ARTAILER INC. TERMS AND CONDITIONS OF USE

This Document was last updated on February 6, 2015

 

1.TERMS

WELCOME TO ARTAILER’S WEBSITE. ARTAILER INC. (“ARTAILER.CA”, ARTAILER”, “WE” OR “OUR”) INCORPORATED IN THE PROVINCE OF ONTARIO, CANADA WITH REGISTERED CORPORATION NUMBER 1908212, OWNS AND OPERATES A WEBSITE WITH THE URL ADDRESS, WWW.ARTAILER.CA. BY ACCESSING OR USING THIS WEBSITE (WWW.ARTAILER.CA), YOU AGREE TO BE BOUND BY THE BELOW MENTIONED TERMS AND CONDITIONS (“TERMS OF USE” OR “AGREEMENT”), ALL APPLICABLE LAWS AND REGULATIONS, AND AGREE THAT YOU ARE RESPONSIBLE FOR COMPLIANCE WITH ANY APPLICABLE LOCAL LAWS. THE MATERIALS CONTAINED IN THIS WEBSITE ARE PROTECTED BY APPLICABLE COPYRIGHT AND TRADEMARK LAWS. IF YOU DO NOT AGREE WITH ANY OF THESE TERMS AND CONDITIONS, YOU ARE PROHIBITED FROM USING OR ACCESSING THIS SITE. ARTAILER RESERVES THE RIGHT TO UPDATE OR MODIFY THIS AGREEMENT AT ANY TIME WITHOUT PRIOR NOTICE. IF THE AGREEMENT HAS BEEN UPDATED, ARTAILER WILL POST THE NEW AGREEMENT ON THIS SITE AND NOTE THE DATE THAT IT WAS LAST UPDATED.

2. CONSENT OF TERMS

You acknowledge and agree that, by accessing or using the site or its services, information, resources, Works of Arts, and tools (hereafter referred to as ‘Resources’) or by selling or purchasing a work of art on or through the Site or Services or by posting any content on the Site, you are indicating that you have read, understand and agree to be bound by (a) this Terms and Conditions of Use, and (b) applicable laws, regulations and generally accepted online practices or guidelines, whether or not you have registered with the site. If you do not agree to these terms, then you have no right to access or use the site or services.

To access our Resources, you may be required to provide certain information about yourself (such as identification, contact details, etc.) as part of the registration process, or as part of your ability to use the Resources. You agree that any information you provide will always be accurate, correct, and up to date.

  • You are responsible for maintaining the confidentiality of any login information associated with any account you use to access our Resources. Accordingly, you are responsible for all activities that occur under your account/s.
  •  Accessing (or attempting to access) any of our Resources by any means other than through the means we provide is strictly prohibited. You specifically agree not to access (or attempt to access) any of our Resources through any automated, unethical or unconventional means.
  • Engaging in any activity that disrupts or interferes with our Resources, including the servers and/or networks to which our Resources are located or connected, is strictly prohibited.
  • Attempting to copy, duplicate, reproduce, sell, trade, or resell our Resources is strictly prohibited.
  • You are solely responsible for any consequences, losses, or damages that we may directly or indirectly incur or suffer due to any unauthorised activities conducted by you, as explained above and may incur criminal or civil liability.

3. DOWNLOADING FILES

Artailer cannot and does not guarantee or warrant that files available for downloading through the website or the website itself will be free of infection by software viruses or other harmful computer code, files or programs. Artailer shall not be responsible for any software viruses or other harmful computer code, files or programs that the user may encounter due to your visiting this website.

5. LIMITATIONS

In no event shall Artailer or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption,) arising out of the use or inability to use the materials on this website, even if Artailer or an authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

6. ELIGIBILITY

The website and services thereunder are intended solely for persons who are 18 years of age or older. Any access to or use of the website by anyone under 18 is expressly prohibited. By accessing or using the website you represent and warrant that you are 18 years of age or older.

7. ACCOUNT REGISTRATION

To list a work of art on the website or in some instances to make a purchase through the website, you must first create an account ("Personal Account") by completing the registration process. During the registration process, you will be required to provide certain information, and you will establish a username and a password. Upon completion of the registration process, you will become a Member. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Artailer reserves the right to suspend or terminate your Personal Account for any reason whatsoever.

A. TERMS FOR SELLERS ON ARTAILER 

These Terms and Conditions constitute an agreement between Seller (“you”, “your” and/or “artist”) and Artailer Inc. By using our website from now on referred to as “Site” or “Platform”, displaying works of art for sale and making sales through Artailer Inc., you agree to become a Supplier and abide by the Terms and Conditions in this Agreement.  

8. YOUR RELATIONSHIP AS A SELLER with ARTAILER 

You acknowledge and agree that Artailer is not in any way acting as your agent and has no authority to bind you. Artailer owns and operates an online art gallery and online marketplace (“Services”) offering independent artists and art galleries the facility to advertise and sell their Works of Art. The Seller is an independent Artist who desires to utilise Artailer online art gallery or online marketplace to showcase and sell his/her Work(s) of Art and by the Terms of this Agreement.

9. LISTING OF WORKS OF ART

All Works of Art listings on Artailer.ca must be for sale. By listing an Artwork on the Site, you warrant that you have the legal right to sell the item. You may not submit listings of Original Artworks that were not created by you or were created by another Artist. You acknowledge that you created that Work(s) of art and own the copyright of such Work(s). You must accurately describe your Works of Art(s) for sale in your Artailer shop. Your Works of Art listings may only include text descriptions, graphics, pictures and other content relevant to the sale of the Works of Art. All Works of Art must be listed in an appropriate category with appropriate tags. Each listing must accurately and completely describe the Works of Art(s) for sale in that listing. If the “ Edition Quantity” is more than one, all items in that listing must be identical. Each unique item must have its listing. Artailer primary listing currency is Canadian Dollars (CAD$), it is the responsibility of the Artists to convert the prices of their artworks to Canadian dollars when listing their works on Artailer. The system will automatically convert the listed price of the Artwork to the buyer’s preferred currency.

The Artist shall not upload Artwork Content or any Material, or make any Works of Art available for sale through the Site and Platform, which Artailer reasonably believes to be:

  1. Offensive, including material that incites racial hatred or promotes discrimination;
  2. Obscene or pornographic; or
  3. Material that infringes another third party`s copyright, patent, trademark, design right or other intellectual property or propriety right.

The Seller acknowledges and agrees that Artailer reserves the right to remove any Content from the Site or Platform and remove the listing for Works of Art at any time in its sole discretion.

The Artist further grants Artailer a worldwide non-exclusive right and license to (a) distribute, use, print and publicly display copies of the Works of Art, (b) crop, resize, copy, access, view, use, publicly display, distribute, transmit and broadcast copies of the Works of Art in any form, medium or technology now known or later developed, for the purpose of promoting the Artist, the Works of Art, Artailer, the website and its services. The Artist acknowledges and agrees that the foregoing rights are granted on a royalty-free basis and that the Artist’s sole compensation for the grant of such rights, if any, will be in the form of the Artist’s share of the Final Sale Price, which will be payable only upon sale of work(s) of art and confirmation of receipt of collected funds through Artailer or any of its Third Parties.

10. OBLIGATIONS OF THE SELLER

The Artist shall solely be responsible for and hereby undertake, represent and warrant that he/she shall: set the initial retail price of the Work(s) of Art, to exclude GST/HST; make changes to the availability and stock levels of the Works of Art through the Site; Make it clear to consumers that the agreement for sale is between the Artist and the Consumer and not between Artailer and the Consumer; Fulfill consumer orders, including packaging, shipment, insurance and invoicing the consumer; Comply with all applicable laws and regulations laws and regulations relating to the sale and delivery of goods (including without limitation, those concerning distance selling, consumer protection, health and safety and e-commerce; and the Artist shall keep the retail and shipping prices of their items consistent across all distribution channels (online and offline) with no price differential.

11. USE OF THE SITE 

In using our Site, the Seller shall maintain all contacts and conduct all transaction for the sale of its Works of Art with the Users using the functionalities available on the Site and the Services. The Seller shall not at any time during the Term contact the Users or any other prospective buyers using any other alternative means other than the Site and the Services. Artailer only provides the Seller with Services and access to the Site. The Seller acknowledges and agrees that Artailer is not a participant in any way, in the sale and purchase process between the Seller and the User. The Seller further acknowledges that it is solely responsible and liable for all the use of the Services and the Site if such use was made using the Seller’s Login Details. Consequently, the Seller shall promptly notify Artailer in the event there is a breach of security or any.

12. RESPONSIBILITY FOR WORK AND COPYRIGHT

The Artist at this moment acknowledges that he/she holds the copyright of the Works of Art, and shall be responsible for all liabilities and damages, including but not limited to copyright infringement and criminal prosecution, arising from the sale of the Works of Art. Artailer does not guarantee that the Artist’s copyright shall be fully protected. Artailer shall protect the Artist’s copyright by advising the buyer that under Canadian Copyright Law, the purchase of original work(s) is not equivalent to the purchase of copyright. This shall be done either in writing, on its website or verbally.

13. CUSTOMER EXPECTATIONS

You will provide customers with accurate information about the country from which you are shipping your Works of Art. You need to state the 'Shipping from the country' in the ‘Shipping Detail” page in your seller profile and manage customer expectation by stating the actual shipping time from your country. You will be responsible for meeting the shipping expectations for all orders your receive, and you must use a reliable shipping method to ensure that your customers receive their shipment on time and in good condition.

14. FEES 

Joining Artailer is free, and we do not charge listing fees or a membership fee. Artailer charges a 35% Sale Fee of the Price of the Works of Art sold through Artailer.ca and a Credit Card surcharge of 3% on the Sale Price. All Fees shall become due and payable and automatically deducted from the Sale Price upon receipt from the buyer using the designated third party payment handler. Any changes in our fees are effective after we provide you with at least fifteen days’ notice by posting the changes on the Site. Artailer reserves the right, in certain circumstances including but not limited to fraudulent activities, to recover or apply additional fees to your seller account.

Artailer will take payment for sales from customers and hold these in the nominated account until delivery has taken place and the return period has expired. Payment will then be made at the end of each calendar month after deducting all fees as set out in this agreement

B. TERMS FOR BUYERS ON ARTAILER 

15.  TERMS FOR PURCHASES OF WORK (S) OF ART ON ARTAILER

Prices for the Works of Art will be as specified on the applicable listing and are stated in Canadian Dollars but can be viewed in other currencies (Australian Dollars, U.S. Dollars, British Pounds, Chinese Yuan and Euros). You acknowledged that prices do not include shipping and handling charges or applicable taxes (GST, HST and PST), if any, for which you are responsible, will be separately identified on your receipt. Artailer and/or its third party service providers will collect your billing and shipping information to process your payment.

16. ORDER CANCELLATIONS

Artailer reserves the right to cancel any order for a Work of Art placed via the website if the Artailer determines, in its sole discretion that the item is mispriced, out of stock, discontinued, or otherwise unavailable at a price listed via the website. If the Artailer cancels an order placed via the website, Artailer will send you an email confirmation of such cancellation, and you will not be charged for your order.

 

C. TERMS FOR BOTH SELLERS AND BUYERS

17. GENERAL PROHIBITIONS

You agree not to do any of the following:

  • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
  • Copy, duplicate, reproduce, sell, trade, or resell any Works of Art, service, resources and tool provided either directly or indirectly by Retailer
  • Publish, post, distribute or disseminate any defamatory, infringing, obscene, indecent or unlawful material or information.
  • Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy and publicity) unless you own or control the rights to it or have received all necessary consents.
  • Upload files that contain a virus, corrupted files, or any other similar software or programs that may damage the operation of another’s computer.
  • Conduct or forward surveys, contests, or chain letters.
  • Download any file posted by another user of a Forum that you know, or reasonably should know, cannot be legally distributed in such manner.

All forums are public and not private communications. Chats, postings, conferences, and other communications by other users are not endorsed by the website, and such communications shall not be considered reviewed, screened, or approved by the website or the Artailer. Artailer reserves the right for any reason to remove without notice any contents of the Forums received from users, including without limitation message board postings.

18. PROMOTIONS

Artailer may operate and undertake promotional schemes on the website to boost sales or advertise individual Artists, Works of Art, the website, etc. and each such scheme may have additional conditions attached to it. The members are advised to read those other conditions and also acknowledge that in case there is any contradiction between the terms of those schemes and these Terms and Conditions, the former shall prevail insofar as transactions covered under the scheme are concerned.

19. USE LICENSE 

  1. The website, the design and the information contained on this site are the valuable, exclusive property of Artailer, and nothing in these Terms and Conditions shall be construed as transferring or assigning any such ownership rights to you or any other person or entity. Permission is granted to temporarily download a single copy of the materials on the website for commercial transitory viewing only. This is the grant of a license and not a transfer of title.

Under this license you may not (a) modify or copy the materials except as provided above; (b) remove any copyright or other proprietary notations from the materials; (c) attempt to decompile or reverse engineer any software contained on this website; (d) use the materials for any commercial purpose other than starting or culminating a direct business transaction with the Artailer, or for any public display; or (e) transfer the materials to another person or "mirror" the materials on any other server.

  1. This license shall terminate automatically if you violate any of these restrictions and may be terminated by the Artailer at any time. Upon such termination or upon, you must destroy any downloaded materials in your possession whether in electronic or printed format.

20. LINKS

Artailer has not reviewed all of the sites linked to its Internet website and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Artailer of the site. Use of any such linked website is at the user's risk.

21. TERMINATIONS AND CANCELLATION

You agree that Artailer may, at its sole discretion, suspend or terminate your access to all or part of our website and Resources with or without notice and for any reason, including, without limitation, breach of this User Agreement. Any suspected illegal, fraudulent or abusive activity may be grounds for terminating your relationship and may be referred to appropriate law enforcement authorities. Upon suspension or termination, your right to use the Resources we provide will immediately cease, and we reserve the right to remove or delete any information that you may have on file with us, including any account or login information.

22. INDEMNITY

You agree to defend, indemnify, and hold Artailer, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the website, or your violation of these Terms.

23. LIMITATION OF LIABILITY

IN NO EVENT SHALL ARTAILERS OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA OR PROFIT, OR DUE TO BUSINESS INTERRUPTION,) ARISING OUT OF THE USE OR INABILITY TO USE THE MATERIALS AND SERVICES ON THE WEBSITE, EVEN IF ARTAILER OR AN AUTHORIZED REPRESENTATIVE OF ARTAILER HAS BEEN NOTIFIED ORALLY OR IN WRITING OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, OR LIMITATIONS OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THESE LIMITATIONS MAY NOT APPLY TO YOU.

24. COPYRIGHTS/TRADEMARKS

All content and materials available on www.artailer.ca, including but not limited to text, graphics, website name, code, images and logos are the intellectual property of Artailer Inc. and are protected by applicable copyright and trademark law. Any inappropriate use, including but not limited to the Works of Art, distribution, display or transmission of any content on this site is strictly prohibited unless specifically authorised by Artailer Inc.

25. CONTROLLING LAW AND JURISDICTION

This website is controlled by Artailer Inc. from our offices located in the province of Ontario, Canada. Most countries around the world can access it. As each country has laws that may differ from those of Ontario, by accessing our website, you agree that the statutes and laws of Ontario, without regard to the conflict of laws and the United Nations Convention on the International Sales of Goods, will apply to all matters relating to the use of this website and the purchase of any Works of Arts or services through this site. Furthermore, any action to enforce this User Agreement shall be brought in the federal or provincial courts located in Ontario, Canada. You at this moment agree to personal jurisdiction by such courts and waive any jurisdictional, venue, or inconvenient forum objections to such courts.

26. DISCLAIMER OF WARRANTIES

THE ARTAILER SERVICES AND ALL INFORMATION, CONTENT, MATERIALS, WORKS OF ARTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE ARTAILER SERVICES ARE PROVIDED BY ARTAILER ON AN “AS IS” BASIS AND ON AVAILABLE BASIS, UNLESS UNDERWISE SPECIFIED. ARTAILER MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, AND HEREBY DISCLAIMS AND NEGATES ALL OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. FURTHER, ARTAILER DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, OR RELIABILITY OF THE USE OF THE ALL INFORMATION, CONTENT, MATERIALS, WORKS OF ARTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON ITS INTERNET WEBSITE OR OTHERWISE RELATING TO ALL INFORMATION, CONTENT, MATERIALS, WORKS OF ARTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED OR ON ANY SITES LINKED TO THIS SITE. UNLESS OTHERWISE EXPRESSED, ARTAILER INC. AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. ARTAILER AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE ARTAILER SERVICES WILL MEET YOUR REQUIREMENTS; (ii) ARTAILER SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF ARTAILER SERVICES WILL BE ACCURATE, RELIABLE OR FREE OF VIRUSES OT ORDER HARMFUL COMPONENTS; ARTAILERWILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY ARTAILER SERVICE, OR FROM ANY INFORMATION, CONTENT, MATERIALS, WORKS OF ARTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ANY ARTAILER SERVICE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, UNLESS OTHERWISE SPECIFIED IN WRITING. 

27. MODIFICATION

Artailer reserve the right, in its sole discretion, to change these Terms of Use ("Updated Terms") from time to time. Unless Artailer makes a change for legal or administrative reasons, Artailer will provide reasonable notice before the Updated Terms become effective. You agree that we may notify you of the Updated Terms by posting them on the Service and that your use of the Service after the effective date of the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your agreement to the Updated Terms. Therefore, you should review these Terms of Use and any Updated Terms before using the Service. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Service from that point forward.

These Terms of Use will govern any disputes arising before the effective date of the Updated Terms. This agreement was last updated on February 6, 2015

28.CONTACT INFORMATION

If you have any questions or comments about these our Terms of Service as outlined above, you can contact us at info@artailer.ca

Subscribe Now