[On Approval] Terms of Service


These terms and conditions for Paid Services (as defined below) (these “Paid Services Terms & Conditions”) govern the rental or purchase of artwork or other items from onapproval.com (“Property”) and services, such as a subscription plan, delivery, installation, or pick-up, (“Services”) by a renter or purchaser of such Property or Services (hereinafter referred to as “You” or “Your” from [On Approval] (“[On Approval]”, “we”, “our”, or “us”). Notwithstanding anything to the contrary in these Paid Services Terms & Conditions, if a rental agreement (“Rental”) or other written agreement is entered into and signed by both parties covering the rental or purchase of the Property or Services, the terms and conditions of such rental agreement or written agreement will prevail to the extent such terms and conditions are inconsistent with these Paid Services Terms & Conditions.

Ordering Property or Services

You may select Property and the related Services, if applicable, on onapproval.com. Your selections will be detailed in an order confirmation email and/or on the final page of Your applicable agreement. Your commencement date and initial rental term for the rental of such Property will be determined by You and [On Approval] prior to delivery.

In addition to selecting Property, the application to rent such Property may involve several steps, including: (i) providing certain personal details, such as your name, phone number, and address; (ii) answering several optional questions about yourself, such as your budget and artwork preferences; (iii) providing payment information to our third-party payment processor (the “Payment Processor”), such as a direct debit information for an account with a financial institution or a credit card that You provide (Your “Billing Account”) for the purpose of future processing of any payments to us that you authorize, including but not limited to artwork rental, purchases, and related fees; (iv) electing to share certain personally identifiable information with third party websites, services, or applications for the purposes of running a credit check; (v) a brief phone interview with one of our team members; and (vi) entering into a Rental agreement with [On Approval], and agreeing to pay the applicable fees.

Fees & Charges

The applicable fees and charges for the Services are posted on the [On Approval] website or provided during the Property ordering process and/or listed in Your rental agreement, in addition to the fees detailed in these Paid Services Terms and Conditions.

Total of Payments

The estimated total amount of payments You will have paid by the end of an initial rental term will be indicated in Your rental agreement, subject to any additional fees and charges described in these Paid Services Terms & Conditions or such rental agreement. Subsequent updates to the estimated total may be confirmed during the ordering process or via email for any Property changes.

The amount You will have paid by the end of Your rental term will be dependent on the length of such rental term and the Property included in the rental agreement during such rental term.

Billing and Payment

You agree to pay all fees and expenses set forth in your order confirmation and/or Your rental agreement in accordance with these Paid Services Terms & Conditions. [On Approval] uses a Payment Processor to bill You through Your Billing Account. You acknowledge and agree that any payment method and related billing and payment information that You provide to [On Approval] may be shared by [On Approval] with companies who work on [On Approval]’s behalf, such as [On Approval]’s Payment Processor and/or credit agencies, solely for the purposes of checking credit, processing payment to [On Approval] and servicing Your Rental agreement. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Paid Services Terms & Conditions. [On Approval] is not responsible for any error by the Payment Processor. You agree to pay [On Approval], through the Payment Processor, for all amounts provided at the prices then in effect in accordance with the applicable payment terms. You authorize [On Approval], through the Payment Processor, to charge Your chosen payment provider and method (Your “Payment Method”). You agree to make payment using that selected Payment Method.

The terms of Your payment will be based on Your Payment Method and may be determined by agreements between You and the financial institution, credit card issuer or other provider of Your chosen Payment Method. If [On Approval], through the Payment Processor, does not receive payment from You, You agree to pay all amounts due on Your Billing Account upon demand, subject to any Late Payment Fees (defined below).

The payments under an applicable rental agreement consist of the monthly payments and other applicable fees & charges detailed in Your rental agreement and any additional fees or charges communicated to You by [On Approval]. You accept responsibility for all recurring charges prior to the termination or expiration of Your rental agreement. [On Approval] may submit the monthly rent charges without further authorization from You.

The amount due for Your initial Property and Services is due and payable on the commencement date listed on your rental agreement, and each subsequent monthly payment is due and payable on each monthly anniversary of the initial delivery date of such Property until the end of Your rental term, unless otherwise specified or if You cancel or modify Your rental agreement as described in such rental agreement. Note: Rent and other fees and charges may be subject to sales and use tax, which vary by state and locality.

You must provide current, complete and accurate information for Your Billing Account. You must promptly update all information to keep Your Billing Account current, complete and accurate (such as a change in billing address, credit card number, or credit card expiration date), and You must promptly notify [On Approval] or the Payment Processor if Your Payment Method is cancelled or if You become aware of a potential breach of security that may affect Your Billing Account or payment. Such information can be changed by emailing [On Approval]’s support at [email protected] If You fail to provide any of the foregoing information, You agree that [On Approval] may continue charging You under Your Billing Account unless You have terminated these Paid Services Terms & Conditions or Your Rental agreement.

Late Payment Fees

You will be charged a fee of $250.00 (unless restricted by law) for each month that Your monthly rent is not paid in full with Your Payment Method by the monthly payment date listed in your rental agreement (“Late Payment Fee”). Additionally, You will be subject to a monthly interest charge of 1.5% or the maximum rate permitted by applicable law, whichever is lower, on all balances that are more than 30 days past due. These fees and charges will be in addition to all other remedies available to [On Approval] in the event You fail to keep Your Billing Account current. Notwithstanding the foregoing, [On Approval] reserves the right to unilaterally amend the Late Payment Fee upon 60 days prior written notice to You.

Taxes

You agree to pay all applicable sales and use taxes in connection with Your rental of the Property and taxable services provided.

Delivery and Pick-up

[On Approval] will deliver and pick-up the Property at the address specified above and on the mutually agreed date confirmed via electronic communications or phone call. You grant [On Approval] permission to enter and access Your premises for the purposes of delivering and assembly and picking up the Property and will provide [On Approval] with all necessary or desired assistance in connection with such access. You, or an adult (at least 18 years of age) on your behalf, must be present to sign for and acknowledge the delivery of any Property and the condition of such Property once it is assembled (if applicable) and placed in your residence or office. This signature confirms that you have received your Property delivery from [On Approval] and have inspected and acknowledge the condition of such Property upon delivery and installation. [On Approval] will have no liability for damages resulting from any delay in delivery or pick-up of the Property or as a result of or in connection with the delivery of such Property.

Additional Delivery Fee

If, through no fault of [On Approval], an additional delivery must be made, such as when there are additions, deletions, or modifications to the Property, an additional delivery fee will be due and charged to Your Payment Method. Additional fees may apply, including but not limited to restocking, rescheduling or cancellation fees. Visit our FAQ or email [On Approval] support at [email protected] for more information.

Property Additions, Returns, and Modifications

After the initial delivery, any additions or returns to the Property will be confirmed in writing between You and [On Approval] and will be subject to the terms and conditions of these Paid Services Terms & Conditions or Your Rental agreement. Any such additions or returns may result in changes to Your monthly rent and/or delivery or pick-up fees.

Early Termination / Cancellation

You may cancel these Paid Services Terms & Conditions or Your Rental agreement by speaking with a representative at [email protected] or by reaching out to your account manager assigned to you after you place an order for Property (Your “Account Manager”) at any time. Early termination of these Paid Services Terms & Conditions or Your rental agreement within 3 business days after initial delivery will result in a $500 early termination fee per artwork (which includes the pick-up fee). The refund for an early termination of these Paid Services Terms & Conditions or Your Rental agreement will be made to Your Payment Method. Cancellation of these Paid Services Terms & Conditions or Your Rental agreement will result in a cancellation fee as detailed in this section or as otherwise listed on our FAQ.

Contact and Communications

You agree that [On Approval], or its authorized third party service providers on [On Approval]’s behalf, may contact You using any telephone number(s) that You have provided, or that You provide in the future, or that is obtained from another source, even if the number is for a mobile telephone and using the number results in charges to You by Your mobile service provider. You also agree that [On Approval], or its authorized third party service providers on [On Approval]’s behalf, may leave an auto dialed or prerecorded message or use other technology to make contact with You. You further agree that if You gave us a mobile phone number in your application, or if You later provide or provided a mobile phone number, or if a mobile phone number for You is obtained from another source, we may contact You by text message on that mobile phone regarding Your account, notwithstanding the fact that there is a possibility that a third party may see the text message to You. You represent that any mobile phone number You have provided or will provide is Your mobile phone number alone. You may cancel this consent by providing us with notice in writing. We reserve the right to access, read, preserve, record, and disclose any information or communications via phone, email, or text message as we reasonably believe is necessary to: satisfy any applicable law, enforce these Terms, enforce the terms of Your rental agreement, respond to user support requests; or protect our, our users’ or the public’s rights, property or safety.

Responsibility for Maintaining the Property

[On Approval] performs a condition report on the Property prior to delivery to create an accurate condition record. You acknowledge and agree that You will inspect the Property prior to taking possession and You will accept delivery of the Property only after You determine that the Property is in good condition. You are responsible for maintaining the Property in good condition, and for any damage, loss, or destruction to the Property while in Your possession. Whether the Property is damaged, lost, or destroyed will be determined in [On Approval]’s sole and absolute discretion. In the event of any damage, loss, or destruction to the Property, [On Approval] will charge You its cost of replacing or repairing the Property, including materials, parts and labor, plus any applicable service fees. You will not remove any item of Property from the delivery address or installed location without [On Approval]’s prior written approval. If You fail to return the Property as required under these Paid Services Terms & Conditions or Your Rental agreement, You will be liable to [On Approval] for an amount up to the retail price of the Property plus handling fees, in addition to all other payments and fees due under these Paid Services Terms & Conditions or Your Rental agreement.

You agree to indemnify and defend [On Approval] and its officers, directors, employees and agents from any and all liabilities, claims, suits, losses, damages, costs, and expenses arising from any damage, loss, or destruction of the Property, including but not limited to damage, loss, or destruction due to a claim that the Property caused personal injury, or any breach by You of this Rental agreement. You hereby unconditionally release and discharge [On Approval] and its officers, directors, employees and agents (and each of their successors and assigns) from any and all claims, demands, or suits and any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and real or personal property damage, that is either directly or indirectly related to or arises from Your use of the Property, including, but not limited to personal injury or other damage caused by the Property. If You are a California resident, You hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

Disclaimer of Warranties

[On Approval] is not the manufacturer of the Property provided under these Paid Services Terms & Conditions or Your Rental agreement. THE PROPERTY IS PROVIDED “AS IS”, “AS AVAILABLE” AND WITH ALL FAULTS. [ON APPROVAL] MAKES NO WARRANTY, EXPRESSED, IMPLIED, OR STATUTORY, WITH REGARD TO THE PROPERTY INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.

No Assignment

These Paid Services Terms & Conditions, and Your rights and obligations under these Paid Services Terms & Conditions, may not be assigned by You in whole or in part, and no portion of the Property may be subleased to any third party, in each case without the prior express written consent of [On Approval] and any attempted assignment or sublease in violation of the foregoing will be null and void. These Paid Services Terms & Conditions, and any of [On Approval]’s rights and obligations under these Paid Services Terms & Conditions, including the right to receive payments from You, may be freely assigned by [On Approval].

Title

It is understood that this transaction is a rental agreement and not a conditional sale or financing agreement. Title and ownership to the Property will remain with [On Approval] or its partners, and You will not grant a security interest of any kind or dispose of any item of Property. You must keep the Property free and clear of all levies, attachments, liens, and encumbrances and must not in any way impair [On Approval]’s title in such Property. [On Approval] has the right, but not the obligation, to file a financing statement at any time to file notice of its ownership of the Property.

Default

[On Approval] may terminate these Paid Services Terms & Conditions or Your Rental agreement at any time and repossess the Property without legal process, notice or demand if: (1) You violate any of the terms or conditions of these Paid Services Terms & Conditions or Your Rental agreement and fail to cure such violation within 15 days of receiving notice of the violation; (2) You become insolvent or make any assignment for the benefit of Your creditors; or (3) any proceeding is instituted against You under bankruptcy or similar laws for the relief of debtors or a receiver is appointed for any of Your assets. Upon such termination, without notice or demand, You will become immediately liable to [On Approval] for all of Your obligations under these Paid Services Terms & Conditions or Your Rental agreement, the termination fee and any costs, expenses and damages resulting from Your violation of any terms or conditions of these Paid Services Terms & Conditions or Your Rental agreement, including but not limited to costs related to costs incurred by [On Approval] due to using a collection agency for any outstanding amounts. You will also be liable for all costs, including reasonable attorneys’ fees, which may be incurred by [On Approval] in enforcing these Paid Services Terms & Conditions or Your Rental agreement.

Limitation of Liability

YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL [ON APPROVAL] BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE PROPERTY WHETHER OR NOT [ON APPROVAL] HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THESE PAID SERVICES TERMS & CONDITIONS, THE PROPERTY, OR THE SERVICES, ON ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.

[ON APPROVAL]’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE PAID SERVICES TERMS & CONDITIONS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO [ON APPROVAL] UNDER THESE PAID SERVICES TERMS & CONDITIONS OR YOUR RENTAL AGREEMENT IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT [ON APPROVAL]’S SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE PAID SERVICES TERMS & CONDITIONS OR YOUR RENTAL AGREEMENT.

THE FOREGOING LIMITATIONS ON LIABILITY SHALL NOT APPLY TO THE LIABILITY OF [ON APPROVAL] FOR (A) DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY ITS FRAUD OR FRAUDULENT MISREPRESENTATION.

Dispute Resolution, Arbitration, ad Class Action Waiver

Unless otherwise stated in Your Rental agreement or otherwise in writing, Section 13 (Agreement to Arbitrate Disputes and Class Action Waiver) of the [On Approval] Terms of Use apply to these Paid Services Terms & Conditions. Please read Section 13 of the [On Approval] Terms of Use carefully. It requires You to arbitrate disputes with [On Approval] and limits the manner in which You can seek relief from [On Approval].

Miscellaneous

These Paid Services Terms & Conditions and any disputes related to these Paid Services Terms & Conditions is governed by and will be construed in accordance with the laws of the state of California, without regard to conflict of law provisions. Subject to the binding arbitration provisions in the [On Approval] Terms of Use or Your Rental agreement, You agree the State of California will be the jurisdiction and legal venue for any claim or dispute that has arisen or may arise from these Paid Services Terms & Conditions, provided that [On Approval] reserves the right, and You agree to [On Approval]’s right, to bring legal action in whatever jurisdiction from which the Property was rented, whose laws, at the option of [On Approval], will govern these Paid Services Terms & Conditions. Any waiver or failure to enforce any provision of these Paid Services Terms & Conditions on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. If any portion of these Paid Services Terms & Conditions is held invalid or unenforceable, that portion will be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions will remain in full force and effect. These Paid Services Terms & Conditions, together with any other documents incorporated by reference (including but not limited to Your order email confirmations), constitutes the entire agreement between You and [On Approval] for the rental or purchase of the Property, supersedes all prior agreements between You and [On Approval] for the specified Property, whether written or oral and any terms, and may be amended only by a document signed by both parties.