All use of IDEA CUSTOM SOLUTIONS website pages located within
www.ideacustom.com is subject to the terms and conditions set forth below (the “Terms”), except where other terms of use are expressly identified for particular websites or partner websites. By accessing this website or using any services offered through it, you agree to be bound by these Terms, which constitute a binding agreement between you and IDEA CUSTOM SOLUTIONS (this “Agreement”). We may amend the Terms at any time by posting the amended Terms on this site.
Services
IDEA CUSTOM SOLUTIONS will provide embroidery digitizing, vector artwork, image editing, virtual samples, logo design, marketing materials design, order management and/or digital archiving services to you during the term of this Agreement as ordered by and delivered to your organization (“Services”). Orders submitted electronically, by email, through the website, or through any ordering platform designated by IDEA CUSTOM SOLUTIONS constitute binding requests for Services.
Certain provisions of these Terms apply only if you register for, purchase, or use the Services.
Prices
You will be billed per the published price list. IDEA CUSTOM SOLUTIONS may change its published prices quarterly upon 30-day notice. Fees for Services are non-refundable once work has commenced except as required by applicable law.
Invoicing
IDEA CUSTOM SOLUTIONS invoices for orders after they are emailed to you or uploaded to your IDEA CUSTOM SOLUTIONS online storage area. At the time of invoicing your credit card will be charged for the price of the order.
Credit Card Authorization
IDEA CUSTOM SOLUTIONS will authorize your credit card for $1 for validation purposes. The authorization is not a charge and will be removed from your statement within one billing cycle. Periodically IDEA CUSTOM SOLUTIONS will resubmit your card for the $1 authorization to validate that the credit card is still valid. Once again, the $1 authorization will be removed from your statement within one billing cycle.
Licensing IDEA CUSTOM SOLUTIONS Tools
From time to time, IDEA CUSTOM SOLUTIONS may provide you with certain forms, templates, models and support guides to help you with marketing, selling and ordering our Services or supporting your customers. IDEA CUSTOM SOLUTIONS retains all rights of ownership of these tools in both their original and any modified format. The use of these tools is granted to you in a nonexclusive, non-transferable license. You may not use these tools in any way associated with products or Services sold to you or your customers by any other outsourced graphic design or advertising and marketing production service. You agree to return all licensed tools upon termination of this Agreement.
Confidentiality
Any confidential information you provide to us will not be disclosed to anyone other than our employees and contractors where necessary to provide our Services to you except as required by a governmental agency or law. You will not disclose to anyone other than your employees any confidential information we provide to you except as required by a governmental agency or law.
Confidential information shall not include information that is publicly available, independently developed without use of confidential information, or rightfully obtained from a third party without restriction.
Artificial Intelligence
IDEA CUSTOM SOLUTIONS may use artificial intelligence (“AI”), machine learning, automation tools, and similar technologies in connection with providing its Services, including to assist with design, image editing, workflow automation, quality review, translation, content generation, and other production-related activities. You represent that you and your customers have all necessary rights to submit materials provided to IDEA CUSTOM SOLUTIONS for processing in connection with the Services, including through the use of such technologies.
Term and Termination
Term. This Agreement shall remain in effect until terminated.
Termination. This Agreement shall automatically terminate if you shall not have cured your material breach of this Agreement within thirty days of having received from IDEA CUSTOM SOLUTIONS a notice identifying and describing such breach. You may terminate this Agreement on 30 days’ written notice.
Suspension. IDEA CUSTOM SOLUTIONS may suspend services for overdue accounts until payment is received.
Notices
All notices must be in writing.
Governing Law
This Agreement and all questions concerning the validity, operation, interpretation, and construction of this Agreement are governed by and determined in accordance with the laws of the State of Illinois.
Survival
Your obligation to pay for Services provided survives this Agreement. Both your obligation and our obligation to confidentially survive this Agreement for a period of one year.
Miscellaneous
The parties hereto are independent contractors under this Agreement, and nothing herein shall be construed to create a partnership, joint venture, or agency relationship between such parties. Licensee may not assign its rights or obligations under this Agreement without the prior express written consent of IDEA CUSTOM SOLUTIONS. This Agreement shall be binding upon the successors and permitted assigns of the parties hereto. This Agreement may be amended or supplemented only by a subsequent writing that specifically refers to this Agreement and is signed by all parties, and no other act, document, usage, or custom shall be deemed to amend or supplement this Agreement.
Privacy
Electronic Communications
When you visit
www.ideacustom.com or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Intellectual Property Ownership
IDEA CUSTOM SOLUTIONS Content. All content provided by IDEA CUSTOM SOLUTIONS on this site is owned by or licensed to IDEA CUSTOM SOLUTIONS and protected by United States and international copyright laws. IDEA CUSTOM SOLUTIONS retains all proprietary rights to the IDEA CUSTOM SOLUTIONS content. The IDEA CUSTOM SOLUTIONS content (including but not limited to, text, graphics, data, photographic images, moving images, sound, illustrations, etc.) may not be reproduced, transmitted or distributed without the prior written consent of IDEA CUSTOM SOLUTIONS.
Customer Content. You represent and warrant that you and your customers own or have obtained all rights, licenses, consents, and permissions necessary for IDEA CUSTOM SOLUTIONS to use, reproduce, modify, digitize, edit, and otherwise process all artwork, logos, trademarks, images, text, and other materials submitted to IDEA CUSTOM SOLUTIONS in connection with the Services (“Customer Content”). You grant IDEA CUSTOM SOLUTIONS a non-exclusive license to use such Customer Content solely for the purpose of providing the requested Services.
IDEA CUSTOM SOLUTIONS has no obligation to independently verify Customer’s ownership of or rights in Customer Content.
You and your customers are responsible for reviewing all Customer Content for accuracy, spelling, content, layout, and approvals before use or production. IDEA CUSTOM SOLUTIONS shall not be responsible for errors approved by Customer.
You shall defend, indemnify, and hold harmless IDEA CUSTOM SOLUTIONS, its affiliates, employees, contractors, and agents from and against any third-party claims, damages, liabilities, judgments, settlements, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to (i) your breach of the representations and warranties in this Section, or (ii) any allegation that Customer Content infringes, misappropriates, or otherwise violates any intellectual property, privacy, publicity, or other proprietary rights of any third party.
Trademarks
IDEA CUSTOM SOLUTIONS and AFFINITY EXPRESS are sole property of Affinity Express, Inc. The mark Affinity Express® is a registered trademark in the U.S. and other countries.
Promotion
Unless you notify IDEA CUSTOM SOLUTIONS in writing that particular work is confidential or proprietary, IDEA CUSTOM SOLUTIONS may display completed work samples solely for purposes of promoting its design and production services.
Illegal or Inflammatory Materials
IDEA CUSTOM SOLUTIONS reserves the right, in IDEA CUSTOM SOLUTIONS’ sole discretion, to refuse to accept any graphic and design project or to terminate any project prior to completion at any time and for any reason, including when materials are submitted that it deems to be illegal or inflammatory. You agree that IDEA CUSTOM SOLUTIONS shall have no liability of any kind to you or to any third party arising from such refusal or termination.
License and Site Access
IDEA CUSTOM SOLUTIONS grants you a limited license to access and make personal use of this site, subject to the Terms. This site and any portion hereof may not be reproduced, duplicated, copied, downloaded, sold, resold, visited or otherwise exploited for any commercial purpose without the express written consent of IDEA CUSTOM SOLUTIONS. You may not frame or utilize framing techniques to enclose any trademark, logo or other proprietary information (including but not limited to images, text, page layout and form) of IDEA CUSTOM SOLUTIONS without the express written consent of IDEA CUSTOM SOLUTIONS. You may not use any meta tags or any other “hidden text” utilizing the IDEA CUSTOM SOLUTIONS name or marks without the express written consent of IDEA CUSTOM SOLUTIONS. Any unauthorized use terminates the license granted by IDEA CUSTOM SOLUTIONS.
Third-Party Sites
This site may be linked to other sites, which are not maintained by IDEA CUSTOM SOLUTIONS. IDEA CUSTOM SOLUTIONS is not responsible for the content of those sites. These links are provided for convenience purposes and are not under the control of IDEA CUSTOM SOLUTIONS. IDEA CUSTOM SOLUTIONS does not make any representations and warranties, express or implied, regarding the content of any of these linked sites. The inclusion of any link to such sites does not imply endorsement, sponsorship, or recommendation, with respect to any third party, any third party’s site, the content of any third party’s site, or any products or services provided by a third party, by IDEA CUSTOM SOLUTIONS of the sites. IDEA CUSTOM SOLUTIONS disclaims any liability for links: (i) from another site to IDEA CUSTOM SOLUTIONS; and (ii) to another site from IDEA CUSTOM SOLUTIONS. In order to link to IDEA CUSTOM SOLUTIONS, all users must comply with Linking Terms. Once you link to another site, you are subject to the policies of the new site.
Linking Terms
By linking to our site, all “linkers” accept and acknowledge the following Terms of linking: linker agrees that it will not at any time do or cause to be done any act or thing in any way impairing the image/reputation of IDEA CUSTOM SOLUTIONS. In connection with the use of the IDEA CUSTOM SOLUTIONS trade name/reference, linker shall not in any manner represent that it is endorsed by IDEA CUSTOM SOLUTIONS or that linker is acting in a representative capacity of IDEA CUSTOM SOLUTIONS. Except for the users set forth herein, linker shall not utilize the IDEA CUSTOM SOLUTIONS name nor its relationship with IDEA CUSTOM SOLUTIONS for purposes of or in any manner which intentionally gives rise to advertising or publicity, unless IDEA CUSTOM SOLUTIONS shall consent to such use in writing prior to publication. Regardless of the foregoing, IDEA CUSTOM SOLUTIONS reserves the right to rescind this consent with or without cause at any time. In such event, linker shall remove its link to the IDEA CUSTOM SOLUTIONS site within 24 hours of receipt of notice from Idea Custom Solutions. LINKER EXPRESSLY AGREES THAT USE OF IDEA CUSTOM SOLUTIONS MATERIALS AND SITE IS AT LINKER’S SOLE RISK. IDEA CUSTOM SOLUTIONS DOES NOT WARRANT THAT ITS SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. IDEA CUSTOM SOLUTIONS PROVIDES THIS ACCESS “AS IS” WITHOUT WARRANTY OF ANY KIND. IDEA CUSTOM SOLUTIONS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. IN NO EVENT WILL IDEA CUSTOM SOLUTIONS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM USE OF ANY OF THE MATERIALS PROVIDED HEREUNDER OR ACCESS TO ANY OF THE SERVICES DESCRIBED HEREIN.
Non-Confidential Information
All communications, including suggestions, questions, ideas, and/or comments concerning any and all products and Services listed in this website shall not be considered confidential or proprietary information. Such information may be disseminated or used by IDEA CUSTOM SOLUTIONS for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products. Notwithstanding the foregoing, all personal data provided to IDEA CUSTOM SOLUTIONS will be handled in accordance with our online Privacy Policy.
Disclaimer of Warranties; Limitation of Liability
EXCEPT AS SPECIFICALLY SET FORTH HEREIN, IDEA CUSTOM SOLUTIONS PROVIDES THE LICENSED TOOLS, ANY DERIVATIVE WORKS, AND SERVICES ON THIS SITE ON AN “AS IS” AND “AS AVAILABLE” BASIS. IDEA CUSTOM SOLUTIONS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS SITE, OR THE INFORMATION, CONTENT OR MATERIALS INCLUDED ON THIS SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IDEA CUSTOM SOLUTIONS DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IDEA CUSTOM SOLUTIONS SHALL NOT BE LIABLE FOR ANY LOSS OF BUSINESS, CONTRACTS, PROFITS, ANTICIPATED SAVINGS, GOODWILL, REVENUE, OR DATA, OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE WEBSITE, THE SERVICES, OR ANY LICENSED TOOLS, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE), EVEN IF IDEA CUSTOM SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IDEA CUSTOM SOLUTIONS’ TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE WEBSITE, THE SERVICES, OR ANY LICENSED TOOLS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU FOR THE SPECIFIC ORDER OR SERVICES GIVING RISE TO THE CLAIM.
