of products or facilities, whether or not any of such matters are now in effect or foreseen, foreseeable or anticipated), or that otherwise affects Seller's ability to perform under this Sales Order as contemplated, by rendering Seller's performance either impracticable or materially more burdensome, shall excuse a delay in the promised delivery, and any non-delivery, in whole or in part.  In addition, if good faith compliance with any applicable foreign or domestic governmental request or regulation or order, whether or not it later proves to be invalid, restricts Seller's ability to modify at its discretion its price in effect on the date of shipment, Seller shall not be obligated to make shipments hereunder during the period in which its ability is so restricted.  Seller shall give Buyer reasonable notice of any election not to make shipments for this reason.

13.            General Provisions.

                             (a)        No Assignment.  This Sales Order shall not be assignable by Buyer, or inure to the benefit of any successor in interest of Buyer.

                             (b)        Entire Agreement.  This Sales Order, together with each Invoice, constitutes the entire agreement of the parties with respect to the sale of the Goods noted herein and therein, and it supersedes all prior oral or written agreements between the parties.  No amendment or modification of this Sales Order or any Invoice shall be binding upon either party unless it is in writing and signed by both parties.

                             (c)        Due Authority.  Buyer warrants that it has full right, power and authority to enter into this Sales Order.

                             (d)        Governing Law.  This Sales Order and the Invoices shall be governed by and construed in accordance with the laws of the State of Arizona, without regard to conflict of laws provisions.  Buyer and Seller agree that jurisdiction and venue in any action, arbitration or lawsuit relating to or arising from this Sales Order or any Invoice shall lie in the State of Arizona, and that Arizona law will govern.

                             (e)        Headings.  The headings used herein are for convenience only and are not intended to define, limit or describe the scope or intent of any provision herein.

                             (f)        Severability.  If any provision contained herein for any reason is held invalid or unenforceable, such invalidity shall not affect any other provision hereof.

                             (g)        Clerical Errors.  Stenographic and clerical errors are subject to correction.