Terms & Conditions

1) Acceptance of Terms

By accessing or using the Artovio website or marketplace services ("Services"), you agree to these Terms. If you do not agree, do not use the Services.

2) Who We Are

Artovio Inc. ("Artovio"), an Ontario, Canada company, operates the Services. Our registered/mailing address is: 18 King Street East, Suite 1400, Toronto, ON, Canada.

3) Eligibility & Accounts

• You must be legally capable of entering a binding contract in your jurisdiction.
• You are responsible for your account, credentials, and all activity under it.
• Provide accurate information and keep it updated.

4) Marketplace Roles & Transactions

Artovio provides a platform where artists ("Sellers") offer artworks to buyers ("Buyers"). Unless expressly stated otherwise, the sale contract is between the Seller and the Buyer, not Artovio. Sellers are responsible for listings, compliance with law, shipping, and customer obligations owed to Buyers.

Buyer Responsibilities

• Customs and Import Duties: Should any customs clearance fees, import duties, taxes, or other government-imposed charges be incurred for ordered items, all such costs shall be the sole responsibility of the Buyer.
• Shipping Address: Buyers must provide accurate and complete shipping information. Artovio and Sellers are not responsible for delays or non-delivery due to incorrect address information.
• Local Laws: Buyers are responsible for ensuring that their purchase and import of artworks complies with all applicable local, state, and federal laws in their jurisdiction.
• Payment: Buyers must complete payment using valid payment methods and are responsible for any payment processing fees or currency conversion charges imposed by their financial institution.
• Inspection: Buyers should inspect items promptly upon receipt and report any damage or discrepancies according to the Seller's return policy and applicable dispute resolution procedures.

Reserve & Pay on Pickup

For certain in-person pickup listings, buyers located in a jurisdiction with mandatory distance-selling withdrawal/cooling-off rights (such as Quebec, the EU, or the UK) are automatically placed into a "reserve & pay on pickup" flow instead of paying online, because prepaid online sale of a pickup order would otherwise trigger those rights. In this flow, no online payment is collected; payment is instead made by you directly to the Seller when you arrive to inspect and collect the item. A reservation places a time-limited hold (typically up to 72 hours, subject to change) on the item; if you do not arrive and pay within the hold period, the reservation automatically lapses, no charge is made to you, and the item is released back into inventory. Reservations are not a guarantee of price or availability beyond the stated hold period, and the Seller may report the outcome (collected and paid, or not collected) in accordance with our systems.

Prepaid Pickup Orders — Deferred Capture at Signature

For pickup listings that are not placed under the "Reserve & Pay on Pickup" flow above, you pay online at checkout as normal, but your payment card is only authorized (placed on hold), not charged, at that time. The charge is only captured once you sign for the item at the pickup location. If you never arrive to collect the item, no charge is ever made and the order is automatically canceled once the authorization hold approaches its expiration window. Because card authorization holds expire after a limited period, we may, on your behalf, renew (re-authorize) your payment authorization up to three (3) times for the same amount so the order remains payable while you arrange pickup; each renewal replaces the prior authorization, which is released. If a renewal attempt fails, or the maximum of three renewal attempts is reached without a successful capture, the order is automatically canceled and any outstanding authorization released. If you sign for the item but the capture attempt fails, your signature is still recorded, but the order will show as payment-pending rather than paid pending resolution with the Seller and Artovio support.

5) Payments & Payouts

Payments and payouts are facilitated by a certified third-party payment and identity provider. The provider operates under its own terms and privacy notices. We do not store full card numbers.

6) Listings, Content & IP

• Sellers must have all rights needed for the content and items they list.
• You grant Artovio a limited license to host, display, and transmit your content solely to operate and promote the Services.
• Do not post unlawful, infringing, misleading, or harmful content.

7) Prohibited Uses

Do not misuse the Services (e.g., fraud, infringement, spam, scraping, security abuse, or unlawful acts).

8) Disclaimers (No Warranties)

To the maximum extent permitted by law, the Services are provided "AS IS" and "AS AVAILABLE," without warranties of any kind (express, implied, or statutory), including merchantability, fitness for a particular purpose, and non-infringement. You use the Services at your own risk.

9) Limitation of Liability

To the maximum extent permitted by law, Artovio and its affiliates, directors, officers, employees, and agents are not liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits, revenues, data, goodwill, or business interruption. Our aggregate liability for all claims relating to the Services will not exceed the greater of (a) CAD $100 or (b) the amounts you paid to Artovio (if any) for the Services in the last six (6) months. Some jurisdictions do not allow certain limitations; where prohibited, those limits do not apply.

10) Indemnity

You will defend, indemnify, and hold harmless Artovio and its affiliates from any claims, liabilities, damages, losses, and expenses (including legal fees) arising from or related to your use of the Services, your content, or your violation of these Terms or applicable law.

11) Governing Law & Venue

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws rules. Subject to Section 12 (Arbitration) and except where applicable law requires otherwise, you agree to the exclusive jurisdiction and venue of the courts located in Toronto, Ontario for all disputes arising out of or relating to the Services or these Terms. If you are a consumer in a jurisdiction with mandatory consumer-protection or venue rules (e.g., EU/UK/Quebec), nothing in this Section overrides those non-waivable rights.

12) Arbitration & Class Action Waiver

12.1 Scope & General Rule. Except for (i) small-claims matters, (ii) claims seeking injunctive relief for IP or platform abuse, and (iii) claims excluded by Sections 12.2–12.6 below, any dispute between you and Artovio arising out of or relating to these Terms or the Services will be resolved by binding, individual arbitration rather than in court. To the maximum extent permitted by law, disputes will be resolved only on an individual basis, and you and Artovio each waive any right to participate in a class, collective, consolidated, or representative action or proceeding. This Section 12 is severable: if the class/collective-action waiver is found unenforceable for a particular claim, that claim (and only that claim) will proceed in court and not in arbitration, while the remainder of this Section 12 continues to apply.

12.2 United States. If you are located in the United States, this arbitration agreement is governed by the Federal Arbitration Act (9 U.S.C. §§ 1–16). Arbitration will be administered by a recognized U.S. arbitration provider (e.g., AAA or JAMS) under its consumer arbitration rules then in effect, using a single arbitrator, with the hearing (if any) held in the county of your residence or another mutually agreed location, or conducted by video/phone/written submissions where permitted by the applicable rules. Artovio will pay arbitration administration and arbitrator fees for consumer claims as required by the applicable provider's consumer rules. California residents: nothing in this Section waives your right, if any, to seek public injunctive relief in court to the extent such a waiver is found unenforceable under applicable California law (e.g., McGill v. Citibank); any such public-injunctive-relief claim will be stayed pending the outcome of arbitration of the remaining individual claims where permitted by law.

12.3 Canada. If you are a consumer resident in Canada, mandatory pre-dispute arbitration clauses and class-action waivers are restricted or void for consumer contracts under applicable provincial consumer-protection law — for example, Ontario's Consumer Protection Act, 2002 (which voids terms preventing a consumer from commencing a proceeding, including a class proceeding, in court) and Quebec's Consumer Protection Act (which voids mandatory arbitration clauses and waivers of the right to bring a class action for consumers). To the extent this Section conflicts with such law, it does not apply to your consumer claim, and you may bring your claim before the competent court in your province, including as part of a class proceeding where permitted. You may still choose arbitration voluntarily after a dispute has arisen.

12.4 European Union, United Kingdom & Similar Jurisdictions. If you are a consumer habitually resident in the EU, UK, or another jurisdiction whose law restricts or prohibits binding pre-dispute arbitration agreements or class-action waivers for consumers (for example, under the EU Unfair Contract Terms Directive (93/13/EEC) or the UK Consumer Rights Act 2015), this Section does not take away your right to bring a claim before the competent court of your country of residence or another court with jurisdiction under applicable law, and any mandatory consumer-protection venue or procedural rights you have continue to apply in full. If you are an EU-based consumer, you may also be entitled to use the European Commission's Online Dispute Resolution (ODR) platform for certain online purchase disputes; where required, we will provide the ODR platform link and our contact email on request or in order confirmations.

12.5 Australia & New Zealand. If you are a consumer resident in Australia or New Zealand, nothing in this Section limits any non-excludable consumer guarantee or right under the Australian Consumer Law (Competition and Consumer Act 2010), including its unfair contract terms provisions, or under New Zealand's Fair Trading Act 1986 or Consumer Guarantees Act 1993. If any part of this Section is found to be an unfair contract term or otherwise unenforceable under that law, that part will not apply to you, and your claim may instead proceed before a court of competent jurisdiction in your state, territory, or country.

12.6 Asia & Other Jurisdictions. If you are located in a jurisdiction not specifically addressed in Sections 12.2–12.5 (including jurisdictions across Asia) and the law of that jurisdiction grants consumers a non-waivable right to bring claims in court, before a specific consumer body, or otherwise limits binding pre-dispute consumer arbitration agreements or class-action waivers, this Section does not take away that right, and you may bring your claim as permitted by that law instead of arbitration.

12.7 Administering Body & Seat (Where Arbitration Applies). Subject to Sections 12.2–12.6, where arbitration validly applies to your claim it will be administered by the ADR Institute of Canada under its Arbitration Rules, seated in Toronto, Ontario, in English, and judgment on the award may be entered in any court of competent jurisdiction.

12.8 Opt-Out. Regardless of where you live, you may opt out of this entire arbitration agreement (Section 12) within 30 days of first accepting these Terms by emailing legal@artovio.com with the subject "Arbitration Opt-Out" and your account email and legal name. If you opt out, neither you nor Artovio will be required to arbitrate disputes covered by this Section, but all other parts of these Terms remain in effect.

13) Changes to Services & Terms

We may modify or discontinue features at any time. We may update these Terms by posting a revised version with an updated date. For material changes that could adversely affect your rights or obligations, we will provide at least 14 days' advance notice by email to your registered address or by prominent in-platform notice before the changes take effect. If you do not agree to a material change, you may close your account before the effective date. Continued use after the effective date of any change constitutes acceptance of the updated Terms. Changes required to address urgent legal, security, or fraud risks may take effect immediately with concurrent notice.

14) Termination

We may suspend or terminate your access to the Services if we reasonably believe you have materially violated these Terms or applicable law (with notice where feasible and not prohibited by law or a risk-management requirement), or for any other reason (termination for convenience) with reasonable advance notice where required by applicable law. Where we terminate for convenience and you have pending confirmed orders or accessible account balances, we will make reasonable efforts to allow those transactions to complete or to issue appropriate refunds, subject to our policies and applicable law. You may stop using the Services and close your account at any time. Termination does not affect any rights or obligations accrued before the termination date. Sections that by their nature should survive (including Sections 6, 8, 9, 10, 11, 12, and 16) will continue to apply after termination.

15) Severability & Waiver

If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remainder will stay in effect. Failure to enforce any right or provision is not a waiver of that right.

16) Assignment & Entire Agreement

You may not assign these Terms without our consent. We may assign them as permitted by law. These Terms (together with our Privacy Policy, Cookie Policy, and Return Policy) constitute the entire agreement between you and Artovio regarding the Services.

17) Copyright/IP Complaints (DMCA)

If you believe content on the Services infringes your copyright or other intellectual property rights, send a notice to our designated agent with: (i) your contact information; (ii) identification of the work claimed to be infringed; (iii) identification of the material you want removed and its location; (iv) a good-faith statement that the use is unauthorized; and (v) a statement, under penalty of perjury, that the notice is accurate and that you are authorized to act. We may notify the uploader and accept counter-notices as permitted by law. Designated Agent: DMCA Agent, Artovio Inc., legal@artovio.com, 18 King Street East, Suite 1400, Toronto, ON, Canada.

18) Contact

• Email: support@artovio.com
• Legal/IP notices: legal@artovio.com
• Mailing address: 18 King Street East, Suite 1400, Toronto, ON, Canada