Terms & Conditions

1. Introduction

AYNI UNIT is a collection of six designs, each issued in a limited, individually numbered edition. These Terms govern your purchase and ownership of a piece from that collection. Please read them before buying.

These Terms & Conditions (the "Terms") form a binding agreement between you ("you", the "Buyer") and Phoebe Partners Limited, a company incorporated in Cyprus with registration number HE 126964, whose registered office is at 23 Agias Paraskevis, Germasogeia, 4044, Limassol, Cyprus (the "Company", "we", "us").

They apply to your use of the website on which the Collection is offered (the "Site"), to any order you place, and to any Unit you own. If you do not accept them, please do not buy.

We may amend these Terms. The version published on the Site when you place an order governs that order. Where an amendment materially affects Units you already own, we will email you at least 30 days before it takes effect.

2. Definitions

3. Who can buy

3.1 Age. You must be at least 18 years old and legally able to enter into a binding contract. Your date of birth is checked at the point of order and we may ask for documentary proof at any time.

3.2 Where you live. We do not sell to residents of countries subject to comprehensive sanctions administered by the United Nations, the European Union, the United Kingdom or the United States, nor to residents of any country where the sale would be unlawful or would require an authorisation we do not hold. Restricted countries are screened at checkout and the list may change without notice.

3.3 Accurate information. The information you give us must be true, current and complete. Giving false information is a material breach of these Terms and may lead to cancellation of your order and to a report to the competent authorities.

3.4 Buying for yourself. You must buy on your own behalf and with your own money. Buying as an undisclosed nominee for someone else requires our written consent.

3.5 Identity checks. Identity verification applies to higher-value purchases and before we pay out proceeds from a Marketplace sale. See the KYC & Compliance Policy.

4. What a Unit is

4.1 A collectible. A Unit is a collectible item, in the same sense as a numbered print, a limited-run object or a trading card. It is one piece of a limited Edition, it carries its own Serial Number, and it is recorded in your name in the Register. That piece is the entirety of what you acquire.

4.2 It pays you nothing. A Unit does not pay, distribute, credit or accumulate anything to its owner, at any time, in any circumstances. There is no income, no revenue share, no periodic payment of any kind, and no repayment of the price you paid. Owning a Unit for a longer period produces nothing. Owning more Units produces nothing. Any claim to the contrary, from any source including any reseller or promoter, is unauthorised and false, and we ask you to report it to us.

4.3 What it does not give you. A Unit does not constitute, and must not be understood as:

• any ownership or partnership interest in the Company or in any other business;
• any right to a share of the Company's earnings, any vote, or any say in how the Company is run;
• a bank account or any product covered by a state or industry protection scheme;
• a loan to the Company, or anything carrying a right to be paid the price back;
• a claim over any asset, inventory or property of the Company;
• an insurance product, or a guarantee of any outcome.

4.4 No assurance of value. We give no assurance that a Unit will hold its value, that it can be sold, or that any price will be achievable. What a Unit is worth at any future moment is determined solely by what another collector is willing to pay for it. That may be far less than you paid, and there may be no willing buyer at all.

4.5 No advice. Nothing on the Site or in these Terms is financial, legal or tax advice, and nothing is a personal recommendation. Deciding whether to buy is entirely your own decision.

5. Editions and Serial Numbers

5.1 The Edition size is a promise. The Edition size published for a Design at the time of your purchase is the maximum number of Units of that Design we will ever issue. We will not increase it, and we will not issue further Units of that Design once its Edition is complete. This commitment survives any change to these Terms.

5.2 Allocation. Serial Numbers are allocated in the order in which orders are confirmed. You cannot reserve, choose or trade for a particular number, and we do not hold numbers back except as stated in clause 5.4.

5.3 Permanence. A Serial Number stays with its Unit for the life of that Unit, including after any resale. Numbers are never reused, reassigned, withdrawn or renumbered.

5.4 Company-retained pieces. Where we retain any Units of an Edition for archival, promotional or presentation purposes, we will state how many on the Site. Retained Units count towards the Edition size; they do not sit outside it.

5.5 Sold out. When an Edition is complete, the Design is marked as sold out and can then only be acquired from another collector on the Marketplace, if one chooses to sell.

5.6 Verification. On request we will confirm the Edition size of any Design, whether that Edition is complete, and whether a given Serial Number exists and is validly held.

6. Ordering and payment

6.1 Prices. Prices are stated on the Site in United States dollars and are fixed per Design. The price displayed when you place your order applies to that order.

6.2 Your order is an offer. You choose a Design and quantity, give the required information, confirm the acknowledgements at checkout and pay through our payment provider. Submitting an order is an offer to buy, not a concluded contract.

6.3 Acceptance. The contract forms only when we send you an order confirmation by email. We may decline any order at our discretion, including where a screening or verification check is not satisfied, or where the Edition has sold out between your order and our processing of it. If we decline after payment was taken, we refund in full without undue delay.

6.4 Assignment. Your Unit is assigned its Serial Number and entered in the Register when we confirm receipt of cleared funds.

6.5 Payment terms. Accepted methods, currency, the statement descriptor and any charges are set out in the Payment Disclosure, which forms part of these Terms.

6.6 Limits. We may set minimum and maximum order sizes and limit the number of Units one Buyer may acquire from an Edition, so that a single buyer cannot take an entire Edition.

7. Your ownership

7.1 Yours to keep. Once your order is confirmed, the Unit is yours. There is no expiry, no renewal, no subscription and no holding charge. We will not repurchase, cancel, recall or reissue your Unit except where required by law or by a competent authority, or where you exercise your right to withdraw under the Refund Policy.

7.2 What you may do. You may keep your Unit for as long as you wish, display it, show it to others, or offer it for sale on the Marketplace.

7.3 The artwork. The Company retains copyright and all other intellectual property rights in the Designs. Owning a Unit gives you a personal, non-exclusive right to display the artwork of your Unit and to show it in connection with offering that Unit for sale. It does not let you reproduce the Design commercially, make merchandise from it, or licence it to anyone else.

7.4 How it looks. Designs are shown on the Site as artwork. Minor differences in rendering between devices, screens and browsers are not defects.

7.5 Availability of the Register. We will maintain the Register and keep it available to you for as long as we operate the Collection. If we ever cease to operate it, we will give at least 90 days' notice and provide each owner with a durable record of their Units and Serial Numbers.

8. The Marketplace

8.1 Listing. You may offer any Unit you own for sale at a fixed price you set. You may cancel a listing at any time before it is accepted.

8.2 The sale is between collectors. We operate the venue and update the Register. The sale itself is between you and the buyer. We are not a party to it, we do not act as your agent, and we do not warrant anything about the other collector.

8.3 Transfer. On completion, the Unit and its Serial Number pass to the buyer and the Register is updated.

8.4 Service fee. A service fee of 5% of the sale price is deducted from the proceeds of a completed sale.

8.5 No guarantee of a sale or a price. We do not undertake to find a buyer, to support any price level, or to buy any Unit back. A Unit may not sell at all, or may sell for considerably less than you paid.

8.6 Price information is history, not guidance. Any prices, listings or past sales shown are a record of what collectors have done. They are not a valuation, a forecast or a recommendation, and they say nothing about what any Unit will fetch in future.

8.7 Eligibility. Units subject to an unresolved compliance review, a pending refund request or a chargeback cannot be listed.

9. Before you buy

By buying, you confirm you understand and accept the following:

• No income, ever. A Unit makes no payments. It cannot produce a gain while you simply hold it.
• Resale value is not guaranteed. What a Unit fetches is whatever another collector will pay. That may be far less than you paid, and it may be nothing.
• There may be no buyer. Collectibles can be slow or impossible to sell. Assume you may not be able to sell at all.
• Scarcity is not value. A small Edition does not make a Unit valuable. Value requires someone else to want it, and interest in any collection can fade.
• Continuity. If we cease to operate, the Marketplace and the Register may become unavailable, which would affect your ability to sell or to evidence ownership. Clause 7.5 sets out what we would do.
• No protection scheme. No state or industry fund covers this purchase. If we become insolvent, nobody reimburses you.
• Third parties. Payment, verification and hosting providers can fail, causing delay or temporary loss of access.
• Tax. A gain on resale may be taxable where you live. Your tax position is yours to determine.

10. Your obligations

10.1 You must not use the Site or your Account to launder money, finance terrorism, evade sanctions, disguise the origin of funds, or for any other unlawful purpose.

10.2 You must not describe or promote a Unit to any other person as an opportunity to earn money, as producing income, as an arrangement of any financial nature, or as carrying any entitlement beyond ownership of the piece. This applies to your resale listings, your social media and any private communication.

10.3 You must not attempt to gain unauthorised access to the Site, interfere with its operation, exploit any error or vulnerability, manipulate Marketplace prices through fictitious sales between accounts you control, or use automated means beyond what we permit.

10.4 You must not impersonate anyone, use false documents, or misrepresent your identity, residence or source of funds.

10.5 You must keep your registered email address secure and current. We send order confirmations, ownership records and notices to it.

10.6 You are responsible for any tax arising from your purchase or from a Marketplace sale.

11. Our liability

11.1 What we never exclude. Nothing here excludes or limits our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be excluded. If you are a consumer, nothing here affects your mandatory rights under the consumer law of the country where you live.

11.2 Cap. Subject to clause 11.1, our total liability to you, in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the total amount you paid us for Units in the twelve months before the event giving rise to the claim.

11.3 Excluded loss. Subject to clause 11.1, we are not liable for loss of anticipated gain, loss of resale value, loss of opportunity, loss of goodwill, or any indirect or consequential loss.

11.4 Events outside our control. We are not liable for failure or delay caused by anything beyond our reasonable control, including acts of God, war, civil unrest, epidemic, industrial action, failure of utilities or telecommunications, sanctions, or acts of government.

11.5 Third parties. We are not responsible for the acts or omissions of payment, verification or technology providers, except where they act as our agent.

12. Suspension and closure

12.1 We may suspend or close your Account and cancel pending orders where you breach these Terms, refuse or fail identity verification, where the law or a competent authority requires it, where we reasonably suspect fraud or unlawful activity, or where continuing would expose us to material legal risk.

12.2 Closing an Account does not take your Units. The Units you own remain yours. Where we close your Account other than for your breach or unlawful activity, we will give you a reasonable opportunity to sell your Units in an orderly way, or provide a durable record of your ownership and Serial Numbers.

12.3 You may stop using the Site at any time. That does not by itself entitle you to a refund except as set out in the Refund Policy.

12.4 Clauses 4, 5.1, 5.3, 7.3, 9, 11, 13 and 14 survive termination.

13. Complaints and disputes

13.1 Talk to us first. Write to info@ayni-unit.com. We acknowledge within 5 business days and aim to resolve within 30 days. If we need longer we will say why and give a revised date.

13.2 Online dispute resolution. If you are a consumer resident in the European Union you may also use the European Commission's online dispute resolution platform.

13.3 Governing law. These Terms and any dispute arising from them are governed by the laws of the Republic of Cyprus.

13.4 Jurisdiction. The courts of Limassol, Cyprus have jurisdiction. If you are a consumer you may also bring proceedings in the courts where you live, and nothing in this clause removes the protection of the mandatory law of that country.

14. General

14.1 Entire agreement. These Terms, with the Privacy Policy, KYC & Compliance Policy, Refund Policy and Payment Disclosure, are the whole agreement between us about your purchase.

14.2 Severability. If any provision is invalid or unenforceable, the rest continues in force.

14.3 No waiver. A delay in exercising a right is not a waiver of it.

14.4 Assignment. You may not assign your rights under these Terms without our consent; this does not restrict your freedom to sell a Unit under clause 8. We may assign on notice to you, provided your rights are not materially prejudiced.

14.5 Language. These Terms are concluded in English. Translations are for convenience; the English version prevails.

14.6 Notices. We give notices by email to your registered address or by publishing them on the Site. You give notices to info@ayni-unit.com.