Terms of Service
(Artwork Xchange Web Portal)
Introduction
We (the folks at Artwork Xchange) are on a mission to make the web a better place. We hope you love our products and services.
These Terms of Service (“Terms”) describe our commitments to you, and your rights and responsibilities when using our services. Please read them carefully and reach out to us if you have any questions.
These Terms govern your or visitors’ access to and use of Artwork Xchange, as well as all content and all Artwork Xchange products and services available at or through this website (collectively, “Services”).
Our Services are offered subject to your acceptance, without modification, of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, Artwork Xchange’s Privacy Policy and Terms of Use), and procedures that may be published from time to time by Artwork Xchange (collectively, the “Agreement”). You agree that we may automatically upgrade our Services, and the Agreement will apply to any upgrades.
Please read the Agreement carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to become bound by the Agreement. If you do not agree to all the terms of the Agreement, then you may not access or use our Services.
Please be advised that this Terms of Service / User Agreement contains provisions that govern how claims you and we have against each other are resolved (see "Disclaimer of Warranties; Limitation of Liability" and "Legal Disputes" provisions below). It also contains an Agreement to Arbitrate which will, with limited exception, require you to submit claims you have against us or our agents to binding and final arbitration, unless you opt out of the Agreement to Arbitrate (see Legal Disputes below ("Agreement to Arbitrate")). If you do not opt out: (1) you will only be permitted to pursue claims against us or our agents on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding and (2) you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.
1. Who’s Who
Throughout these Terms, “you” applies to both individuals and entities that access or use our Services. If you are an individual using our Services on behalf of an entity, you represent and warrant that you have the authority to bind that entity to the Agreement and that by using our Service(s), you are accepting the Agreement on behalf of that entity.
We use the term “Designated Countries” to refer to all countries worldwide.
2. Your Account
Where use of our Services requires an account, you agree to provide us with complete and accurate information when you register for an account and keep the information current. This is important because sometimes we may need to send you notable updates (for example, about changes to our Terms of Service or Privacy Policy), or we may want to let you know about and make informed choices in response to legal inquiries or complaints.
You will be solely responsible and liable for any activity that occurs under your account. You are responsible for keeping your account information up-to-date and for keeping your password secure.
In connection with using or accessing the Services you will not:
- post, list or upload content or items in inappropriate categories or areas on our sites;
- breach or circumvent any laws, regulations, third-party rights or our systems, policies, or determinations of your account status;
- use our Services if you are not able to form legally binding contracts (for example, if you are under 18 years old), or are temporarily or indefinitely suspended from using our sites, services, applications or tools, or are a person with whom transactions are prohibited under economic or trade sanctions;
- fail to pay for items purchased by you, unless you have a valid reason as set out in an Artwork Xchange policy, for example, the seller has materially changed the item's description after you bid, a clear typographical error is made, or you cannot contact the seller (see our Unpaid item policy);
- fail to deliver items sold by you, unless you have a valid reason as set out in an Artwork Xchange policy, for example, the buyer fails to comply with the posted terms in your listing or you cannot contact the buyer;
- manipulate the price of any item or interfere with any other user's listings;
- post false, inaccurate, misleading, deceptive (fraudulent; and in case portrait listings, forgeries), defamatory, or libelous content;
- take any action that may undermine the feedback or ratings systems (see All about our Feedback policies);
- transfer your Artwork Xchange account (including Feedback) and user ID to another party without our consent;
- distribute or post spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes;
- distribute viruses or any other technologies that may harm Artwork Xchange or the interests or property of users;
- use any robot, spider, scraper, data mining tools, data gathering and extraction tools, or other automated means to access our Services for any purpose, except with the prior express permission of Artwork Xchange;
- interfere with the working of our Services, or impose an unreasonable or disproportionately large load on our infrastructure;
- export or re-export any Artwork Xchange application or tool, except in compliance with the export control laws of any relevant jurisdictions and in accordance with posted rules and restrictions;
- infringe the copyright, trademark, patent, publicity, moral, database, and/or other intellectual property rights (collectively, "Intellectual Property Rights") that belong to or are licensed to Artwork Xchange. Some, but not all, actions that may constitute infringement are reproducing, performing, displaying, distributing, copying, reverse engineering, decompiling, disassembling, or preparing derivative works from content that belongs to Artwork Xchange or someone else;
- infringe any Intellectual Property Rights that belong to third parties affected by your use of the Services or post content that does not belong to you;
- commercialize any Artwork Xchange application or any information or software associated with such application, except with the prior express permission of Artwork Xchange;
- harvest or otherwise collect information about users without their consent; or
- circumvent any technical measures used to provide the Services.
You are responsible for maintaining the security of your account and any Service-related website, store, or other content, and you are fully responsible for all activities that occur under your account and any other actions taken in connection with our Services. You shall not share or misuse your access credentials. You must immediately notify us of any unauthorized uses of your account, store, or website, or of any other breach of security. We will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
When you create a WordPress.com account, we consider that to be an inquiry about our products and services, which means that we may contact you to share more details about what we have to offer. Don’t worry — if you aren’t interested in learning more, you can opt out of the marketing communication, whether it’s an email, phone call, or text message.
If we believe you are violating the policy on Offers to buy or sell outside of Artwork Xchange, you may be subject to a range of actions, including limits on your buying and selling privileges, restrictions on listings and account features, suspension of your account, application of fees, and recovery of expenses for policy monitoring and enforcement. If you are a seller and you offer or reference your contact information or ask a buyer for their contact information in the context of buying or selling outside of Artwork Xchange, you may be liable to pay a final value fee applicable to that item, even if the item does not sell.
We may cancel unconfirmed accounts or accounts that have been inactive for a long time. Additionally, we reserve the right to refuse, modify, or terminate all or part of our Services to anyone for any reason at our discretion.
3. Minimum Age Requirements
Our Services are not directed to children. Access to and use of our Services is only for those over the age of 13 (or 16 in the European Union). If you are younger than this, you may not register for or use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older (or 16 years or older in the European Union).
4. Responsibility of Visitors and Users
We have not reviewed, and cannot review, all of the content (such as, but not limited to, text, photo, video, audio, code, computer software, items for sale, or other materials) posted to our Services by users or anyone else (“Content”) and are not responsible for any use or effects of such Content. So, for example:
- We do not endorse any Content or represent that Content is accurate, useful, or non-harmful. Content could be offensive, indecent, or objectionable; include technical inaccuracies, typographical mistakes, or other errors; or violate or infringe the privacy, publicity rights, intellectual property rights (see our Copyright Infringement and DMCA Policy section to submit copyright complaints), or other proprietary rights of third parties.
- If you post Content, comment on a website, or otherwise make (or allow any third party to make) Content available on our Services, you are entirely responsible for the Content, and any harm resulting from, that Content or your conduct.
- We disclaim any responsibility for any harm resulting from anyone’s use, purchase, or downloading of Content. If you access or use any Content, you are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.
- Any Content offered for sale through any of our Services are the seller’s sole responsibility, and you agree that you will look solely to the seller for any damages that result from your purchase or use of Content.
- We are not a party to, and will have no responsibility or liability for, any communications, transactions, interactions, or disputes between you and the provider of any Content.
- Please note that additional third-party terms and conditions may apply to the downloading, copying, purchase, or use of Content.
- We also have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and web pages that link to, or are linked from, WordPress.com or our other Services. For example:
- We do not have any control over those websites and are not responsible for their contents or their use.
- The existence of a link to or from one of our Services does not represent or imply that we endorse such website.
- You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.
- We disclaim any responsibility for any harm resulting from non- Artwork Xchange website(s).
5. Fees, Payment, and Renewal
The fees we charge for using our Services are listed on our Standard selling fees page. We may change our seller fees from time to time by posting the changes on the Artwork Xchange site, 14 days in advance, but with no advance notice required for temporary promotions or any changes that result in the reduction of fees.
If you are a seller, you are liable for transaction fees arising out of all sales made using some or all Artwork Xchange Services, even if sales terms are finalized or payment is made outside of Artwork Xchange. In particular, if you offer or reference your contact information or ask a buyer for their contact information in the context of buying or selling outside of Artwork Xchange, you may be liable to pay a final value fee applicable to that item, even if the item doesn't sell, given your usage of Artwork Xchange Services for the introduction to a buyer.
You must have a payment method on file when selling through Artwork Xchange Services and pay all fees and applicable taxes associated with our Services by the payment due date. If your payment method fails or your account is past due, we may collect amounts owed by charging other payment methods on file with us, retain collection agencies and legal counsel, suspend or limit Services, and, for accounts over 60 days past due, request that PayPal deduct the amount owed from your PayPal account balance. In addition, you will be subject to late fees. Artwork Xchange, or the collection agencies we retain, may also report information about your account to credit bureaus, and as a result, late payments, missed payments, or other defaults on your account may be reflected in your credit report. If you wish to dispute the information Artwork Xchange reported to a credit bureau (i.e., Experian, Equifax or TransUnion) please contact us at Artwork Xchange Reg’s at our coordinates stipulated within our website. If you wish to dispute the information a collection agency reported to a credit bureau regarding your Artwork Xchange account, you must contact the collection agency directly.
In any jurisdiction where Artwork Xchange has an obligation to collect sales taxes on sales you make using Artwork Xchange Services, we may collect such sales taxes from you via the payment method on file under the terms of the Billing Agreement or via any other means available to us.
Seller fees don't purchase exclusive rights to item exposure on Artwork Xchange, whether on a web page, mobile app, or otherwise. We may display third-party advertisements (including links and references thereto) or other content in any part of our Services, in our sole discretion and without consent from, or payment, fee reduction, or other credit to, sellers.
a. Automatic Fees
Fees for Paid Services. Some of our Services are offered for a fee, such as some Ecommerce Services (collectively, “Paid Services”). By using a Paid Service, you agree to pay the specified fees, and fees associated with specific features, such as Transaction Payments, and Shipping Payments. Depending on the Paid Service, there may be one-time fees, recurring fees, or revenue-based fees. For recurring fees, we’ll bill or charge you for in regular automatically-renewing intervals (such as monthly, annually, or biennially), on a pre-pay basis until you cancel, which you can do at any time by contacting the relevant support team. For revenue-based fees — such as fees for Recurring Payments for your website’s subscriptions — you pay us a percentage of the revenue your website generates. Revenue-based fees are ongoing.
Taxes. To the extent permitted by law, or unless explicitly stated otherwise, all fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes, fees, or charges now in force or enacted in the future (“Taxes”). You are responsible for payment of all applicable Taxes relating to your use of our Services, your payments, or your purchases. If we are obligated to pay or collect Taxes on the Fees you’ve paid or will pay, you are responsible for such Taxes, and we may collect payment for such Taxes.
Payment. If your payment fails or if Paid Services are otherwise not paid for or paid for on time, we may immediately cancel or revoke your access to the Paid Services. If you contact your bank or credit card company to decline or reverse the charge of fees for Paid Services, we may revoke your access to our Services in general.
Automatic Renewal. To ensure uninterrupted service, recurring Paid Services are automatically renewed. This means that unless you cancel a Paid Service before the end of the applicable subscription period, it will automatically renew, and you authorize us to invoice you or use any payment mechanism we have on record for you to collect the then-applicable subscription fee (as well as any Taxes). By default, your Paid Services will be renewed for the same interval of time as your original subscription period. For example, if you purchase a WordPress.com annual plan, you will be charged each year for the following 12-month period. We may charge your account up to one month before the end of the subscription period. It is your responsibility to make sure you are checking your email (including any spam or other filters) in order to receive any reminder email we send to you in advance of renewal. The date for the automatic renewal is determined automatically based on the date of the original purchase and cannot be changed.
Cancelling Automatic Renewal. You can manage and cancel your Paid Services at the respective Service’s site.
Fee Changes. We may change our fees at any time, or start charging fees for Services that were previously free. When applicable, we may give you advance notice of the fee changes. If you don’t agree with the fee changes, you must cancel your Paid Service.
Refunds. While you may cancel a Paid Service at any time, refunds are issued in our sole discretion, unless otherwise required by applicable law.
b. Fees Collected by Website Owners
Fees Paid to Artwork Xchange Website. Artwork Xchange may choose to sell items (goods, content, services, etc.), offer subscriptions for its website at specific price points and intervals, or simply collect payments. Please note that we are not involved in a website’s subscription details, or the website’s store operations (including the quality, timing, pricing, or legality of what may or may not be included in exchange for payment, or any goods or services purchased). If you purchase items or subscriptions from the website, your purchase is directly from Artwork Xchange, who is solely responsible for the items sold. Please contact us if you have any questions or complaints.
Automatic Renewal. Any recurring payments you make to a Artwork Xchange are automatically renewed. This means that unless you cancel your website subscription before the end of the applicable renewal period, it will automatically renew. Your recurring payments will be renewed for the same interval of time as your original subscription period. For example, for an annual renewal schedule for your website subscription, you will be charged each year.
Cancelling Automatic Renewal of Website Subscriptions. You can manage and cancel your website subscriptions at Artwork Xchange. Click on the automatically renewing payment you wish to cancel, then follow the instructions to cancel. You must repeat this process for each website subscription you wish to cancel.
6. Listing Conditions
When listing an item for sale on Artwork Xchange Services, you hereby agree to comply with Artwork Exchange’s Listing and Selling practices policy and that:
- You are totally responsible for the accuracy and content of the item listing and item offered,
- Your listing may not be immediately searchable by keyword or category for up to a 2 days (or up to 4 days, in some circumstances). Artwork Xchange can't guarantee exact listing durations,
- Your fixed-price listings currently renew automatically every 30 days, based on the listing terms at that time, until the item sells out or until you cancel the listing. Your fixed-price listings may renew automatically, every calendar month, based on the listing terms at the time, until the item sells or the listing is ended by you or Artwork Exchange, in its sole discretion,
- Any content that violates any of Artwork Exchange’s policies may be modified, obfuscated or deleted at Artwork Exchange’s discretion,
- We may revise product data associated with listings to supplement, remove, or correct information,
- We strive to create a marketplace where buyers find what they are looking for. Therefore, the appearance or placement of listings in search and browse results will depend on a variety of factors, including, but not limited to:
- buyer's location, search query, browsing site, and history;
- item's location, listing format, price and shipping cost, terms of service, end time, history, and relevance to the user query;
- seller's history, including listing practices, Detailed Seller Ratings, Artwork Xchange policy compliance, Feedback, and defect rate; and
- number of listings matching the buyer's query,
- To drive a positive user experience, a listing may not appear in some search and browse results, regardless of the sort order chosen by the buyer,
- Some advanced listing upgrades will only be visible on certain Services,
- Artwork Exchange’s Duplicate Listings Policy may also affect whether your listing appears in search results,
- Metatags and URL links that are included in a listing may be removed, or altered, so as to not affect third-party search engine results,
- We may provide you with optional recommendations to consider when creating your listings. Such recommendations may be based on the aggregated sales and performance history of similar sold and current listings; results will vary for individual listings. To drive the recommendations experience, you agree that we may display the sales and performance history of your individual listings to those of other sellers.
7. Purchase Conditions
When buying an item on Artwork Xchange Services, you agree to the Rules and policies for buyers and that:
- You are responsible for doing all of your due diligence (reading item listing particulars) before making any decision to transact (bid/make offer/commitment to buy),
- You enter into a legally binding contract when you commit to purchase an item or your offer for an item is accepted or your bid is the successful as the winning bid (or your bid is otherwise accepted),
- For Artwork Portraits, a bid or offer to purchase initiates a non-binding transaction, representing your serious expression of interest in buying a certain seller's item and does not constitute a formal contract between the seller and yourself,
- We do not transfer legal title (ownership) for transacted items from the seller to yourself,
8. International Buying and Selling; Translation
Artwork Xchange’s services are offered to clients/patrons, internationally. All sellers and buyers are personally responsible for compliance with all laws and regulations applicable to international transactions, and shipment of items related thereto. If you purchase an item on an Artwork Xchange site, other than ArtworkXchange.org, you are subject to the terms and conditions related to the User Agreement of that other Artwork Xchange site.
If an item is purchased on an Artwork Xchange site that is different from the site of original registration, you are subject to the terms and conditions of the User Agreement, and applicable policies, of that other Artwork Xchange site for same.
For sellers, you agree that we may exhibit your item listing for sale on any of Artwork Xchange’s affiliated sites, based on your shipping specifications and/or settings. You may adjust these shipping specifications/settings. If you list your items with an international shipping option, the appearance of your listings on any other Artwork Xchange’s sites is not guaranteed. If you sell an item on an Artwork Xchange site that is different from your registration site, you are subject to the terms and conditions of the User Agreement and inter-related policies, including any buyer protection programs, of that other Artwork Xchange site for same.
You authorize Artwork Xchange and any of its affiliates to use automated service tools to translate/modify your Artwork Xchange content and member-to-member transmissions, in whole or in part, into local languages, where such translation solutions are available. We may provide you with these service tools which will enable you to effect translation of your content per your request. The accuracy and availability of any translation to ensure the essence of your narrative for your item for sale, are not guaranteed, but are offered only as a convenience to you, for more effective marketability of your item.
One of the ways that we may make Artwork Xchange’s listings available to international buyers on Artwork Xchange or any of its affiliates (international sites inclusive) is through the Global Shipping Program. For eligible items located in the United States or Canada, and purchased by an international buyer through the Global Shipping Program, you (as seller) will simply ship the item to a parcel processing facility located in the United States (or Canada) after receiving notification of payment from the buyer. A third-party global shipping provider, will oversee the processing, customs clearance, and international shipment of the item on behalf of your international buyer. To the extent a buyer has a question about your Global Shipping Program listings, Artwork Xchange may respond directly to the buyer if the question pertains to the services overseen by global shipping provider (for example, customs or international shipping). Sellers pay no additional fees for selling through the Global Shipping Program.
By utilizing Artwork Xchange’s buy-sell platform, you hereby consent to the disclosure of certain personally identifiable information, as well as item listing and item order information, by Artwork Xchange to the global shipping provider, to its affiliates, service providers, and any other third parties (such as customs and revenue authorities, as well as other government agencies), in connection with the processing, export and customs clearance, and international transportation of any item. Artwork Xchange does not control the privacy policies of global shipping providers, its affiliates, or its service providers, and you are subject to the privacy policies of those parties, as applicable, and hold Artwork Xchange safe and harmless from any liability, with total indemnification to same, whatsoever.
Any additional information about the shipping program, including policies governing feedback, the handling of lost, damaged, and undeliverable items, returns, and the resolution of buyer protection claims for items that you sell through the Global Shipping Program, can be referenced on our Global Shipping Program links.
9. Content
The minute you utilize Artwork Xchange or any of its affiliate’s services to list an item for sale, you offer us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all Intellectual Property Rights you lawfully possess in that content related to the item for sale, in connection with our provision, expansion, and promotion of the Services, in any existing media that we have access to (or affiliated with) or to any future developed media that Artwork Xchange affiliates itself with. To the fullest extent permitted under applicable law, you waive your right to enforce your Intellectual Property Rights in that content against Artwork Xchange, our assignees, our sublicensees, and their assignees in connection with our, those assignees', and those sublicensees' use of that content in connection with our provision, expansion, and promotion of the Services.
You represent and warrant, under penalty of perjury, that, for all item content you provide within Artwork Xchange or any of its affiliated sites, you own or otherwise control all necessary rights to do so and to meet your obligations under the terms and conditions of this User Agreement. You represent and warrant, under penalty of perjury, that such content is accurate and absolute. You represent and warrant, under penalty of perjury, that use of any such content (including derivative works) by us, our users, or others in contract with us, and in compliance with the terms and conditions of this User Agreement, does not and will not infringe any Intellectual Property Rights of any third party. Artwork Xchange takes no responsibility and assumes no liability for any content provided by you or any third party, and that, you shall hold Artwork Xchange and any of its affiliates safe and harmless from same, with absolute indemnity.
We provide product listing data (including images, descriptions and specifications) that are provided by third parties (including Artwork Xchange users). You are permitted to use that content, solely for the purposes of listing your item(s) (product(s)) in your Artwork Xchange listings. We may modify or revoke that permission at any time in our sole discretion. The product listing data includes copyrighted, trademarked and other proprietary materials. You hereby agree not to remove any copyright, proprietary, or identification markings in the product listing data and not to create any other related works, or derivatives thereof, based on that product listing data provided (other than by including the said data in your item listings on Artwork Xchange or any of its affiliate’s sites).
It is our “Mission and Ethos” to offer dependable and well-founded item product data, but cannot promise that the content/descriptions provided through our services will always be available, accurate, complete, and up-to-date. You acknowledge and consent that Artwork Xchange is not responsible for examining or warranting the item listings or content provided by third parties through our services, and that you will not, by any means, try to hold us or our data providers liable for any inaccuracies. As a seller, you attest to ensure that content directly associated with your item listings is accurate and absolute.
The name " Artwork Xchange " and other Artwork Xchange marks, logos, designs, and phrases that we use in connection with our services are trademarks, service marks, or trade dress of Artwork Xchange in the U.S., Canada and other countries. They may NOT be used, under any circumstance, without the express written prior permission and/or consent of Artwork Xchange.
10. Holds and Restricted Funds
To safeguard Artwork Xchange from any risk of liability for your activities as a seller, Artwork Xchange has recommended, and may continue to recommend, that Artwork Xchange’s payment gateway (e.g. PayPal), restrict access to funds in a seller's payment gateway account, based on certain factors, including, but not limited to, selling history, seller performance, returns, riskiness of the listing category, fraud and forgery concerns/acts, transaction value, or the filing of an Artwork Xchange Money Back Guarantee case. This may result in the payment gateway restricting funds in your payment gateway account.
In connection with managed payments as described herein, we may also restrict user access to funds based on the factors described in the Payments Terms of Use.
11. Authorization to Contact You; Recording Calls; Analyzing Message Content
By using Artwork Xchange or its affiliated sites, you grant us authorization to contact you using autodialed or pre-recorded calls and text messages, at any telephone number that you have provided us, to: (i) notify you regarding your account (status, activity, etc…); (ii) troubleshoot problems related to your account; (iii) resolve a dispute with us or any third party related to a transaction; (iv) collect a debt; (v) poll your opinions through surveys or questionnaires; or (vi) as otherwise necessary, to service your account or enforce the terms and conditions of this User Agreement, our policies, applicable law, or any other contractual agreement we may have with you. Artwork Xchange may also contact you using autodialed or pre-recorded calls and text messages for marketing purposes (e.g., offers and promotions), if you consent to such communications. Our collection, use, disclosure, retention, and protection of your personal information is governed by the User Privacy Notice. As described in our User Privacy Notice, Artwork Xchange may amass other telephone numbers for you and, may place manual non-marketing calls to any of those numbers and autodialed non-marketing calls to any landline. Standard telephone minute and text charges may apply and may include overage fees, if you have exceeded your plan limits. If you do not wish to receive such communications, you may change your communications preference, at any time.
Artwork Xchange may, at its discretion, share your telephone number with its authorized service providers, all in accordance to the provisions stated in our User Privacy Notice. These service providers may contact you using autodialed or pre-recorded calls and text messages, only as authorized by Artwork Xchange to carry out the purposes identified above.
Artwork Xchange may, without further notice or warning and in its discretion, monitor or record telephone conversations you, or anyone acting on your behalf has with Artwork Xchange or its agents for quality control and training purposes, or for its own protection.
Artwork Xchange’s automated systems have the capability to scan and analyze the contents of every message sent through its message (and email) platform(s), including messages by and between various users, to detect and prevent fraudulent activity and/or violations of the terms and conditions of Artwork Xchange’s User Agreement, up to and including the incorporated terms, notices, rules, and policies. This scanning and analysis may occur before, during, or after the message(s) is/are sent, or while in storage, and may result in your message(s) being delayed or withheld. Artwork Xchange may store message contents, including to conduct this scanning and analysis of same.
Privacy of Others; Marketing
In the event Artwork Xchange provides you with any information about another user, you, under penalty of perjury, agree you will use the information only for the purposes that it is provided to you, and for no other purpose. You may NOT disclose, sell, rent, or distribute a user's information to any third party for purposes unrelated to the services related herein. Additionally, you are NOT authorized use user information for marketing purposes, via electronic or other means, whatsoever.
12. Additional Terms
Returns and Cancellations
Sellers can create rules to automate replacements, returns, and refunds under certain circumstances. For all new sellers, in listings where returns are accepted, Artwork Xchange will set a default rule that automates the return process. Sellers may remove or customize their return preferences in their account settings within their Artwork Xchange account. You agree to comply with our returns policy.
When an item is returned, to refund the buyer, you (as seller) authorize Artwork Xchange to request that PayPal remove the refund amount (in same or other currency) from your PayPal account, place the amount on your invoice, and/or charge your payment method on file.
The cost of return shipping for an item that is not as described is the seller's responsibility.
You (as seller) authorize Artwork Xchange to place the return shipping label cost on your invoice, subject to your automatic payment method on file when a transaction is cancelled, and to refund the buyer, you (as seller) authorize Artwork Xchange to request that PayPal remove the refund amount (in same or other currency) from your PayPal account.
Artwork Xchange Money Back Guarantee
Most Artwork Xchange sales go smoothly, but if there's a problem with a purchase, the Artwork Xchange Money Back Guarantee helps buyers and sellers communicate and resolve issues. You agree to comply with the policy and permit us to make a final decision on any Artwork Xchange Money Back Guarantee case.
If you (as seller), choose to reimburse a buyer, or are required to reimburse a buyer or Artwork Xchange under the Artwork Xchange Money Back Guarantee, you authorize Artwork Xchange to request that PayPal remove the reimbursement amount (in same or other currency) from your PayPal account, place the amount on your invoice, and/or charge your payment method on file. If we cannot get reimbursement from you, we may collect the outstanding sums using other collection mechanisms, including retaining collection agencies.
We may suspend the Artwork Xchange Money Back Guarantee in whole or in part without notice if we suspect abuse or interference with the proper working of the policy
13. General Representation and Warranty
We, at Artwork Xchange and any of our affiliates, strive to keep our Services secure and functioning properly, but we cannot guarantee the continuous operation of, or access to our services, due to uncontrolled factors of circumstance or force majeure. “Bid” and “Make an Offer” updates and other notification functionalities in Artwork Xchange’s applications may not occur in real time.
You acknowledge and agree that you are making use of our services at your own risk, and that they are being provided to you on an "AS IS" and "AS AVAILABLE" basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
We, at Artwork Xchange and any of our affiliates, strive to keep our Services secure and functioning properly, but we cannot guarantee the continuous operation of, or access to our services, due to uncontrolled factors of circumstance or force majeure. “Bid” and “Make an Offer” updates and other notification functionalities in Artwork Xchange’s applications may not occur in real time.
You acknowledge and agree that you are making use of our services at your own risk, and that they are being provided to you on an "AS IS" and "AS AVAILABLE" basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
In addition, to the extent permitted by applicable law, we (including our parent, subsidiaries, and affiliates, and our and their officers, directors, agents and employees) are not liable, and you not only agree, but consent not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, other intangible losses, or any special, indirect, or consequential damages) resulting directly or indirectly from:
- the content you provide (directly or indirectly) using the services;
- your use of or your inability to use our services;
- pricing, shipping, format, or other guidance provided by Artwork Xchange;
- delays or disruptions in our services;
- viruses or other malicious software obtained by accessing or linking to our services;
- glitches, bugs, errors, or inaccuracies of any kind in our services;
- damage to your hardware device from the use of any Artwork Xchange service;
- the content, actions, or inactions of third parties, including items listed using our services (including fakes/forgeries) or the destruction of allegedly fake items;
- a suspension or other action taken with respect to your account or breach of the abusing Artwork Xchange section above;
- the duration or manner in which your listings appear in search results as set out in the listing conditions described herein; or
- your need to modify practices, content, or behavior, or your loss of or inability to do business, as a result of changes to the terms and conditions of this User Agreement or our policies.
Some jurisdictions, for corporate engagement, do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.
Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to the greater of (a) any amounts due under the Artwork Xchange Money Back Guarantee up to the price the item sold for on Artwork Xchange (including any applicable sales tax) and its original shipping costs, (b) the amount of fees in dispute, not to exceed the total fees, which you paid to us in the 12 months prior to the action giving rise to the liability, or (c) $100.
You represent and warrant that your use of our Services:
- Will be in strict accordance with these terms and conditions;
- Will comply with all applicable laws and regulations (including, without limitation, all applicable laws regarding online conduct and acceptable content, privacy, data protection, the transmission of technical data exported from the United States or the country in which you reside, the use or provision of financial services, notification and consumer protection, unfair competition, and false advertising);
- Will not use the services for any unlawful purposes, to publish illegal content, or in furtherance of illegal activities, as well as upload fraudulent material, up to and including forgeries of artwork (portraits) for sale;
- Will not infringe or misappropriate the intellectual property rights of any third party;
- Will not overburden Artwork Xchange’s systems, as determined by us, in our sole discretion;
- Will not disclose sensitive personal information of others;
- Will not be used to send spam or bulk unsolicited messages;
- Will not interfere with, disrupt, or attack any service or network; and
- Will not be used to create, distribute, or enable material that is – or that facilitates or operates in conjunction with – malware, spyware, adware, or other malicious programs or code.
14. Release
If you have a dispute with one or more users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
15. Indemnity
You will indemnify and hold us (including our affiliates and subsidiaries, as well as our and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement, your improper use of Artwork Xchange’s Services or your breach of any law or the rights of a third party.
16. Legal Disputes
NOTA BENE: PLEASE PERUSE THIS SECTION. IT ELABORATES ON YOUR LAWFUL RIGHTS AND ESTABLISHES THE PROTOCOL ON HOW CLAIMS YOU AND ARTWORK XCHANGE HAVE AGAINST EACH OTHER ARE RESOLVED.
You and Artwork Xchange agree that any claim or dispute at law or equity that has arisen, or may arise, between you and Artwork Xchange (including any claim or dispute between you and a third-party agent of Artwork Xchange) that relates in any way to or arises out of this or previous versions of this User Agreement, your use of or access to the services, the actions of Artwork Xchange or its agents, or any products or services sold or purchased through Artwork Xchange Buy-Sell platform services, will be resolved in accordance with the provisions set forth in this Legal Disputes section.
A. Applicable Law
You agree that, except to the extent inconsistent with or pre-empted by federal law, the laws of Quebec, Canada, without regard to principles of conflict of laws, will govern this User Agreement and, any claim or dispute that has arisen or may arise between you and Artwork Xchange, except as otherwise stated in this User Agreement.
B. Agreement to Arbitrate
You and Artwork Xchange each agree that any and all disputes or claims that have arisen, or may arise, between you and Artwork Xchange (including any disputes or claims between you and a third-party agent of Artwork Xchange) that relate in any way to or arise out of this or previous versions of the User Agreement, your use of or access to the services, the actions of Artwork Xchange or its agents, or any products or services sold, offered, or purchased through Artwork Xchange Buy-Sell platform services shall be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court, if your claims qualify and, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act of Canada governs the interpretation and enforcement of this Agreement to Arbitrate.
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Prohibition of Class and Representative Actions and Non-Individualized Relief
YOU AND ARTWORK XCHANGE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER, ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL (FEDERAL PROSECUTOR) ACTION OR PROCEEDING. UNLESS BOTH YOU AND ARTWORK XCHANGE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL (FEDERAL PROSECUTOR) ACTION OR PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS. If a court decides that applicable law precludes enforcement of any of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court, subject to your and Artwork Xchange’s right to appeal the court's decision. All other claims will be arbitrated.
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Arbitration Procedures
Arbitration uses a neutral arbitrator, instead of a judge or jury and, court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator should apply the terms of the User Agreement as a court would. All issues are for the arbitrator to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of this Agreement to Arbitrate, shall be for a court of competent jurisdiction to decide.
The arbitration will be conducted by the Canadian Arbitration Association under its rules and procedures, including the Consumer Arbitration Rules (as applicable), as modified by this Agreement to Arbitrate. The Canadian Arbitration Association’s rules are available at https://canadianarbitrationassociation.ca/?page_id=17. The use of the word "arbitrator" in this provision shall not be construed to prohibit more than one arbitrator from presiding over an arbitration; rather, the Canadian Arbitration Association’s rules will govern the number of arbitrators that may preside over an arbitration conducted under this Agreement to Arbitrate.
A party who intends to seek arbitration must first send to the other, by certified mail, a completed form Notice of Dispute ("Notice"). The Notice to Artwork Xchange should be sent to Artwork Xchange Reg’d, Attn: Litigation Department, Re: Notice of Dispute, at the address stipulated at our website. Artwork Xchange will send any Notice to you to the physical address we have on file associated with your Artwork Xchange account; it is your responsibility to keep your physical address up to date. All information called for in the Notice must be provided, including a description of the nature and basis of the claims the party is asserting and the relief sought.
If you and Artwork Xchange are unable to resolve the claims described in the Notice within 30 days after the Notice is sent, you or Artwork Xchange may initiate arbitration proceedings. A form for initiating arbitration proceedings is available on the Canadian Arbitration Association's site. In addition to filing this form with the Canadian Arbitration Association, in accordance with its rules and procedures, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to Artwork Xchange at its address stipulated on its website. In the event Artwork Xchange initiates an arbitration against you, it will send a copy of the completed form to the physical address we have on file associated with your Artwork Xchange account. Any settlement offer made by you or Artwork Xchange shall not be disclosed to the arbitrator.
The arbitration hearing shall be held in Montreal, Quebec, Canada, or at another mutually agreed location (in Canada). If the value of the relief sought is $10,000 or less, you or Artwork Xchange may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Artwork Xchange, subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or Artwork Xchange may attend by telephone, unless the arbitrator requires otherwise.
The arbitrator will decide the substance of all claims, in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users, but is bound by rulings in prior arbitrations involving the same Artwork Xchange user, to the extent required by applicable law. The arbitrator's award shall be final and binding and judgment on the award, rendered by the arbitrator, may be entered in any court having jurisdiction thereof.
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Costs of Arbitration
Payment of all filings, administration and arbitrator fees will be governed by the Canadian Arbitration Association’s rules, unless otherwise stated in this Agreement to Arbitrate. If the value of the relief sought is $10,000 or less, at your request, Artwork Xchange will pay all filing, administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by Artwork Xchange should be submitted by mail to the Canadian Arbitration Association along with your Demand for Arbitration and Artwork Xchange will make arrangements to pay all necessary fees directly to the Canadian Arbitration Association. If (a) you willfully fail to comply with the Notice of Dispute requirement discussed above, or (b) in the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Artwork Xchange for all fees associated with the arbitration, paid by Artwork Xchange on your behalf, that you otherwise would be obligated to pay under the Canadian Arbitration Association’s rules.
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Severability
If an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply.
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Opt-Out Procedure
IF YOU ARE A NEW USER OF OUR SERVICES, YOU CAN CHOOSE TO REJECT THIS AGREEMENT TO ARBITRATE ("OPT-OUT") BY MAILING US A WRITTEN OPT-OUT NOTICE ("OPT-OUT NOTICE"). THE OPT-OUT NOTICE MUST BE POSTMARKED NO LATER THAN 30 DAYS, AFTER THE DATE YOU ACCEPT THE USER AGREEMENT, FOR THE FIRST TIME. YOU MUST MAIL THE OPT-OUT NOTICE TO ARTWORK XCHANGE REG’D, AT OUR ADDRESS LISTED ON OUR WEBSITE [ATTN: LITIGATION DEPARTMENT, RE: OPT-OUT NOTICE].
You must complete and mail to us an Opt-Out Notice, in order to opt out of the Agreement to Arbitrate. You must send us an Opt-Out Notice form by providing the information called for in your form, including your name, address (including street address, city, state and zip code), and the user ID(s) and email address(es) associated with the Artwork Xchange service account(s) to which the opt-out applies. You must sign the Opt-Out Notice and send to us, for it to be effective. This procedure is the only way you can opt out of the Agreement to Arbitrate. If you opt out of the Agreement to Arbitrate, all other parts of this User Agreement and its Legal Disputes Section will continue to apply to you. Opting out of this Agreement to Arbitrate has no effect on any previous, other, or future arbitration agreements that you may have with us.
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Future Amendments to the Agreement to Arbitrate
Notwithstanding any provision in the User Agreement to the contrary, you and we agree that if we make any amendment to this Agreement to Arbitrate (other than an amendment to any notice address or site link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against Artwork Xchange prior to the effective date of the amendment. The amendment shall apply to all other disputes or claims governed by the Agreement to Arbitrate that have arisen or may arise between you and Artwork Xchange. We will notify you of amendments to this Agreement to Arbitrate by posting the amended terms on ArtworkXchange.org, at least 30 days before the effective date of the amendments and by providing notice through the Artwork Xchange Message Center and/or by email. If you do not agree to these amended terms, you may close your account within the 30-day period and you will not be bound by the amended terms.
C. Judicial Forum for Legal Disputes
Unless you and we agree otherwise, in the event that the Agreement to Arbitrate above is found not to apply to you, or to a particular claim, or dispute, either as a result of your decision to opt out of the Agreement to Arbitrate, or as a result of a decision by the arbitrator, or a court order, you agree that any claim or dispute that has arisen, or may arise between you and Artwork Xchange must be resolved exclusively by a state or federal court located in Quebec, Canada. You and Artwork Xchange agree to submit to the personal jurisdiction of the courts located within Quebec, Canada for the purpose of litigating all such claims or disputes.
17. Specific Service Terms
Ecommerce Services
There are certain features offered via WooCommerce, WooCommerce Services, WordPress.com, or Jetpack that enable you to sell items (goods, content, services, etc.) or receive payments on your website, such as WooCommerce Payments, Store, Simple Payments, and Recurring Payments (collectively, “Ecommerce Services”). If you use WooCommerce, the WooCommerce Use Terms also apply.
If you use any Ecommerce Services, you represent and warrant that any information you provide about your business, products, and services is accurate, complete, and will be kept current. You agree to promptly notify us via email if you receive any inquiry or action from a government or regulatory agency (such as the Federal Trade Commission or a state Attorney General) relating to your transactions.
Usage of Information. WooCommerce Services may require Artwork Xchange’s servers, a connection to our partners, and/or data from your website, to work, as described on our “What Data Does Jetpack Sync?” support page.
Prohibited Uses. You may not use Ecommerce Services for any unlawful purposes, in furtherance of illegal activities, or in a manner that is unfair, deceptive, exposes us or customers to unreasonable risks, or does not disclose important terms of a transaction in advance.
Ecommerce Services cannot be used in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by the United States Office of Foreign Asset Control (OFAC).
We may terminate your access to Ecommerce Services or force refunds (where possible) to your subscribers and customers without notice to you if we determine (in our sole discretion) that your use is in violation of these Terms, or if a payment processor or regulatory authority directs us to do so.
You authorize us to share data relating to WooCommerce Payments with Stripe for their use in accordance with Stripe’s privacy policy. Please refer to our privacy policy for details on how we otherwise collect, use, and disclose data made available to us as part of WooCommerce Payments.
Fees. In some cases, you pay us fees relating to the Ecommerce Services you use. For example, for Recurring Payments, you pay us a percentage (Transaction fee) of the sales revenue; you authorize Stripe to direct payment of that percentage to us. As another example, if you use WooCommerce Payments, there are transaction fees and dispute fees.
Tax Calculations. You are responsible for payment of all applicable Taxes relating to your ecommerce activities and your use of Ecommerce Services. You must collect, report, and/or pay the correct amounts to the appropriate authorities if applicable, and if needed, inform your customers about any Taxes they may be required to pay and issue appropriate invoices. While some Ecommerce Services (for example, tax calculations may be provided by TaxJar, if you are using Store) allow you to include sales taxes or Value Added Taxes in transactions, you should not rely solely on these features. While our goal is to keep our documents and tools up-to-date, tax laws change rapidly, and we do not guarantee that tax calculations you receive through or in connection with our Services are complete and accurate. Tax laws also differ from jurisdiction to jurisdiction and may be subject to different interpretations by different authorities. We recommend that you consult with a tax professional for your specific tax situation when assessing the correct tax rates, you should charge.
If we are obligated to pay or collect Taxes on your ecommerce activities or your use of Ecommerce Services, you are responsible for such Taxes, and we may collect payment for such Taxes.
Shipping Services. Shipping labels are provided by EasyPost and allow you to take advantage of real-time shipping rates to purchase postage and print shipping labels from certain mailing services, such as USPS and Canada Post. We act only as an intermediary between you and these third parties; we are not involved in any way with your product or its shipment. We also do not warrant that the results you obtain from the use of these services (rates and labels, for example) will be accurate or reliable.
You are solely responsible for compliance with all applicable rules and regulations, including domestic and international shipping and customs regulations and those of the relevant mailing service. For example, if you use USPS postage, you will need to comply with their shipping restrictions and mailing standards, among others.
In addition, you are solely responsible for customs charges, import taxes or duties, or any other charges related to your shipments. If any charges are assessed against us as a result of your use of the shipping services, you will reimburse us for the full amount within 7 days.
You authorize us to charge you for the fees associated with each shipping label you create. Each fee will be charged separately to the payment methods you have provided in your WordPress.com account, which you can view and manage as described on the Payments Methods support page. If you have multiple payment methods, you can select which should be used for the shipping label service. If we are unable to collect payment from you for these fees, you will be responsible for payment within 7 days; please contact us to remit payment.
18. Copyright Infringement and DMCA Policy
As we ask others to respect our intellectual property rights, we respect the intellectual property rights of others. If you believe that material located on or associated with an Automatic product or service violates your copyright, please notify us. We will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. We will terminate a visitor’s access to and use of the website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Artwork Xchange or other affiliates. In the case of such termination, we will have no obligation to provide a refund of any amounts previously paid to us.
19. Intellectual Property
The Agreement does not transfer from Artwork Xchange to you any Artwork Xchange or third-party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Artwork Xchange, its domains, logos, and all other trademarks, service marks, graphics, and logos used in connection with Artwork Xchange.org (.ca, .com etc…) or our Services, are trademarks or registered trademarks of Artwork Xchange or Artwork Xchange’s licensors. Other trademarks, service marks, graphics, and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Artwork Xchange or third-party trademarks.
20. Changes
We are constantly updating our Services and that means sometimes we have to change the legal terms under which our Services are offered. These Terms may only be modified by a written amendment signed by an authorized executive of Artwork Xchange, or by the posting by Artwork Xchange of a revised version. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period, or once the changes become effective. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.