Effective Date: March 19th, 2018
Last Modified: March 19th, 2018
THE AGREEMENT: The use of this website, ArtinRes.com, and any and all services on this website, provided by Art in Res LLC ("Art in Res LLC" or the "Company"), are subject to the following Terms of Service Agreement (hereinafter the "Agreement"), all parts and subparts of which are specifically incorporated by reference here. This Agreement shall govern the use of all sections, subsections, subdomains, pages, and screens on the website (“Website” or "Art in Res") and any services provided by Art in Res LLC or on Art in Res ("Services").
This Agreement also specifically incorporates by reference the following:
ARTICLE 1 - DEFINITIONS:
The parties referred to in this Agreement shall be defined as follows:
a) Company, us, we: Art in Res LLC, as the creator, operator, and publisher of Art in Res, makes Art in Res, and certain Services on it, available to its Users, defined below. Art in Res LLC, Company, us, we, our, ours and other first-person pronouns will refer to Art in Res LLC, as well as all employees and affiliates of Art in Res LLC.
b) You, the User: You, as a passive or active visitor to Art in Res, or as a User of any of the Art in Res Services, will be referred to throughout this Agreement with second-person pronouns such as you, your, yours, or as User.
c) Artists: Creators of the artworks provided for rental on Art in Res will hereinafter be referred to as “Artists.” Artists refer to those individuals who provide their artworks for use, rental, and if applicable, sale on Art in Res.
d) Collectors: Renters or purchasers of the artworks provided by Artists on Art in Res, will hereinafter be referred to as “Collectors.”
e) Parties: You, as a User of Art in Res, may be an Artist or a Collector. Collectively, the parties to this Agreement, (the Company and you) will be referred to as "Parties".
ARTICLE 2 - ASSENT & ACCEPTANCE:
By using Art in Res, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it. If you do not agree to be bound by this Agreement, please exit the Art in Res website and cease any use of the Art in Res Services. The Company only agrees to provide use of Art in Res and the Services to you if you assent to this Agreement. BY USING ART IN RES, YOU ARE AGREEING THAT ANY DISPUTES BETWEEN YOU AND THE COMPANY WILL BE RESOLVED BY ARBITRATION. SUCH ARBITRATION WILL BE BINDING. YOU ARE HEREBY WAIVING YOUR RIGHT TO A TRIAL OR CLASS ACTION. FURTHER INFORMATION CAN BE FOUND IN ARTICLE 36C BELOW.
ARTICLE 3 - AGE RESTRICTION:
You must be at least 18 (eighteen) years of age to use Art in Res or any Services contained herein. By using Art in Res, you represent and warrant that you are at least 18 (eighteen) years of age and may legally enter into a binding contract with Art in Res. We disclaim any liability for any misrepresentation of your or any other User's age. You further represent and warrant that you are not currently on, and have never been on, any sex offender registry in any local, state, or federal jurisdiction, that you are not a convicted felon, and that you are not prohibited from using Art in Res under the laws of the United States or any applicable jurisdiction. Specifically, you represent and warrant that you are not on the U.S. Treasury Department's list of Specially Designated Nationals. The Company assumes no responsibility or liability for any misrepresentation of your age.
ARTICLE 4 - DESCRIPTION OF SERVICES:
Art in Res is a peer-to-peer online platform for the rental and purchase of works of art (the “Listed Artworks”). Art in Res connects Artists and Collectors and exists primarily as a platform to provide the transaction support needed for both Parties.
Art in Res does not own, create, sell, rent, resell, provide, control, manage, offer, deliver, or supply any Listed Artworks. Artists alone are responsible for the offering of Listed Artworks.
When entering into a transaction regarding the Listed Artworks, the Artists and Collectors are dealing solely and exclusively with each other. Art in Res may engage third-parties to assist in the processing of transactions, but contracts for rental or purchase of Listed Artwork do not and will not involve Art in Res LLC in any manner.
Art in Res has no control over and does not guarantee the existence, quality, safety, or suitability of any Listed Artwork. Further, Art in Res does not and will not assume, and specifically disclaims liability for any Licensed Artwork or other property, real or personal, as discussed further in Article 32 of this Agreement.
You acknowledge and agree that Art in Res has no control over, or responsibility for, contractual relationships between Artists and Collectors.
ARTICLE 5 - MEMBERSHIP ELIGIBILITY:
All individuals that wish to use Art in Res or the Services must first submit an application. Art in Res may deny membership applications for any reason in our sole and exclusive discretion, without providing reason or explanation. Art in Res may also revoke membership for any reason, in our sole and exclusive discretion, without providing reason or explanation. Additionally, even after membership is granted, Art in Res may revoke membership for any reason and at any time in our sole and exclusive discretion, without providing additional details.
During your membership process, you will provide us with identifying information such as your name and email address. You will also be asked for additional identifying information, such as billing and financial details. Such details may include credit card numbers, billing address, and other account information, as well as any other billing details as may be required by our third-party payment processors. You hereby agree that through your use of Art in Res or the Services, you will be subject to, and agree to, the terms of the following third-party payment processors: Stripe.
Art in Res is not liable or responsible for the confirmation of any User’s identity due to the inherent challenges of User verification on the internet.
Notwithstanding the foregoing, for transparency and fraud prevention purposes, and as permitted by applicable law, we may undertake the following verification activities:
We are, however, under no obligation to undertake any of these verification activities and may refrain from doing so in our sole and exclusive discretion.
Should we choose to do so, Art in Res may grant access to and use of the Art in Res platform, or certain areas or features of the Art in Res website, subject to certain conditions or requirements, such as but not limited to completing any of the aforementioned verification processes, meeting specific quality or eligibility criteria, meeting certain ratings or reviews thresholds, or meeting certain minimum requirements for positive booking and cancellation history.
Art in Res reserves the right to refuse service, terminate accounts, or remove or edit content in its sole discretion, as described throughout this Agreement.
ARTICLE 6 - REGISTRATION:
After being accepted for membership, you will be asked to register with us. During your registration on Art in Res, we may ask for additional information that was not requested during your membership application process, in our sole and exclusive discretion.
Further, your access to Art in Res may be reliant upon additional third parties, such as internet service providers, mobile data providers, or others. You are solely and exclusively responsible for the relationship between yourself and any additional third-party providers, including the payment of any fees which may assist in your access to Art in Res.
You are responsible for ensuring the continued accuracy of the registration information provided to us. This information will enable you to use Art in Res and the Services. You must not share your username and password with any third party and if you discover that such information has been compromised, you agree to notify us immediately in writing. An email notification will suffice to email@example.com. You are responsible for maintaining the safety and security of your identifying information, as well as keeping us apprised of any changes to your identifying information. Providing false or inaccurate information, or using Art in Res or the Services to further fraud or unlawful activity, is grounds for immediate termination of your account with Art in Res and this Agreement with you. Additionally, you agree to accept responsibility for all activities that occur under your account and password. Users may not have more than one active account on Art in Res, and all Users are prohibited from selling, trading, or otherwise transferring their Art in Res account to another party.
For safety, we recommend that you log out of your account at the end of each session. Art in Res will not be liable for any losses caused by any unauthorized use of your account.
ARTICLE 7 - PAYMENT & BILLING TERMS FOR COLLECTORS:
At the time of your registration with Art in Res, and after a successful membership application has been processed for you, you may be approved to sign up for a monthly subscription, or you may be approved to rent individual artworks without a subscription.
If you are approved to sign up for a monthly subscription, such subscription cost will be displayed to you at checkout and may be subject to change. Your monthly subscription will bill as displayed to you during your registration process.
If you are approved to rent individual artworks without a subscription, rental and purchase costs will be displayed to at checkout when you request to rent or purchase an artwork and may be subject to change. Rental and purchase costs will as displayed to you during the artwork checkout process.
Upon becoming a member of Art in Res, also known as a Collector, you will be entitled to request Listed Artworks for rental. However, membership does not guarantee that you will be able to rent the Listed Artwork of your choosing. Multiple factors determine your permissible rentals, including your Collector ratings and the ultimate decision of the Artist. Additionally, Art in Res may require a security deposit, proof of insurance, or additional information before a rental request is approved. Art in Res reserves the right to deny or cancel any rental request on behalf of the Artist in our sole and exclusive discretion.
If you elect to rent or purchase any of the Listed Artworks available on Art in Res, you may be asked to provide two valid forms of payment, as well as billing information, including, but not limited to, your credit card or debit card numbers and billing address. You may be asked for additional information, such as, but not limited to, card security codes or other information for billing or verification purposes.
At the time of your purchase or rental, you will also be required to provide your contact address to receive the Listed Artwork.
To ensure that Art in Res always has active and valid forms of payment on file for your account, Art in Res may charge each form of payment varying amounts, adding up to the monthly subscription, rental, or purchase cost, each month. Art in Res may also choose to charge just one form of payment the full monthly subscription, rental, or purchase cost. However, Art in Res will never charge a total amount to you that is greater than the monthly subscription total, rental cost total, or purchase cost total.
Collectors with multiple forms of payment on file may, however, choose a primary form of payment to be charged for Listed Artwork purchases.
By submitting your payment and billing information to us, you authorize us to charge the applicable payment methods at our convenience, but within 30 (thirty) days of credit card authorization. You hereby represent and warrant that you will not use any form of payment unless you have all necessary authorization to do so.
If Art in Res determines that either form of payment listed for your membership account has failed for a rented Listed Artwork, Art in Res reserves the right to place a hold on or charge any other remaining valid payment form for the full value of the rented Listed Artwork. In this instance, Art in Res will notify the Collector that payment information must be updated in accordance with this Agreement. Once payment information has been updated, and Art in Res determines that both forms of payment are once again valid and active for the Collector account, Art in Res will reverse any holds or charges.
Additionally, if Art in Res determines that either form of payment listed for your membership account has failed, we may, through your card provider and services they provide, attempt to independently update your information. You hereby authorize us to do so and to continue charging you for the agreed-upon amount.
If Art in Res suspects wrongdoing, including, but not limited to, unreported damage, intention to steal artwork, or other non-compliance with this Agreement, Art in Res reserves the right to place a hold on, or charge, any listed form of payment for the full value of the rented Listed Artwork. Art in Res will reverse any holds or charges upon resolution of such matter. Resolution may require a Collector to return any rented Listed Artworks to the Artist.
If you choose to purchase a Listed Artwork, at the time of your purchase, you will be provided with an invoice, listing itemized costs. All purchases are final.
You may modify your payment information via the settings panel on your profile.
You hereby acknowledge and agree that you must keep your payment and billing information up-to-date and accurate for the ongoing provision of Services to you. If any of your payment or billing information is not up-to-date or accurate, along with the other remedies described herein, we may temporarily suspend or permanently terminate your account.
If membership is revoked from you while you are currently renting one or multiple Listed Artworks, you will remain responsible and fully liable for the full value of the Listed Artworks in your possession.
You hereby authorize us to charge your credit card, debit card, or other stored method of payment for the value of the Listed Artworks in your possession at the time of revocation of your membership. You will be refunded in full only if, and when, the Listed Artworks are returned to the Artist(s) in the condition in which they were received.
Art in Res may, from time-to-time, offer you promotional payment information, account credits, or discounts, in our sole and exclusive discretion. If we do so, you acknowledge and agree that we are under no obligation to continue offering or providing such promotions or discounts and that we may cease such promotions or discounts at any time.
ARTICLE 8 - RENTAL TERMS FOR COLLECTORS:
Being a member on the site does not entitle you to rent any specific Listed Artwork. Artists may decline to accept your request for rental for any reason. Artists are not required to provide a reason for denial.
Additionally, Art in Res makes no guarantees about the quality of the artworks available for rent and purchase on the platform.
Upon your rental of a Listed Artwork, you assume full physical and intellectual liability. In the event of any damage, loss, theft, or other damage to, or destruction of the Listed Artwork you have rented, you will be held responsible for the full listed value. In the event that unauthorized copies are made of a Listed Artwork or unauthorized distributions, broadcasts, transmittals, uploads, or other public displays are made for a Listed Artwork in your possession, you will be held liable for intellectual property infringement. Through your use of Art in Res, you acknowledge and agree that the Artist may enforce their rights to the fullest extent permissible by law, including through federal litigation, at the Artist’s sole and exclusive discretion. Such remedies may include the seeking of statutory damages for willful copyright infringement of up to $150,000, which may be awarded in the court’s discretion.
Rented Listed Artwork must be treated with the utmost care, both in transit and on display (or in storage) at the Collector’s location. The Art In Res Transportation Guidelines and the Art in Res Hanging Guidelines are specifically incorporated by reference herein, and Collectors must abide by each and all terms contained therein.
Rented Listed Artworks may only be displayed and/or stored in the address on file in the Collector’s user profile. Additionally, Artwork can only be used in external media with the signed, written consent of the Artist.
By default, Collectors may only rent one Listed Artwork at one time. The rented Listed Artwork must be returned to the Artist before a Collector can schedule a new rental.
Some Collectors may be approved to rent multiple Listed Artworks (as approved on a case-by-case basis) for an additional fee. Collectors permitted to rent multiple Listed Artworks must never have more than their limited number of Listed Artworks in their possession.
The rental period (“Rental Period”) begins when possession of the Listed Artwork has been transferred from the Artist to the Collector, after the Parties have agreed to each of the terms. The Rental Period ends when possession of the Listed Artwork has been transferred back to Artist from Collector.
Should the Artist and Collector mutually agree to extend the original Rental Period by any length of time, the Parties must each agree to the adjustment on the Art in Res platform. However, extensions are in the Artist’s discretion only. If an Artist does not approve a Rental Period extension, Collectors must return the Listed Artwork in accordance with the original terms of the rental or reschedule a return with the Artist’s specific approval. The reschedule must be completed within seven (7) calendar days of the original rental return date.
Both Collectors and Artists are encouraged to submit feedback on the Website following the completion of each rental. In our sole and exclusive discretion, we may decline to allow any further use of the Art in Res Services until feedback on prior rentals is received. In most cases, feedback will be shared with Collectors and Artists, as applicable.
Please be advised that although Art in Res makes all reasonable efforts to display all Listed Artworks and their colors as accurately as possible, the displayed colors of the Listed Artworks will depend upon your specific device and monitor, and we cannot guarantee that your monitor will accurately portray the actual colors of the Listed Artworks.
ARTICLE 9 - ARTIST TERMS:
Artists must submit all work for approval prior to being listed on Art in Res. We may approve or deny works in our sole and exclusive discretion. To submit an artwork for consideration, the following guidelines must be met:
If any of your Listed Artworks are found to be infringing on the intellectual property rights of another User or any third-party, we reserve the right to immediately terminate your account.
When creating a listing for one of your works of art through the Art in Res Platform you must:
You are responsible for keeping your artwork information up-to-date at all times.
Pictures, animations, or videos (collectively, "Images") used in your artwork listings must accurately reflect the quality and condition of your listed artwork. Art in Res reserves the right to require that Listed Artworks meet any specific Image guidelines with certain formats, sizes, and resolution. Artworks may be unlisted or removed from our platform if the images provided do not adhere to our image standards.
You are solely responsible for setting a price for your Listed Artwork. The maximum price of Listed Artworks for purchase will be U.S. $10,000. This limitation may change, in our sole and exclusive discretion. Collectors are entitled to purchase your Listed Artwork at the price listed on the platform, which may be higher than your Listed Price. This also applies to Collectors currently renting your Listed Artwork. You cannot change the price of a Listed Artwork that is already being rented out to a Collector.
The placement and ranking of Listed Artworks in search results on the Art in Res Platform may vary and depend on a variety of factors, such as Collector search parameters and preferences, Artist or Artwork-specific requirements, price, number and quality of Images, Artist ratings and acceptance/cancellation history, Artist average response time, and/or Artist reviews and ratings.
For rentals of your Listed Artworks, you will receive a fee split as displayed to you at the time that you list your artworks with Art in Res. Fee splits may not be identical across Listed Artworks and may be subject to change. Art in Res makes no guarantees that you will receive any particular fee split, even if such fee split was obtained with prior listings.
Art in Res may, in certain circumstances, need to collect social security and other identifying information for the purposes of issuing a 1099-MISC tax form to ensure compliance with the Internal Revenue Code of 1986. In such a case, Art in Res will notify you and work with you personally to obtain all required information.
Art in Res does not claim ownership of any User Contributions (defined further in Article 13 below) you make available on or through our Website. You grant us the license described in Article 13 and at Art in Res’s sole discretion, such User Contributions may be included in the Service in whole, in part or in a modified form.
In the event of damage or theft of a Listed Artwork belonging to you, where payment equal to the listed price of the artwork cannot be obtained from the Collector responsible for the theft or damage, Art in Res may reimburse you in our sole and exclusive discretion.
Art in Res recommends that all Artists obtain appropriate insurance for the value of their artworks. It is your responsibility to review and fully understand your individual insurance policy and its appropriateness for any particular circumstance.
ARTICLE 10 - LISTED ARTWORK TRANSFER:
Both Artist and Collector are responsible for arriving in a timely fashion to the location agreed upon for transfer of the Listed Artwork at the specified date and time. Each Party will be provided with the other Party’s email, telephone number or other contact information as agreed between the Parties prior to transfer. Both Parties are encouraged to communicate with one another immediately leading up to the transfer, especially if any issues arise or are anticipated. If either Party arrives to the transfer location more than 30 (thirty) minutes late, they are deemed a “no show.” However, both Artists and Collectors may, at their discretion, continue awaiting the arrival of a late party during the transfer process.
ARTICLE 11 - PURCHASES:
We cannot confirm the price or availability of a Listed Artwork until an order is placed by a Collector to an Artist. Despite our best efforts, a small number of the items on Art in Res may be mispriced. We disclaim any liability for incorrect or adjusted pricing or availability and we are not responsible for typographical errors regarding price or any other matter.
All purchases of Listed Artworks are final and no refunds will be issued.
ARTICLE 12 - INTERACTIONS WITH OTHER USERS & RATINGS:
As Art in Res is a platform to connect Artists and Collectors, you will be permitted to communicate with other Users through the interactive features of the Art in Res website. You will also be permitted to post additional User Contributions on the site as defined further in Article 13 this Agreement. Art in Res LLC hereby expressly disclaims any and all responsibility for the actions, interactions, conduct, communications or other relationships of any Users on or off Art in Res.
All users must comply with the Acceptable Use provision of this Agreement. Regardless, Art in Res LLC encourages all Users to look out for their own safety on and off Art in Res. As such, please be reminded of basic safety tips, such as to never disclose financial information, identifying information, or other official personal documentation with anyone. Art in Res LLC makes no warranties, representations, guarantees, or other promises or covenants with regard to any User or their conduct.
You hereby acknowledge and agree that Art in Res LLC is not responsible or liable in any way for your actions with others and that your actions and interactions are your sole and exclusive responsibility.
Art in Res permits Artists and Collectors to leave reviews for each other. Reviews on the Art in Res website do not reflect the opinions of Art in Res, and are instead listed by individual Users. Art in Res does not verify any reviews for accuracy, but all reviews must comply with the Acceptable Use provision in this Agreement and the terms of this Agreement as a whole.
ARTICLE 13 - USER-GENERATED CONTENT:
Art in Res contains screens, pages, listings and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit to other Users or other persons photos, videos, text, content, or materials (collectively, "User Contributions") on or through the Art in Res website.
User Contributions may specifically include images of Listed Artworks as well as feedback and reviews on the Art in Res website.
All User Contributions must comply with the Acceptable Use provision in this Agreement and the terms of this Agreement as a whole.
Any User Contribution you post to the site will be considered non-confidential and non-proprietary and should otherwise be considered public. By providing any User Contribution on or to Art in Res, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns, a royalty-free, non-exclusive, sub-licenseable, transferable, perpetual, worldwide license to use, reproduce, modify, perform, display, broadcast, stream, transmit, distribute, make derivative works of, and otherwise disclose to third parties and exploit any such content you Post, publish, upload or otherwise make available to Art in Res LLC through the Art in Res website. Such content includes any photos, videos, or artwork of you, photos, videos, or artwork you provide, or other identifying content that you may make available on the Art in Res platform. The Company claims no further proprietary rights in your User Contributions.
You further represent and warrant that:
ARTICLE 14 - DMCA POLICY:
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from Art in Res infringe your copyright, you may request removal of those materials (or access to them) from Art in Res by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCA Notice") must include substantially the following:
Our designated copyright agent to receive DMCA Notices is:
LAW VOLCANO LLC
Attn: Copyright Agent
1007 North Orange Street
Wilmington, DE 19801
By phone: 302-276-8651
By email: firstname.lastname@example.org
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on Art in Res is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
Counter-Notification Procedures: If you believe that material you posted on Art in Res was removed, or access to it was disabled by mistake or misidentification, you may file a counter-notification with us (a "Counter-Notice") by submitting written notification to our copyright agent designated above. Pursuant to the DMCA, the Counter-Notice must include substantially the following:
The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter-Notice.
Please be aware that if you knowingly materially misrepresent that material or activity on Art in Res which was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
Repeat Infringers: It is our policy in appropriate circumstances to disable and/or terminate the accounts of Users who are repeat infringers.
ARTICLE 15 - NO 501(c)(3) STATUS:
You acknowledge and agree that Art in Res is not a charitable organization, as that term is defined under the Internal Revenue Code. Renting or purchasing Listed Artworks on Art in Res alone does not entitle you to receive any tax-deduction based on your use of Art in Res.
ARTICLE 16 - LICENSE TO USE WEBSITE:
The Company may provide you with certain materials as a result of your use of Art in Res or the Services. Such materials may include, but are not limited to, the Art in Res website as a whole, documentation, data, or information developed by the Company, and other materials which may assist in your use of Art in Res or the Services ("Company Materials"). Subject to this Agreement, the Company grants you a personal, non-exclusive, limited, non-transferable and revocable, worldwide and royalty-free license to use the Company Materials solely in connection with your use of Art in Res and the Services. The Company Materials may not be used for any other purpose and this license terminates upon your cessation of use of Art in Res, or the Services, or at the termination of this Agreement.
The limited license provided to you herein specifically does not include the downloading or copying information for the benefit of another vendor or third party, or distributing or disclosing any part of the website in any medium, including, without limitation, by any automated or non-automated large-scale removal of data, also known as “scraping.”
ARTICLE 17 - INTELLECTUAL PROPERTY:
You agree that Art in Res, and all Services provided by the Company, are the property of the Company, including all copyrights, trademarks, trade secrets, patents, and other intellectual property, including, but not limited to, Art in Res LLC, Art in Res, and any other trademarks or service marks found on the Art in Res website with the exception of the intellectual property in the Listed Artworks ("Company IP"). The Company IP also includes a copyright in the entirety of the underlying Art in Res website, with exception of the Listed Artworks. You agree that the Company owns all right, title, and interest in, and to, the Company IP, and that you will not use the Company IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Company IP in any way, including electronically or via registration of any new trademarks, trade names, service marks, or Uniform Resource Locators (URLs), without express written permission from the Company.
ARTICLE 18 - ACCEPTABLE USE:
You agree not to use Art in Res or the Services for any unlawful purpose or any purpose prohibited under this clause. You agree not to use Art in Res or the Services in any way that could damage Art in Res, the Services, or general business of the Company. Art in Res is under no obligation to monitor any User Contributions on the Website but may choose to do so in our sole and exclusive discretion for compliance with this Acceptable Use policy and this Agreement as a whole.
You further agree not to use Art in Res or the Services:
You acknowledge and agree that we may terminate your account at any time if you violate any of the terms of this Agreement, at our sole and exclusive discretion. Art in Res may also take further action, such as notifying the appropriate authorities, removing any content that you may have posted, or other such action as we deem appropriate. Art in Res may also stop any transaction which the Company believes may be harmful to the public, or the Company, or otherwise poses any unacceptable risk.
ARTICLE 19 - EXPORT CONTROLS:
You hereby agree to comply with all local rules relating to online conduct and that which is considered acceptable content. Uploading, posting and/or transferring of software, technology, and other technical data may be subject to the export and import laws of the United States and possibly other countries. You agree to comply with all applicable export and import laws, statutes, and regulations, including, but not limited to, the Export Administration Regulations, as well as the Sanctions Control Program of the United States.
ARTICLE 20 - SERVICE CHANGES:
At our sole and exclusive discretion, we may offer additional Services, or we may update, modify, or revise any current content and Services. If we do so, this Agreement shall apply to any and all additional Services and/or products, and any and all updated, modified, or revised Services unless otherwise stipulated. We hereby reserve the right to cancel and cease offering any of the aforementioned Services and/or products at our discretion. You, as the end User, acknowledge, accept, and agree that we shall not be held liable for any such updates, modifications, revisions, suspensions, or discontinuance of any of our Services. Your continued use of the Services provided, after such posting of any updates, changes, and/or modifications, shall constitute your acceptance of such updates, changes and/or modifications. Should you not agree to the updates, revisions, or modifications, you must stop using the Art in Res website and Services immediately.
ARTICLE 21 - REVERSE ENGINEERING & SECURITY:
You agree not to undertake any of the following actions:
Any violations of this clause will be grounds for immediate termination of your User account and this Agreement between you and the Company. Additionally, actions undertaken in violation of this clause are specifically excepted from the Arbitration Provision of this Agreement, and Art in Res reserves all rights to pursue any and all remedies, including monetary damages and injunctive relief, available under applicable law.
ARTICLE 22 - DATA LOSS:
The Company does not accept responsibility for the security of your account, content, or Listed Artworks. While Art in Res attempts to maintain the safety and security of the Services according to industry standards, no transmission of data via the internet is completely secure. Thus, you agree that your use of Art in Res or Services is at your own risk.
ARTICLE 23 - INDEMNIFICATION:
You agree to defend and indemnify the Company and any of its affiliates (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to your use or misuse of Art in Res or the Services, your breach of this Agreement, or your conduct or actions, or the conduct or actions of any other Art in Res User in relation to you. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense if the Company wishes.
California residents who may access Art in Res, hereby waive California Civil Code Section 1542, the text of which is as follows: "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." If any comparable statute, regulation, or doctrine exists in your jurisdiction, you hereby waive such statute, regulation, or doctrine, as well.
ARTICLE 24 - SPAM POLICY:
You are strictly prohibited from using Art in Res or any of the Company's Services for illegal spam activities, including gathering email addresses and personal information from others, or sending any mass commercial emails.
ARTICLE 25 - THIRD-PARTY LINKS & CONTENT:
The Company may display, include, or make available, third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising ("Third-Party Materials"). Such Third-Party Materials may specifically include recommendations to products regarding the storage and transportation of artwork. Recommendations made on the Art in Res platform are for information and entertainment only. You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. The Company does not assume, and will not have any liability or responsibility to you, or to any other person or entity for any Third-Party Materials, including product recommendations made through Art in Res. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk, and subject to such third parties' terms and conditions.
ARTICLE 26 - MODIFICATION & VARIATION:
The Company may, from time to time and at any time without notice to you, modify this Agreement. If we do so, we will change the “Last Modified” date at the top of this Agreement. We will also endeavour to provide you with notice of the modifications by email at least 30 (thirty) days before the date they become effective, but cannot guarantee such email notice.
You agree that the Company has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effective immediately upon posting online, on Art in Res, 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.
To the extent any part or sub-part 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.
You agree to routinely monitor this Agreement, and refer to the Effective Date posted at the top of this Agreement, to note modifications or variations. You further agree to do so only after Art in Res has been fully closed and reopened, and your cache has been cleared to avoid accessing a prior version of this Agreement. You agree that your continued use of Art in Res after any modifications to this Agreement is a manifestation of your continued assent to this Agreement.
In the event that you fail to monitor any modifications to or variations of this Agreement, you agree that such failure shall be considered an affirmative waiver of your right to review the modified Agreement.
ARTICLE 27 - GEOGRAPHIC RESTRICTIONS:
Art in Res LLC is based in the state of New York, in the United States. We provide Art in Res for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
ARTICLE 28 - SERVICE INTERRUPTIONS:
The Company may need to interrupt your access to Art in Res to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that the Company shall have no liability for any damage or loss caused as a result of such unanticipated or unscheduled downtime.
ARTICLE 29 - TERM, TERMINATION & SUSPENSION:
The Company may terminate this Agreement with you at any time for any reason, with or without cause. The Company specifically reserves the right to terminate this Agreement if you violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, behaving inappropriately with any other user, and/or publishing or distributing illegal material. If your account is terminated by the Company, you will not be entitled to any refund of any monies spent on Art in Res and you may be required to pay fees for Services provided up until the date of termination. You must also return all rented Listed Artworks in your possession if you are a Collector or not have any outstanding rental requests if you are an Artist.
You may terminate your account at any time after meeting all requisite conditions through the Art in Res website by visiting your account settings page and cancelling your account.
If your account is terminated either by us or by you, Art in Res will maintain your User data for fraud-prevention purposes. If you desire, you may be permitted to reactivate your account at our sole and exclusive discretion.
At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect, specifically including, but not limited to, Articles 13, 14, 15, 16, 17, 31, 32, 33, 34, and 36.
ARTICLE 30 - DAMAGE & THEFT:
Art in Res is not, and will not be, liable for any damage or theft to Listed Artworks. Additionally, Art in Res takes no responsibility for the relationship between Collector and Artist. Art in Res is a passive platform that allows for the connection between parties. Article 32, entitled Limitation on Liability, together with the terms of this Agreement as a whole, define Art in Res’ maximum liability for any claim arising out of, or relating to, this Art in Res or the Services, including damage to or theft of Listed Artworks.
Collectors are fully liable for any damage to the rented Listed Artwork, up to the full listed purchase price of the artwork.
In the event of a damage or theft where Art in Res cannot collect from the Collector, Art in Res may reimburse the Artist on a “best efforts” basis, at our sole and exclusive discretion. Such reimbursement may be less than the full listed purchase price of the Listed Artwork. Art in Res makes no guarantees as to reimbursement for any Listed Artwork.
Artists should be advised that Art in Res will not undertake any collection efforts from Collectors in the following situations:
Art in Res considers fingerprints, dirt pockets, dust, and damage to hanging devices negligible damages and will not pursue Collectors for monetary compensation related to such negligible damages. Collectors are, however, advised to inspect and record existing damage to rented Listed Artworks upon receipt, prior to the beginning of the Rental Period.
Additionally, Artists are encouraged to document and reflect any and all damages in User Reviews.
ARTICLE 31 - NO WARRANTIES:
YOU AGREE THAT YOUR USE OF ART IN RES AND THE SERVICES IS AT YOUR SOLE AND EXCLUSIVE RISK AND THAT ANY SERVICES PROVIDED BY US ARE ON AN "AS IS" BASIS. THE COMPANY HEREBY EXPRESSLY DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE AND THE IMPLIED WARRANTY OF MERCHANTABILITY. THE COMPANY MAKES NO WARRANTIES THAT ART IN RES OR THE SERVICES WILL MEET YOUR NEEDS OR THAT ART IN RES OR THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. THE COMPANY ALSO MAKES NO WARRANTIES AS TO THE RELIABILITY OR ACCURACY OF ANY INFORMATION ON ART IN RES OR OBTAINED THROUGH THE SERVICES, AND DOES NOT ENDORSE THE STATEMENTS OF ANY THIRD PARTY. YOU AGREE THAT ANY DAMAGE THAT MAY OCCUR TO YOU, YOUR DEVICE, YOUR COMPUTER SYSTEM, OR GENERALLY AS A RESULT OF A LOSS OF YOUR DATA FROM YOUR USE OF ART IN RES OR THE SERVICES, IS YOUR SOLE RESPONSIBILITY AND THAT THE COMPANY IS NOT LIABLE FOR ANY SUCH DAMAGE OR LOSS.
ARTICLE 32 - LIMITATION ON LIABILITY:
TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY, INCLUDING ANY OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, PARENTS, SUBSIDIARIES, SERVICE PROVIDERS, CONTRACTORS, AGENTS, OR LICENSORS SHALL NOT BE LIABLE FOR ANY DAMAGES THAT MAY OCCUR TO YOU AS A RESULT OF YOUR USE OR MISUSE OF ART IN RES OR THE SERVICES, OR YOUR INABILITY TO USE OR ACCESS ART IN RES OR THE SERVICES. THIS SECTION APPLIES TO ANY AND ALL CLAIMS BY YOU, INCLUDING, BUT NOT LIMITED TO, PERSONAL PHYSICAL DAMAGE, PROPERTY DAMAGE, LOSS OF DATA, LOSS OF GOODWILL, LOST PROFITS OR REVENUES, CONSEQUENTIAL, INDIRECT, SPECIAL EXEMPLARY OR PUNITIVE DAMAGES, NEGLIGENCE, STRICT LIABILITY, FRAUD, OR TORTS OF ANY KIND WHETHER SUCH CLAIMS ARE DIRECT OR INDIRECT, AND WHETHER SUCH CLAIMS ARE ALLEGED TO BE FROM YOUR USE OF ART IN RES, YOUR INTERACTION WITH ANOTHER USER, OR YOUR INTERACTION WITH ANY THIRD-PARTY. THIS LIMITATION APPLIES WHETHER OR NOT WE OR OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, PARENTS, SUBSIDIARIES, SERVICE PROVIDERS, CONTRACTORS, AGENTS, OR LICENSORS KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF ANY SUCH CLAIMS OR DAMAGES, AND WHETHER OR NOT WE OR THE APPLICABLE PARTIES WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE MAXIMUM LIABILITY OF THE COMPANY ARISING FROM OR RELATING TO THIS AGREEMENT IS LIMITED FOR COLLECTORS AS FOLLOWS: (A) FOR ANY PRODUCT, TO THE PURCHASE PRICE OF THAT PRODUCT OR (B) FOR THE USE OF ART IN RES OR THE SERVICES, TO THE LESSER OF U.S. $100 OR THE AMOUNT YOU PAID TO THE COMPANY IN THE PRECEDING THREE MONTHS.
THE MAXIMUM LIABILITY OF THE COMPANY ARISING FROM OR RELATING TO THIS AGREEMENT IS LIMITED FOR ARTISTS AS FOLLOWS: THE LESSER OF 50% (FIFTY PERCENT) OF THE LISTED VALUE OF YOUR ARTWORK OR U.S. $500.
SOME OR ALL OF THE LIMITATIONS PROVIDED IN THIS SUBSECTION MAY NOT BE APPLICABLE TO YOU, DEPENDING UPON YOUR JURISDICTION. TO THE EXTENT THAT WE ARE NOT PERMITTED TO COMPLETELY DISCLAIM WARRANTIES IN YOUR JURISDICTION, THE SCOPE AND DURATION OF THIS DISCLAIMER PROVISION WILL BE THE MAXIMUM PERMISSIBLE UNDER APPLICABLE LAW.
ARTICLE 33 - CLAIM LIMITATION:
ARTICLE 34 - TAXES:
You are solely and exclusively responsible for any taxes that may be applicable to your use of the Services or otherwise, with the limited exception that in Art in Res may be required to obtain additional information from you to issue certain tax forms, such as a 1099-MISC, to you to ensure compliance with the Internal Revenue Code of 1986. In such a case, Art in Res will notify you and work with you personally to obtain all required information.
You otherwise acknowledge and agree that it is your responsibility to determine your tax liabilities, and Art in Res is not responsible for any tax issue related to your use of the Art in Res website or Services.
ARTICLE 35 - CUSTOMER SERVICE:
Should you need to contact Art in Res in any way for customer service, technical issues, or any other communication required, you may reach us at email@example.com.
ARTICLE 36 - GENERAL PROVISIONS: