Acceptance of These Terms
These Terms of Service govern your use of the website at https://www.haydensmythart.hair and any commission you place with Hayden Smyth Art LLC, 928 Amberly Dr, North Salt Lake - 84054-5063, United States (US). By browsing the website, sending an enquiry, paying a deposit or accepting a quotation, you agree to be bound by these terms. If you do not agree, please do not use the website and do not place a commission.
These terms apply in addition to any individual written agreement you sign with the studio. Where a signed agreement conflicts with these terms, the signed agreement prevails for that commission. We keep these terms short enough to read in one sitting and specific enough to be useful, and we are glad to explain any clause before you commit to anything.
You confirm that you are at least eighteen years old and legally able to enter a contract, or that you are acting with the authority of a person who is. Where you commission work for an organization, you confirm that you are authorised to bind that organization to these terms.
Definitions
In these terms, the words below carry the following meanings. The Company, we, us and our refer to Hayden Smyth Art LLC. The Client, you and your refer to the person or organization commissioning work or using the website. The Website refers to the pages published at https://www.haydensmythart.hair and any subdomain or successor address.
A Commission means a painting, a study, a framed piece or any other physical or digital work that the Company agrees to create for the Client. A Study means a smaller preparatory painting made before a full commission. A Gift Certificate means a written instrument issued by the Company that entitles the holder to commission work up to a stated value.
Client Material means photographs, documents, instructions or other content that the Client provides to the Company for use in a Commission. Finished Work means a Commission after it has been completed, varnished and, where agreed, framed.
Use of the Website
The website is provided for information and for enquiries. You may read the pages, view the worked examples and contact the studio. You may not copy the pages, scrape the content, republish the images or use the website in a way that damages the studio, overloads the server or interferes with another visitor.
We grant you a limited, revocable, non exclusive licence to view the website for personal or internal business purposes. This licence does not permit you to resell our content, to frame our pages inside another site, to remove our notices or to use automated tools to harvest information from the site. Any other use requires our written permission.
We may change, suspend or withdraw any part of the website at any time without notice. We do not guarantee that the website will always be available or free of faults, and we may carry out maintenance that interrupts access. Where a fault affects an enquiry already in progress, contact us by email or telephone and we will handle the matter directly.
Commissioning a Painting
A Commission begins when the Client contacts the studio and the Company accepts the work in writing. An enquiry alone does not create a contract, and the Company is free to decline a Commission for any lawful reason, including a subject it does not feel able to paint well or a schedule that cannot be met honestly.
The Client agrees to provide clear instructions about the subject, the approximate size, the intended use and the deadline. The Company agrees to describe what it will produce, the materials it will use and the estimated completion window. Where a Commission involves the likeness of a third person, the Client confirms that the necessary permission has been obtained.
Once the Company accepts the Commission and the Client pays the agreed deposit, the work is scheduled and the terms of that Commission are fixed for both parties. Any later change of subject, size or deadline is handled as a variation and may affect the price and the completion date, in which case the Company will explain the effect before proceeding.
Quotations and Pricing
A quotation states the price for the described work, the materials included and the estimated delivery window. A quotation is valid for thirty days unless it says otherwise, because the cost of linen, framing materials and shipping can change. Prices are stated in United States dollars unless the quotation says otherwise.
The price of a Commission reflects the size of the canvas, the complexity of the subject, the amount of detail, the framing chosen and the time required to paint and cure the work. Additional costs such as expedited shipping, a special frame profile or a rush schedule are itemised separately in the quotation rather than folded quietly into the total.
If the Client requests a change after the quotation is accepted, the Company will issue a written variation showing the revised price. Work on the revised brief begins only once the Client approves the variation. The Company does not raise the price of agreed work without the Client consent, and it does not add hidden charges at delivery.
Deposits, Payment and Billing
A deposit reserves a place in the studio schedule and covers the initial materials and the first stage of the work. The deposit is generally a share of the total price stated in the quotation, and it is non refundable once painting has begun because the studio has already committed time and materials to that specific Commission.
The balance falls due when the Finished Work is approved, before delivery or collection. The Company may require full payment before shipping for a first time client, and it may offer staged payments for a large Commission by written agreement. Invoices state the amount due, the due date and the accepted payment methods.
Late payment may delay delivery or collection, and the Company may charge reasonable interest on an overdue balance where the law allows. The Client is responsible for any bank or transfer fee charged by the Client own institution. The Company does not store full payment card numbers and processes card payments through a provider that meets current security standards.
Client Photographs and Material
The Client grants the Company a licence to use the Client Material for the purpose of the Commission, including reproducing, cropping and modifying the images as needed to prepare the painting. This licence is limited to the Commission and does not transfer ownership of the Client Material to the Company.
The Client confirms that it owns the Client Material or has the right to use it, and that providing it to the Company does not infringe the rights of any other person. The Client will not send material that is unlawful, that depicts a person without permission or that the Client is not entitled to share.
The Company will store the Client Material securely and will not publish it without written permission. The Company may keep a private copy for as long as needed to complete the Commission and to answer reasonable follow up requests, and it will delete the material on request as described in the Privacy Policy.
Commission Studies
A Study is a small preparatory painting that tests the pose, the crop, the palette and the light before a full Commission begins. The Company may recommend a Study for a complex subject, and the Client may request one for any Commission. A Study is a working document, and the Company makes no promise that it will be a finished exhibition piece.
Where a Study is included and the Client then proceeds to the full Commission, the Study fee is credited toward the total price unless the quotation states otherwise. If the Client decides not to proceed after seeing the Study, the Study fee is retained by the Company and the Client keeps no right to the Study unless the parties agree a separate price for it.
A Study does not commit the Company to a particular finished composition, because the painting process may reveal a better solution. Where the Company proposes a meaningful change to the plan, it will explain the reason and seek the Client agreement before carrying the change into the full canvas.
Review and Approval
The Company shares progress images at agreed points so that the Client can see the likeness arrive and raise concerns early. The Client agrees to respond within a reasonable time so that the schedule can hold. Silence beyond two weeks may be treated as approval to continue to the next stage, and the Company will say so when it happens.
Minor finishing adjustments requested at the approval stage are included in the price where they fall within the agreed brief. A request that changes the subject, the size or the composition after the painting is well advanced is a variation and may carry an additional charge, which the Company will quote before starting the extra work.
Approval of the Finished Work, whether written or given by accepting delivery, confirms that the Client is satisfied with the painting and its framing. Once the Work is approved and delivered, later requests for repainting are treated as a new Commission rather than as part of the original one.
Production Timelines
The Company gives an estimated completion window in the quotation, and it works to that window in good faith. Oil paint must cure and varnish must set, and the Company will not shorten those stages to meet a date because doing so would damage the painting. A Client with a firm deadline should state it at the start so that the schedule can be planned honestly.
Timelines may move if the Client changes the brief, if Client Material arrives late or is unsuitable, if a payment is delayed or if an event beyond the Company control interrupts the studio. When a delay is likely, the Company will tell the Client as soon as it knows and will offer a revised schedule rather than leaving the Client to wonder.
A deadline the Company cannot meet is a deadline it will not pretend to meet. If the requested date is impossible, the Company will decline the Commission or propose a later date, and the Client is free to walk away before any deposit is paid.
Framing and Varnishing
Unless the quotation states otherwise, a Finished Work is varnished before it leaves the studio. Varnish protects the paint film from dust, light and ordinary handling, and the Company uses a removable varnish so that a future conservator can clean the painting safely. The Company waits the proper curing interval before varnishing and will not rush this step.
Where framing is included, the Company selects or supplies a frame suited to the size and the intended wall, and it may seek the Client input before the frame is ordered. A custom frame or a specialised profile may extend the schedule and add to the price, which the Company will state in the quotation or in a variation.
If the Client supplies its own frame, the Company will fit the painting where the frame is suitable, and it may decline to use a frame that would damage the canvas or fail to support it. The Company is not responsible for the condition of a Client supplied frame or for damage caused by a frame it did not provide.
Delivery and Collection
Finished Work is shipped from North Salt Lake in protective packaging suitable for an oil painting, or collected by appointment at the studio address. Shipping costs are quoted separately and depend on size, destination and the level of tracking and insurance the Client chooses. Delivery dates are estimates provided by the carrier rather than promises by the studio.
Risk in the Finished Work passes to the Client on delivery or collection, and the Client should inspect the painting promptly and report any damage within a short period so that a claim can be made. The Client should keep the packaging until the painting has been inspected, in case a return is needed.
For an international shipment, the Client is responsible for customs duties, import taxes and any clearance fee charged by the destination country. The Company will complete the required export paperwork accurately but cannot control the speed or the decisions of a customs authority.
Cancellation and Refunds
The Client may cancel a Commission in writing at any time. If cancellation happens before painting begins, the Company refunds any amount paid beyond the deposit. If cancellation happens after painting has begun, the deposit is retained and the Company may charge for the work already completed, calculated on the progress made at the time of cancellation.
Where a Study has been made and approved, the Study fee is non refundable because the work has been delivered as a separate piece of value. Where a Commission is cancelled after approval and before delivery, the Client owes the balance for the completed painting, and the Company may sell the painting to another buyer or retain it at its discretion.
The Company may cancel a Commission in the rare case of illness, an unresolvable conflict about the brief or a breach of these terms by the Client. If the Company cancels for its own reasons, it refunds every amount paid for work not yet completed, so that the Client is not left out of pocket for work that will never arrive.
Gift Certificates
A Gift Certificate is issued in writing with a stated value and no expiry pressure, and it may be redeemed against any Commission the Company offers. The holder chooses the subject, the size and the timing, and the value is applied to the quotation when the Commission is placed. A Gift Certificate is not redeemable for cash except where the law requires it.
The giver and the holder are separate people, and the Company treats the holder as the client for the purpose of the Commission once the certificate is presented. The Company will keep the giver details confidential and will not disclose the choice of subject to the giver without the holder permission.
If a Commission costs more than the certificate value, the holder pays the balance in the ordinary way. If it costs less, the difference is applied to a further Commission or retained as a credit for the holder, as the holder prefers.
Intellectual Property
The Company owns the copyright and all other intellectual property rights in its paintings, its studies, its preparatory drawings and the content of the website, unless a written agreement says otherwise. This includes the design, the text, the images and the studio name and marks. No transfer of copyright takes place merely because a Client commissions or pays for a painting.
The Client may not reproduce a Finished Work, print copies, sell merchandise bearing the image or license the image to another party without the Company written permission. The Company may grant a licence for a specific use such as a book cover or a company brochure on terms agreed in writing.
Where the Company permits the display of a finished painting in its portfolio or on its website, that permission is limited to promotion of the studio and does not transfer any rights to the Client or to a third party. The Company will honour a Client request to keep a painting entirely private and will record that instruction in the Commission file.
Client Rights in Finished Work
The Client who commissions a painting receives the physical painting and the right to display it privately, to hang it in a home or an office, to lend it to a family member and to bequeath it. The Client may sell the physical painting as a second hand object, but the sale does not carry any right to reproduce the image.
The Client may photograph its own painting for personal use and may share a photograph on a personal social account with a credit to Hayden Smyth Art LLC. Commercial use of the image, including advertising, publishing and merchandise, requires a licence from the Company.
Where a Commission is made for an organization, the organization receives the same physical rights as an individual client, and any wider rights such as the right to use the image in its own marketing must be agreed in writing and may carry a separate fee. This keeps the studio able to protect its work while giving clients a clear and reasonable scope of use.
Prohibited Uses
You may not use the website or a Commission for an unlawful purpose, to infringe another person rights, to harass or defame any person or to create material that is obscene, hateful or otherwise unlawful. The Company may decline or cancel a Commission that would require it to produce such material.
You may not attempt to gain unauthorised access to the website, to its server or to any account connected with the studio. You may not introduce a virus, a harmful script or any other disruptive technology, and you may not use the website to send unsolicited commercial messages.
You may not remove a copyright notice from a painting, misrepresent a Hayden Smyth Art LLC work as your own, or pass a copy of a work off as an original. The Company reserves the right to take reasonable steps, including legal action, to stop a prohibited use and to recover its losses.
Warranties and Disclaimers
The Company warrants that it will perform a Commission with reasonable skill and care, using materials suitable for the work and the agreed brief. The Company warrants that the Finished Work will be an original painting made by the studio and not a print of a pre existing image.
The website is provided as it is and as it is available. To the extent the law allows, the Company disclaims implied warranties of merchantability, fitness for a particular purpose and non infringement. The Company does not warrant that the website will be uninterrupted or error free, or that a colour shown on your screen will match the colour of the finished painting exactly.
The Company will describe a painting honestly, including its size, its materials and its framing, and it will not overstate what it has made. A client who is unsure about any detail should ask before the work begins, and the Company will give a plain answer.
Limitation of Liability
To the fullest extent the law allows, the Company is not liable for indirect, incidental, special, consequential or punitive damages arising from the website or a Commission, including lost profit, lost opportunity or emotional distress. The Company liability for a direct claim is limited to the amount the Client paid for the Commission giving rise to the claim.
Nothing in these terms excludes liability that cannot lawfully be excluded, such as liability for fraud, for death or personal injury caused by negligence, or for any other matter that the law does not permit a business to exclude. Where a limitation is not permitted by the law that applies to you, that limitation does not apply to you, and the rest of these terms continue in force.
The Company is not responsible for the acts of a shipping carrier, a customs authority, a payment provider or any other third party, though it will help a Client pursue a reasonable claim against such a party where the Company holds the relevant records.
Indemnity
The Client agrees to indemnify and hold harmless Hayden Smyth Art LLC against any claim, loss, cost or expense arising from Client Material that infringes the rights of another person, from a breach of these terms by the Client or from a misuse of a Finished Work by the Client.
This indemnity covers reasonable legal costs and covers the cost of removing an infringing use, but it does not cover a claim caused by the Company own negligence or by the Company failure to follow the agreed brief. Where a claim is made, the Client will be told promptly and will be given a fair chance to respond.
The Company will cooperate with the Client in defending a claim where the Company holds relevant records, and the Client will reimburse reasonable costs of that cooperation. This clause survives the completion or the cancellation of a Commission.
Events Beyond Our Control
The Company is not in breach of these terms where a delay or a failure is caused by an event beyond its reasonable control. Such events include a natural disaster, a fire, a flood, an epidemic, a strike, a transport disruption, a failure of a utility or a supplier, a cyber incident and an act of government.
Where such an event occurs, the Company will tell the Client as soon as it can, will take reasonable steps to reduce the effect and will propose a revised schedule. If the event continues for an extended period, either party may cancel the affected Commission, and the Company will refund amounts paid for work not yet completed.
A shortage of a particular pigment, canvas or frame profile is treated as a supply disruption, and the Company will offer a close alternative or a revised date rather than substitute a materially different material without telling the Client.
Governing Law and Disputes
These terms are governed by the laws of the State of Utah and the federal laws of the United States, without regard to conflict of law rules. The parties submit to the jurisdiction of the courts of Utah for any dispute that cannot be resolved by discussion.
Before starting formal proceedings, the parties agree to try to resolve a dispute in good faith by writing to each other and, where useful, by a short telephone call. Most disagreements about a portrait can be settled by looking at the painting together and agreeing what, if anything, should change.
If a dispute proceeds to court, the prevailing party may recover reasonable legal costs where the law allows. Nothing in this clause prevents either party from seeking urgent relief to protect its rights or from bringing a claim in a small claims court where the amount in dispute qualifies.
Changes to These Terms
The Company may update these terms from time to time to reflect a change in its practices or in the law. The current version is always the one published on the website, and the date at the foot of the page shows when it was last revised.
A change applies to a Commission that begins after the change takes effect. A Commission already in progress continues under the terms that applied when the deposit was paid, unless the Client agrees to the new terms in writing. This protects a client who has already committed to a price and a schedule.
If a change is material and affects an active Commission, the Company will tell the affected Client by email before the change takes effect for that Commission. Continuing to use the website after a change is published confirms that you accept the updated terms for future activity.
Contact Information
Questions about these Terms of Service should be sent to Hayden Smyth Art LLC at 928 Amberly Dr, North Salt Lake - 84054-5063, United States (US). You can email art@haydensmythart.hair or telephone +18145544377 during studio hours, which run Monday to Friday from 9:00 to 17:00 Mountain Time.
Please include your name, the email address used for your enquiry and a clear description of your question. If your query concerns a Commission, the approximate date and the subject of the painting help the studio find the right records quickly, and it can then answer with reference to the exact terms that applied.
The Company values a fair and direct relationship with every client and would rather discuss a concern than see it grow into a dispute. Write to the studio and it will respond as promptly as the working schedule allows.