Terms of Use and Privacy Statement
Welcome to the Art Partner Program!
Here’s how it works:
The following “Art Partner Agreement” is a contract between you (the “Art Partner”) and Samara Shuter (the “Artist”). The contract describes the parameters and relevant details of our business relationship. Since the contract is a legal document some of the language is “legalese”, however, we have tried to make it as readable as possible. To become an Art Partner, you must agree to the terms of this contract.
Quick Key Points: - We will give you a unique link and for every order using that link, you get a (BIG) commission!
- Our cookie duration is 90 days, that means that if a customer makes a purchase within 90 days of clicking on an Art Partner's link, that Art Partner will receive a commission. Scheduling out a minimum of 4 posts per year works like a charm!
- You can share this link with anyone in your audience (this means Instagram Posts and Stories/ "Swipe Up", Blog Posts, Newsletters, Direct Emails (Hyperlink suggested) and even via Text Message! The more you sell, the more you make - no minimums, no maximums. (There is data that suggests an average of 7 "touch points" lead to an online purchase).
- Please note that you are required to have a PayPal account as commissions are paid through PayPal.
- Questions? Email us: studio@samshuter.com
ART PARTNER AGREEMENT
THIS AGREEMENT (this/the “Agreement”) BETWEEN: Samara (Sam) Marlee Shuter, of the Province of Ontario, Canada (the “Artist”) AND You, the “Art Partner” WITNESSES THAT WHEREAS the Artist is the creator and exclusive owner of the Artistic Works and all Intellectual Property Rights therein; AND WHEREAS the Artist wishes to engage the Art Partner to generate sales of the Artistic Works on behalf of the Artist during the Term, and the Art Partner wishes to accept such engagement as Art Partner for the Artist; NOW, THEREFORE, in consideration of the premises and mutual covenants and agreements contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Artist and the Art Partner (together the “Parties” and each a “Party”), the Parties agree, and covenant as follows:
1. Definitions and Interpretation
The definitions for words and terms not otherwise defined in the body of this Agreement are:
Definitions: When used in the body of this Agreement, the following words and terms shall have the following meaning:
“Artistic Work(s)” shall include, but not be limited to: all the Artist’s original paintings, drawings, scanned Open-Run prints or scanned Limited Edition prints, coloring books, mural or other new/potential artwork done by the Artist, and any other reproductions (in any medium or form) or originals sold exclusively by the Artist or through the terms of this Agreement.
“Intellectual Property Rights” means any and all existing and future legal protection recognized by law (whether by statute, in equity, at common law or otherwise) anywhere in the world in respect of the Artistic Works, including trade secret and confidential information protection, patents, copyright and copyright registration, industrial design registration and trade-marks and trade-mark registrations and other registrations or grants of rights analogous thereto;
You, the Art Partner: you will be referred to as the “Art Partner”. You may also be referred to throughout this Agreement with second-person pronouns such as You, Your, or Yours.
“Affiliate Program” or “Art Partner Program” are one in the same and may be used interchangeably: the program we have set up for our Art Partners/Affiliates as described in this Agreement;
“Including”, when following any general statement, term or matter, is not to be construed to limit such general statement, term or matter to the specific items or matters set forth immediately following such word or to similar items or matters, whether or not non-limiting language (such as “without limitation” or “but not limited to” or words of similar import) is used with reference thereto, but rather is to be construed to refer to all other items or matters that could reasonably fall within the broadest possible scope of such general statement, term or matter; and
“Person” shall be construed as a reference to any individual, firm, company, corporation, joint venture, joint-stock company, trust, unincorporated organization, government or state entity or any association or a partnership (whether or not having separate legal personality) or two or more of the foregoing.
“Confidential Information” means all material, non-public information, written or oral, disclosed, directly or indirectly, through any means of communication or observation by the disclosing party or any of its affiliates or representatives to or for the benefit of the receiving party. Specific to this Agreement, confidential information shall include but not be limited to: sale price, commission percentage, list price, final sale price, discounts applied, and anything else construed to be including the price of any Artistic Work(s) of the Artist.
“Sale(s)” means all transactions which the Art Partner sells, the Purchaser agrees to purchase, payment is made, payment is cleared by the Artist’s banking institution, and the funds are accessible by the Artist.
“Term” shall begin on the date of execution of this Agreement, and will have no fixed ending date and will automatically renew, subject to Section 5 below.
“Purchaser” shall mean any person who engages in a sale and exchanges money with the Artist for an Artistic Work.
“Retail or List Price” shall mean the price listed on the samshuter.com price sheet. All prices are in CAD.
2. General Provisions: The Parties to this Agreement are independent contractors under the Agreement. The Parties are not engaged in any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Art Partner may not make any statement, whether on their sites or otherwise, that reasonably would contradict this statement. The provisions contained in this Agreement and any and all Schedules attached to this Agreement constitute the entire agreement between the Parties and supersede all previous communications, representations, and agreements, whether oral or written, between the Parties with respect to the subject matter thereof, there being no representations, warranties, terms, conditions, undertakings, or collateral agreements (express, implied, or statutory), between the Parties other than as expressly set forth in this Agreement. This Agreement may be executed in several counterparts and delivered by electronic transmission or other means of electronic communication capable of producing a printed copy, each of which shall be deemed to be an original and all of which shall together constitute one and the same instrument.
3. Age Restriction: You must be at least 18 (eighteen) years of age to join our Art Partner Program. The Artist assumes no responsibility or liability for any misrepresentation of your age.
4. Artist’s Control: The Artist retains all control over all (current, future, or prospective) Artistic Works. All pricing decisions (sale price, list price and final sale price) for all Artistic Works are up to the sole discretion of the Artist.
5. Scope of Agency and Art Partner’s Terms: Art Partner’s Link and Dashboard: The Art Partner shall use their unique link to promote and secure sales for the Artist, but shall not negotiate the terms of such sales, (i.e., sale price, taxes, shipping, etc.). The Art Partner will receive commission for works as laid out in Section 4 of this Agreement. Upon execution of this Agreement the Art Partner will receive a unique link through our affiliate program, Affiliatly, which will track commissions and sales automatically. This link will be unique to the Art Partner. The affiliate program and link will only be applicable for the sale of prints (Open-Run, Limited Edition and Special Edition) for sale on
href. The Art Partner’s link will have a cookie duration of 90 days, that means that if a buyer makes a purchase within 90 days of clicking on an Art Partner's link, that Art Partner will receive a commission. However, the Artist is not responsible if a potential buyer clears their cache/cookies during the 90 days. If the Artist updates or replaces the terms of the Art Partner Agreement or the Affiliate Tool (Affiliatly), the Artist will inform the Art Partner via electronic means, which may include an in-app notification or by email. Should the Art Partner not agree to the updates or replacement terms, the Art Partner may choose to terminate this Agreement as described in Section 5 of this Agreement. Per Affiliatly’s Privacy Policy (found here:
href), Affiliatly may collect your personal data.
Commission Structure
Artistic Works: Open-Run Print: The Artist shall pay the Art Partner a commission of $90 CAD.
Artistic Works: Limited Edition Print: The Artist shall pay the Art Partner a commission of $180 CAD.
Artistic Works: Special Edition Print: The Artist shall pay the Art Partner a commission of $360 CAD.
Artistic Works: Original Painting: If the Art Partner is interested in selling the Artist’s Original Painting please contact the Artist, this will be handled on a case-by-case basis.
Commission Payments: Commission Payments will be made via PayPal during the first week of every month, within 30 days of payment being cleared by the Artist’s banking institution.
Artistic Work Pricing: Prices and availability of Artistic Works may vary from time to time at the sole discretion of the Artist. Any changes in pricing will be communicated to the Art Partner in writing as soon as the change has been made. A change in price of an Artistic Work may impact the Commission of the Art Partner. The Art Partner will be notified by the Artist as soon as a price change has been made that impacts the commission structure. Notice will not be provided to the Art Partner if pricing changes, but not impact the Commission of the Art Partner.
Re-sale and Sale Fulfillment: For a sale to be eligible for a commission, the sale must be made via the Art Partner’s link for the purpose of distribution to the purchaser. No sales may be made by the Art Partner for the purpose of resale. Please contact the Artist for wholesale print sale inquiries.
Purchasers who purchase Artistic Works through the Art Partner’s link will be deemed to be customers of the Artist only. Accordingly, all rules, policies, and operating procedures concerning Sales will apply to those Purchasers. The Artist may change these policies and operating procedures at any time.
Compliance with Laws: The Art Partner is responsible for compliance with the requirements of all relevant legislation (including subordinate legislation and the rules of all relevant regulatory authorities) in force or applicable in Canada, the United States, or in any other applicable territory, and warrant that no promotional method used by the Art Partner will render the Artist liable to any proceedings whatsoever. Further information can be found in Schedule A.
Delivery: Damage during transport (only if hand delivered) from the Artist to the Art Partner or Purchaser will be borne by the Artist. Damage once delivered to or picked-up by the Art Partner will be borne by the Art Partner. Damage during transport by a delivery service (FedEx, UPS, USPS, Canada Post, DHL, etc.) will be borne by that delivery service.
Return Policy: All sales are final unless damage occurs before the Artistic Work has been delivered to the Purchaser or Art Partner, see Section 4. If damage occurs during transit to the Art Partner or Purchaser byway of a delivery service, as noted in Section 4, it will be the responsibility of the Art Partner or Purchaser to receive a refund from the delivery service.
Social Media: The Art Partner must tag Samara Shuter on Facebook, or @samshuter on Instagram and Twitter and hashtag #samshuter on all social media postings related to the sale of Artists Works per this Agreement. The Art Partner agrees not to violate the following Social Media Policy: All Blog posts, social media posts, stories, statuses, tweets and/or comments should be in good taste and free of inappropriate language and/or content promoting bigotry, racism, or discrimination based on race, gender, origin, religion, nationality, disability, sexual orientation, or age.
6. Term and Termination: This Agreement shall be in effect from the date of execution. Each party has the right to terminate the Agreement at any time and for any reason upon 30 days written notice. This Agreement shall terminate automatically and without notice upon: (a) the violation of any of the terms or provisions of this Agreement including but not limited to our social media policy as noted in Section 4 and the Canadian Anti-spam Legislation (CASL) as noted in Schedule A of this Agreement; (b) the death or incapacity of a Party; or (c) the bankruptcy, dissolution or winding up of a Party who is a corporate body or sole proprietor.
Determination of a violation of any terms or provisions of this Agreement is at the sole discretion of the Artist. On termination of this Agreement all accounts will be settled as soon as possible, but within 30 days. Once the Agreement is terminated the Artist no longer owes any commission to the Art Partner, even if a Sale is made after the date of termination to a person introduced to the Artist by the Art Partner.
7. Modification & Variation: The Artist may, from time to time and at any time, modify this Agreement. The Art Partner agrees that the Artist has the right to modify this Agreement or revise anything contained herein. The Art Partner further agrees that all modifications to this Agreement are in full force and effect immediately upon posting on the Website or Affiliatly website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement. If the Artist updates or replaces the terms of this Agreement, we will let you know via electronic means, which may include email. If you do not agree to the updated or replacement, you can choose to terminate this Agreement as described in Section 5. To the extent any part or subpart of this Agreement is held ineffective or invalid by any court of law, you agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent. The Art Partner agrees to routinely monitor this Agreement and refer to the Effective Date posted at the top of this Agreement to note modifications or variations. The Art Partner further agrees to clear your cache when doing so to avoid accessing a prior version of this Agreement.
8. Non-Disclosure/Confidentiality: The terms and conditions of this Agreement are confidential between the parties and shall not be disclosed to anyone else, except as shall be necessary to effectuate its terms. Any disclosure of Confidential Information in violation of this section shall be deemed a violation of this Agreement. The Art Partner may not disclose any Confidential Information obtained during the Term of this Agreement during or after the termination of the Agreement.
9. Copyright: The copyright in each Artistic Work shall remain the property of the Artist and the Art Partner shall inform Purchasers that the Artist is the owner of the copyright in the Artistic Work. Dealings in relation to the copyright in the Artistic Work shall be made solely between the Artist and the Purchaser.
10. Force Majeure: Neither party shall be liable by reason of any failure or delay in the performance of its obligations hereunder for any cause beyond the reasonable control of such party, including but not limited to electrical outages, failure of Internet service providers, default due to Internet disruption (including without limitation denial of service attacks), riots, insurrection, acts of terrorism, war (or similar), fires, flood, earthquakes, explosions, and other acts of God.
11. Severability/Waiver: If any provision of this Agreement is held by any court of competent jurisdiction to be illegal, null or void or against public policy, the remaining provisions of this Agreement shall remain in full force and effect. The parties shall in good faith attempt to modify any invalidated provision to carry out the stated intentions in this Agreement. The waiver by a Party of strict compliance or performance of any of the terms and conditions of the Agreement or of any breach hereof on the part of the other Party shall not be held or deemed to be a waiver of any subsequent failure to comply strictly with or perform the same or any other term or condition of the Agreement or of any breach thereof.
12. Assignment: The Agreement is not assignable, except my prior written approval of the Artist.
13. Jurisdiction and Venue: This Agreement is governed by the laws of the Province of Ontario, Canada. The Art Partner consents to such venue and jurisdiction. Each Party acknowledges and concedes to the exclusive jurisdiction of the Courts of Ontario and all courts of appeal therefrom for any and all actions or matters arising out of or otherwise concerning the Agreement, without reference to conflict of laws rules, subject to Section 12 of this Agreement. Parties further agree that, in addition to any other manner of service provided for by law, any and all pleadings and other documents, including those of an originating nature, to be served on the other Party, may be served on the Parties in the manner contemplated for notices under the Agreement in section 13 and the Parties agree that such service shall be deemed for all purposes to be good and sufficient service of such pleading or other documents, as the case may be.
14. Dispute Resolution: The Parties agree to use their best efforts to settle any disagreements as to the meaning of the Agreement. If the Parties are unable to settle a dispute within fourteen (14) days, they agree, subject to the Agreement, to mediation using a single mediator acceptable to the Parties. If the Parties cannot agree on a mediator, then the Parties may request that a mediator be appointed with respect to their dispute. If the mediation is unsuccessful, the disagreement will be subject to arbitration pursuant to The Arbitration Act, 1991 (Ontario), as may be amended. The Parties shall agree on an arbitrator; if the Parties cannot agree on an arbitrator, then the Parties may request that the courts appoint an arbitrator with respect to their dispute. The cost of mediation and arbitration shall be borne equally by the Parties. If arbitration fails, please refer to Section 11.
15. Notice: Form of Notice: All notices and other communications between the parties must be in writing. Method of Notice: All notices must be given by (i) personal delivery, (ii) or electronic mail to the party's address specified here:
Artist’s: and the Art Partners will be the email which the Art Partner used to sign up for Affiliatly. Receipt of Notice: A notice given in accordance with this agreement will be effective upon receipt by the party to which it is given.
BY CHECKING THE BOX BELOW, the Art Partner acknowledges that they have read this Agreement, understand the Terms herein, have had reasonable opportunity to consult with independent legal counsel and voluntarily accept the duties and obligations set forth herein.
SCHEDULE A
ANTI-SPAM POLICY The Artist strictly prohibits the Art Partner from using spam e-mail and other forms of Internet abuse which would be illegal under Canadian Anti-Spam Legislation (CASL) (including spamming forums, blogs, Twitter, Facebook, and other social media outlets) to seek sales. Spam is defined as including, but not limited to, the following:
- Electronic mail messages addressed to a recipient with whom the sender does not have an existing business or personal relationship or is not sent at the request of, or with the express consent of, the recipient through an opt in subscription.
- Messages posted to Usenet, forums, Instagram, Twitter, Facebook, and message boards that are off-topic (unrelated to the topic of discussion), cross-posted to unrelated newsgroups, posted in excessive volume, or posted against forum/message board rules. Be conscious of forum rules! If a forum owner or moderator complains that a Member has spammed, the Member account may be permanently terminated after investigation.
- Content posted on free blog websites for the sole purpose of keyword spamming, or comments posted to legitimate blogs that violate the comment policy of the blog owner.
- Solicitations posted to chat rooms, or to groups or individuals via Internet Relay Chat or "Instant Messaging" system.
- Certain off-line activities that, while not considered Spam, are similar in nature, including distributing flyers or leaflets on private property or where prohibited by applicable rules, regulations, or laws.
The Artist, may undertake, at its sole discretion and with or without prior notice, the following enforcement actions:
Account Termination: Upon the receipt of a credible complaint of a violation of CASL, and if necessary, will then terminate the Art Partner implicated in the violation.
