IDLEWILD STUDIO | TERMS OF SERVICE

Idlewild Studio, LLC
Terms of Service

Last Revised on July 11, 2024

This Terms of Service Agreement (the “ToS”) is made between Idlewild Studio LLC (“Idlewild,” “we,” “us,” or “our”) and you, the individual choosing to use our Online Services as defined below (“you,” or the “user”).

Our Privacy Policy is subject to this ToS. There are terms in the Privacy Policy that materially affect how your personal information is stored, accessed, and processed. As such, you should read our Privacy Policy in addition to this ToS.

Acceptance of ToS
We know these ToS’s can be tedious to get through. However, by accessing our Online Services, it is understood that you agree to comply and be legally bound by the terms set out in this ToS, which is why you really should stick it out and read the whole thing.

Changes to Terms
From time to time, we may need to make changes to this ToS and may do so at any time. The date at the top of this ToS represents when this ToS was last revised. It is important to check this ToS from time to time to ensure that you are all caught up to date. By continuing to access or use our Online Services after a change has occurred, you agree to be bound by our updated ToS.

Online Services this ToS Covers
Idlewild is a fine art company that provides an online store (the “Shop”) where customers can browse original art and purchase prints (collectively the “Products”). This ToS applies to the Shop, our online services, including our website, www.idlewild.studio, our social media pages, and any future online services we develop (collectively the “Online Services”). This ToS is effective from the date you start using our Online Services and will continue until you cease using our Online Services.

Services This ToS Doesn’t Cover
We may, at times, link to the websites and services of other brands or partners that we love. When you click on one of these links, you are leaving Idlewild, and this ToS no longer applies. The way our partners or other third parties do business is out of our hands, and we assume no responsibility for the content, privacy policies, or practices of any third-party website or service. Please note that when you are using any other third-party platform to interact with our Online Services, such as Google, Instagram, or Facebook, you agree to their services policies, and this ToS is, in addition, not in place of such agreements. Additionally, all purchases of our Products are hosted by Shopify; as such, when purchasing a Product, you are subject to Shopify’s policies.

Conditions Before You Access Our Online Services
Our Online Services are not targeted or intended to be used by people under the age of 18, and you are not permitted to make purchases from our Online Services unless you are over the age of 18. All children between the ages of 13 and 17 must have permission from their parent or guardian before accessing our Online Services. If you live outside of the United States, your country may apply stricter age limits. In some cases, even if you are older than 13, you may not be legally allowed to access our Online Services regardless of having parental permission. You must be authorized to use our Online Services and enter into this ToS if you are acting on behalf of a company.

User Accounts
We don’t require you to have a user account to browse our Online Services or purchase our Products. If you wish to interact with our social media platforms or purchase our Products with a Third-Party Vendor, you may be required to create an account with that social media platform or Third-Party Vendor (the “Third-Party Accounts”). We have no control over Third-Party Accounts or the personal information requested by these third parties. We do not have access to passwords created for Third-Party Accounts.

Suspension and Termination of Access to Online Services

Involuntary Suspension or Termination of Access to Online Services

We may notify you if we have a reason to believe that you have violated this ToS and may issue you a written warning outlining the behavior we believe is in violation. However, we reserve the right to prevent access to our Online Services at any time for any reason.

Voluntary Termination of User Accounts

You are free to delete any Third-Party Account at any time voluntarily. Your account may be terminated by contacting the third party directly.

Pricing, Billing & Availability
There may be times when we need to change our Product pricing or remove a Product from our offerings. As such, prices advertised and availability of Products are not guaranteed until a purchase has been made. The full Product price is due upon purchase, and we do not offer any payment plans, though one may be available to you through buy-now-pay-later third-party payment processing services. All payments are processed via PCI-complaint payment processors via Shopify; this means we never personally see or store your credit card information when you purchase a Product. We also do not guarantee that any offerings on our Online Services will be available permanently, and we reserve the right to amend, delete and add to the offerings on our Online Services at our full discretion without notice. Any coupons and gift cards offered are subject to the terms and conditions of the issued coupon/gift card (including validity and expiration periods).

Commissions
We only engage in specifically commissioned Products at our full discretion. You can submit a commission inquiry via email at info@idlewild.studio. Submitting a commission inquiry is not a valid order and does not mean that your commission request has been placed. If we are able to take on your commission request, we will reach out to you directly with a quote and further information.

Product Descriptions
We strive to accurately describe our Products with photos, prices, sizing, colors, materials, and general product descriptions, as appropriate for each Product (collectively the “Product Descriptions”). However, we make no warranties concerning the accuracy of such Product Descriptions and we reserve the right to update them as needed and without notice.

Art Prints
All works listed on the website are single artworks based on the artist’s own expression and composition and created entirely by the artist (“Original Works”). We may offer select Original Works as prints (the “Prints”). Prints will be downsized, two-dimensional versions of the Original Work and are available in a selection of sizes. Many of our Prints are available with a digital artist signature, as displayed in the Shop (“Open Edition Prints”). Open Edition Prints are not limited in number. Some Prints will be limited in number and hand-signed and numbered by the artist (“Limited Edition Prints”). Please review the Product Description to ensure you are purchasing and will receive the correct version of the Print that you desire, whether an Open Edition or Limited Edition Print. We retain full copyright ownership in all of our artwork. Ownership is of the physical artwork only, not the copyright. As the owner, you may ONLY display or sell for non-commercial purposes the very same physical artwork you have purchased. All other reproduction, distribution, appropriation, exploitation, adaptation, recreation, publishing, license, sale, or display of the Original Works or Prints is expressly prohibited unless we have signed an agreement with you stating otherwise.

Shipping & Fulfillment
To ensure that any Products that you order comply with our quality expectations, we take time to inspect each Product. Accordingly, please allow up to four weeks for your Product to arrive. If we are aware of any anticipated shipping delays, we will announce the delay on our website. We require an indirect signature to confirm all order deliveries. If you purchase a Product that is only available for pre-order, you will be charged for that Product when it is ready to ship. We will provide an anticipated release date for pre-ordered Product, but you understand that the release date may change unexpectedly. We will use best efforts to provide notice of any delays to the release of a pre-ordered Product, and notice when the Product is shipped.

Refunds & Exchanges
Due to the nature of our goods, all sales are final. Please carefully review our Product Descriptions - including styles, sizes, and framing options - to ensure that you are selecting a Product that suits your taste and works for your space, before placing your order. Exchanges are only available for damaged for defective Products and can only be made for identical Products. If a Product you ordered arrives damaged or defective, please contact us at info@idlewild.studio within 7 business days of when you receive your order so we can make it right. Your email must include photographs of the shipping container, packaging, and the Product, so that we can properly assess the concern. If your return for exchange is accepted, we will send you a printable shipping label and instructions for shipping your package. You will have 7 business days to return the Product in its original condition, in its original packaging, along with the receipt or other proof of purchase. Products sent back without our approval will not be accepted for return or refund. Once we receive your return for exchange, please allow 10 business days for us to process it and send your replacement Product. Shipping fees will not be refunded. We’ll send you an email if your return for exchange has been accepted and let you know if a replacement Product is on its way. We reserve the right to reject a return for exchange if, in our sole discretion, we determine that a Product has been damaged after its arrival. We monitor exchanged Products to identify potential misuse or abuse of our policies. We reserve the right to refuse service to anyone.

We do our best to monitor comments and messages on our social media profiles, but sometimes comments and messages on social media can go unseen. Contacting us via email is the best way to make sure that we see your message so that we can address your concern.

Terms of Sale & Risk of Loss
By placing an order with Idlewild, you are offering to buy a Product, representing that you are of legal age to form a binding contract, and representing that all information you provided in connection with the order is true and accurate and that you are an authorized user of the payment method provided. When we send you an order confirmation, that is not an acceptance by Idlewild of your order. We send that to let you know we received your request, but there are a few steps necessary on our end before we can accept it.

Prior to our acceptance of an order, verification of information may be required. Idlewild reserves the right at any time after receipt of your order to accept or decline your order, or any portion thereof, even after your receipt of an order confirmation from us, for any reason whatsoever. Idlewild reserves the right to limit the number of items ordered and to refuse service to you without prior notification. In the event that an item lists an incorrect price, either due to typographical or other error, Idlewild has the right to refuse or cancel an order placed for the incorrect price, regardless of whether the order is being or has been processed. If payment has already been made or if your account has already been charged for the purchase and the order is cancelled, we will refund your original payment method in the amount of the incorrect price.

The risk of loss and titles for any Product(s) purchased by you pass to you upon our delivery of the Product(s) to the carrier.

Toxic Chemicals Disclaimer
We may use certain materials such as paints, canvases, paper, inks, and drawing utensils that may contain toxic chemicals which are known in the State of California or in other jurisdictions to cause cancer, birth defects or other reproduction harm. If you would like to know about specific materials that we have used to create a specific Product, please email us at info@idlewild.studio and we will make reasonable efforts to identify the specific materials used and inform you of what those materials are.

Publicity & Testimonials
We love showing others how our Products are enjoyed by our customers! When you post a public review, post, or comment on our website or on a third-party platform (including Instagram, Facebook, and Google Reviews), you grant to Idlewild a perpetual, worldwide, payment-free, irrevocable license to use, repost, republish and share any such public reviews, posts, or comments that you make about Idlewild for our publicity and marketing purposes. While the reviews we post as testimonials are based on the real-life experiences and opinions of such Users, such opinions do not reflect the experiences of all of our Users, and User experiences with our Online Services and Products may vary. The views and opinions in such reviews and testimonials solely belong to the User and do not reflect our views and opinions.

Intellectual Property & Grant of License to Use Online Services
Our Online Services contain content, such as the “Idlewild Studio” name and logo, our website design, our website code, videos, and photos are protected by copyright, trademark, patent, trade secret, and other laws. We own and retain all rights to such content. We may also use some open source and licensed third-party content in our Online Services such as fonts, photos, and graphics. We do not make any claim of ownership to this content, and no user is permitted to use third-party content in a way that violates third-party licensing agreements. Idlewild does not grant or transfer any other rights, title, or interest to you other than the following limited license: Idlewild grants to you a limited, non-exclusive, non-transferable, revocable license to access and use Idlewild's Online Services for non-commercial personal purposes only. Idlewild reserves the right to terminate this license at any time if your use of our Online Services is not in strict compliance with this ToS. For purposes of clarity, you must not appropriate, exploit, adapt, recreate, reproduce, publish, or distribute any current, past or future website and/or product images, in any form or media, unless we have signed an agreement with you stating otherwise.

Copyright Policy & DMCA Claims
Idlewild respects the intellectual property rights of others. Our policy is to respond to and investigate any claim that content used in connection with our Online Services infringes on any person or entity's copyright or other intellectual property rights. If you are a copyright owner or an authorized agent of a copyright owner, and you believe that content on our Online Services infringes on another copyrighted work, please submit your claim via email to info@idlewild.studio, with the subject line: “Copyright Infringement” and include in your claim a detailed description of the alleged infringement. Per 17 U.S.C. 512(c)(3) of the Digital Millennium Copyright Act (DMCA), your claim must include:

an electronic or physical signature of the copyright owner or the person authorized to act on behalf of the copyright owner;
a description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work;
identification of the URL or other specific location on our Online Services where the material that you claim is infringing is located;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized agent permitted to act on the copyright owner’s behalf.

Please be aware that you may be held accountable for damages (including costs and attorneys’ fees) for misrepresentation or bad-faith claims relating to content that you report as being allegedly infringing in nature.

Representations and Warranties

Idlewild's Representations and Warranties

OUR ONLINE SERVICES ARE PROVIDED “AS IS” AND “WITH ALL FAULTS.” IDLEWILD MAY USE REASONABLE EFFORTS TO CORRECT ERRORS AND OMISSIONS IN OUR ONLINE SERVICES. HOWEVER, IDLEWILD EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TO THE FULLEST EXTENT THAT THE LAW OF THE JURISDICTION PERMITS. IDLEWILD DOES NOT WARRANT THAT USE OF IDLEWILD’S ONLINE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT DATA WILL NOT BE LOST. IDLEWILD IS NOT RESPONSIBLE FOR ENSURING THAT YOU COMPLY WITH ALL OF OUR TERMS AND CONDITIONS AND WILL NOT BE LIABLE FOR ANY ACTIONS THAT RESULT FROM YOUR NON-COMPLIANCE.

We make use reasonable efforts to display the colors and images of our Products as accurately as possible. However, we cannot and do not represent that your computer monitor’s display of any color will be accurate.

User Representations and Warranties
By using Idlewild’s Online Services, you represent and warrant that:
- You are free to enter into and comply with this ToS and are not under any disability, restriction, or prohibition, contractual or otherwise, that prevents you from entering into this ToS;
- You will provide accurate and truthful information regarding your personal identification and will not use any other person’s information;
- You have read and agree to this ToS and will not use Idlewild’s Online Services for any fraudulent or inappropriate purpose or in a way that violates these terms and conditions;
- You will not try to reverse engineer our site or software to circumvent access to our Online Services;
- You will not circumvent or hack any technology used by Idlewild to protect our Online Services and our users;
- You will not transmit any worms or viruses or any code of a destructive nature;
- You will not copy or fraudulently reproduce Idlewild’s content or violate our intellectual property rights; and
- You will not modify another website so as to falsely imply that it is associated or affiliated with Idlewild or our Online Services.

Limitation of Liability
IN NO EVENT WILL IDLEWILD BE LIABLE FOR YOUR FAILURE TO PROVIDE ACCURATE OR COMPLETE INFORMATION, YOUR FAILURE TO KEEP PERSONAL INFORMATION CONFIDENTIAL, YOUR FAILURE TO COMPLY WITH ANY OTHER LAWS, OR YOUR FAILURE TO COMPLY WITH THIS TOS. IDLEWILD WILL ALSO NOT BE LIABLE FOR ANY LOSS OF USE, LOSS OF DATA, CHANGES TO THE ONLINE SERVICES OR PLATFORM, TEMPORARY OR PERMANENT SUSPENSION OF ONLINE SERVICES, DAMAGE TO COMPUTER OR HARDWARE, SECURITY BREACHES, INTERRUPTION OF BUSINESS, LOST PROFITS, BREACH OF A THIRD-PARTY CONTRACT, OR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER RESULTING FROM AN ACTION UNDER CONTRACT, TORT, STRICT PRODUCT LIABILITY OR OTHERWISE. IN NO EVENT WILL THE AGGREGATE LIABILITY OF IDLEWILD UNDER THIS TOS EXCEED THE AMOUNT (IF ANY) PAID BY YOU TO IDLEWILD FOR OUR ONLINE SERVICES. IF APPLICABLE LAW DOES NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY ABOVE, IDLEWILD’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE JURISDICTION. YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A FAIR AND REASONABLE ALLOCATION OF RISK AND HAVE BEEN REACHED DUE TO FUNDAMENTAL BARGAINING BETWEEN YOU AND IDLEWILD.

Indemnification
You agree to indemnify and hold Idlewild harmless from any and all claims, losses, liability, damages, expenses, and costs (including attorney fees, mediation, arbitration, and court costs) resulting from or arising from any breach by you of this ToS, and any activity related to your engagement with our Online Services.

Release
You hereby release and forever discharge Idlewild (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present, and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to Idlewild, the Idlewild Online Services (including any interactions with, or act or omission of, other Users, or any third-party links and ads). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

Privacy, Cookies, and Data Protection
We care about your personal information; any personal information you provide to us is collected, stored, and processed by us and used according to our Privacy Policy. Our use of cookies and data protection systems are also explained in this policy.

International Users
Idlewild’s Online Services are controlled, operated, and administered from our offices within the United States of America and are not intended to be subject to the laws or jurisdiction of any country outside of the United States of America. WE DO NOT REPRESENT OR WARRANT THAT OUR ONLINE SERVICES ARE APPROPRIATE, LEGAL, OR AVAILABLE FOR USE IN ANY PARTICULAR JURISDICTION OTHER THAN THE UNITED STATES OF AMERICA. Those who choose to access Idlewild’s Online Services outside of the United States of America do so on their own initiative and assume all risks associated with such access, including but not limited to any compliance with their particular jurisdictions’ laws and regulations and any United States export controls. We reserve the right to limit our Online Services, in whole or in part, to any geographic location or jurisdiction we choose.

Dispute Resolution
THIS SECTION OF OUR TERMS AND CONDITIONS SIGNIFICANTLY AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND YOUR RIGHT TO BE PART OF A CLASS ACTION. PLEASE ENSURE THAT YOU READ THIS SECTION CAREFULLY AND FULLY UNDERSTAND THIS SECTION BEFORE USING AND ACCESSING OUR ONLINE SERVICES. THIS SECTION WILL SURVIVE TERMINATION OF THIS TOS AND TERMINATION OR EXPIRATION OF ANY ONLINE SERVICES PROVIDED BY IDLEWILD.

Letting Us Know About ComplaintsAt Idlewild, we hope that we can work out any complaints or differences that we may have with you respectfully and calmly. If you have any concerns about Idlewild’s Online Services, please reach out to Idlewild to let us know. If we cannot work out our differences together, then the following mandatory binding arbitration will apply to resolve the dispute.

Mandatory Binding Arbitration

If a dispute arising out of or relating to Online Services provided under this ToS cannot be amicably resolved, the parties agree to attempt to settle the dispute with the help of a mutually agreed-upon Travis County, Texas, mediator. Each party will bear their own mediation costs unless otherwise expressly agreed upon by both parties. The parties must mediate in good faith until a settlement is reached or the mediator declares an impasse has been reached. If a settlement is not achieved through mediation, the dispute must be settled by binding arbitration administered by the American Arbitration Association (AAA) in San Antonio, Texas, per its Commercial Arbitration Rules and Supplementary Procedures for Consumer-Related Disputes (“AAA Rules”). Except that mandatory binding arbitration will not apply with respect to any claims relating to infringement or misuse of intellectual property or any legal dispute that falls into the jurisdiction of a small claim court and would be more efficiently and cost-effectively resolved in a small claims court. Arbitration must be commenced by filing a demand for arbitration with the AAA within one (1) year after the claim occurs or within one (1) year of the party asserting the claim and becoming reasonably aware of the act or omission giving rise to the claim. If applicable law prohibits a one-year statute of limitations for asserting claims, claims must be asserted within the shortest period of time permitted by the applicable law. Except for attorney fees, all other costs associated with the arbitration will be shared equally between the parties, except where the AAA Rules provide otherwise.

Prevailing Party

If an arbitrator or court of law determines a claim against Idlewild to be frivolous or an opinion is found in our favor by the arbitrators or court, you agree to reimburse Idlewild for all fees associated with the arbitration and/or court case, including attorneys’ fees and arbitration/court costs.

Class Action Waiver

You agree to waive any right to participate in a class or representative action or proceeding and warrant that any claims brought against Idlewild will be initiated only in your individual capacity. Any relief awarded by an arbitrator or court of law will not affect other users of Idlewild’s Online Services.

Assignment
You are not entitled to assign this ToS, in whole or in part, to another person, without the prior written consent of Idlewild. Idlewild reserves the right to assign this ToS, in whole or in part, to any third party at any time without notice, including but not limited to any individual or entity acquiring all or substantially all of the Idlewild business or assets.

Survival of Terms Beyond Termination
All provisions in this ToS that specifically state or logically ought to survive the termination of this ToS will survive such termination, including but not limited to payment obligations, intellectual property rights, warranties, indemnities, and limitation on liability clauses.

Waiver and Severability
No waiver by Idlewild of any term or condition in this ToS will be deemed or construed to be a waiver of such term or condition in the future, or of any preceding or subsequent breach of the same or any other term or condition of this ToS or any other agreement. If any term or condition in this ToS is declared to be invalid, illegal, or unenforceable for any reason, the remainder of the provisions will remain in effect and will be enforceable to the fullest extent possible.

Applicable Law and Jurisdiction
Except where otherwise required by mandatory law, this ToS and our Privacy Policy are to be governed by and interpreted, constructed, and enforced per the laws of the state of Texas without regard to conflict of law provisions. All disputes are to be resolved in the jurisdiction of Travis County, Texas.

Entire Agreement
This ToS and our Privacy Policy represent the entire and exclusive agreement between Idlewild and users of our Online Services. All previous written and oral agreements and communications related to the subject matter of this ToS and Privacy Policy are superseded. If any additional service agreement is provided or has been provided in addition to this ToS and Privacy Policy, such agreements are intended to be in addition and not in lieu of this ToS. To the extent that there are any provisions in such service agreements that conflict with the terms of this ToS, the terms of the service agreement will prevail.

Contact Us
Thanks for your patience in getting through all of the necessary legal language of this document! We have tried to be as clear as possible in communicating our expectations regarding our Online Services. However, if you have any questions about this ToS, our Privacy Policy, or Idlewild’s services in general, just reach out! We would be more than happy to explain.

info@idlewild.studio

Idlewild Studio, LLC

5900 Balcones Drive, Ste 100, Austin Texas 78731, United States

512-522-5825