PRINTS AGREEMENT

If you wish to submit certain kinds of Artist Materials, known as "Artwork" (defined below), to the 1HeartArt Site for inclusion in the Print Program as part of the 1HeartArt Service, you need to enter into this Print Program Agreement ("Agreement"). Any individual or entity that elects to use the Print Program must accept without change the terms of this Agreement and the 1HeartArt Terms of Service and Submission Policy which are incorporated into and form a part of the Agreement. Please read this Agreement carefully.

1. Eligibility.

The Print Program is a Service of 1HeartArt that allows you to sell certain types of Artist Materials through the 1HeartArt Shop. Artist Materials must be submitted in original form to 222 W Merchandise Mart Plaza, Suite 1212, Chicago, IL 60654 or by uploading digital art work to the 1HeartArt site. You may only submit Artwork for inclusion in the Print Program if you are the sole author of the Artwork and you hold all intellectual property rights in the Artwork. In addition to sales in the form of traditional canvas prints and postcards, your Artwork may also be sold in the form of printed phone cases, t-shirts, stickers and other products at your election. Only artists who have accepted the Submission Policy may participate in the Print Program.

 

2. Pricing.

Standard Print Program. At the time you submit Artwork for inclusion in the Print Program, 1HeartArt will provide a "Base Price", the "Artist Profit" and the "Selling Price" for your Artwork. The portion of the "Selling Price" that would be paid to you for each sale is known as the "Artist Profit", you will receive 70% of any total profit.

Default Base Price Adjustments. 1HeartArt reserves the right to change default settings for Base Prices at any time in its sole discretion and without prior notice and will notify you via email.

Discounts and Promotions. All Artworks that are available for sale in the Prints Program may be included in promotional events from time to time and as determined by 1HeartArt. These promotional events could include special offers that provide discounts in the price of items contained in the Print Program. In the event that an artist's work is purchased at a promotional discount value, the Artists Profit will be reduced proportionately to the reduction in the Base Price. Promotional events may also be held to provide artists with an incentive to market their own works by increasing the Artist Profit from a reduction in the Base Price without reducing the Selling Price.

Framing and Shipping. Artists do not participate in amounts paid by customers for shipping, handling, taxes or customs duties. The Artist Profit is not reduced for promotional discounts applied only to shipping or handling.

3. Artist Profit and Purchasing Your Own Works.

Print Program. 1HeartArt will pay you the Artist Profit, as set out in Section 3, for the final sale of Artwork through the Print Program. It is your responsibility to review the Selling Price and the Artist Profit before finalizing your submission of Artwork. By submitting your Artwork for inclusion in the Standard Print Program, you agree to accept the Artist Profit as set out in Section 3 and as applied to each sale of your Artwork as your only compensation for each such sale.

Removing Artworks. You are always free to remove any Artwork from the Print Program subject to the fulfillment of any existing orders for the Artwork you intend to remove. Please notify 1HeartArt via email at art@1heartart.org.

Purchasing Your Own Work. As an artist participant in the Print Program you may purchase your own work at the Base Price and therefore no corresponding Artist Share is charged at the time of purchase.

4. Payments.

1HeartArt will account to you your Artist Profit in United States currency as reflected on your My Earnings page which is a part of your profile. If your earnings exceed an available balance of $20.00 (US), a money order will be sent to you. Please select if you’d like an extra percentage taken out in order to donate your earnings.

5. Approvals.

Before Artwork may be purchased through the 1HeartArt Print Program, all Artwork must be approved for sale by 1HeartArt. Factors affecting approval include, but may not be limited to, image aspect ratio, quality, resolution, bleed edge, and whether the Artwork complies with 1HeartArt's policies regarding the submission of Artist Materials, generally, as set forth in the Submission Policy and the requirements for submission of Artwork as set forth in this Agreement. Although 1HeartArt obtains the right from you to include your Artwork in the Print Program as a result of your submission to the Print Program, 1HeartArt does not have the obligation to so include the Artwork in the Print Program. While 1HeartArt is not responsible for the content of your Artwork, 1HeartArt may, in its sole discretion and for any reason, refuse the Artwork for the Print Program, refuse to fulfill orders for such Artwork, or remove Artwork from the Print Program at any time. For general information on submitting Artwork for inclusion in the Print Program, please request more information.

6. Orders and Fulfillment.

1HeartArt uses the services of third party vendors to manufacture, process, fulfill and ship orders for your Artwork. You agree that neither 1HeartArt nor its third party vendors shall be liable to you or any purchasers in any way for any orders for your Artwork that are lost or damaged. 1HeartArt is not responsible for the acts of those third party vendors as they may damage you or your artwork and your only remedy in the event of such damage will be to remove your Artwork from the Print Program and, as appropriate, require an apology. 1HeartArt will, however, promptly process any complaints you may have about the acts of those third party vendors and attempt to improve all aspects of the Print Program for the benefit of all its participants. Concerns about the Print Program should addressed to Lydia at lydia@1heartart.org.

7. Changes to the Print Program.

1HeartArt has complete discretion to modify any aspect of the Print Program, including but not limited to products, terms, pricing, availability and the way in which the Print Program is displayed or offered. 1HeartArt may also discontinue the Print Program in whole or in part at any time for any reason. 1HeartArt will notify you of any material changes to this Agreement (and the effective date of such changes) via email. If you continue to maintain or submit Artwork to 1HeartArt after the effective date of the changes to the Agreement, you will be deemed to have accepted those changes and the new terms of the Agreement will govern all prior and future submissions of Artwork to the Print Program. If you do not accept the new terms of the Agreement, your sole and exclusive remedy shall be to terminate this Agreement by removing all of your Artwork from the Print Program.

8. Withdrawing Artwork from the Print Program.

You can remove your Artwork from the Print Program at any time and for any reason, subject to the fulfillment of any existing orders for the Artwork you intend to remove. To remove your work from the Print Program, please send an email to art@1heartart.org with the name of the art work that you would like to remove. Please note that this will only remove the Artwork from the Print Program and Artwork that has been submitted to the 1HeartArt Site as Artist Materials will continue to appear on the 1HeartArt Site until you request to remove such Artist Materials from the 1HeartArt Site.

9.Licenses to 1HeartArt.

For the purposes of offering your Artwork for sale and fulfilling orders for your Artwork through the Print Program and for the period during which your Artwork is placed in the Print Program, you grant to 1HeartArt a worldwide, nonexclusive, royalty-free, right and license to (a) reproduce, distribute, transmit, publicly perform and publicly display the Artwork, in whole or in part with or without the Artwork of others, in any manner and media including, and not as a limitation, uses of the Artwork to promote the Print Program and 1HeartArt; (b) modify, adapt, translate, create, re-format, store and create derivative works from the Artwork, in whole or in part, in any manner and media, and (c) sublicense the foregoing rights, in whole or in part, to any third party, with or without a fee. You hereby grant to 1HeartArt and its sublicensees a nonexclusive, worldwide, royalty-free license to use all trademarks, trade names, and the names and likenesses of any individuals that appear in the Artwork and the right to use the name that you submit in connection with the Artwork.

10. Participation in Optional Programs.

1HeartArt from time to time may, identify certain Artwork for distribution through galleries, limited edition series, large format replication and by digital displays. You will receive a separate notice if your Artwork is identified as a candidate for these optional programs and 1HeartArt will notify you of the opportunity to participate in such programs subject to the terms of a separate agreement to cover such uses which you will be free to accept or reject at your absolute discretion.

11. You represent and warrant to 1HeartArt that:

A. you are the sole author of your Artwork and you have the right, power, and authority necessary to enter into this Agreement, to fully perform your obligations hereunder, and to grant the licenses set forth in Section 11 above, including but not limited to all rights necessary for the reproduction, distribution, transmission, public performance, public display, adaptation, modification and other exploitation of the Artwork by 1HeartArt as permitted hereunder;

B. the Artwork is completely original to you and the Artwork submitted to 1HeartArt by you, and 1HeartArt's exercise of its rights hereunder, do not and will not violate, misappropriate or infringe any intellectual property right, including but not limited to trademark rights, copyrights, moral rights and publicity, privacy and personality rights of any third party;

C. no one else is entitled to receive the monies to be paid to you under this Agreement;

D. the Artwork (i) does not and will not violate any law, statute, ordinance or regulation; (ii) is not and will not be defamatory, libelous, threatening, pornographic, obscene, harmful to minors, violations of child pornography or child sexual exploitation laws; (iii) does not and will not contain any viruses or other programming routines that may detrimentally interfere with computer systems or data, whether those of 1HeartArt or any third party and;

E. you are over the age of eighteen or, if not, that you are an emancipated minor by order of a court of competent jurisdiction. You further agree to indemnify, defend, and hold 1HeartArt and its sublicensees harmless from all claims, liabilities, damages, and expenses (including, without limitation, reasonable attorneys' and expert fees and expenses) arising from your breach of any representation or warranty set forth in this paragraph. You will report as self-employment income all compensation received by you pursuant to this Agreement. You will indemnify, defend and hold 1HeartArt harmless from all claims, liabilities, damages, losses and expenses (including, without limitation, reasonable attorneys and expert fees and expenses) relating to any obligation imposed by law on 1HeartArt to pay any withholding taxes, social security, unemployment or disability insurance, or similar items in connection with compensation received by you pursuant to this Agreement.

12. No Liability for Third Party Use.

1HEARTART DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY THIRD-PARTY USE OF THE ARTWORK MADE AVAILABLE ON THE 1HEARTART WEBSITE BY YOU PURSUANT TO THE TERMS OF THIS AGREEMENT. YOU SHALL BE SOLELY RESPONSIBLE FOR SEEKING RELIEF FOR ANY UNAUTHORIZED USE OF ARTWORK BY A THIRD-PARTY, AND NOT FROM 1HEARTART. THIS MEANS, AMONG OTHER THINGS, THAT IF ANOTHER PERSON OBTAINS YOUR ARTWORK FROM 1HEARTART (WHETHER OR NOT WITH 1HEARTART'S PERMISSION), AND USES THOSE MATERIALS IN A WAY NOT AUTHORIZED PURSUANT TO THE LICENSES GRANTED HEREUNDER, YOU WILL SEEK REDRESS OR RECOVERY OF DAMAGES FROM THE OTHER PERSON AND NOT FROM 1HEARTART, AND THAT YOU WILL NOT HOLD 1HEARTART RESPONSIBLE OR LIABLE FOR SUCH UNAUTHORIZED USE.

13. No Warranty; Limitation of Liability.

1HEARTART PROVIDES THE PRINT PROGRAM ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND. 1HEARTART AND ITS THIRD PARTY VENDORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO SUCH DAMAGES ARISING FROM BREACH OF CONTRACT OR WARRANTY OR FROM NEGLIGENCE OR STRICT LIABILITY) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PRINT PROGRAM, EVEN IF 1HEARTART HAS BEEN ADVISED OF (OR KNEW OR SHOULD KNOWN OF) THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL 1HEARTART'S AGGREGATE LIABILITY TO YOU EXCEED THE AMOUNTS PAID BY A THIRD PARTY PURCHASER TO 1HEARTART FOR YOUR ARTWORKS.

14. This Agreement, together with the Terms of Service and the Submission Policy understanding and agreement between you and 1HeartArt as to the subject matter of this Agreement and supersedes all prior proposals, discussions or agreements (oral and written) with respect to this subject matter. The terms of this Agreement are in addition to and supplement the provisions contained in the Terms of Service and the Submission Policy. In the event of a conflict among the provisions contained in the Terms of Service, the Submission Policy and this Agreement, the provisions of this Agreement will control with respect to the Print Program. 1HeartArt's failure to enforce any right or provision in this Agreement will not be a waiver of that right or provision. If a court should find that one or more provisions contained in this Agreement is invalid, you agree that the remainder of the Agreement will still be enforceable. 1HeartArt has the right to assign its rights and/or delegate its obligations under this Agreement, in whole or in part, to any person or business entity. You may not assign your rights or delegate your obligations under this Agreement without the prior written consent of 1HeartArt. This Agreement is governed by and is to be construed in accordance with the laws of the State of Delaware. Any disputes arising under or in connection with this Agreement are subject to the exclusive jurisdiction of the state and federal courts of the State of Delaware. The provisions of Sections 8, 9, 13, 14, 15 and 16 survive any termination of this Agreement.