Terms of Service

1. Introduction & Agreement to Terms

What Is ARTS District USA?

ARTS District USA is an online marketplace and creative community platform operated by ARTS District USA, a company registered in the State of Delaware, United States, with its principal registered address at 1111B S Governors Ave - Suite 54708, Dover, Delaware 19904. Through our website at www.ARTSDistrictUSA.com (the "Platform"), we connect independent artists, creators, and makers with art collectors, buyers, and enthusiasts from around the world.

Our Platform is built on a foundational commitment to the creative community: we charge artists zero percent (0%) commission on any sale made through the Platform. Artists retain one hundred percent (100%) of every sale price they set. ARTS District USA generates revenue exclusively through subscription plans — not by taking a cut of what artists earn.

We provide infrastructure for art discovery, listing management, secure payment facilitation via Stripe, order management tools, promotional features, and community resources. We do not own the artwork listed on our Platform, we do not take physical possession of any artwork, and we do not act as a seller or buyer in any transaction between artists and buyers.

Agreement to These Terms

By visiting, registering on, or otherwise using the Platform — whether as an artist, a buyer, a collector, or a general visitor — you agree to be legally bound by these Terms of Service ("Terms"). These Terms govern your entire relationship with ARTS District USA. If you do not agree to these Terms, you must immediately stop using the Platform.

These Terms constitute a binding legal agreement between you ("User," "you," or "your") and ARTS District USA ("we," "us," "our," or "the Company"). Your use of the Platform is also governed by our Privacy Policy, which is incorporated herein by reference.

Effective Date & Updates

These Terms are effective as of April 12, 2026. We may update these Terms from time to time. When we make material changes, we will notify you as described in Section 19. Your continued use of the Platform after an update constitutes your acceptance of the revised Terms. Questions? Contact us at legal@artdistrictusa.com.

2. Eligibility & Account Registration

Age & Legal Capacity

You must be at least eighteen (18) years of age to use the Platform in any capacity. By creating an account or otherwise using the Platform, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into binding contracts under the laws of your jurisdiction.

If you are using the Platform on behalf of a company, organization, or other legal entity, you represent that you have authority to bind that entity to these Terms. We do not knowingly permit individuals under 18 to use the Platform.

Account Registration

To access most Platform features, you must register for a user account. When doing so, you agree to:

• Provide accurate, current, and complete information during registration
• Promptly update your account information if it changes
• Keep your password confidential and secure
• Not share your account credentials with any third party
• Notify us immediately if you suspect unauthorized access to your account at legal@artdistrictusa.com

You are fully responsible for all activity that occurs under your account. We reserve the right to reject any account registration at our sole discretion.

Account Types

The Platform supports two primary account types:

• Artist Accounts: For creators who wish to list and sell original artwork. Artist accounts require an active subscription plan to enable listings and sales features.
• Buyer/Collector Accounts: For individuals or entities who wish to discover, browse, and purchase artwork. Buyer accounts do not require a subscription.

Artist Verification (Optional)

We offer an optional artist verification process to confirm identity and creative credentials. Verified status is displayed on your artist profile and may increase buyer confidence. Verification is not required to sell, and does not constitute our endorsement of any artist's work.

3. Platform Overview & Our Role

We Are a Marketplace, Not a Seller

ARTS District USA provides a marketplace platform — a digital venue where independent artists and buyers can find each other, transact directly, and build lasting collector relationships. We are not a party to any sale that occurs between an artist and a buyer. We do not act as an agent, broker, auctioneer, gallery owner, or consignee for any artwork listed on the Platform.

The contract of sale for any artwork is formed between the artist (as seller) and the buyer (as purchaser). ARTS District USA facilitates that connection and processes payments as an intermediary — but the legal transaction is between those two parties.

What We Provide

• Discovery & Search: Tools for buyers to browse, search, and filter artwork by medium, style, price, artist, and other criteria
• Artist Storefronts: Customizable profile and portfolio pages
• Listing Management: Tools to create, edit, and manage artwork listings
• Payment Processing Facilitation: Integration with Stripe for secure card-based payments
• Order Management: Systems for tracking purchases, delivery status, and communications
• Promotional Tools: Features available through subscription tiers for enhanced artist visibility
• Community Features: Reviews, messaging capabilities, and community forums

We Do Not Inspect or Vouch for Artwork

We do not physically inspect, verify the authenticity of, appraise, or otherwise evaluate any artwork listed on the Platform. Artists are solely responsible for the accuracy of all listing information.

Dispute Facilitation

We may, at our discretion, assist in mediating disputes between artists and buyers. This assistance is offered as a courtesy and does not create any legal obligation on our part, nor does it replace the formal dispute resolution process described in Section 16.

4. Subscription Plans & Platform Fees

The 0% Commission Model

ARTS District USA operates on a subscription-based revenue model. We do not charge artists a commission or transaction percentage on sales. When an artist sells a piece for $500, the artist receives $500 (less any applicable Stripe processing fees). We fund our operations through flat subscription fees rather than by reducing artist income with every transaction.

This commitment is a core promise of our Platform. We will not introduce commission-based fees without providing at least ninety (90) days' advance written notice to active artist subscribers and updating these Terms accordingly.

Subscription Plans

Access to artist features requires an active subscription to one of our paid plans. We offer both monthly and annual subscription tiers. Details of current pricing, features, and tier comparisons are published at www.ARTSDistrictUSA.com/pricing. Different tiers may offer different benefits including: maximum number of active listings, featured placement opportunities, priority support, analytics tools, and promotional campaign eligibility.

Auto-Renewal & Billing

Subscriptions auto-renew unless cancelled before the renewal date. Your subscription fee will be automatically charged to the payment method on file at the start of each new billing period. You are responsible for maintaining an up-to-date payment method. If a payment fails, we may suspend your subscription and listing access until the balance is resolved.

Cancellation of Subscriptions

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of your current billing period — you retain access to subscription features through that date. We do not prorate refunds for partial billing periods except as required by applicable law. After cancellation, your active artwork listings will be deactivated.

Stripe Processing Fees

While ARTS District USA charges 0% commission, Stripe — our third-party payment processor — charges its own transaction fees. As of the date of these Terms, Stripe's standard fee is approximately 2.9% of the transaction amount plus $0.30 per successful charge, though Stripe's fees are subject to change under Stripe's own terms. These fees are deducted by Stripe and are not collected by ARTS District USA. Artists are encouraged to review Stripe's current fee schedule at stripe.com.

Pricing Changes

We may adjust subscription pricing with at least thirty (30) days' advance notice via email. Price changes take effect at your next billing renewal following the notice period. Your continued subscription after the effective date of a price change constitutes acceptance of the new price.

No Hidden Fees

We do not charge listing fees, transaction fees, success fees, or any other undisclosed fees to artists or buyers beyond the subscription plans described here and the Stripe processing fees described above.

5. Artist Obligations & Seller Terms

Ownership & Rights to Artwork

By listing any artwork on the Platform, you represent and warrant that:

• You are the original creator of the artwork, or you hold all necessary rights, licenses, and permissions to offer the artwork for sale
• The artwork does not infringe upon the copyright, trademark, right of publicity, privacy rights, or any other intellectual property or proprietary rights of any third party
• You have the legal authority to transfer title and ownership of the artwork to a buyer upon sale
• The artwork is not subject to any lien, encumbrance, consignment arrangement, or other restriction that would prevent or complicate a lawful sale

Accurate Listings & No Misrepresentation

You are solely responsible for the accuracy, completeness, and truthfulness of all content in your artwork listings. You must not:

• Misrepresent an artwork as original if it is a reproduction or print (and vice versa)
• Exaggerate or fabricate provenance, exhibition history, or appraisal values
• Use misleading, manipulated, or unrepresentative images of your artwork
• Describe an artwork using false or misleading material claims

Order Fulfillment & Shipping Timelines

Upon a confirmed sale, you must ship the artwork to the buyer within seven (7) business days of the purchase confirmation date. You must provide valid shipment tracking information through the Platform within two (2) business days of shipping. Failure to ship or provide tracking may result in order cancellation, refund obligations, and account review.

Packaging Standards

You are responsible for packaging artwork in a manner appropriate for safe transit. Artwork should be secured against movement, protected against moisture and impact, and labeled clearly. We recommend following professional fine art shipping standards for fragile or high-value works, including archival-quality materials and double-boxing where appropriate.

Shipping Costs & Arrangements

Artists are responsible for determining, disclosing, and covering shipping costs unless your listing explicitly states that shipping costs are the buyer's responsibility. Artists select their own shipping carriers and methods. We are not a shipping provider and do not have contractual relationships with carriers on your behalf.

Return Policy

Artists on our Platform establish their own return terms. Artists must clearly disclose their return policy within each listing or on their storefront page. If an artist has published a return policy that permits returns, the artist is expected to honor those stated terms. ARTS District USA considers an artist's published return policy to be a binding commitment to buyers. See Section 9 for full details.

Tax Responsibilities

You are solely responsible for determining, collecting, reporting, and remitting any and all taxes applicable to your sales, including income taxes, sales taxes, VAT, and GST. ARTS District USA does not withhold taxes on artist earnings and does not provide tax advice. We may be required by law to report certain payment information to tax authorities and reserve the right to collect tax identification information from artists where required.

Platform License Grant for Artwork Display

By listing artwork on the Platform, you grant ARTS District USA a non-exclusive, royalty-free, worldwide license to reproduce, display, resize, crop (for thumbnail purposes), distribute, and transmit images and descriptions of your artwork solely for the purposes of operating the Platform and promoting your work to potential buyers. This license does not transfer ownership of your artwork or its underlying intellectual property, and it terminates when that artwork is permanently delisted (subject to any in-progress transaction).

We will not use your artwork images to train artificial intelligence or machine learning models. See Section 10 for our full AI protection policy.

No Off-Platform Circumvention

If a buyer discovers your work through the Platform, you must not solicit, redirect, or complete that transaction outside the Platform to avoid subscription obligations or payment processing. A violation of this provision is a material breach of these Terms and may result in immediate account termination. This restriction does not prevent you from maintaining your own separate website or direct sales channels for buyers who discovered your work independently of the Platform.

6. Buyer Obligations & Purchaser Terms

Accurate Information

As a buyer, you agree to provide accurate shipping and billing information at the time of purchase. Incorrect or incomplete delivery addresses that result in failed deliveries, returned packages, or additional shipping costs are your responsibility.

Confirming Delivery

Upon receiving your artwork, you agree to promptly confirm delivery through the Platform. If we do not receive delivery confirmation within a reasonable period after the carrier indicates delivery (typically five (5) business days), we may treat delivery as confirmed for purposes of releasing payment to the artist.

Damaged or Incorrect Deliveries

If your artwork arrives damaged or is materially different from what was described in the listing, you must notify us through the Platform within two (2) business days of delivery with clear photographic documentation. Failure to notify us promptly may affect your ability to initiate a return or claim.

Returns in Original Condition

If you initiate a return, you must return the artwork in the same condition and packaging in which you received it. You may not use, alter, frame, hang, or otherwise interact with an artwork in a way that diminishes its condition and then attempt to return it.

No Return Policy Abuse

The return policy exists to protect buyers against genuine issues — misrepresented artworks, damaged shipments, or works that are materially different from listing descriptions. Repeated use of return rights without legitimate cause may result in account review or suspension.

Purchase Commitments

Once you confirm a purchase and payment is authorized by Stripe, your purchase is binding. You may not simply cancel a confirmed order because you changed your mind, except within the return period after delivery as described in Section 9. Order cancellations prior to shipment may be possible if the artist agrees; however, artists are not obligated to accept pre-shipment cancellations.

Customs, Duties & Import Taxes

For international orders, you are responsible for all customs duties, import taxes, tariffs, and brokerage fees imposed by your country's customs authorities. These charges are not included in the artwork price or shipping cost shown on the Platform. ARTS District USA is not responsible for delays caused by customs processing.

7. Transactions, Payment & Payout

All Transactions Processed Through Stripe

All financial transactions on the Platform are processed through Stripe. By transacting on the Platform, you agree to be bound by Stripe's applicable terms of service and privacy policy, available at stripe.com/legal. ARTS District USA does not store your full credit card or bank account information on our servers.

Buyer Payment Timing

Your payment method is charged at the time you confirm a purchase. By completing checkout, you authorize Stripe to charge the full purchase amount, including any stated shipping charges, to your selected payment method.

Artist Payout Timeline

ARTS District USA releases artist payouts through Stripe within 15 to 18 business days after the buyer confirms delivery, or after the delivery confirmation window closes if the buyer does not confirm delivery within five (5) business days of carrier-reported delivery. Artists must maintain a valid, verified Stripe-connected payout account to receive payments.

Payouts are made in U.S. Dollars (USD). Currency conversion fees or exchange rate differences for non-USD bank accounts are your responsibility and will be handled by Stripe or your financial institution.

Refunds

If a buyer initiates a valid return in accordance with Section 9, the artist is responsible for issuing a refund of the artwork's purchase price. ARTS District USA will facilitate this refund through Stripe upon receiving confirmation that the artwork has been returned in acceptable condition. Original shipping costs are non-refundable. Stripe's processing fees are subject to Stripe's own refund fee policies.

Fees Beyond Our Control

We are not responsible for any fees charged by Stripe, your bank, your card issuer, or any financial intermediary, including currency conversion fees, international transaction fees, wire transfer fees, or overdraft charges.

8. Shipping & Delivery

Artist Responsibility for Shipping

Artists bear full responsibility for all aspects of shipping artwork to buyers, including selection of carrier, packaging, insurance, customs documentation for international shipments, and payment of shipping costs. ARTS District USA is not a shipping company and does not accept liability for the performance of any shipping carrier. We strongly recommend purchasing shipping insurance for works of significant value.

Shipping Timeframe & Tracking

As stated in Section 5, artists must ship purchased artwork within seven (7) business days of purchase confirmation and enter valid tracking information into the Platform order system within two (2) business days of the ship date.

Risk of Loss

Risk of loss or damage to artwork transfers from the artist to the buyer upon the artist's delivery of the packaged artwork to the carrier for shipment, unless the damage is attributable to inadequate packaging on the artist's part.

International Shipments

For international shipments, artists are responsible for completing accurate and lawful customs documentation. Buyers are responsible for all import duties, taxes, and customs-related fees. Neither the artist nor ARTS District USA guarantees delivery times on international shipments.

Carrier Liability

We are not a party to any agreement between artists and shipping carriers. We are not liable for carrier delays, lost packages, misdeliveries, or damage caused during transit. We may assist in facilitating communication, but we bear no financial liability for carrier-related losses.

9. Returns & Refunds

Artist-Controlled Return Policies

ARTS District USA does not impose a mandatory, platform-wide return policy. Each artist on our Platform has the freedom to establish their own return terms. Some artists may accept returns within a specific window, while others may choose not to accept returns at all. This approach respects the diverse nature of original artwork and the individual business decisions of each independent seller.

Disclosure Requirements for Artists

Artists are required to clearly state their return policy within each listing or on their storefront page. If an artist has published a return policy that permits returns under certain conditions, the artist is expected to honor those stated terms. ARTS District USA considers an artist's published return policy to be a binding commitment to buyers who rely on it when making a purchase.

How to Request a Return

If an artist's listing indicates that returns are accepted, buyers may initiate a return by contacting ARTS District USA through our support system at www.ARTSDistrictUSA.com/support within the return window specified by the artist. Buyers should not ship artwork back to an artist without first receiving return authorization coordinated through the Platform.

Condition of Returned Artwork

Where a return is authorized, the artwork must be repackaged with the same degree of care with which it was received and must arrive back to the artist in its original condition. If a returned piece shows signs of damage from inadequate return packaging, alteration, or use, the artist may decline the return.

Refund Processing

When a return is accepted by the artist, the artist is responsible for issuing a refund of the artwork's purchase price within five (5) business days of receiving the returned piece in satisfactory condition. Original shipping costs paid at the time of purchase are generally non-refundable. Return shipping costs are the buyer's responsibility unless the artist's stated policy provides otherwise or unless the return results from a material defect or misrepresentation.

Custom & Commissioned Work

Artwork produced to a buyer's specific requirements — such as commissioned portraits, custom-size pieces, or made-to-order works — is typically non-returnable. Artists must clearly indicate in their listing when a work is custom or commissioned. Buyers acknowledge that by completing checkout for a custom or commissioned piece, they accept that the purchase is final, except in cases where the delivered work is materially different from the agreed-upon specifications or arrives damaged.

Platform Dispute Mediation

ARTS District USA does not mandate returns. However, if a dispute arises regarding a return — for instance, where the buyer believes the artwork was materially misrepresented or arrived damaged — the Platform may step in to mediate. We reserve the right, at our sole discretion, to issue a refund or credit where the circumstances clearly warrant it, and to recover the corresponding amount from the artist's future payouts if necessary.

10. Intellectual Property

Artists Retain All Rights

Artists retain full and complete ownership of all intellectual property rights — including copyright, moral rights, and any other applicable rights — in and to all artworks listed, displayed, or sold through the Platform. Nothing in these Terms transfers, assigns, or impairs any intellectual property rights of any artist. The sale of a physical artwork transfers physical ownership only; it does not transfer any reproduction rights, copyright, or other intellectual property rights unless the artist and buyer have separately executed a written agreement to that effect.

Buyers acknowledge that purchasing artwork grants them ownership of the physical piece only. They may not reproduce, distribute, publicly display, or create derivative works based on a purchased artwork without the artist's express written permission.

No AI Training Without Consent

ARTS District USA will not use artwork images, listing content, portfolio data, or any other artist-generated content to train, fine-tune, or otherwise develop artificial intelligence or machine learning models — including image generation models, style-mimicry models, or large multimodal models — without your explicit, affirmative written consent. This prohibition applies to us directly and to our contracted service providers.

Platform Intellectual Property

The Platform itself — including its design, visual elements, code, algorithms, database architecture, brand name "ARTS District USA," logos, and trademarks — is the exclusive property of ARTS District USA, protected by U.S. and international intellectual property law. You may not copy, reproduce, modify, distribute, or create derivative works based on any Platform intellectual property without our express written authorization.

DMCA Copyright Takedown Process

ARTS District USA respects intellectual property rights and complies with the Digital Millennium Copyright Act (DMCA). If you believe that content on the Platform infringes your copyright, please send a written notice to our designated copyright agent:

Your DMCA notice must include: (1) identification of the copyrighted work claimed to be infringed; (2) identification of the allegedly infringing material and its location on the Platform; (3) your contact information; (4) a good-faith belief statement that the use is not authorized; (5) a statement that the information is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the owner's behalf; and (6) your physical or electronic signature. Repeated infringers will have their accounts terminated.

11. User Content & Conduct

Responsibility for Your Content

You are solely responsible for any content you post, upload, transmit, or otherwise make available on the Platform, including artwork images, listing descriptions, profile text, reviews, comments, and messages ("User Content"). By posting User Content, you represent and warrant that you have all rights necessary to do so and that your User Content does not violate any third-party rights, applicable laws, or these Terms.

We do not pre-screen all User Content, but we reserve the right to review, remove, or take action on any User Content that violates these Terms, applicable law, or community standards.

Platform Standards

We expect all users to engage with the Platform professionally and respectfully:

• Communicating with artists, buyers, and our support team in good faith and with courtesy
• Not posting false, misleading, defamatory, or harassing content in reviews, messages, or community forums
• Not using Platform communication channels for marketing, solicitation, or spam unrelated to legitimate transactions
• Not misrepresenting your identity, affiliation, or relationship to artwork

12. Prohibited Activities

The following activities are strictly prohibited on the Platform and constitute a material breach of these Terms, which may result in immediate account suspension or termination:

1. Listing artwork you do not own or have the right to sell — including artwork created by someone else, artwork under consignment agreements that prohibit online resale, or stolen artwork
2. Misrepresenting artwork — including false claims of originality, fabricated provenance, manipulated images, or misleading edition information
3. Off-platform transaction circumvention — soliciting or completing transactions outside the Platform to avoid subscription terms, with buyers who discovered you through the Platform
4. Payment fraud — using stolen payment credentials, initiating fraudulent chargebacks, or engaging in any scheme to obtain goods or services without legitimate payment
5. Money laundering or financial misconduct — using the Platform to conceal the proceeds of illegal activity or facilitate any transaction in violation of applicable anti-money-laundering laws
6. Harassment or abusive conduct — intimidating, threatening, defaming, or harassing other users, artists, buyers, or ARTS District USA staff in any form
7. Impersonation — pretending to be another artist, buyer, ARTS District USA representative, or any third party
8. Scraping or automated data collection — using bots, spiders, crawlers, or other automated tools to extract data from the Platform without our express written permission
9. Interference with Platform systems — attempting to hack, disrupt, overload, or otherwise interfere with the Platform's infrastructure, servers, or functionality
10. Spam or unsolicited communications — sending bulk or unsolicited messages through Platform communication tools
11. Competing data use — using data collected through the Platform to develop, populate, or support a competing marketplace or service
12. Minors' participation — knowingly permitting a person under 18 to use your account or creating an account on behalf of a minor
13. Intellectual property infringement — uploading, listing, or distributing content that infringes the copyright, trademark, or other intellectual property rights of any third party
14. Illegal activity — using the Platform for any purpose that violates applicable local, state, federal, or international law
15. Return policy abuse — initiating returns without legitimate cause, returning artwork in damaged or altered condition, or engaging in patterns of fraudulent return activity

13. Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND ALL SERVICES PROVIDED BY ARTS DISTRICT USA ARE MADE AVAILABLE TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. ARTS DISTRICT USA EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

No Warranty on Artwork

We make no representations or warranties regarding the quality, authenticity, accuracy of description, legal title, investment value, condition, or legality of any artwork listed on the Platform. All such determinations are the responsibility of the artist and the buyer.

No Guarantee of Continuous Service

We do not warrant that the Platform will be available at all times, uninterrupted, or error-free. We may experience downtime for maintenance, upgrades, security responses, or circumstances beyond our control.

Color & Display Disclaimer

Artwork colors and textures displayed on the Platform may appear differently from the physical artwork due to variations in monitor calibration, screen resolution, display settings, lighting conditions, and photographic reproduction. We cannot guarantee that the colors visible on your screen accurately represent the actual colors of any artwork. If color fidelity is important to your purchasing decision, we encourage you to contact the artist directly before purchasing.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ARTS DISTRICT USA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PLATFORM OR THESE TERMS, INCLUDING BUT NOT LIMITED TO: LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL LOSS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Specific Exclusions

Without limiting the foregoing, ARTS District USA is not liable for:

• The quality, authenticity, condition, or accuracy of description of any artwork listed or sold on the Platform
• Any failure by an artist to ship artwork, issue a refund, or fulfill any other obligation
• Any failure by a buyer to pay, accept delivery, or fulfill any other obligation
• Loss or damage to artwork during shipping or transit
• Platform outages, data loss, or service disruptions
• Actions or omissions of Stripe or other third-party service providers
• Unauthorized access to your account resulting from your failure to maintain credential security
• Any dispute between artists and buyers arising from a transaction

Liability Cap

To the extent ARTS District USA has any liability that is not excluded under this Section, our maximum aggregate liability to you for all claims arising out of or relating to your use of the Platform or these Terms will not exceed the greater of (a) $100.00 USD or (b) the total subscription fees you paid to ARTS District USA in the twelve (12) months immediately preceding the event giving rise to the claim.

15. Indemnification

You agree to defend, indemnify, and hold harmless ARTS District USA, and its officers, directors, employees, agents, licensors, and contractors, from and against any and all claims, liabilities, damages, losses, costs, and expenses — including reasonable attorneys' fees — arising out of or in connection with:

1. Your use of or access to the Platform
2. Your User Content, including any claim that your content infringes any third-party intellectual property or proprietary right
3. Any artwork you list, represent, or sell on the Platform, including claims of misrepresentation, fraud, or breach of consumer protection laws
4. Your violation of any provision of these Terms
5. Your violation of any applicable law or regulation
6. Any dispute between you and another user arising from a transaction or interaction on the Platform
7. Your breach of any representation or warranty made in these Terms

ARTS District USA reserves the right, at its own expense, to assume exclusive control of the defense of any matter otherwise subject to your indemnification, in which case you agree to cooperate fully. You may not settle any such claim without our prior written consent if the settlement imposes any obligation or restriction on ARTS District USA.

16. Dispute Resolution & Arbitration

Step 1: Informal Resolution

Before pursuing formal dispute resolution, we ask that you first try to resolve any concern with us directly by contacting us at legal@artdistrictusa.com with a clear description of your concern and your preferred resolution. We will make a good-faith effort to respond within ten (10) business days. Both parties agree to spend at least thirty (30) days attempting informal resolution before initiating arbitration.

Step 2: Binding Individual Arbitration

If informal resolution is unsuccessful, you and ARTS District USA agree that any dispute, claim, or controversy arising out of or relating to these Terms, your use of the Platform, or any transaction on the Platform will be resolved exclusively through final and binding individual arbitration, rather than in court.

Arbitration will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, available at adr.org. The arbitration will be conducted in Dover, Delaware unless the parties mutually agree on a different location. The arbitrator's decision will be final and binding.

Class Action Waiver

YOU AND ARTS DISTRICT USA AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

Jury Trial Waiver

BY AGREEING TO ARBITRATION, YOU WAIVE YOUR RIGHT TO A JURY TRIAL FOR ALL COVERED DISPUTES.

Small Claims Exception

Either party may bring an individual action in a small claims court of competent jurisdiction, provided the claim qualifies for small claims court under that court's rules and the dispute remains in that court.

IP & Injunctive Relief Exception

Either party may seek emergency or preliminary injunctive relief from a court of competent jurisdiction to prevent irreparable harm — particularly in cases involving intellectual property infringement, misuse of confidential information, or unauthorized access to the Platform — without first exhausting the informal resolution or arbitration process.

Opt-Out Procedure

You may opt out of this arbitration agreement within thirty (30) days of the date you first use the Platform or create an account, whichever is earlier. To opt out, send written notice to:

Your opt-out notice must include your full name, account email address, and a clear statement that you are electing to opt out of arbitration. Opting out does not affect any other provision of these Terms.

Statute of Limitations

Any dispute must be brought within one (1) year of the date the claiming party knew or reasonably should have known of the facts giving rise to the claim. Claims not brought within this period are permanently barred.

17. Governing Law

These Terms and any dispute arising out of or relating to them or your use of the Platform will be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

For any disputes not subject to arbitration under Section 16 — including those where arbitration is inapplicable or where you have validly opted out — you and ARTS District USA consent to the exclusive personal jurisdiction of the state and federal courts located in the State of Delaware. If you are a consumer located in the EU/EEA, nothing in this Section limits any mandatory consumer protection rights you have under the laws of your country of residence.

18. Termination

Termination by ARTS District USA

We reserve the right to suspend, restrict, or terminate your account and access to the Platform at any time, with or without advance notice, if we reasonably believe that you have violated these Terms, engaged in fraudulent or illegal activity, or posed a risk to other users or to ARTS District USA. Serious violations — including fraud, harassment, or intellectual property infringement — may result in immediate termination without prior notice.

Termination by You

You may close your account at any time through your account settings or by contacting us at legal@artdistrictusa.com. Artist subscribers should cancel their subscriptions before or concurrent with account closure to avoid further billing.

Effect on Active Orders

Termination does not extinguish obligations related to orders already in progress. Artists with outstanding orders at the time of termination must fulfill those orders, and the associated payouts will be processed normally.

Data Handling Post-Termination

Upon account termination, your active listings will be removed from public view. We will retain your account data, transaction records, and associated information for a period required by applicable law and our standard data retention policies, as described in our Privacy Policy.

Survival

The following sections survive expiration or termination of these Terms and your account: Sections 5 (IP license for in-progress transactions), 7 (outstanding payouts), 10 (Intellectual Property), 13 (Disclaimer of Warranties), 14 (Limitation of Liability), 15 (Indemnification), 16 (Dispute Resolution & Arbitration), 17 (Governing Law), and 24 (Miscellaneous Provisions). All payment obligations that accrued before termination also survive.

19. Modifications to Terms

We may revise and update these Terms at any time. We will post the updated Terms on this page with a revised effective date. For material changes — meaning changes that meaningfully affect your rights, obligations, or the cost of using the Platform — we will provide at least thirty (30) days' advance notice via email to the address associated with your account, and we will post a prominent notice on the Platform.

Your continued use of the Platform after the effective date of any updated Terms constitutes your acceptance of those Terms. We will maintain an archive of prior versions of these Terms, available upon request.

20. Modifications to Services

ARTS District USA is continuously evolving the Platform to improve the experience for artists and buyers. We reserve the right to add, modify, suspend, or discontinue any feature, tool, or aspect of the Platform at any time. We are not obligated to maintain any particular feature indefinitely.

If we make a material change that significantly impacts the value of a subscription tier — such as removing a major feature that was central to that tier — we will provide at least thirty (30) days' advance notice to affected subscribers and may offer, at our discretion, a prorated credit or tier adjustment.

We will not reduce the core commitment of our subscription model — that is, the 0% commission structure and the right to list and sell artwork — without providing at least ninety (90) days' advance written notice and updating these Terms accordingly.

21. Third-Party Links & Services

External Links

The Platform may contain links to third-party websites, resources, and services that are not owned or controlled by ARTS District USA. These links are provided for your convenience and informational purposes only. We do not endorse, vet, or assume any responsibility for the content, privacy practices, or terms of any third-party website. Your use of third-party websites is at your own risk.

Third-Party Service Providers

We rely on certain third-party service providers to deliver the Platform's functionality, including Stripe for payment processing and various infrastructure and hosting providers. Your use of Stripe's services within the Platform is governed by Stripe's own terms of service and privacy policy. We are not responsible for third-party service providers' performance, outages, or data handling practices.

22. Children's Use

The Platform is intended for users who are at least eighteen (18) years of age. The Platform is not designed for or directed at children under the age of 13, and we do not knowingly collect personal information from children under 13 in violation of the Children's Online Privacy Protection Act (COPPA) or applicable international law. If you believe we have inadvertently collected information from a minor, please contact us immediately at privacy@artdistrictusa.com.

23. International Use

ARTS District USA is operated from and headquartered in the United States. Although our Platform is accessible globally, it is a U.S.-based service subject to U.S. laws. Users outside the United States are responsible for ensuring that their use of the Platform complies with all laws and regulations applicable in their jurisdiction, including laws governing the import and export of artwork, data protection, consumer protection, and tax obligations.

You represent that you are not (a) located in a country subject to a U.S. government embargo or designated as a "terrorist-supporting" country, and (b) listed on any U.S. government list of prohibited or restricted parties, including the Treasury Department's OFAC Specially Designated Nationals list.

24. Miscellaneous Provisions

Entire Agreement

These Terms, together with our Privacy Policy and any other policies expressly incorporated herein, constitute the entire agreement between you and ARTS District USA with respect to your use of the Platform, and supersede all prior or contemporaneous understandings, representations, discussions, or agreements relating to the same subject matter.

Severability

If any provision of these Terms is found to be invalid, unlawful, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, it will be severed from these Terms. The remaining provisions will continue in full force and effect.

No Waiver

Our failure to exercise or enforce any right or provision of these Terms on any occasion does not constitute a waiver of that right or provision on any future occasion. Any waiver must be in writing and signed by an authorized representative of ARTS District USA to be effective.

Assignment

You may not assign or transfer your rights or obligations under these Terms — including your account or subscription — to any third party without our prior written consent. ARTS District USA may assign or transfer these Terms without restriction or notice, including in connection with a merger, acquisition, reorganization, or sale of assets.

Force Majeure

Neither party will be liable for any delay or failure to perform its obligations under these Terms — other than payment obligations — to the extent such delay or failure is caused by circumstances beyond that party's reasonable control, including natural disasters, pandemics, acts of war or terrorism, governmental actions, or internet or telecommunications failures.

Relationship of the Parties

Nothing in these Terms creates any partnership, joint venture, employment, franchise, or agency relationship between you and ARTS District USA. You are an independent party, and nothing in these Terms authorizes you to make representations on behalf of ARTS District USA or to bind us to any obligation.

Electronic Communications

By using the Platform, you agree to receive electronic communications from ARTS District USA, including notices, disclosures, and other communications delivered via email or through the Platform interface. You agree that such electronic communications satisfy any legal requirement that such communications be in writing.

25. Contact Information

If you have questions, concerns, or feedback about these Terms or the Platform, please reach out to us:

We aim to respond to all legal and account-related inquiries within five (5) business days.