Terms Of Service
This website is operated by CUSTOM SHOE WEB LLC. Throughout the site, the terms “IDX Shoes”, “IDX” “we”, “us” and “our” refer to CUSTOM SHOE WEB LLC. IDX Shoes offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.
By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
ONLINE STORE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
PUTTING CONTENT ON IDX SHOES SITE
You keep the copyrights to any content you submit or upload to the website. In order to receive the IDX Shoes services you grant IDX a non-exclusive royalty free license to use and archive the content in accordance with or as reasonably contemplated by this agreement.
When you submit or upload content on the website you represent and warrant that:
- you own all copyright in the content, or if you are not the owner, that you have permission to use the content, and that you have all of the rights required to display, reproduce and sell the content;
- the content you upload will not infringe the intellectual property rights or other rights of any person or entity, including copyright, moral rights, trade mark, patent or rights of privacy or publicity;
- your use of the website will comply with all applicable law, rules and regulations;
- the content does not contain material that defames or vilifies any person, people, races, religion or religious group and is not obscene, pornographic, indecent, harassing, threatening, harmful, invasive of privacy or publicity rights, abusive, inflammatory or otherwise objectionable;
- the content does not include malicious code, including but not limited to viruses, trojan horses, worms, time bombs, cancelbots, or any other computer programming routines that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, data, or personal information; and
- the content is not misleading and deceptive and does not offer or disseminate fraudulent goods, services, schemes, or promotions.
- you give your consent for IDX Shoes to use your uploaded content in IDX Shoes social media accounts, advertisements and articles on other websites crediting you and if possible linking to your social media accounts
IDX Shoes reserves the right to review and if in its sole discretion deemed necessary, remove any content from the website and / or cancel your account, because that content breaches your agreement with us and / or any applicable laws, or otherwise. You agree to indemnify IDX SHoes in respect of any direct or indirect damage caused due to your breach of one or more of these warranties.
PRODUCTS AND SERVICES
We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate. The preview on our sneaker designing tool is for illustration purposes only. Actual product may vary.
We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us.
We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations.
If you receive a damaged product, then you must email IDX Shoes customer service within 14 days of receipt to tell us about the nature of the damage and to arrange for a new product to be sent to you at no cost to you.
Please be aware that publishing to the website is creator-controlled and we do not screen all of the content on our website. It is the customer’s responsibility to verify the quality of the content (including but not limited to misspelled words, grammatical errors, formatting, design or overall appearance) before ordering a product. This damaged goods policy does not apply to content, only to the physical product.
ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made.
You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information so that we can contact you as needed.
It is the customer’s responsibility to ensure the product delivery address is correct. IDX Shoes takes no responsibility for any product a customer does not receive because of errors in the delivery address given to us.
For more detail, please review our Returns Policy.
CUSTOMS FEES AND DUTIES
IDX product price doesn not inlcude any consumer taxes. You are responsible for any local customs charges, import taxes or duties or any similar charges related to your shipments. You must figure out whether any of these charges will become due, and arrange for their payment. Check with your local authorities to learn more about tax liability when receiving sneakers shipped from China P.R.C.
You are responsible for actions made on the website using your password, including any products purchased or sold and any content displayed or messages sent, even if these actions were not approved or contemplated by you. You are solely responsible for any loss caused by any use of your password by you, or any other person.
You agree that you will not disclose your password to any other person and you will not keep your password where it can be copied or used by anyone other than you. If you suspect someone else knows your password, you must change it immediately.
OFFERING YOUR ART FOR SALE
Any member may offer their art for sale on the website by appointing IDXshoes to facilitate the transaction on the terms set out in the Services Agreement in Appendix A. By agreeing to the terms of this user agreement you expressly agree to the terms of the Services Agreement in Appendix A, which will apply from the date on which you offer your first art for sale and your continued use of the website will constitute ongoing agreement to the terms therein as updated from time to time.
You grant IDXshoes permission to dispose of any inventory that becomes excess as a result of refund, reprint, fraud, product sampling or promotional activities, in any manner we see fit.
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
Certain content, products and services available via our Service may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
INTELLECTUAL PROPERTY RIGHTS AND LICENSE
By submitting designs to IDX Shoes, you grant IDX a non-exclusive, worldwide, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of and display the content of such listings in connection with IDX's (and its successors' and affiliates') services and business, including without limitation for promoting and redistributing part or all of the IDX site (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the IDX site a non-exclusive license to access your content through the site, and to use, reproduce, distribute, and display such content as permitted through the functionality of the site and under this User Agreement. The above licenses terminate within a commercially reasonable time after you remove or delete your listings from the IDX Shoes site. The above licenses granted by you in user comments you submit, are perpetual and irrevocable.
All intellectual property rights in this website and the IDX service (including the software and systems underlying the IDX service, and text, graphics, logos, icons, sound recordings and software) are owned by or licensed to us. Other than for the purposes of, and subject to the conditions prescribed under relevant Copyright and Trade Mark legislation throughout the world, and except as expressly authorized by this agreement, you may not in any form or by any means:
use, adapt, reproduce, store, distribute, print, display, perform, publish or create derivative works from any part of this website; or
commercialize any information, products or services obtained from any part of this website,
without our written permission.
If you use any of our trade marks in reference to our activities, products or services, you must include a statement attributing that trade mark to us. You must not use any of our trade marks in or as the whole or part of your own trade marks; in connection with activities, products or services which are not ours; in a manner which may be confusing, misleading or deceptive; or in a manner that disparages us or our information, products or services (including this website).
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.
You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation or conditions of any kind, except that of Return Policy.
In no case shall IDX Shoes, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
You agree to indemnify, defend and hold harmless IDX Shoes and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
Any dispute, controversy, difference or claim arising out of or relating to this contract, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration under the UNCITRAL Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be the law of England and Wales. The appointing authority shall be London Court of International Arbitration.
You and IDXshoes agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. You and IDXshoes agree that any cause of action arising out of or related to the IDXshoes site (including but not limited to any services provided or made available therein) or this Agreement must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
If you have a dispute with one or more users or sellers, you release IDXshoes (and IDXshoes's officers, directors, agents, subsidiaries, joint ventures and employees) from claims demands and damages (actual and consequential) of every kind of nature, known and unknown, arising out of or in any way connected with such disputes.
APPENDIX A – SERVICE AGREEMENT
You wish to use IDXshoes’s services to facilitate marketing and sale of your art and to arrange for manufacture and delivery of a physical product ("your product") once an order has been made through www.idxshoes.com ("the website"). IDXshoes will provide these services on the terms set out in this Services Agreement.
(The terms “IDXshoes”, “we”, “us”, “our” refer to Custom Shoes Web Ltd)
1.1 IDXshoes, acting as independent contractor under your instructions will market to and obtain orders from customers for the purchase of your products over the website and on instruction from you, IDXshoes will arrange for third parties to fulfil those orders by facilitating payment for and manufacture of your products (“Services”). IDXshoes will then arrange for the delivery of your products as per the customer’s instructions.
1.2 IDXshoes will provide the Services pursuant to this agreement until termination in accordance with its terms.
1.3 You agree that IDXshoes is free to act in any capacity for any other person interested in promoting, marketing and obtaining orders from members of the public for the purchase of their arts over the website, including any art that is the same as, or similar to, your products.
2. LICENSE AND STANDING INSTRUCTIONS
2.1 You grant IDXshoes a non-exclusive royalty free license to use your intellectual property relating to your products for the purpose of enabling us to carry out the Services.
2.2 You hereby instruct Custom Shoes Web Ltd to facilitate payment, manufacture and shipping in respect of the orders for your product(s) via the website and Custom Shoes Web Ltd will facilitate such payment, manufacturing and shipping in accordance with reasonable business practices unless you otherwise instruct prior to the placement of that order by a customer.
3. SALE OF YOUR PRODUCTS
3.1 The retail price charged to customers who purchase your product is made up of the manufacturing fee charged by the third party manufacturer, IDX’s fee for hosting the marketplace, facilitating the transaction and shipping (the manufacturing fee and IDX’s fee are referred to collectively, and inclusive of tax, as the “base amount”), your creator margin (“your margin”), and any relevant tax (such as Sales Tax, GST, VAT, etc). When making each individual work available for sale you are able to select any percentage markup you wish, greater than or equal to 0, above the base amount but below the automated upper limit set by IDXshoes (subject to change from time to time). The percentage markup selected by you on the website for each of your products is used to calculate the dollar value of your margin for each sale.
3.2 You may change the percentage markup on top of the base amount at any time by changing your selection on the website. We may change the base amount at any time without specific notice to you and this will affect the dollar value of your margin, which is calculated as a percentage of the base amount (e.g. if we increase our base amount, your margin will also increase). The retail price will not change on an individual sale after a customer has submitted an order to the website.
3.3 IDXshoes will send you an email to the email address you registered in your account to notify you when an order has been placed for your products.
3.4 You agree that IDXshoes makes no representation that it will be able to procure an order for your products, whether at the retail price or at all, nor that you will obtain any benefit by entering into this Services Agreement.
3.5 All items purchased from the website are manufactured and delivered pursuant to arrangements with third party suppliers under your instructions.
4. PAYMENT TERMS
4.1 You authorize Custom Shoes Web Ltd to collect, hold and distribute the retail price and shipping charges (“sale proceeds”) from customers on the terms set out in this clause 4.
4.2 You authorize Custom Shoes Web Ltd to deduct the base amount from the sales proceeds for your products before distributing your margin.
4.3 We will initiate a PayPal deposit after a 30 day grace period, so that we can account for any cancelled orders. Cleared earning are paid to your account at the beginning of the next month according to clause 4.4 of this agreement.
4.4 If your earnings for the month in the applicable currency are less than 25 United States of America Dollars (hereafter 'US$'), 20 Euros or 15 British Pounds then Custom Shoes Web Ltd reserves the right to roll that amount over to the following month and continue to roll it over until you have earned at least the amount mentioned above.
4.5 Despite clauses 4.4 you may request payment at any time for the full amount in your account and a US$5 administration fee will apply. Custom Shoes Web Ltd will pay this amount to you within 7 days of your request.
4.6 We will deposit payment to your PayPal account in the same currency you sneakers were purchased in.
4.7 It is your responsibility to ensure IDXshoes has current details of your PayPal account details. IDXshoes will not be liable for any loss suffered by you if you provide us with incorrect details in relation to the payment method. If we are unable to pay you because you have given us incorrect details or your details are out of date, we will hold your margin for up to 12 months from the payment date. If you have not notified IDXshoes of any amendment to the payment method details in that time, you authorize us to donate your margin proceeds to a charity of our choice.
4.8 IDX Shoes keep its rights to terminate this agreement and withhold any payments amounted for sale of product if we suspect that you are using IDX Shoes marketplace for any scams.
4.9 You will not hold IDX Shoes responsible for any loses, future loses, unrealized profit or any other claims in case of 4.8 clause of this Agreement.
5. TAXATION RESPONSIBILITY
5.1 Each party is responsible for their own taxes associated with each transaction and will account for any taxes imposed by governments or governing authorities, and related accounting or audit requirements arising out of, as a result of, incidental to, or in connection with obligations under this Services Agreement. We recommend that you consult with your tax advisor as to the application of taxes for you, as the seller of the merchandise. This may include sales tax, VAT, GST and other transactional taxes.
5.2 For the avoidance of doubt, all tax-related reporting responsibilities by you to relevant tax authorities are entirely your responsibility.
6.1 You hereby indemnify and will keep IDXshoes indemnified from and against all claims, debts, accounts, expenses, costs, liens, actions and proceedings of any nature whatsoever, whether known or unknown by any person, arising from, incidental to, or by virtue of, the appointment, or any breach or non performance of your obligations under this Services Agreement or arising out of your wilful act, neglect or default in the performance of such obligations.
6.2 This clause 6 will survive the termination of this Services Agreement.
7. LIMITATION LIABILITY
7.1 In no case will IDXshoes be liable for any consequential loss or damage suffered by you arising from this Services Agreement. To the extent permitted by law, all warranties and conditions implied by law are hereby expressly excluded.
8. TERMINATING THIS AGREEMENT
8.1 You can give notice of termination of this Services Agreement by closing your through your IDXshoes Dashboard.
8.2 IDXshoes may give notice of termination of this Services Agreement to you in writing at any time.
8.3 After notice of termination in the manner described in either clause 8.1 or 8.2, you authorize us to complete any transactions in progress in relation to your products, which we will do on the terms of this Services Agreement. Termination of this Services Agreement will take effect once these transactions have been completed.
8.4 Upon termination of this Services Agreement by either party, IDXshoes will pay you any accrued member margin proceeds from your account, less a US$5 administration fee.
Questions about the Terms of Service should be sent to us at email@example.com.