Terms of Service

General Terms and Conditions for the Use of the KÖNIG GALERIE Platform

1) Scope and General
2) Registration on the platform
3) Sales process and conclusion of sales contracts for artworks that are not NFT
4) Sales process and conclusion of sales contracts for NFT
6) Terms of delivery
7) Purchase prices and retention of title for physical artworks
8) Terms of payment and set-off and right of retention
9) Warranty
10) Trade of NFT
11) Fees for the use of the platform
12) Termination
13) Technical availability of the platform
14) Liability
15) Indemnification
16) Data protection
17) Right of withdrawal in case of purchase of artworks from the platform operator
17) Final Provisions

1) Scope and General

(1) These General Terms and Conditions ("GTC") govern the use of the website "https://www.koeniggalerie.com" ("Platform"). The operator of the platform is
KÖNIG GALERIE
Johann König GmbH
Alexandrinenstr. 118-121
10969 Berlin

USt-IdNr: DE 247261583

Managing Directors: Johann König, Lena König
Registered Office: Berlin
Amtsgericht Berlin-Charlottenburg, HRB 100280

("Platform Operator").

The GTC apply regardless of whether the user of the platform ("User") is a consumer or an entrepreneur.
(2) The Platform enables Users to purchase physical artwork(s), digital artwork(s) and physical artwork(s) produced according to the User's individual wishes ("artwork(s) to be produced" or also "edition sale") (physical artwork(s), digital artwork(s) and artwork(s) to be produced together "artwork(s)").
(3) Furthermore, Users may purchase cryptographic tokens on the Platform that are non-exchangeable, non-replicable one-of-a-kind digital artworks, so-called Non-Fungible Tokens ("NFT"). NFTs purchased by the User cannot be sold by the User to third parties. Enabling trading of NFT between users is planned for the future. NFTs have no investment purpose and are not designed for bartering. The provision of investment advice or other financial services on the platform is not permitted.
(4) The platform operator is a contractually bound intermediary within the meaning of Section 3 (2) of the German Securities Institutions Act ("Wertpapierinstitutsgesetz", "WpIG") and acts as an investment intermediary pursuant to Section 2 (2) No. 3 WpIG exclusively for the account and under the liability of CONCEDUS GmbH, business address Schlehenstr. 6, 90542 Eckental, Germany ("CONCEDUS").
The platform operator has been notified to the Federal Financial Supervisory Authority ("BaFin") as a contractually bound intermediary of CONCEDUS and has been entered in the BaFin Register - Contractually Bound Intermediaries under the register number [...].
The BaFin Register - Contractually Tied Agents can be accessed at: https://portal.mvp.bafin.de/database/VGVInfo/.
(5) A separate agreement with CONCEDUS is required for trading NFT on the platform with other users.
(6) The customer service is available from Monday to Friday from 10:00 to 16:00 under the following contact details:

KÖNIG GALERIE
Johann König GmbH
Alexandrinenstr. 118-121
10969 Berlin
Tel: +49 30 26103080
info@koeniggalerie.com

(7) The platform operator may propose changes to the GTC to the user at any time. Changes to the GTC will be offered to the User in text form (e.g. by e-mail) no later than 5 days before the proposed date of their entry into force. Amendments to the GTC shall become effective with the express consent of the User.

2) Registration on the platform

(1) The use of the platform requires registration as a user. Registration takes place by opening a user account on the platform ("User Account"), agreeing to the GTC and taking note of the privacy policy. Before completing the registration, the User may check and, if necessary, correct the data provided. Upon successful registration, which is confirmed by the platform operator by e-mail, a contract on the use of the platform ("User Agreement") is concluded between the platform operator and the User. There is no claim to the conclusion of a usage contract.
(2) Users who are natural persons may only register if they are at least 18 years old and have full legal capacity. Registration is permitted to legal entities and partnerships.
(3) The data requested during registration must be provided completely and correctly. The registration of a legal entity or partnership may only be carried out by a natural person authorized to represent the entity or partnership, who must be named. In the case of registration of natural persons, only individual persons may be specified as the owner of the user account.
(4) Multiple registrations are not permitted.
(5) If the data provided changes after registration, the user is obligated to update the information in his user account without delay.
(6) The prerequisite for use is that the user uses the platform on his own account. The user may not act on behalf of another person.
(7) Users must keep their password secret and carefully secure access to their user account. Users are obliged to inform the platform operator immediately if there are indications that a user account has been or is being used by third parties.
(8) User accounts are not transferable.
(9) The platform operator is entitled to delete user accounts of incomplete registrations after an appropriate period of time. The same applies to user accounts that have not been used for a longer period of time. Before deleting such a user account, the platform operator will inform the user in due time. If the user account is subsequently used again, it will not be deleted.
(10) The platform operator may make the use of the platform or individual functions of the platform or the extent to which individual functions can be used subject to certain conditions, such as verification of registration data, duration of use, payment behavior or dependent on the presentation of certain evidence (e.g., proof of identity). In particular, the platform operator may restrict the purchase activities of a user under certain conditions and make the submission of purchase offers dependent on further conditions such as prior verification.
(11) Upon successful registration, the registered user grants the platform operator consent to process the user's personal data for these purposes in accordance with § 6 para. 1 sentence 1 a) of the German Data Protection Regulation (DSGVO). CONCEDUS exercises the function of the so-called liability umbrella, under whose liability the platform operator provides brokerage services. As part of the registration process, an appropriateness check and a check under money laundering law are carried out prior to trading in NFT. The outcome of these checks may result in users not being permitted to purchase or trade NFT. The outcome is at the discretion of CONCEDUS. The appropriateness review determines the extent to which the NFT is appropriate for the user. To do this, the user must answer several questions. The money laundering check includes in particular an identity check of the user. For this purpose, it is mandatory that the user can present an official and valid photo identification document. The user will be informed of the details of the identity check during the registration process.

3) Sales process and conclusion of sales contracts for artworks that are not NFTs.

(1) The platform operator sells artworks in its own name and for the account of artists. The sale and purchase of NFT shall be determined in accordance with section 4 of the GTC.

(2) The presentation of artworks on the platform does not constitute a binding offer to conclude a purchase contract. The User may select artworks on the platform by clicking the "add to cart" button and place them in the shopping cart. By clicking the "checkout" button, the User is redirected to an order mask that contains information about the artwork and in which the User's information (including the method of payment) is to be entered. In the case of artwork to be produced, the User additionally determines the design and production of the artwork to be produced based on the available options. After entering the requested information, the User may review and, if necessary, correct the information entered. By clicking the "Buy Now" button, the User makes a binding purchase offer.
(3) The platform operator will immediately confirm receipt of the purchase offer by e-mail. Such an e-mail does not constitute a binding acceptance of the purchase offer unless, in addition to the confirmation of receipt, the acceptance is declared at the same time. A purchase agreement shall only be concluded if the platform operator accepts the purchase offer by means of a declaration of acceptance.
(4) Works of art may be subject to import duties and taxes. The User is responsible for the payment of such import duties and taxes.

4) Sales process and conclusion of purchase contracts at NFT

(1) The platform operator sells on the platform own mined NFT in its own name and on its own account (own business). The presentation of NFT on the platform does not constitute a binding offer to conclude a purchase contract.
(2) The User may select NFT on the Platform by clicking the button "add to cart" and place them in the shopping cart. By clicking the "checkout" button, the User will be redirected to an order mask containing information about the NFT and on which information of the User (including the method of payment) is to be entered. After entering the requested information, the User may review and, if necessary, correct the information he/she has entered. By clicking the "Buy Now" button, the User makes a binding purchase offer.
(3) The platform operator will immediately confirm receipt of the purchase offer by e-mail. Such an e-mail does not constitute a binding acceptance of the purchase offer unless, in addition to the confirmation of receipt, the acceptance is declared at the same time. A purchase agreement shall only be concluded if the platform operator accepts the purchase offer by means of a declaration of acceptance.
(4) A prerequisite for the purchase of NFT is that the User is the owner of a compatible wallet (i.e., owner of the corresponding private key) and has communicated the address of this compatible wallet to the platform operator. Before purchasing the respective NFT, the buyer should ensure that his wallet is compatible, i.e., meets the technical requirements of the respective NFT offered. If the NFT is transferred to a Wallet that is not compatible, it may result in the permanent unusability of the NFT. The platform operator is not responsible for the backup, storage, custody, or management of the NFT and/or the private keys. The Buyer itself is responsible for the backup, storage, custody, or management of its NFT and private keys. After purchasing an NTF, the Buyer must immediately claim it from the Platform Operator (notify the Platform Operator that the NFT is to be transferred to the Buyer's Wallet). Internet access is required to transfer or use the NFT. Only upon completion of the transfer of the NFT to a compatible Wallet of the Buyer, the Buyer shall become the owner ("Owner") of the NFT.
(5) User is solely responsible for any hardware, systems and/or software programs required to use, browse, stream, download, upload or transfer the Content from the NFT.
(6) The purchase of NFT may be subject to taxes under certain circumstances. Users are responsible for taxation and payment of any applicable taxes.

5) Terms of delivery

(1) In the case of physical works of art, the platform operator is entitled to make partial deliveries, insofar as this is reasonable for the user.
(2) The delivery period for physical works of art is approximately 30 working days, unless otherwise agreed. Digital artworks will be sent immediately. NFT will be transferred to the Wallet immediately after the Buyer has claimed his NFT. The delivery of NFT may be delayed due to regulatory requirements (e.g., prior completion of an identification of the user required under money laundering law). The respective delivery period starts with the conclusion of the contract.

6) Purchase prices and retention of title for physical works of art

(1) All purchase price information on the platform are net prices. The gross price (including the statutory value-added tax, if applicable) is indicated separately in the order mask. Any shipping costs incurred (in the case of delivery of physical works of art) will be communicated separately.
(2) The purchase price is also displayed in the order mask before the User submits a binding purchase offer.
(3) If, in the case of physical works of art, the Platform Operator fulfills the order pursuant to Section 6 (1) by partial deliveries, the User shall only incur shipping costs for the first partial delivery. If the partial deliveries are made at the request of the User, the Platform Operator shall charge shipping costs for each partial delivery.
(4) Ownership of physical works of art is reserved until the full purchase price has been paid.

7) Terms of payment and set-off and right of retention

(1) The user in the capacity of buyer is obliged to pay in advance. Unless the User and the Platform Operator agree otherwise, the purchase price is due immediately.
(2) Payments on the platform are processed via payment service providers (including the payment of the purchase price). The terms and conditions of the respective payment service provider apply. The payment methods listed on the platform are available as payment methods.
(3) The User is not entitled to offset claims of the Platform Operator unless the User's counterclaims have been legally established or are undisputed. The User shall also be entitled to offset against the claims of the platform operator if the User asserts notices of defects or counterclaims from the same purchase contract.
(4) The User may only exercise a right of retention if the counterclaim arises from the same purchase contract.

8) Warranty

The platform operator is liable for material defects or defects of title in accordance with the applicable statutory provisions.

9) Trading with NFT

(1) For the activation of trading with NFT ("Trading Function") an additional registration on the platform is required according to the specifications of CONCEDUS. Here, an appropriateness check and a money laundering law check is carried out by CONCEDUS. The outcome of these checks may result in the user not being permitted to trade NFT. The outcome is at the discretion of CONCEDUS. The appropriateness review will determine the extent to which the financial instrument is appropriate for the user. For this purpose, the user must answer several questions. The money laundering check includes in particular an identity check of the user. For this purpose, it is mandatory that the user can present an official and valid photo identification document. The User will be informed of further details regarding the identity check when registering for the trading function.
(2) Insofar as the trading function is activated for the User, the User shall be granted, at the sole discretion of the platform operator, the opportunity to offer for sale via the platform his own NFTs acquired on the platform to registered Users who are also activated for the trading function. In addition, activated Users may purchase NFTs on the platform from other Users who have purchased them on the platform.
(3) Within the scope of the trading function, the platform operator acts as a contractually bound agent of CONCEDUS, whereby the platform operator does not employ any sub-agents. The platform operator acts as an intermediary on the instructions of the users without any decision-making leeway. The platform operator does not advise the users.
(4) The platform operator's brokering activities are subject to a legal obligation to record and keep records, in particular pursuant to Section 83 of the German Securities Trading Act (WpHG). The conversations and communications with users within the scope of the brokering activity shall be recorded and the users declare their consent to this. A copy of the records of these conversations and communications can be made available upon request of the users for a period of five years and - if requested by the Federal Financial Supervisory Authority (BaFin) - for a period of seven years. As a contractually bound intermediary, the platform operator is subject to the obligation to grant CONCEDUS access to its business records at any time, within the scope of the duties and rights under supervisory law. In addition, CONCEDUS has a comprehensive right to issue instructions in the sense of securing management and control options in accordance with section 25b (1) sentence 1 KWG and section 80 (6) WpHG. As a contractually bound intermediary, the platform operator is obliged to tolerate audits and inspections of its business premises by BaFin as well as by CONCEDUS' internal audit department and to cooperate in these audits.
(5) As a contractually bound intermediary, the platform operator has entered into a separate contractual agreement with CONCEDUS, according to which the platform operator acts as a vicarious agent of CONCEDUS for the brokerage of financial instruments ("assumption of liability"). According to this agreement, CONCEDUS is liable to the users for all damages that occur due to a breach of duty by the platform operator, if and to the extent that any limitations of liability from the GTC (see section 14 below) or from the brokerage agreement with or GTC of CONCEDUS do not conflict with this. Other activities of the platform operator, which do not include the brokerage of financial instruments, do not include the assumption of liability by CONCEDUS.
(6) For offering NFT, the User selects the corresponding NFT that the User wants to sell. Via the button "Place Offer" the User determines the selling price of the selected NFT. In the next step, the User can check his offer and the underlying trading contract to which the User offers his NFT ("Trading Contract") and confirm it bindingly via the "Confirm" button. The offer is thereby bindingly placed on the platform. After posting an offer, the User will be requested to provide his bank details, which will be used for the payment after the completion of a successful brokerage, so that the User receives his sales price. Payments are processed through the payment service provider named by the platform ("named payment service provider"). Users wishing to sell NFT must conclude a separate agreement with the named payment service provider for this purpose. After confirmation of the bank details and conclusion of an agreement with the named payment service provider, the selling user's offer will be published. Upon acceptance of the offer by another user, a binding purchase agreement for the offered NFT is concluded. After conclusion of the purchase contract, the sale is confirmed by e-mail with reference to an order confirmation number. The buying user receives the trading contract by e-mail.
(7) For the purchase of NFT from other users, the user selects an NFT offered for sale by another user on the platform and then checks the corresponding offer. The user can select an offer by clicking the "Buy" button. In the next step, the user is shown a summary of the offer with information about the NFT and the digital artwork and purchase price. The "Next" button takes the user to the payment method selection. The "Next" button then takes the user to the general overview, where the user can see the summary of the offer with additional display of the payment method and his personal data. In this step, the User can view and agree to the Trading Contract and bindingly purchase the selected NFT by clicking the "Buy Now" button. This concludes a binding purchase contract. In the next step, the user will receive an e-mail confirming the conclusion of the purchase with reference to an order confirmation number.

10) Fees for the use of the platform

There are no other fees for the use of the platform.

11) Termination

(1) Users may terminate the user agreement at any time.
(2) The platform operator may terminate the user agreement at any time with 30 days' notice to the end of the month. The right to extraordinary termination for good cause remains unaffected.
(3) As soon as the user contract has been terminated by the platform operator, the user may no longer use the services of the platform, even with other user accounts, and may not register again.
(4) Termination does not affect the validity of purchase contracts already concluded on the platform.

12) Technical availability of the platform

(1) The claim of users to use the platform exists only within the scope of the current state of the art. The platform operator temporarily restricts its services if this is necessary with regard to capacity limits, the security or integrity of the servers or for the implementation of technical measures and this serves the proper or improved provision of services (maintenance work). In such cases, the platform operator shall consider the legitimate interests of the users, such as by providing advance information. Section 14 of the GTC (Liability) remains unaffected by the above provision.
(2) If an unforeseen system failure impedes the use of the platform, the users will be informed in an appropriate manner.

13) Liability

(1) The platform operator is liable to the user in all cases of contractual and non-contractual liability in the event of intent and gross negligence in accordance with the statutory provisions for damages or compensation for futile expenses.
(2) In other cases, the platform operator shall only be liable - unless otherwise stipulated in para. 3 - in the event of a breach of a contractual obligation, the fulfillment of which is a prerequisite for the proper execution of the usage agreement or the purchase agreement and on the observance of which the user may regularly rely (so-called cardinal obligation), limited to compensation for the foreseeable and typical damage. In all other cases, the liability of the platform operator is excluded subject to the provision in paragraph 3.
(3) Liability for damages resulting from injury to life, body or health and under the Product Liability Act shall remain unaffected by the above limitations and exclusions of liability.

14) Indemnification

The User shall indemnify the platform operator against all claims asserted by other users or other third parties against the platform operator due to infringement of their rights (in particular copyrights) by the User via the platform or due to the User's other use of the platform. In this context, the User shall bear the costs of the necessary legal defense of the Platform Operator including all court and attorney fees in the statutory amount. This shall not apply if the user is not responsible for the infringement. The user is obligated to provide the platform operator immediately, truthfully, and completely with all information necessary for the examination of the claims and a defense in the event of a claim by a third party.

15) Data protection

Information can be found in the privacy policy https://www.koeniggalerie.com/pages/privacy-policy

16) Right of withdrawal when purchasing artwork from the platform operator

If the User is a consumer pursuant to Section 13 of the German Civil Code (i.e., a natural person who concludes the purchase contract for purposes that can predominantly be attributed neither to his commercial nor to his independent professional activity), the User shall be entitled to a right of revocation with respect to the purchase contract between the User and the Platform Operator in accordance with the following provisions. In the case of purchase contracts that have as their object works of art to be produced or edition purchases, there is no right of revocation.
Cancellation policy for the purchase of physical works of art except for works of art to be manufactured
Cancellation policy
Right of withdrawal
You have the right to cancel this contract within fourteen days without giving any reason.
The revocation period is fourteen days from the day on which you or a third party named by you, who is not the carrier, has or has taken possession of the goods.

To exercise your right of revocation, you must send us

KÖNIG GALERIE
Johann König GmbH
Alexandrinenstr. 118-121
10969 Berlin
info@koeniggalerie.com

by means of a clear declaration (e.g., a letter sent by mail, fax, or e-mail) about your decision to revoke this contract. For this purpose, you may use the enclosed sample revocation form, which, however, is not mandatory.

In order to comply with the withdrawal period, it is sufficient that you send the notification of the exercise of the right of withdrawal before the expiry of the withdrawal period.

Consequences of the revocation

If you revoke this contract, we shall reimburse you all payments we have received from you, including delivery costs (with the exception of additional costs resulting from the fact that you have chosen a type of delivery other than the most favorable standard delivery offered by us), without undue delay and no later than within fourteen days from the day on which we received the notification of your revocation of this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees because of this repayment. We may refuse repayment until we have received the goods back or until you have provided proof that you have returned the goods, whichever is the earlier.

You must return or hand over the goods to us or to in any case no later than within fourteen days from the day on which you notify us of the revocation of this contract. The deadline is met if you send the goods before the expiry of the period of fourteen days.

You shall bear the direct costs of returning the goods. The costs are estimated at a maximum of about 5000 EUR.

You will only have to pay for any loss in value of the goods if this loss in value is due to handling of the goods that is not necessary for testing the condition, properties and functioning of the goods.

Cancellation policy for digital artwork and NFT
Cancellation policy
Right of withdrawal
You have the right to revoke this contract within fourteen days without giving any reason.
The revocation period is fourteen days from the day of the conclusion of the contract.
To exercise your right of revocation, you must send us

KÖNIG GALERIE
Johann König GmbH
Alexandrinenstr. 118-121
10969 Berlin
info@koeniggalerie.com

by means of a clear declaration (e.g., a letter sent by post, fax or e-mail) of your decision to revoke this contract. For this purpose, you may use the enclosed sample revocation form, which, however, is not mandatory.
In order to comply with the withdrawal period, it is sufficient that you send the notification of the exercise of the right of withdrawal before the expiry of the withdrawal period.
Consequences of the revocation
If you revoke this contract, we shall reimburse you all payments we have received from you, including delivery costs (except for additional costs resulting from the fact that you have chosen a type of delivery other than the most favorable standard delivery offered by us), without undue delay and no later than within fourteen days from the day on which we received the notification of your revocation of this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees because of this repayment. We may refuse repayment until we have received the goods back or until you have provided proof that you have returned the goods, whichever is the earlier.
You must return or hand over the goods to us or to in any case no later than within fourteen days from the day on which you notify us of the revocation of this contract. The deadline is met if you send the goods before the expiry of the period of fourteen days.
You shall bear the direct costs of returning the goods.
You will only have to pay for any loss in value of the goods if this loss in value is due to handling of the goods that is not necessary for testing the condition, properties and functioning of the goods.

Sample cancellation form
(If you want to cancel the contract, please fill out this form and send it back).

- To KÖNIG GALERIE, Johann König GmbH, Alexandrinenstr. 118-121, 10969 Berlin
- I/we (*) hereby revoke the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following service (*)
- Ordered on (*)/received on (*)
- Name of the consumer(s)
- Address of the consumer(s)
- Signature of consumer(s) (only in case of paper communication)
- Date

(*) Delete where not applicable.

17) Final provisions

(1) The user agreement is not transferable to other persons or companies without the consent of the platform operator. The platform operator will not unreasonably withhold consent.
(2) The user can download and save the current version of these GTC via https://misa.art/policies/privacy-policyeinsehen.
(3) The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods, if there are no mandatory legal provisions to the contrary.
(4) Contract language is German and English. The German version of the GTC shall be decisive for the interpretation.
(5) If the User is a merchant and has its registered office in Germany at the time of the order, the exclusive place of jurisdiction is the registered office of the platform operator. Otherwise, the applicable statutory provisions shall apply to the local and international jurisdiction.
(6) Should individually provisions of these GTC be or become invalid, unenforceable, or unenforceable in whole or in part, this shall not affect the validity, enforceability and enforceability of the remaining provisions of these GTC. The invalid, illegal, unenforceable and/or unenforceable provision shall be deemed to be replaced by such valid, legal and enforceable provision which corresponds as far as possible to the spirit and economic purpose of these GTC and the original intention of the parties.
(7) The European Commission's platform for online dispute resolution (OS) for private individuals can be used under the following link: https://ec.europa.eu/consumers/odr/.
The platform operator is not willing and not obliged to participate in a dispute resolution procedure before a consumer arbitration board.

As of: 28.03.2022
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