ARTSPAN MEMBERS AGREEMENT TERMS & CONDITIONS
Welcome to Artspan.com. Artspan LLC ("Artspan") provides template websites to full members and marketing visibility to associate members. Its aim is to provide an easy-to-manage website for you to showcase and market your work. At your option, Artspan may also provide shopping cart and prints-on-demand features that are integrated into your site.
Before you become a member of Artspan, you must carefully read and accept all of the terms in, and linked to, this Artspan Members Agreement. By accepting this Agreement, you agree that it will apply whenever you use the Artspan website or Artspan services and tools. These Terms and Conditions are an integral part of the Artspan Member application, and you agree to be bound by them when you apply to become an Artspan Member and if you opt to include the Shopping Cart and/or Prints-on-demand features on your Artspan website.
The Terms and Conditions are arranged in three Parts:
Part One: Terms and Conditions for Artspan Membership.
Part Two: Terms and Conditions for Use of the Shopping Cart and Prints-on-Demand features.
Part Three: Legal disclaimers and limitations which apply to both Parts One and Two.
PART ONE: ARTSPAN MEMBERSHIP
1(A). YOUR ACCOUNT
If you use this site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders in our sole discretion.
You agree to keep your contact and billing information current in the Billing Information section of your Control Panel.
We offer free phone support but within reasonable limits as these are self-managed websites.
You warrant and represent that:
(i) You are the sole artist and author of the work displayed on your Artspan website and own all rights to it.
(ii) You have express written permission from the owner of the copyright to the work to display the work on your website, and you have express written permission from the owner of the copyright to the work to reproduce and sell prints of the work if you opt to integrate the prints-on-demand feature into your Artspan website.
You agree to defend, indemnify, and hold Artspan LLC and any affiliated or associated companies harmless from and against any and all claims arising out of or relating to any content that you submit to this site. This includes, but is not limited to any companies that provide print or domain services. Artspan makes no express or implied warranties or representations with respect to copyright protection.
You grant Artspan a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicenseable right to exercise the copyright, trademark, publicity and database rights you have in content, in any media known now or in the future. You grant Artspan permission to use your artwork in promoting Artspan and its services. You warrant that all information provided to Artspan is accurate.
Certain marks used on the Site and Artspan Member Sites are registered trademarks or service marks of Artspan.com. Certain graphics, logos, page headers, button icons, scripts, and service names are trademarks, service marks, or trade dress of Artspan.com. Our trademarks and trade dress may not be used for any commercial or other purposes by any party other than Artspan.com without our prior written consent. All other trademarks and service marks not owned by Artspan.com that appear on this site are the property of their respective owners, and may not be used without their prior written consent.
1(D). DOMAIN NAMES
You may choose to have an Artspan subdomain (i.e. MemberName.artspan.com) or use an existing domain name which you own. There is no fee levied by Artspan for either of these choices. Or you may elect to register a unique domain name of your choice (i.e. MemberName.com) through Artspan. While Artspan makes every effort to assist its members with domain issues, it is a reseller of domains and you agree not to hold Artspan liable or responsible for any issues which may arise in connection with any domain used on your site or registered through Artspan including but not limited to issues relating to expiration of the domain. You agree to be responsible for your domain renewal and for all other issues connected to your domain name registration and use whether the name is registered through Artspan or not.
1(E). ARTSPAN MEMBERSHIP AND DOMAIN REGISTRATION FEES
Monthly Member Fees Monthly maintenance fees will be due and debited each month. Members may withdraw at any time without penalty but the unused portion of any debited monthy fee will not be refunded.
Annual Member Fees Artspan annual membership will automatically renew at the end of the membership year unless you expressly notify Artspan to the contrary. Artspan will attempt, by email or telephone, to alert the member of the membership expiration date but cannot guarantee that it will be successful in reaching the member. Artspan will refund the annual fee, if requested, only in the initial 30 day period following the billing date.
Domain Name Registrations and Renewals Domain names registered through Artspan after September 20, 2007 are renewed automatically unless members login to their Domain Manager and expressly opt for non-renewal of their domain(s).
Domain names registered through Artspan before September 20, 2007 are not automatically renewed. Artspan will attempt to notify you of the impending expiration of your domain but cannot be held responsible for its expiration in the event that you do not receive notification of the expiration date for any reason including your changing the email address corresponding to the domain registration and not updating the change on the registration.
Unless otherwise stated, all fees are quoted in U.S. dollars. You are responsible for paying all fees and applicable taxes associated with our website and services in a timely manner with a valid payment method.
1(F). MEMBERSHIP CRITERIA
You may not use our website services or tools if you are not able to form legally binding contracts, are under the age of 18, or are temporarily or indefinitely suspended from our website, services, or tools.
Artspan may accept individual Members and may terminate a membership at any time at its sole discretion.
PART TWO: ARTSPAN SHOPPING CARTS AND PRINTS-ON-DEMAND
While Artspan may provide you with the integrated shopping cart and prints-on-demand features aith billing assistance including, at your option, calculation of applicable sales taxes, Artspan is not a party to any transaction between you and the buyer(s). Artspan is only an Internet-based hosting facility and provider of technical, Internet, billing and marketing services.
You are responsible for pricing items sold on your website.
You agree to pay all applicable sales, use, V.A.T. or other taxes that may be due.
For U.S. residents this generally means state and local sales taxes will be due the tax jurisdiction that you are shipping to only when that jurisdiction is the same as the one you are shipping from. That is, for sales tax(es) to be due, the "ShipTo" address (that you are shipping to) will be the same as the "ShipFrom" address (that you are shipping from). However, if the ShipTo and ShipFrom addresses are not the same and if tax is due, you agree to assume all responsibility for payment of that tax. You agree to secure any tax certificates that may be necessary. We suggest that you call your state and local tax authorities to ascertain requirements that you may need to follow.
An exception to the rule above regarding ShipTo and ShipFrom addresses, is in the case of sales resulting from the Prints-on-Demand feature. The prints will be printed in North Carolina and, when the ShipTo address is also a North Carolina address, you will be responsible for paying sales taxes on any prints shipped even though you may be residing in another state. Should you wish to sell prints to a buyer in North Carolina, you agree to file a tax registration form and pay sales tax(es). The tax registration form is found here: http://www.dornc.com/downloads/fillin/NCBR_webfill.pdf
In the United States and Canada, Artspan and its partner in providing sales tax calculation services, Exactor, may calculate taxes for you but ONLY on those transactions in which the "ShipTo" address (that you are shipping to) is the same as the "ShipFrom" address (that you are shipping from) and for ALL sales of prints where the "ShipTo" address is a North Carolina address (this references the prints-on-demand feature which is not yet available).For all other transactions, Exactor will return $0 taxes owing. You understand and expressly acknowledge that neither Artspan nor Exactor are making any representation as to whether or not sales, use, V.A.T. or other taxes should be owing on other transactions in which the ShipTo address is different from the ShipFrom address, and in no event shall Artspan or Exactor be liable for any direct, indirect, incidental, special, consequential or exemplary damages arising from, or in connection with, taxes which may be owing on any transactions.
With regard to Artspan members located outside the United States, you agree to assume full responsibility for calculation and payment of any applicable sales, use, V.A.T, or other taxes.
2(D). CONTACT WITH BUYERS � CUSTOMER SERVICE
You will be responsible for contact with your customers, and agree to respond to any buyer who has ordered an item through your site within a 24 hour period to answer any questions or concerns.
2(E). TERMS OF SALE
The following are the Terms of Sale that you agree to abide by:
a. You will grant your buyers the unconditional right to return any item(s) purchased, with no explanation required, within a 30 (thirty) day period following delivery of the purchased item(s).
b. You agree to pay any refunds due within a 7 (seven) day period following the return of the item(s) in question and you agree that the amount refunded will include any taxes, shipping & handling and any other charges that have been debited but that any amount refunded not include the charge for shipping the item back from the Buyer to you unless the item was received by the Buyer damaged or the image and description on your website did not accurately represent the item received.
c. Work that has been commissioned by the buyer can be non-refundable.
In the event of any dispute regarding damaged items or other issues with buyers, you and the buyer may ask Artspan to mediate said dispute. If so, you agree to abide by the decision and/or recommendation(s) made by Artspan.
a. You will grant your buyers the unconditional right to return any item(s) purchased, with no explanation required, within a 7 (seven) day period following delivery of the purchased item(s).
b. Artspan guarantees all purchases from the Prints-On-Demand (POD) program with a 7-day money-back guarantee. We do not require that our members be responsible for the costs associated with this returns policy (such as print material, frames, mats, or shipping). You agree to pay any refunds due to Artspan for the asking price plus sales tax (if collected) within a 7 (seven) day period following the return of the item(s). In the event that the printer has made a mistake in printing or that the shipper has damaged the goods in transit, a replacement item will be shipped out at no cost. Artspan must be informed as to the nature of the damage and may require that the buyer provide a digital photograph of the damaged print as received.
2(F). PROCEEDS OF SALES AND DISBURSEMENT OF FUND
All proceeds of your sales will be remitted directly to you as the seller. You are responsible for payment of all taxes due..
2(G). FEES FOR THE USE OF THE SHOPPING CART AND PRINTS-ON-DEMAND FEATURES
If you opt to use an Artspan integrated shopping cart and/or the prints-on-demand feature on your site, you agree to pay the credit card processing fee on any sales, but there is no commission from sales where the buyer goes directly to your website by typing in your domain name. If the buyer finds your website and work through Artspan.com or Jewelspan.com, then a 10% commission on sales will be applied.
2(H). PRESERVATION OF SALES RECORDS
You agree to retain full records all sales for a period of six (6) years and to promptly respond to any requests from Artspan, PayPal or tax authorities for information and documentation concerning any sale(s).
2(J). SHOPPING CART REMOVAL
Artspan may terminate your use of the Artspan shopping cart feature at any time at its sole discretion for reasonable cause, to be defined as including, but not be restricted to, any violation of law or of the terms of this document.
PART THREE: DISCLAIMERS AND LIMITATIONS
3(A) MODIFICATIONS OF TERMS
Artspan reserves the right to change or modify the terms and conditions of this Agreement at any time, with such changes or modifications effective immediately upon posting on Artspan.com . You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You consent to receive communications from us by e-mail.
3(B) DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
Artspan makes no express or implied warranties or representations of any kind, including but not limited to the sale of your work or that the operation of your site or of Artspan.com or of the shopping cart and the print-on-demand features will be uninterrupted or error-free, and Artspan will not be liable for the consequences of any service interruptions or errors, or the information, content, materials or products included on your site. Artspan will not be liable for indirect, special, or consequential damages or any loss of revenue, profits, or artwork arising from or in connection with the operation of Artspan.com and/or your member site, even if it has been advised of the possibility of such damages. Artspan will not be liable for the consequences of your use of the website. You may not use the website in order to transmit, distribute, store, or destroy any materials or content in violation of applicable law, to infringe others' intellectual property rights or to defame or disparage another person. You expressly agree that your use of this site is otherwise at your sole risk." Certain U.S. state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these lawas apply to you, some or all of the disclaimers, exclusions or limitations may not apply to you and you may have additional rights.
This Agreement will be governed and construed in the courts with the laws of the State of New Jersey, and, to the extent applicable, of the United States of America, without giving effect to its conflict of laws provisions. You hereby submit, through use of Artspan.com and/or the services provided by Artspan, to the exclusive jurisdiction of the courts of the State of New Jersey and any United States courts located within its jurisdiction for purposes of any and all litigation arising out of the use of this website or any Artspan service. You waive any objections to the forum of New Jersey for lack of venue, forum non conveniens, or any other jurisdictional ground.
3(D). PRIVACY AND SECURITY
Artspan will not be held liable for your selling, leasing, or disclosing your buyer's personal information and you must adequately secure all personal and confidential information.
You agree to indemnify and hold harmless Artspan LLC, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims, demands, and expenses, including attorney's fees, arising out of your use of the website, and Artspan services and tools, including, but not limited to, your violation of this Agreement or your violation of any law or the rights of a third party.